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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
_______________________________________
FORM 10-Q
_______________________________________
(Mark One)
xQUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended September 30, 2024
OR
oTRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from       to
Commission File Number: 001-40295
_______________________________________
ALIGNMENT HEALTHCARE, INC.
(Exact Name of Registrant as Specified in its Charter)
_______________________________________
Delaware46-5596242
(State or other jurisdiction of
incorporation or organization)
(I.R.S. Employer
Identification No.)
1100 W. Town and Country Road, Suite 1600
Orange, California
92868
(Address of principal executive offices)(Zip Code)
Registrant’s telephone number, including area code: (844) 310-2247
_______________________________________
Securities registered pursuant to Section 12(b) of the Act:
Title of each class 
Trading
Symbol(s)
 Name of each exchange on which registered
Common Stock, par value $0.001 per share ALHC The Nasdaq Stock Market LLC
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes x No o
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes x No o
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
Large accelerated FilerxAccelerated filero
Non-accelerated fileroSmaller reporting companyo
Emerging growth companyo  
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes o No x
As of October 24, 2024, the registrant had 191,696,093 shares of common stock, $0.001 par value per share, outstanding.


Table of Contents
  Page
   
  
 
 
 
 
 
  
  


FORWARD-LOOKING STATEMENTS
Throughout this quarterly report on Form 10-Q (this “Quarterly Report”), we make “forward-looking statements” within the meaning of the U.S. Private Securities Litigation Reform Act of 1995. All statements other than statements of historical fact included in this Quarterly Report are forward-looking statements. Forward-looking statements give our current expectations relating to our financial condition, results of operations, plans, objectives, future performance and business. You can identify forward-looking statements by the fact that they do not relate strictly to historical or current facts. These statements may include words such as “anticipate,” “estimate,” “expect,” “project,” “plan,” “intend,” “believe,” “may,” “will,” “should,” “can have,” “likely” and other words and terms of similar meaning. The forward-looking statements contained in this Quarterly Report are generally located in the material set forth under the heading “Management’s Discussion and Analysis of Financial Condition and Results of Operations” but may be found in other locations as well. These statements are based upon management’s current expectations, assumptions and estimates and are not guarantees of timing, future results or performance. All forward-looking statements are subject to risks and uncertainties that may cause actual results to differ materially from those that we expected, including:
our history of net losses, and our ability to achieve or maintain profitability in an environment of increasing expenses;
the effect of our relatively limited operating history on investors’ ability to evaluate our current business and future prospects;
the viability of our growth strategy and our ability to realize expected results;
our ability to attract new members and to successfully enter into new markets;
the quality and pricing of our products and services;
our ability to maintain a high rating for our health plans on the Five Star Quality Rating System;
our ability to develop and maintain satisfactory relationships with care providers who service our members;
our ability to manage our growth effectively, execute our business plan, maintain high levels of service and member satisfaction or adequately address competitive challenges;
our ability to compete in the healthcare industry;
the impact on our business of security breaches, loss of data or other disruptions causing the compromise of sensitive information or preventing us from accessing critical information;
the impact on our business of disruptions in our disaster recovery systems or management continuity planning;
the cost of legal proceedings and litigation, including intellectual property and privacy disputes;
our dependence on reimbursements by the Centers for Medicare and Medicaid Services ("CMS") and premium payments by individuals;
other risks associated with being a government contractor;
the impact on our business of the healthcare services industry becoming more cyclical;
our ability to manage acquisitions, divestitures and other significant transactions successfully;
our ability to maintain, enhance and protect our reputation and brand recognition;
our ability to effectively invest in, implement improvements to and properly maintain the uninterrupted operation and data integrity of our information technology and other business systems;
1

our ability to obtain, maintain, protect and enforce intellectual property protection for our technology;
the potential adverse impact of claims by third parties that we are infringing on, misappropriating or otherwise violating their intellectual property rights;
the impact of any restrictions on our use of or ability to license data or our failure to license data and integrate third-party technologies;
our dependence on our senior management team and other key employees;
the concentration of our health plans in a limited number of U.S. states;
our management team’s limited experience managing a public company;
our ability to generate sufficient cash flow to service all of our indebtedness and the potential impact of certain affirmative and negative covenants in our term loan agreement on our business;
the impact of shortages of qualified personnel and related increases in our labor costs;
the risk that our records may contain inaccurate or unsupportable information regarding risk adjustment scores of members;
our ability to accurately estimate incurred but not reported medical expenses;
the impact of negative publicity regarding the managed healthcare industry;
the impact of weather and other factors beyond our control on our clinics, the centers out of which our external providers operate, and the facilities that host our AVA platform (as defined below);
the impact on our business of renegotiation, non-renewal or termination of risk agreements with hospitals, physicians, nurses, pharmacists and medical support staff;
risks associated with estimating the amount of liabilities that we recognize under our risk agreements with providers;
our ability to respond to general economic conditions, including but not limited to, increased inflation and higher interest rates;
risks associated with an economic downturn, including pressure on governmental budgets and reduced spending for health and human service programs;
our ability to develop and maintain proper and effective internal control over financial reporting;
the impact of state and federal efforts to reduce Medicare spending;
our ability to comply with applicable federal, state and local rules and regulations, including those relating to data privacy and security; and
other factors disclosed in the section entitled “Risk Factors” and elsewhere in this Quarterly Report.
We derive many of our forward-looking statements from our operating budgets and forecasts, which are based on many detailed assumptions. While we believe that our assumptions are reasonable, we caution that it is very difficult to predict the impact of known factors, and it is impossible for us to anticipate all factors that could affect our actual results. Important factors that could cause actual results to differ materially from our expectations, or cautionary statements, are disclosed under the sections entitled “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in this Quarterly Report.
2

All written and oral forward-looking statements attributable to us, or persons acting on our behalf, are expressly qualified in their entirety by these cautionary statements as well as other cautionary statements that are made from time to time in our other SEC filings and public communications. You should evaluate all forward-looking statements made in this Quarterly Report in the context of these risks and uncertainties.
We caution you that the important factors referenced above may not contain all of the factors that are important to you. In addition, we cannot assure you that we will realize the results or developments we expect or anticipate or, even if substantially realized, that they will result in the consequences or affect us or our operations in the way we expect. The forward-looking statements included in this Quarterly Report are made only as of the date hereof. We undertake no obligation to update or revise any forward-looking statement as a result of new information, future events or otherwise, except as otherwise required by law.
3

PART I—FINANCIAL INFORMATION
Item 1. Financial Statements.
4

Alignment Healthcare, Inc.
Condensed Consolidated Balance Sheets
(amounts in thousands, except par value and share amounts)
(Unaudited)
 September 30,
2024
December 31,
2023
Assets
Current Assets:
Cash and cash equivalents$340,300 $202,904 
Accounts receivable (less allowance for credit losses of $123 at September 30, 2024 and $0 at December 31, 2023)
138,852 119,749 
Investments - current40,676 115,914 
Prepaid expenses and other current assets53,779 44,970 
Total current assets573,607 483,537 
Property and equipment, net64,692 51,901 
Right of use asset, net8,124 9,959 
Goodwill34,826 34,826 
Intangible Assets, net4,550 5,252 
Other assets6,488 6,405 
Total assets$692,287 $591,880 
Liabilities and Stockholders' Equity
Current Liabilities:
Medical expenses payable$297,125 $205,399 
Accounts payable and accrued expenses25,394 23,511 
Accrued compensation33,951 34,112 
Current maturities of long-term debt1,613  
Total current liabilities358,083 263,022 
Long-term debt, net of current maturities and debt issuance costs210,386 161,813 
Long-term portion of lease liabilities8,191 8,974 
Total liabilities576,660 433,809 
Commitments and Contingencies (Note 12)
Stockholders' Equity:
Preferred stock, $.001 par value; 100,000,000 shares authorized as of September 30, 2024 and December 31, 2023, respectively; no shares issued and outstanding as of September 30, 2024 and December 31, 2023
  
Common stock, $.001 par value; 1,000,000,000 shares authorized as of September 30, 2024 and December 31, 2023; 191,595,786 and 188,951,643 shares issued and outstanding as of September 30, 2024 and December 31, 2023, respectively
191 189 
Additional paid-in capital1,091,561 1,037,015 
Accumulated deficit(977,202)(880,258)
Total Alignment Healthcare, Inc. stockholders' equity114,550 156,946 
Noncontrolling interest1,077 1,125 
Total stockholders' equity115,627 158,071 
Total liabilities and stockholders' equity$692,287 $591,880 
See accompanying notes to unaudited condensed consolidated financial statements.
5

Alignment Healthcare, Inc.
Condensed Consolidated Statements of Operations
(amounts in thousands, except share and per share amounts)
(Unaudited)
Three Months Ended September 30,Nine Months Ended September 30,
2024202320242023
Revenues:
Earned premiums$684,496 $450,235 $1,980,146 $1,341,924 
Other7,937 6,474 22,174 16,319 
Total revenues692,433 456,709 2,002,320 1,358,243 
Expenses:
Medical expenses613,444 397,879 1,791,974 1,204,838 
Selling, general, and administrative expenses90,871 83,089 269,246 223,696 
Depreciation and amortization7,640 5,497 20,110 15,613 
Total expenses711,955 486,465 2,081,330 1,444,147 
Loss from operations(19,522)(29,756)(79,010)(85,904)
Other expenses:
Interest expense6,937 5,466 18,055 15,747 
Other income, net(22)(145)(72)(711)
Total other expenses6,915 5,321 17,983 15,036 
Loss before income taxes(26,437)(35,077)(96,993)(100,940)
Provision (benefit) for income taxes(8) 14 2 
Net loss$(26,429)$(35,077)$(97,007)$(100,942)
Less: Net loss attributable to noncontrolling interest16 30 63 134 
Net loss attributable to Alignment Healthcare, Inc.$(26,413)$(35,047)$(96,944)$(100,808)
Total weighted-average common shares outstanding - basic and diluted191,361,283187,328,318 190,423,014 185,493,345
Net loss per share - basic and diluted$(0.14)$(0.19)$(0.51)$(0.54)
See accompanying notes to unaudited condensed consolidated financial statements.



6

Alignment Healthcare, Inc.
Condensed Consolidated Statements of Stockholders' Equity
(amounts in thousands, except par value and share amounts)
(Unaudited)
Common Stock
SharesAmountAdditional
Paid-In Capital
Accumulated
Deficit
Noncontrolling Interest Total
Balance at June 30, 2024191,236,747$191 $1,074,303 $(950,789)$1,093 $124,798 
Net loss— — (26,413)(16)(26,429)
Issuance of common stock upon vesting of restricted stock units359,039— — — — — 
Equity-based compensation— 17,258 — — 17,258 
Balance at September 30, 2024191,595,786$191 $1,091,561 $(977,202)$1,077 $115,627 
Common Stock
SharesAmountAdditional
Paid-In Capital
Accumulated
Deficit
Noncontrolling interestTotal
Balance at June 30, 2023188,512,765$188 $1,007,794 $(798,002)$1,132 $211,112 
Net loss— — (35,047)(30)(35,077)
Issuance of common stock upon vesting of restricted stock units419,1301 — — — 1 
Forfeitures(20,375)— — — — — 
Equity-based compensation— 13,569 — — 13,569 
Balance at September 30, 2023188,911,520$189 $1,021,363 $(833,049)$1,102 $189,605 
See accompanying notes to unaudited condensed consolidated financial statements.
7

Alignment Healthcare, Inc.
Condensed Consolidated Statements of Stockholders' Equity
(amounts in thousands, except par value and share amounts)
(Unaudited)
Common Stock
SharesAmountAdditional
Paid-In Capital
Accumulated
Deficit
Noncontrolling interestTotal
Balance at December 31, 2023188,951,643$189 $1,037,015 $(880,258)$1,125 $158,071 
Net loss— — (96,944)(63)(97,007)
Issuance of common stock upon vesting of restricted stock units2,716,7622 — — — 2 
Forfeitures(2,799)— — — — — 
Shares withheld related to net restricted stock settlement(69,820)— (350)— — (350)
Equity-based compensation— 54,896 — — 54,896 
Noncontrolling interest attributable to subsidiary— — — 15 15 
Balance at September 30, 2024191,595,786 $191 $1,091,561 $(977,202)$1,077 $115,627 
Common Stock
SharesAmountAdditional
Paid-In Capital
Accumulated
Deficit
Noncontrolling interestTotal
Balance at December 31, 2022187,280,015$187 $970,180 $(732,241)$1,176 $239,302 
Net loss— — (100,808)(134)(100,942)
Issuance of common stock upon vesting of restricted stock units1,667,1022 — — 2 
Forfeitures(35,597)— — — — — 
Equity-based compensation— 51,183 — — 51,183 
Repurchase of noncontrolling interest attributable to subsidiary— — — 60 60 
Balance at September 30, 2023188,911,520$189 $1,021,363 $(833,049)$1,102 $189,605 
See accompanying notes to unaudited condensed consolidated financial statements.
8

Alignment Healthcare, Inc.
Condensed Consolidated Statements of Cash Flows
(amounts in thousands)
(Unaudited)
Nine Months Ended September 30,
20242023
Operating Activities:
Net loss$(97,007)$(100,942)
Adjustments to reconcile net loss to net cash provided by operating activities:
Provision for credit loss123 91 
Loss (gain) on right of use assets135 (289)
Gain on sale of property and equipment (8) 
Depreciation and amortization20,254 15,807 
Amortization-investment discount(2,084)(3,349)
Amortization-debt issuance costs978 1,037 
Equity-based compensation54,896 51,183 
Non-cash lease expense1,360 1,653 
Changes in operating assets and liabilities:
Accounts receivable(19,226)(12,724)
Prepaid expenses and other current assets(8,809)(3,771)
Other assets77 (119)
Medical expenses payable91,726 33,299 
Accounts payable and accrued expenses2,835 (4,613)
Deferred premium revenue(116)146,034 
Accrued compensation(161)7,604 
Lease liabilities(1,492)(2,622)
Net cash provided by operating activities43,481 128,279 
Investing Activities:
Purchase of investments(75,524)(281,582)
Sale of property and equipment14  
Maturities of investments152,755 160,735 
Acquisition of property and equipment(32,134)(25,398)
Net cash provided by (used in) investing activities45,111 (146,245)
Financing Activities:
Proceeds from long-term debt50,000  
Debt issuance costs(512) 
Payment of employment taxes related to release of restricted stock(350) 
Contributions from noncontrolling interest holders15 60 
Net cash provided by financing activities49,153 60 
Net increase (decrease) in cash137,745 (17,906)
Cash, cash equivalents and restricted cash at beginning of period204,954 411,299 
Cash, cash equivalents and restricted cash at end of period$342,699 $393,393 
Supplemental disclosure of cash flow information:
Cash paid for interest$15,602 $13,943 
Supplemental non-cash investing and financing activities:
Acquisition of property in accounts payable$112 $117 
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The following table provides a reconciliation of cash, cash equivalents and restricted cash reported within the condensed consolidated balance sheets to the total above:
 September 30, 2024September 30, 2023
Cash and cash equivalents$340,300 $391,643 
Restricted cash in other assets2,399 1,750 
Total$342,699 $393,393 
See accompanying notes to unaudited condensed consolidated financial statements.
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Alignment Healthcare, Inc.
Notes to Unaudited Condensed Consolidated Financial Statements
(amounts in thousands, except share amounts)
1. Organization
Alignment Healthcare, Inc. (collectively, “we” or “us” or “our” or the “Company”), is a next generation, consumer-centric health care platform that is purpose-built to provide seniors with high quality, affordable care with a vastly improved consumer experience. Enabled by our innovative technology and care delivery model, the Company focuses on improving outcomes in the Medicare Advantage sector. The Company’s operations primarily consist of Medicare Advantage Plans in the states of California, North Carolina, Nevada, Arizona, Florida and Texas.
2. Summary of Significant Accounting Policies
Basis of Presentation
The accompanying condensed consolidated financial statements and accompanying notes have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”). The balance sheet as of December 31, 2023, included herein, was derived from audited financial statements, but does not include all disclosures required by GAAP. In accordance with the rules and regulations of the U.S. Securities and Exchange Commission ("SEC"), the Company has omitted certain footnote disclosures that would substantially duplicate the disclosures contained in its annual audited consolidated financial statements. Therefore, these condensed consolidated financial statements should be read in conjunction with the Company's Annual Report on Form 10-K for the year-ended December 31, 2023 as filed with the SEC. Furthermore, the condensed consolidated financial statements include the accounts of the Company, our subsidiaries, and three immaterial variable interest entities in which we are the primary beneficiary. All intercompany transactions have been eliminated in consolidation. Noncontrolling interest is presented within the equity section of the condensed consolidated balance sheets.
We have no components of other comprehensive income (loss), and accordingly, comprehensive income (loss) is the same as the net income (loss) for all periods presented.
Use of Estimates
The preparation of the condensed consolidated financial statements requires management to make estimates and judgments that affect the amounts reported in the condensed consolidated financial statements. Our significant estimates include, but are not limited to, the determination of medical expenses payable; the impact of risk adjustment provisions related to our Medicare contracts; collectability of receivables; valuation of related impairment recognition of long-lived assets, including goodwill and intangible assets; equity-based compensation expense; and contingent liabilities. Estimates and judgments are based upon historical information and on various other assumptions that are believed to be reasonable under the circumstances. Actual results could differ materially from those estimates and the impact of any change in estimates is included in earnings in the period in which the estimate is adjusted.
Segments
We have determined that our chief executive officer is the chief operating decision maker (“CODM”) who regularly reviews financial operating results on a consolidated basis for purposes of allocating resources and evaluating financial performance. We operate and manage the business as one reportable segment and one operating segment, which is to provide healthcare services to our seniors. Factors used in determining the reportable segment include the nature of operating activities, our organizational and reporting structure, and the type of information reviewed by the CODM to allocate resources and evaluate financial performance. All of our assets are located in the United States.
Fair Value Measurements
Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Our current assets and current liabilities approximate fair value because of the
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short-term nature of these financial instruments. Financial instruments measured at fair value on a recurring basis were based upon a three-tier hierarchy as follows:
Level 1 - Quoted prices in active markets for identical assets or liabilities
Level 2 - Other inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the asset or liability
Level 3 - Unobservable inputs that reflect management’s best estimate of what market participants would use in pricing the asset or liability at the measurement date
The fair value of cash, cash equivalents, restricted cash and U.S. Treasury bills was determined based on Level 1 inputs. The fair value of certificate of deposits, which are recorded in other assets in the condensed consolidated balance sheets, was determined based on Level 2 inputs. There were no assets or liabilities measured at fair value using Level 3 inputs as of September 30, 2024 and December 31, 2023. Our long-term debt was reported at carrying value.
Revenue and Accounts Receivable
Earned premium revenue consisted of premium revenue and capitation revenue for the three and nine months ended September 30, 2024 and 2023 were as follows:
Three Months Ended
September 30,
Nine Months Ended
September 30,
2024202320242023
Premium$683,270 $417,867 $1,976,524 $1,242,311 
Capitation1,226 32,368 3,622 99,613 
Total$684,496 $450,235 $1,980,146 $1,341,924 
Premium revenue is derived monthly from the federal government based on our contracts with the Centers for Medicare and Medicaid Services (“CMS”). In accordance with these arrangements, we assume the responsibility for the outcomes and the economic risk of funding our members’ health care, supplemental benefits and related administration costs. We recognize premium revenue in the month that members are entitled to receive health care services, and premiums collected in advance are deferred. The monthly reimbursement includes a fixed payment per member per month (“PMPM”), which is adjusted based on certain risk factors derived from medical diagnoses and conditions of our members. The adjustments are estimated by projecting the ultimate annual premium and are recognized ratably during the year, with adjustments each period to reflect changes in the estimated ultimate premium. Premiums are also recorded net of estimated uncollectible amounts and retroactive membership adjustments.
Capitation revenue consists primarily of capitated fees for medical care services provided by us under arrangements with third-party payors. In 2023, capitation revenue consisted primarily of revenue from CMS related to our participation in the CMS "ACO Realizing Equity, Access, and Community Health Model” or “ACO REACH” model, as discussed below.
Under those arrangements with third-party payors, we receive a PMPM payment for a defined member population, and we are responsible for providing health care services to the member population over the contract period. We are solely responsible for the cost of health care services related to the member population and in some cases, we are financially responsible for the supplemental benefits provided by us to the members. We act as a principal in arranging for and controlling the services provided by our provider network and we are at risk for arranging and providing health care services.
The premium and capitation payments we receive monthly from CMS for our members are determined from our annual bid or similarly from third-party payors under our capitation arrangement. These payments represent revenues for providing health care coverage, including Medicare Part D benefits. Under the Medicare Part D program, our members and the members of the third-party payors receive standard drug benefits. We may also provide enhanced benefits at our own expense. We recognize premium or capitation revenue for providing this insurance coverage in the month that members are entitled to receive health care services and any premium or capitation collected in advance is deferred. Our CMS payment related to Medicare Part D is subject to risk sharing through the Medicare Part D risk corridor provisions.
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We also participate in the CMS ACO REACH program, formerly the Direct Contracting Model ("DCE"). CMS serves as the claim adjudicator for institutional and specialists care, and directly pays for such fee for service claims. The ACO REACH entity ("ACO") is responsible for the cost of health care services related to the patient population attributed to the ACO by participating in 100% savings/losses via the risk share model and in some cases, are financially responsible for the supplemental benefits provided to the patients. In 2024, we entered into a management services and risk management agreement with a third-party healthcare company. The third party will be responsible for arranging and controlling the health care services provided to the ACO members, and for providing certain management and support services with respect to ACO operations. The third party will also assume specified upside and downside financial risk relative to the ACO’s performance. As a result of this arrangement, revenue is recorded on a net basis within other revenue on the condensed consolidated statement of operations for the three and nine months ended September 30, 2024. Revenue recognized by the ACO for the three and nine months ended September 30, 2024 was $212 and $453, respectively.
Prior to 2024, the ACO acted as a principal in arranging for and controlling services provided directly by their contracts with primary care physicians, as well as services provided by preferred institutional care providers and specialists. Capitation payments for the ACO program were determined from an annual benchmark established by CMS. These payments, which were adjusted for variable considerations, represented revenue for providing health care services, including primary care as well as institutional and specialist care. The ACO recognized capitation revenue for providing these services in the period in which the performance obligations were satisfied by transferring services to the members. Revenue recognized by the ACO for the three and nine months ended September 30, 2023 was $30,476 and $92,703, respectively.
Interest income earned on our cash deposits and short-term investments is included within other revenue on the condensed consolidated statements of operations. Interest income for the three and nine months ended September 30, 2024 was $6,649 and $17,694, respectively. Interest income for the three and nine months ended September 30, 2023 was $5,523 and $13,967, respectively.
Revenue Adjustments
Payments by CMS to health plans are determined via a competitive bidding process with CMS and are based upon the cost of care in a local market and the average utilization of services by the member enrolled. These payments are subject to periodic adjustments under CMS’ “risk adjustment model,” which compensates health plans based on the health severity and certain demographic factors of each individual member. Members diagnosed with certain conditions are paid at a higher monthly payment than members who are healthier. Under this risk adjustment model, CMS calculates the risk adjustment payment using diagnosis data from hospital inpatient, hospital outpatient, and physician treatment settings. The Company and health care providers collect, capture, and submit the necessary and available diagnosis data to CMS within prescribed deadlines. Both premium and capitation revenues (including Medicare Part D) are subject to adjustments under the risk adjustment model.
Throughout the year, we estimate risk adjustment payments based upon the diagnosis data submitted and expected to be submitted to CMS. Those estimated risk adjustment payments are recorded as an adjustment to premium and capitation revenue. Our risk adjustment data is also subject to review by the government, including audit by regulators.
Our recognized premium revenue for our Medicare Advantage Plans in California, North Carolina, Nevada, Arizona, Texas and Florida are each subject to a minimum annual medical loss ratio (“MLR”) of 85%. The MLR represents medical costs as a percentage of premium revenue. The Code of Federal Regulations defines what constitutes medical costs and premium revenue, including certain additional expenses related to improving the quality of care provided, and the exclusion of certain taxes and fees, in each case as permitted or required by CMS and applicable regulatory requirements. If the minimum MLR is not met, we are required to remit a portion of the premiums back to the federal government. The amount remitted, if any, is recognized as an adjustment to premium revenues in the condensed consolidated statements of operations. The amounts payable under this provision were immaterial at September 30, 2024 and December 31, 2023.
Medicare Part D payments are also subject to a federal risk corridor program, which limits a health plan’s overall losses or profit if actual spending for basic Medicare Part D benefits is much higher or lower than what was anticipated. Risk corridor is recorded within premium revenue. The risk corridor provisions compare costs targeted in our bids or third-party payors’ bids to actual prescription drug costs, limited to actual costs that would have been incurred under the standard coverage as defined by CMS. Variances exceeding certain thresholds may result in CMS or third-party payors making additional payments to us or require us to refund a portion of the premiums we received. We estimate and recognize an adjustment to premium revenue related to these provisions based upon pharmacy claims experience. We record a
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receivable or payable at the contract level and classify the amount as current or long-term in our condensed consolidated balance sheets based on the timing of expected settlement.
Variable consideration estimates related to ACO contract revenue are based on the most likely outcome method and that a significant reversal in the amount of cumulative revenue recognized would not occur.
Receivables, including risk adjusted premium due from the government or through third-party payors, pharmacy rebates, and other receivables, are shown net of allowances for credit losses and retroactive membership adjustments.
Property and Equipment—Net
Depreciation expense is computed using the straight-line method generally based on the following estimated useful lives:
DescriptionEstimated Service Lives (years)
Computer and equipment5
Office equipment and furniture
5-7
Software
3-5
Leasehold improvements
15 (or lease term, if shorter)
Depreciation expense related to property and equipment used to service our members or at our clinics are included within medical expenses in the condensed consolidated statements of operations.
Medical Expenses
Medical expenses include claim payments, capitation payments, pharmacy costs net of rebates, allocations of certain centralized expenses, internal care delivery expenses and various other costs incurred to provide health insurance coverage and care to members, as well as estimates of future payments to hospitals and others for medical care and other supplemental benefits provided.
We have contracts with a network of hospitals, physicians, and other providers and compensate those providers and ancillary organizations based on contractual arrangements or CMS Medicare compensation guidelines. We pay these contracting providers either through fee-for-service arrangement in which the provider is paid negotiated rates for specific services provided or a capitation payment, which represent monthly contractual fees disbursed for each member regardless of medical services provided to the member. We are responsible for the entirety of the cost of health care services related to the member population, in addition to supplemental benefits provided by us to our seniors. In 2023, we also recorded claims expenses related to our institutional and specialist care related to our ACO program with CMS as we acted as the principal in the transaction. As discussed above, beginning in 2024, claims expense related to the ACO program is netted against ACO revenue as we act as the agent in these transactions.
Capitation-related expenses are recorded on an accrual basis during the coverage period. Expenses related to fee-for-service contracts are recorded in the period in which the related services are dispensed.
Pharmacy costs represent payments for members’ prescription drug benefits, net of rebates from drug manufacturers. Receivables for such pharmacy rebates are included in accounts receivable in the condensed consolidated balance sheets.
In August 2022, the Inflation Reduction Act ("IRA") was signed into law. The law intends to increase tax revenue and reduce Medicare costs through lower prescription drug prices, inflation rebates, and capping annual Medicare Part D out of pocket expenses. The provisions of the law are set to take effect over the next seven years. There was no material impact on our consolidated financial statements at September 30, 2024, and we do not anticipate a material impact to operations for the remainder of fiscal year 2024. We are in the process of evaluating the impact the IRA will have on our business for fiscal years beyond 2024.
Medical Expenses Payable
Medical expenses payable includes estimates of our obligations for medical care services that have been rendered on behalf of our members and the members of the third-party payors, but for which claims have either not yet been received or
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processed, loss adjustment expense reserve for the expected costs of settling these claims, and for liabilities related to physician, hospital, and other medical cost disputes.
We develop estimates for medical expenses incurred but not yet paid (“IBNP”), which includes an estimate for claims incurred but not reported (“IBNR”) and a payable for adjudicated claims. IBNR is estimated using an actuarial process that is consistently applied and centrally controlled. Medical expenses payable also includes an estimate for the costs necessary to process unpaid claims at the end of each period. We estimate the IBNR liability using actuarial methods that are commonly used by health insurance actuaries and meet Actuarial Standards of Practice. These actuarial methods consider factors, such as cost trends and completion factors that are assessed based on historical data for payment patterns, product mix, seasonality, utilization of health care services, and other relevant factors. Each period, we re-examine previously established IBNR estimates based on actual claim submissions and other changes in facts and circumstances. As the IBNR estimates recorded in prior periods develop, we adjust the amount of the estimates and include the changes in estimates in medical expenses in the period in which the change is identified.
Actuarial Standards of Practice generally require that the IBNP estimates be adequate to cover obligations under moderately adverse conditions. Moderately adverse conditions are situations in which the actual claims are expected to be higher than the otherwise estimated value of such claims at the time of estimate. In many situations, the claims amount ultimately settled will be different than the estimate that satisfies the Actuarial Standards of Practice. We include in our IBNP an estimate for medical claims liability under moderately adverse conditions, which represents the risk of adverse deviation of the estimates in our actuarial method of reserving. We believe that medical expenses payable is adequate to cover future claims payments required. However, such estimates are based on knowledge of current events and anticipated future events. Therefore, the actual liability could differ materially from the amounts provided.
We reassess the profitability of contracts for providing coverage to members when current operating results or forecasts indicate probable future losses. A premium deficiency reserve is established in current operations to the extent that the sum of expected future costs, claim adjustment expenses, and maintenance costs exceed related future premiums under contracts without consideration of investment income. For purposes of determining premium deficiencies, contracts are grouped in a manner consistent with the method of acquiring, servicing, and measuring the profitability of such contracts. Losses recognized as a premium deficiency result in a beneficial effect in subsequent periods as operating losses under these contracts are charged to the liability previously established.
Part D Subsidies
We also receive advance payments each month from CMS related to Catastrophic Reinsurance, Coverage Gap Discount, and the Low-Income Member Cost Sharing Subsidy (“Subsidies”). Reinsurance subsidies represent funding from CMS for our portion of prescription drug costs, which exceed the member’s out-of-pocket threshold or the catastrophic coverage level. Low-income cost subsidies represent funding from CMS for all or a portion of the deductible, the coinsurance and co-payment amounts above the out-of-pocket threshold for low-income beneficiaries. Additionally, the Health Care Reform Law mandates consumer discounts of 75% on brand-name prescription drugs for Part D plan participants in the coverage gap. The majority of the discounts are funded by the pharmaceutical manufacturers, while we fund a smaller portion and administer the application of the total discount.
These Subsidies represent cost reimbursements under the Medicare Part D program and are recorded as deposits or payables. These Subsidies received in excess of, or less than, actual subsidized benefits paid are refundable to or recoverable from CMS through an annual reconciliation process following the end of the contract year.
Shared Risk Reserve Arrangements
We established a fund (also referred to as “a pool”) for risk and profit-sharing with various independent physician associations (“IPAs”). The pool enables us and our IPAs to share in the financial responsibility and/or upside associated with providing covered medical expenses to our members. The risk pool is based on a contractually agreed upon medical budget, typically based upon a percentage of revenue. If actual medical expenses are less than the budgeted amount, this results in a surplus. Conversely, if actual medical expenses are greater than the budgeted amount, this results in a deficit. We will distribute the surplus, or a portion thereof, to each IPA based upon contractual terms. Deficits are charged to shared risk providers’ risk pool as per the contractual term and evaluated for collectability at each reporting period.
We record risk-sharing receivables and payables on a gross basis on the condensed consolidated balance sheets. Throughout the year, we evaluate expected losses on risk-sharing receivables and record the resulting expected losses to the
15

reserve. We systematically build and release reserves based on adequacy and its assessment of expected losses on a monthly basis. Credit loss associated with risk share deficit receivables are recorded within medical expense in the condensed consolidated statements of operations. As of September 30, 2024 and December 31, 2023, we recorded an allowance for credit losses for substantially all of the risk-sharing receivable balance due to collection risk related to the balance. The risk-sharing payable is included within medical expenses payable on the condensed consolidated balance sheets.
Concentrations of Credit Risk
Financial instruments that potentially subject us to concentrations of credit risk consist primarily of cash deposits and current and restricted investments with financial institutions. Accounts at each financial institution are insured by the Federal Deposit Insurance Corporation (“FDIC”) up to certain limits. At September 30, 2024 and December 31, 2023, there was $379,464 and $316,977, respectively, in excess of FDIC-insured limits.
Equity-Based Compensation
Equity-based compensation expense is measured and recognized based on the grant date fair value of the awards. The grant date fair value of stock options is estimated using the Black-Scholes option pricing model. The grant date fair value of restricted stock units (“RSUs”) and restricted stock awards (“RSAs”) is estimated based on the fair value of our underlying common stock on the date of grant.
The Black-Scholes option pricing model requires the use of highly subjective assumptions, including the award’s expected term, the fair value of the underlying common stock, the expected volatility of the price of the common stock, risk-free interest rates, and the expected dividend yield of the common stock. The assumptions used to determine the fair value of the stock-based awards are management’s best estimates and involve inherent uncertainties and the application of judgment. The expected term represents the period the stock-based awards are expected to be outstanding. As we do not have sufficient historical experience for determining the expected term of the stock option awards granted, we utilize the simplified method available under U.S. GAAP. As we do not have a substantial trading history, volatility assumptions were developed using a combination of the Company's historical volatility and the historical volatilities of a set of peer companies, adjusted for debt-equity leverage. Equity-based compensation expense for awards with service-based vesting only is recognized on a graded vesting schedule over the requisite service period of the awards, which is generally four years.
Equity-based compensation expense for RSU awards with performance-based vesting is recognized over the requisite service period on a graded vesting schedule and is only recognized when the Company concludes that it is probable that the performance condition(s) will be achieved. At each reporting period, the Company reassesses the probability of achieving the performance criteria. Determining whether the performance criteria will be achieved involves judgment, and the estimate of share-based compensation expense may be revised periodically based on changes in the probability of achieving the performance criteria. Revisions are reflected in the period in which the estimate is changed. We account for forfeitures as they occur.
Equity-based compensation is recorded within selling, general and administrative expenses, and medical expenses based on the function of the applicable employee and non-employee.
Net Loss per Share
Net loss per share is calculated based on net loss attributable to Alignment Healthcare, Inc.'s stockholders. The following table sets forth the computation of basic and diluted net loss per share for the three and nine months ended September 30, 2024 and 2023:
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 Three Months Ended
September 30,
Nine Months Ended
September 30,
 2024202320242023
Numerator:
Net loss$(26,429)$(35,077)$(97,007)$(100,942)
Less: Net loss attributable to noncontrolling interests16 30 63 134 
Net loss attributable to Alignment Healthcare, Inc.$(26,413)$(35,047)$(96,944)$(100,808)
Denominator:
Total weighted-average common shares outstanding - basic and diluted191,610,696188,657,282190,882,849188,241,025
Less: Restricted shares of common stock(249,413)(1,328,964)(459,835)(2,747,680)
Total weighted-average common shares outstanding, net of restricted shares of common stock - basic and diluted191,361,283187,328,318190,423,014185,493,345
Net loss per share:
Net loss per share - basic and diluted$(0.14)$(0.19)$(0.51)$(0.54)
Basic net loss per share is the same as diluted net loss per share for periods presented as the inclusion of all potentially dilutive shares would have been anti-dilutive.
In addition to the restricted shares of common stock, we also excluded the following potential common shares, presented based on amounts outstanding at each period end, from the computation of diluted net loss per share as of September 30, 2024 and 2023:
 September 30,
 20242023
Stock options8,846,95510,272,029
Restricted stock units21,712,43716,141,534
Total30,559,39226,413,563
Recent Accounting Pronouncements Issued
In November 2023, the FASB issued a new accounting standard ("ASU 2023-07") around segment disclosures. The new standard requires a public entity to disclose significant segment expenses and other segment items on an annual and interim basis and provide, in interim periods, all disclosures about a reportable segment’s profit or loss and assets that are currently required annually. Additionally, it requires a public entity to disclose the title and position of the Chief Operating Decision Maker. The ASU does not change how a public entity identifies its operating segments, aggregates them, or applies the quantitative thresholds to determine its reportable segments. The new standard is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024, with early adoption permitted. A public entity should apply the amendments in this ASU retrospectively to all prior periods presented in the financial statements. We expect this ASU to only impact our disclosures with no impacts to our results of operations, cash flows and financial condition.
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3. Fair Value
The following tables present the carrying value and fair value of these financial instruments as of September 30, 2024 and December 31, 2023:
September 30, 2024
Fair Value
Carrying
Value
Level 1Level 2Level 3
U.S. Treasury bills$74,980 $75,034 $ $ 
Certificate of deposits2,302  2,302  
Total$77,282 $75,034 $2,302 $ 
December 31, 2023
Fair Value
Carrying
Value
Level 1Level 2Level 3
U.S. Treasury bills$117,337 $117,310 $ $ 
Certificate of deposits1,755  1,755  
Total$119,092 $117,310 $1,755 $ 
The carrying value of long-term debt represents the outstanding balance, net of unamortized debt issuance costs. As of September 30, 2024 and December 31, 2023, the fair value of our long-term debt approximates the carrying value.
Our nonfinancial assets and liabilities, which include goodwill, intangible assets, property, and equipment, are not required to be measured at fair value on a recurring basis. However, on a periodic basis, or whenever events or changes in circumstances indicate that their carrying value may not be recoverable, we assess these assets for impairment. We recorded an impairment charge related to intangible assets as of September 30, 2024. See note 6, Goodwill and Intangible Assets. There was no such impairment as of December 31, 2023.
U.S. Treasury Securities Investments
As of September 30, 2024 and December 31, 2023, the Company had $40,676 and $115,914, respectively, of investments in U.S. Treasury bills which were classified as held to maturity and carried at amortized cost. These investments are included in short-term investments in the condensed consolidated balance sheets as the original maturities are greater than three months and less than twelve months. The Company has the intent and ability to hold these securities to maturity and gross unrecognized gains were $54.
As of September 30, 2024 and December 31, 2023, the Company had $33,288 and $22,232, respectively, of investments in U.S. Treasury bill money market funds with an original maturity of less than three months. These investments are considered cash equivalents and are included in cash and cash equivalents in the condensed consolidated balances sheets.
Restricted Investments
Restricted investments are composed of investments in U.S. Treasury bills and certificates of deposits and are included within other assets in the condensed consolidated balance sheets. As of September 30, 2024 and December 31, 2023, the Company had $1,016 and $1,423 of restricted investments in U.S. Treasury bills and $2,302 and $1,755 of restricted investments in certificates of deposits, respectively. The Company has the intent and ability to hold these investments until maturity; therefore, these investments are stated at amortized cost. Restricted investments are required to be maintained at a financial institution within certain states. As of September 30, 2024 and December 31, 2023, these investments had maturities with less than 12 months. Due to the nature of the state's requirements, these assets are classified as noncurrent assets regardless of the contractual maturity date.
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4. Accounts Receivable
Accounts receivable consisted of the following as of September 30, 2024 and December 31, 2023:
 September 30,
2024
December 31,
2023
Government receivables$25,161 $35,529 
Pharmacy rebate receivables104,917 75,894 
Other receivables8,897 8,326 
Total accounts receivable138,975 119,749 
Allowance for credit losses(123) 
Accounts receivable, net$138,852 $119,749 
The allowance for expected credit losses for accounts receivable is based primarily on past collections experience relative to the length of time receivables are past due. However, when available evidence reasonably supports an assumption that future economic conditions will differ from current and historical payment collections, an adjustment is reflected in the allowance for expected credit losses. We record pharmacy rebates and other receivables based on contractual terms and expected collections and our estimation process for contractual allowances for such balances generally results in an allowance for balances outstanding greater than 90 days or if expected credit risks are known.
Receivables and any associated allowance are written off only when all collection attempts have failed and such amounts are determined unrecoverable. We regularly review the adequacy of these allowances based on a variety of factors, including age of the outstanding receivable and collection history. When circumstances related to specific collection patterns change, estimates of the recoverability of receivables are adjusted. Because substantially all of our receivable amounts are readily determinable and a large portion of our creditors are governmental authorities, our allowance for credit losses is insignificant.
We recorded a credit loss related to accounts receivable of $28 and $40 during the three months ended September 30, 2024 and 2023, respectively, and $123 and $91 during the nine months ended September 30, 2024 and 2023. The amounts were recorded in selling general, and administrative expenses in the condensed consolidated statements of operations.
5. Property and Equipment
Property and equipment consisted of the following as of September 30, 2024 and December 31, 2023:
September 30,
2024
December 31,
2023
Computers and equipment$11,942 $11,447 
Office equipment and furniture4,341 4,396 
Software172,178 148,864 
Leasehold improvements6,347 6,347 
Construction in progress12,640 4,532 
Subtotal207,448 175,586 
Less accumulated depreciation(142,756)(123,685)
Property and equipment-net$64,692 $51,901 
Depreciation expense for the three months ended September 30, 2024 and 2023 was $7,036 and $5,534, respectively, of which $46 and $64, respectively, were included in medical expenses. Depreciation expense for the nine months ended September 30, 2024 and 2023 was $19,552 and $15,609, respectively, of which $144 and $194, respectively, were included in medical expenses.
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6. Goodwill and Intangible Assets
Intangible assets consisted of the following as of September 30, 2024 and December 31, 2023:
September 30, 2024
Gross Carrying ValueAccumulated Amortization Net Carrying ValueWeighted Average Life
Goodwill$34,826 $— $34,826 
License (indefinite lived)4,550 — 4,550 
Plan member relationships2,700 (2,700) 9 years
Other633 (633) 
2 - 10 years
Total$42,709 $(3,333)$39,376  
December 31, 2023
Gross Carrying ValueAccumulated Amortization Net Carrying ValueWeighted Average Life
Goodwill$34,826 $— $34,826 
License (indefinite lived)4,967 — 4,967 
Plan member relationships2,700 (2,700) 9 years
Other1,050 (765)285 
2 - 10 years
Total$43,543 $(3,465)$40,078  
Amortization expense relating to intangible assets for the three months ended September 30, 2024 and 2023, was $650 and $27, respectively. Amortization expense relating to intangible assets for the nine months ended September 30, 2024 and 2023, was $702 and $198, respectively. Included within the amortization balance for the three and nine months ended September 30, 2024 was $645 in impairment charges related to intangible assets that were written off during the quarter.
There were no impairment charges related to goodwill and intangible assets for the three and nine months ended September 30, 2023.
7. Medical Expenses Payable
The following table is a detail of medical expenses payable as of September 30, 2024 and December 31, 2023:
 September 30,
2024
December 31,
2023
Claims incurred but not paid$158,174 $95,664 
Capitation and risk-sharing payable42,239 50,894 
Other96,712 58,841 
Medical expenses payable$297,125 $205,399 
Each period, we re-examine previously established outstanding claims reserve estimates based on actual claims submissions and other changes in facts and circumstances. As more complete claim information becomes available, we adjust the amount of the estimates and include the changes in estimates in claim costs in the period in which the change is identified. Substantially, all of the total claims paid by us are known and settled within the first year from the date of service, and substantially, all remaining claim amounts are paid within a three-year period.
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The following table presents components of the change in medical expenses payable as of September 30, 2024 and 2023:
September 30,
2024
September 30,
2023
Claims incurred but not paid - beginning balance$95,664 $88,813 
Incurred related to:
Current year619,772 360,372 
Prior years(7,031)(10,067)
Total incurred, net of reinsurance612,741 350,305 
Payments related to:
Current year470,460 266,218 
Prior years79,771 71,000 
Total payments, net of reinsurance550,231 337,218 
Claims incurred but not paid - ending balance158,174 101,900 
Capitation payable, risk-sharing payable, and other138,951 101,535 
Total medical expenses payable$297,125 $203,435 
We re-examine previously established outstanding claims reserve estimates based on actual claims submissions and other changes in facts and circumstances. We recognized a favorable prior year development, excluding provision for adverse deviation, of $548 and $3,879 for the three and nine months ended September 30, 2024, respectively. The favorable prior year development was primarily due to better-than-expected claims recoveries and actual claims expense being less than expected.
8. Long-Term Debt
Long-term debt is recorded at carrying value in the condensed consolidated balance sheets. The carrying value of long-term debt outstanding, net of unamortized debt issuance costs, consisted of the following as of September 30, 2024 and December 31, 2023:
September 30,
2024
December 31,
2023
Long-term debt$215,000 $165,000 
Less unamortized debt issuance costs(3,001)(3,187)
Long-term debt-net of amortization211,999 161,813 
Less current maturities of long-term debt(1,613) 
Long-term debt - net of current portion$210,386 $161,813 
Oxford Term Loan
On September 2, 2022 (the "Effective Date"), Alignment Healthcare USA, LLC entered into a senior secured term loan agreement (the “Oxford Loan Agreement”) with Oxford Finance LLC ("Oxford"), as administrative agent, collateral agent and a lender, and the other lenders from time to time party thereto (collectively, the “Lenders”), pursuant to which the Lenders have agreed to lend an aggregate principal amount of up to $250,000 in a series of term loans (the “Term Loans”). Pursuant to the Oxford Loan Agreement, we received an initial Term Loan of $165,000 on the Effective Date and had the option to borrow up to an additional $85,000 of Term Loans (such additional Term Loans, the “Delayed Draw Term Loans”). On June 14, 2024, we borrowed $50,000 in aggregate principal amount of the Delayed Draw Term Loans prior to the expiration date for such amount of the Delayed Draw Term Loans of June 30, 2024. As of September 30, 2024 we have the option to borrow an additional $35,000 in undrawn Delayed Draw Term Loans, which expires on September 1, 2025.

Interest on the Term Loans is a variable rate equal to (i) the secured overnight financing rate ("SOFR") administered by the Federal Reserve Bank of New York for a one-month tenor, subject to a floor of 1.00%, plus (ii) an applicable margin of 6.50%. Beginning January 1, 2025, principal payments of $538, 0.25% of the gross principal borrowed, are due on a quarterly basis. All unpaid principal and accrued and unpaid interest with respect to each Term Loan is due and payable in
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full on September 1, 2027. The interest rate applied during the nine months ended September 30, 2024 ranged from 11.70% to 11.85%.
The initial Term Loan was subject to a commitment fee of $1,650 and an origination fee of $1,650. The Delayed Draw Term Loans are subject to a commitment fee of $850. We incurred additional debt issuance costs of $1,096 related to attorney fees and other third-party costs. We also incurred an origination fee of $500 related to the $50,000 draw down of the Delayed Draw Term Loans. The commitment and origination fees are included within debt issuance costs and were deferred and will be amortized to interest expense over the debt term using the straight line method, which is materially consistent with the effective interest method. The debt issuance costs related to the initial Term Loan are presented in the condensed consolidated balance sheet as a direct deduction from the carrying value of the term loan. The debt issuance costs related to the Delayed Draw Term Loan are presented in the condensed consolidated balance sheet as other assets.
The Term Loans are jointly and severally guaranteed by Alignment Healthcare, Inc. and certain of our wholly owned subsidiaries and collateralized by all unrestricted assets.
The Oxford Loan Agreement includes customary events of default, including, among others, payment defaults, breach of representations and warranties, covenant defaults, judgment defaults, insolvency and bankruptcy defaults, and change of control. The occurrence of an event of default could result in the acceleration of the obligations under the Oxford Loan Agreement, termination of the Term Loan commitments and the right to foreclose on the collateral securing the obligations. During the existence of an event of default, the outstanding Term Loans will accrue interest at a rate per annum equal to 2.00% plus the otherwise applicable interest rate. Additionally, in the event of any contemplated asset sale or series of asset sales yielding net proceeds in excess of $2,500, except those excluded per the Oxford Loan Agreement, we are required to prepay the aggregate outstanding principal balance of the Term Loans in an amount equal to the entire amount of the asset sale net proceeds, plus any accrued and unpaid interest.
The Oxford Loan Agreement includes financial covenants that require the Borrower Parties to (i) maintain minimum liquidity, as defined in the Loan Agreement, of $23,000 and (ii) satisfy a maximum permitted ratio of debt to trailing twelve-month revenue, as set forth in the Loan Agreement. As of September 30, 2024 and December 31, 2023, we were in compliance with the Oxford financial covenants.
Future maturities under the term loan for each of the next five years ending December 31, are as follows:
Amount
Remainder of 2024$ 
20252,150 
20262,150 
2027210,700 
2028 
$215,000 
9. Income Taxes
For the three and nine months ended September 30, 2024, we recorded income tax (benefit) expense of $(8) and $14, respectively. For the three and nine months ended September 30, 2023, we recorded income tax expense of $0 and $2, respectively. The change in tax for the three and nine months ended September 30, 2024 when compared to the three and nine months ended September 30, 2024 is primarily attributable to a change in state taxes. Our future effective tax rate may vary from the statutory tax rate primarily due to changes in our valuation allowance, state taxes, and excess executive compensation.
We have federal and state cumulative net operating losses ("NOLs") as of September 30, 2024 and December 31, 2023. Given the history of losses, and after consideration for the risk associated with estimates of future taxable income, we established a full valuation allowance against net deferred tax assets at September 30, 2024 and 2023. Under the Tax Cuts and Jobs Act (“TCJA”), federal NOLs generated after 2017 will be carried forward indefinitely but are limited to an 80% deduction of taxable income. NOLs generated prior to 2018 have a 20-year carryforward period and can be used to offset 100% of taxable income. An exception to the TCJA federal NOL rule applies to certain of our subsidiaries and requires all NOLs generated from those entities to have a 20-year carryforward period and offset 100% of taxable income. For the year
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ended December 31, 2023 federal and state NOL carryforwards were $504,097 and $498,933, respectively. $312,446 of the total federal net operating loss carryforwards have an indefinite life while the remaining federal and state net operating loss carryforwards begin to expire in 2033 if not utilized. On June 27, 2024, California Senate Bill 167 (“SB 167”) was enacted into law, suspending California NOL utilization for taxpayers with more than $1 million of taxable income, effective for tax years 2024, 2025, and 2026. SB 167 includes an extended carryover period for the suspended NOLs with an additional year carryforward for each year of suspension. The Company will continue to monitor this legislation and its impact on our deferred tax assets.
An “ownership change” as defined under Section 382 of the Internal Revenue Code ("IRC"), could potentially limit the ability to utilize certain tax attributes including the Company’s substantial NOLs. Ownership change is generally defined as any significant change in ownership of more than 50% of its stock over a three-year testing period. If, as a result of current or future transactions involving our common stock, we undergo cumulative ownership changes which exceed 50% over a testing period, our ability to utilize our NOL carryforwards would be subject to additional limitations under IRC Section 382. We continue to monitor changes in ownership with respect to these income tax provisions.
10. Equity-Based Compensation
Equity Awards
Stock Options
Our outstanding stock options generally vest 25% annually over four years and generally expire 10 years from the date of the grant. The 2021 Equity Incentive Plan provides that stock option grants will be made with an exercise price at no less than the estimated fair value of common stock at the date of the grant.
The following is a summary of the stock option transactions as of and for the three and nine months ended September 30, 2024:
 Stock Options Outstanding
(amounts in thousands, except shares and per share amount)
Shares Subject to Options Outstanding
Weighted- Average Exercise Price per OptionWeighted- Average Remaining Contractual Terms (in years)Aggregate Intrinsic Value
Balances as of December 31, 20239,135,879$16.95 7.29$79 
Options granted  
Options exercised  
Options forfeited / expired(112,536)15.41  
Balances as of March 31, 20249,023,343$16.97 7.04 
Options granted  
Options exercised  
Options forfeited / expired(73,754)16.62  
Balances as of June 30, 20248,949,589$16.97 6.7927 
Options granted 
Options exercised  
Options forfeited / expired(102,634)17.99  
Balances as of September 30, 20248,846,955$16.96 6.54$2,862 
Vested and Exercisable as of September 30, 20246,164,008$17.27 6.50$1,427 
Aggregate intrinsic value represents the difference between the exercise price of the option and the closing price of our common stock. For the three and nine months ended September 30, 2024 and 2023, no options were exercised. No options were granted during the three and nine months ended September 30, 2024.
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Restricted Stock Awards
Our outstanding Restricted Stock Awards ("RSA") generally vest 25% annually over four years. RSAs converted from pre-IPO awards generally vest on the later of the fourth anniversary of the original vesting commencement date or 50% annually on the first and second anniversary of the IPO.
The following is a summary of RSA transactions for the three and nine months ended September 30, 2024:
 
Restricted Shares
Weighted-Average Grant Date Fair Value
Unvested and outstanding as of December 31, 2023683,953$5.86 
Vested(140,856)13.22 
Forfeited(2,799)5.05 
Unvested and outstanding as of March 31, 2024540,298$3.94 
Vested(3,056)2.49 
Forfeited 
Unvested and outstanding as of June 30, 2024537,242$3.95 
Vested(479,847)2.49 
Forfeited 
Unvested and outstanding as of September 30, 202457,395$16.16 
Restricted Stock Units
Our outstanding Restricted Stock Units ("RSU") generally vest 25% annually over four years.
The following is a summary of RSU transactions as of and for the three and nine months ended September 30, 2024:
 
Restricted Stock Units
Weighted-Average Grant Date Fair Value
Unvested and outstanding as of December 31, 202310,541,625$11.25 
Granted6,517,3375.05
Vested(1)
(2,385,493)8.25
Cancelled/forfeited(282,972)9.36
Unvested and outstanding as of March 31, 202414,390,497$8.97 
Granted103,2925.62
Vested(80,178)6.07
Cancelled/forfeited(395,338)8.40
Unvested and outstanding as of June 30, 202414,018,273$8.98 
Granted255,3918.26
Vested(359,039)9.77
Cancelled/forfeited(293,726)7.86
Unvested and outstanding as of September 30, 202413,620,899$8.97 
(1) Includes 107,948 shares that vested, but the issuance and delivery of the shares was deferred.
Performance-based Restricted Stock Units ("PSUs")
On September 14, 2023, the Board of Directors of the Company approved the grant of performance-based restricted stock units under the Company's 2021 Equity Incentive Plan to its executive management team and other key employees. Each grantee is eligible to vest in a number of PSUs ranging from 0% to 150% of the target number of PSUs granted, based on the aggregated achievement by the Company of certain performance metrics during the performance period beginning on January 1, 2024 and ending on December 31, 2024. The achievement of PSUs relative to the approved target is based on
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the following performance metrics and relative weighting: Health Plan Revenue Growth Percentage 60%, At-Risk Returning Member Medical Benefit Ratio 20% and Adjusted EBITDA, less Capital Expenditures 20%.
50% of the total number of earned PSUs will become vested upon certification of achievement of the performance metrics by the Compensation Committee on or about March 1, 2025 and the remaining 50% of earned PSUs will be become vested as of December 31, 2025, subject to continued service to the Company through such dates.
On March 13, 2024, the Compensation Committee of the Board of Directors of the Company approved additional grants of PSUs under the Company's 2021 Equity Incentive Plan. Each grantee is eligible to vest in a number of PSUs ranging from 0% to 200% of the target number of PSUs granted, based on the aggregated achievement by the Company of certain performance metrics during the performance period beginning on January 1, 2024 and ending on December 31, 2026. The achievement of PSUs relative to the approved target is based on the following performance metrics and relative weighting: Revenue 50% and Adjusted EBITDA 50%. 100% of the total number of earned PSUs will become vested upon certification of achievement of the performance metrics by the Compensation Committee on or about March 1, 2027, subject to continued service to the Company through such date.
The following is a summary of PSU transactions for the three and nine months ended September 30, 2024:
 Performance-based restricted stock unitsWeighted-Average Grant Date Fair Value
Unvested and outstanding as of December 31, 20237,233,205$5.74 
Granted1,160,0005.00 
Vested 
Cancelled/forfeited(16,667)5.74 
Unvested and outstanding as of March 31, 20248,376,538$5.64 
Granted 
Vested 
Cancelled/forfeited(198,333)5.67 
Unvested and outstanding as of June 30, 20248,178,205$5.64 
Granted 
Vested 
Cancelled/forfeited(86,667)5.74 
Unvested and outstanding as of September 30, 20248,091,538$5.64 
Equity-Based Compensation Expense
Total equity-based compensation expense was presented on the statement of operations as follows:
 Three Months Ended September 30,Nine Months Ended September 30,
(amounts in thousands)2024202320242023
Selling, general and administrative expenses$15,769 $11,836 $51,512 $45,159 
Medical expenses1,489 1,733 3,384 6,024 
Total equity-based compensation expense$17,258 $13,569 $54,896 $51,183 
As of September 30, 2024, there was $79,251 in unrecognized compensation expense related to all non-vested awards (RSAs, options, RSUs and PSUs) that will be recognized over the weighted-average period of 1.62 years.
11. Regulatory Requirements and Restricted Funds
Our health plans or risk-bearing entities are required to maintain minimum capital requirements prescribed by various regulatory authorities in each of the states in which it operates.
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Risk-Based Capital Regulatory
The National Association of Insurance Commissioners has adopted rules, which, if implemented by the states, set minimum capitalization requirements for insurance companies, health maintenance organizations ("HMOs"), and other entities bearing risk for health care coverage. The requirements take the form of risk-based capital (“RBC”) rules, which may vary from state to state. Certain states in which our health plans or risk bearing entities operate have adopted the RBC rules. Our health plans or risk-bearing entities were in compliance with the minimum capital requirements as of September 30, 2024.
Tangible Net Equity
Our health plan in California is required to comply with the tangible net equity (“TNE”) requirements. The required amount is the larger of: (1) $1,000; (2) 2% of the first $150,000 of annualized premium revenue, plus 1% of annualized premium revenue in excess of $150,000; or (3) 8% of the first $150,000 of annualized health care expenditures, except for those paid on a capitated or managed hospital payment basis, plus 4% of the annualized health care expenditures in excess of $150,000, except those paid on a capitated or managed hospital payment basis, plus 4% of annualized hospital expenditures paid on a managed hospital payment basis. We were in compliance with the TNE requirement as of September 30, 2024.
We have the ability to provide additional capital to each of our health plans or risk-bearing entities when necessary to ensure that the RBC and TNE requirements are met.
Certain states regulate the payment of dividends, loans, or other cash transfers from our regulated subsidiaries to our non-regulated subsidiaries and parent company. Such payments may require approval by state regulatory authorities and are limited based on certain financial criteria, such as the entity’s level of statutory income and statutory capital and surplus, or the entity’s level of tangible net equity or net worth, amongst other measures. These regulations vary by state. We were in compliance with the RBC and TNE requirements as of September 30, 2024.
Restricted Assets
Pursuant to the regulations governing our subsidiaries, we maintain certain deposits required by the government authorities in the form of cash, certificate of deposit and Treasury bills as protection in the event of insolvency. The use of funds from these investments is limited as required by regulation in the various states in which we operate, or as needed in the event of insolvency. Therefore, these deposits are reported within other assets on the condensed consolidated balance sheets.
We hold these assets until maturity, at which time these assets will renew or are invested in a similar type of investment instrument. Given the regulatory requirements, we expect to hold these investments for long-term. As a result, we do not expect the value of these investments to decline significantly due to a sudden change in market interest rates. These investments are carried at amortized cost, which approximates fair value. See note 3, Fair Value, for further discussion.
12. Commitments and Contingencies
Legal Proceedings
We record a liability and accrue the costs for a loss when an unfavorable outcome is probable and the amount of the loss can be reasonably estimated. In some cases, no estimate of the possible loss or range of loss in excess of amounts accrued, if any, can be made because of the inherently unpredictable nature of legal and regulatory proceedings. While the liability and accrued costs reflect our best estimate, the actual amounts may materially be different.
On April 27, 2022, a former employee of the Company filed a purported class action lawsuit (Dabney v. Alignment Healthcare USA, LLC, Orange County Superior Court) alleging that the Company failed to provide hourly employees with required meal and rest breaks or pay such workers a premium equal to an hour of pay for missed meal or rest breaks. Discovery in the matter commenced on June 8, 2022. On September 2, 2022, the court granted a stay of proceedings and discovery in anticipation of mediation scheduled for August 2023. On August 15, 2023, the Company entered into a tentative settlement of the action in consideration of an aggregate payment of $913. The settlement of this matter is subject to approval by the court which is expected in the fourth quarter of 2024. As a result of the tentative settlement, the Company has accrued for a potential liability of $913 as of September 30, 2024 and December 31, 2023 for this matter,
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which was recorded within accounts payable and accrued expenses on the consolidated balance sheets and selling, general and administrative expenses on the consolidated statements of operations.
On July 7, 2023, a stockholder of Alignment filed a purported class action lawsuit (Maglione v. Alignment Healthcare, Inc., et al, Delaware Chancery Court). The plaintiff alleged that certain provisions of Alignment’s stockholder agreement with General Atlantic (“GA”) and Warburg Pincus violate Delaware law. On April 30, 2024, the Company agreed to amend the stockholder agreement to eliminate the provisions challenged by the Maglione plaintiff. On May 24, 2024, the parties filed a stipulation and proposed order voluntarily dismissing the action as moot, which the court granted. Pursuant to the order, the court retained jurisdiction regarding attorneys’ fees.

The Company has entered into discussions with plaintiffs’ counsel to negotiate with respect to attorney’s fees. Plaintiff’s counsel made a settlement demand and the Company presented a counteroffer that was rejected by plaintiff’s counsel. Negotiations remain ongoing. The Company expects losses related to this case to be immaterial.
We may be involved in various litigation matters in the ordinary course of business. In the opinion of management, the ultimate resolution of legal proceedings is not expected to have a material adverse effect on the condensed consolidated financial statements. Amounts accrued for legal proceedings were not material as of September 30, 2024 and December 31, 2023.
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Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.
MANAGEMENT’S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
The following discussion and analysis should be read in conjunction with our audited financial statements and the accompanying notes as well as “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” included in our Annual Report on Form 10-K for the year ended December 31, 2023 (our "Annual Report"), as well as our unaudited condensed consolidated financial statements and related notes presented herein in Part I, Item 1 included elsewhere in this Quarterly Report. Unless the context otherwise indicates or requires, the terms “we”, “our” and the “Company” as used herein refer to Alignment Healthcare, Inc. and its consolidated subsidiaries, including Alignment Healthcare Holdings, LLC, which is Alignment Healthcare, Inc.’s predecessor for financial reporting purposes.
In addition to historical data, the discussion contains forward-looking statements about the business, operations and financial performance of the Company based on our current expectations that involves risks, uncertainties and assumptions. Actual results could differ materially from those discussed in or implied by forward-looking statements as a result of various factors, including those discussed above in "Forward-Looking Statements," and Part II, Item 1A, "Risk Factors.”
Overview
Alignment is a next generation, consumer-centric platform designed to improve the healthcare experience for seniors. We deliver this experience through our Medicare Advantage plans, which are customized to meet the needs of a diverse array of seniors. Our innovative model of consumer-centric healthcare is purpose-built to provide seniors with care as it should be: high quality, low cost and accompanied by a vastly improved consumer experience. We combine a proprietary technology platform and a high-touch clinical model that enhances our members’ lifestyles and health outcomes while simultaneously controlling costs, which allows us to reinvest savings back into our platform and products to directly benefit the senior consumers. We have grown Health Plan Membership, which we define as members enrolled in our health maintenance organization ("HMO") and preferred provider organization ("PPO") contracts (the "Alignment Health Plans"), from approximately 13,000 at inception to 182,300 as of September 30, 2024, representing a 30% compound annual growth rate across 53 markets and 6 states. Our ultimate goal is to bring this differentiated, advocacy-driven healthcare experience to millions of senior consumers in the United States and to become the most trusted senior healthcare brand in the country.
Our model is based on a flywheel concept, referred to as our “virtuous cycle,” which is designed to delight our senior consumers. We start by listening to and engaging with our seniors in order to provide a superior experience in both their healthcare and daily living needs. Through our proprietary technology platform, Alignment's Virtual Application ("AVA"), we utilize data and predictive algorithms that are specifically designed to ensure personalized care is delivered to each member. When our information-enabled care model is combined with our member engagement, we are able to improve healthcare outcomes by, for example, reducing unnecessary hospital admissions, which in turn lowers overall costs. Our ability to manage healthcare expenditures while maintaining quality and member satisfaction is a distinct and sustainable competitive advantage. Our lower total healthcare expenditures allow us to reinvest our savings into richer coverage and benefits, which propels our growth in revenue and membership due to the enhanced consumer value proposition. As we grow, we continue to listen to and incorporate member feedback, and we are able to further enhance benefits and produce strong clinical outcomes. Our virtuous cycle, based on the principle of doing well by doing good, is highly repeatable and a core tenet of our ability to continue to expand in existing and new markets in the future.
For the 2024 plan year, Alignment offers plans in 53 markets across California (22 markets), North Carolina (16 markets), Nevada (6 markets), Arizona (3 markets), Texas (2 markets) and Florida (4 markets). There are approximately 8.7 million Medicare-eligible seniors in our current markets.
Factors Affecting Our Performance
Our proprietary technology platform, AVA, is a key element of our business with capabilities that we expect to impact our future performance. AVA enables us to personalize and manage our member relationships, care quality and experience, and to coordinate and manage risk with our provider partners. AVA’s unified platform, analytical tools and data across the healthcare ecosystem enable us to produce consistent outcomes, unit economics and support new member growth.
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Additionally, our historical financial performance has been, and we expect our financial performance in the future will be, driven by our ability to:
Capitalize on Our Existing Market Growth Opportunity: Our ability to attract and retain members to grow in our existing markets depends on our ability to offer a superior value proposition. We have proven that we can compete against, and take market share from, large established players in highly competitive markets. According to CMS data, we were one of the top three Medicare Advantage Organizations in terms of HMO net members growth in our California counties between 2016 and 2024. There are approximately 4.7 million Medicare-eligible individuals enrolled in Medicare Advantage plans in our existing 53 counties, of which our approximately 182,300 Health Plan Members represent only 4% market share. We believe that there are still significant opportunities for future growth even in our most mature markets where we have a 10-35% market share. Additionally, we are evaluating other opportunities to leverage our historical investments in our technology platform and our comprehensive clinical model across our existing and potentially new geographies.
Drive Growth and Consistent Outcomes Through New Market Expansion: We enter new markets with the goal of building brand awareness across our key stakeholders to achieve meaningful market share over time. We intend to focus on markets with significant senior populations where we expect to be able to replicate our model most effectively. Our existing markets also feature a diverse array of membership profiles across ethnicities, income levels and acuity. In 2023 we expanded into 14 new markets across our four existing states and two new states, Florida and Texas, and in 2024, we expanded into one new market in California.
Provide Superior Service, Care and Consumer Satisfaction: We are highly focused on providing superior service and care to our members and on maintaining high levels of consumer satisfaction, which are key to our financial performance and growth. The CMS Five Star Quality Rating System provides economic incentives to Medicare Advantage plans that achieve higher Star ratings by (i) meeting certain care criteria (such as completing particular preventative screening procedures or ensuring proper follow-up care is provided for specific conditions or episodes) and (ii) receiving high member satisfaction ratings. These incentives impact financial performance in the year following the CMS Rating Year (for example, CMS’s announcement of the 2024 Ratings occurred in the second half of 2023 and will impact our financial performance in 2025). In aggregate, more than 90% of our health plan members are enrolled in plans rated 4 stars and above, meaning the vast majority of members consistently receive a high-quality care experience, as defined under CMS star measurement criteria. Additionally, the California HMO plan has achieved a 4-star or greater rating for seven consecutive years.
Effectively Manage the Quality of Care to Improve Member Outcomes: Our care delivery model is based on a clinical continuum through which we have created a highly personalized experience that is unique to each member depending on their personal health and circumstances. Utilizing data and predictive analytics generated by AVA, our clinical continuum separates seniors into four categories in order to provide optimized care for every stage of a senior’s life: healthy, healthy utilizer, pre-chronic and chronic. We partner with our broader network of community providers to service members in our non-chronic categories, and we have developed a Care Anywhere program implemented by our internal clinical teams to care for our higher risk and/or chronically ill members. By investing in our members’ care proactively, our model has consistently reduced unnecessary and costly care while improving the quality of our members’ lifestyle and healthcare experience. By delivering superior care and preventing avoidable utilization of the healthcare system, we are able to reduce our claims expenditures in some of our largest medical expense categories, which translates to superior medical benefits ratio (“MBR”) financial performance and ultimately the ability to offer richer products in the market.
Achieve Superior Unit Economics: As our senior population ages, their healthcare needs become more frequent and complex. To combat the healthcare cost increases that typically result, we proactively look to (i) connect with our population early in their enrollment with Alignment to assess their care needs, (ii) develop care plans and engage those members with more chronic, complex health challenges in our clinical model, and (iii) continue to monitor and evaluate our healthier members in a preventative fashion over time. Given the Medicare Advantage payment mechanism and the retention of the vast majority of our members who continue to choose Alignment after their initial selection year, we are able to focus our efforts on driving favorable long-term health outcomes for our entire population. As a result, our clinical
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model efforts have demonstrated the ability to lower the MBRs of our returning members. We believe this is evidence of our ability to manage the financial risk of our members as they age, and that these favorable underlying unit economic trends translate directly to our ability to continue to deliver a richer product to the marketplace. With this dynamic in mind, our consolidated MBR may be impacted year-to-year based on our pace of new member growth and mix of members by cohort. However, we believe our ability to sustain MBR performance improvement over time positions us well to invest in new member growth to drive long-term financial performance.
Invest in our Platform and Growth: We plan to continue to invest in our business in order to further develop our AVA platform, pursue new expansion opportunities and create innovative product offerings. In addition, in order to maintain a differentiated value proposition for our members, we continue to invest in innovative product offerings and supplementary benefits to meet the evolving needs of the senior consumer. We anticipate further investments in our business as we expand into new markets and pursue strategic acquisitions, which we expect will primarily be focused on healthcare delivery groups in key geographies, standalone and provider-sponsored Medicare Advantage plans and other complementary risk bearing assets.
Navigate Seasonality to our Business: Our operational and financial results will experience some variability depending upon the time of year in which they are measured. We experience the largest portion of member growth during the first quarter, when plan enrollment selections made during the annual enrollment period ("AEP") from October 15th through December 7th of the prior year take effect. As a result, we expect to see a majority of our member growth occur on January 1 of a given calendar year. As the year progresses, our per-member revenue often declines as new members join us, typically with less complete or accurate documentation (and therefore lower risk-adjustment scores), and senior mortality disproportionately impacts our higher-acuity (and therefore greater revenue) members. Medical costs will vary seasonally depending on a number of factors, but most significantly the weather. Certain illnesses, such as the influenza virus, are far more prevalent during colder months of the year, which will result in an increase in medical expenses during these time periods. We therefore expect to see higher levels of per-member medical costs in the first and fourth quarters. The design of our prescription drug coverage (Medicare Part D) results in coverage that varies as a member’s cumulative out-of-pocket costs pass through successive stages of a member’s plan period, which begins annually on January 1 for renewals. These plan designs generally result in us sharing a greater portion of the responsibility for total prescription drug costs in the early stages of the year and less in the latter stages, which typically results in a higher MBR on our Part D program in the first half of the year relative to the second half of the year. In addition, we expect our corporate, general and administrative expenses to increase in absolute dollars for the foreseeable future to support our growth and because of additional costs of being a public company. Due to the timing of many of these investments, including our primary sales and marketing season, we typically incur a greater level of investment in the second half of the year relative to the first half of the year.
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Executive Summary
The following table presents key financial statistics for the periods indicated:
 Three Months Ended September 30,Nine Months Ended September 30,
(dollars in '000's, except percentages)20242023
% Change
20242023
% Change
Health plan membership (at period end)182,300115,60057.7 %182,300115,60057.7 %
Medical benefits ratio88.4 %86.7 %1.7 %89.3 %88.2 %1.1 %
Revenues$692,433$456,709 51.6 %$2,002,320 $1,358,243 47.4 %
Loss from Operations$(19,522)$(29,756)34.4 %$(79,010)$(85,904)8.0 %
Net loss$(26,429)$(35,077)24.7 %$(97,007)$(100,942)3.9 %
Adjusted EBITDA(1)
$5,922$(8,420)170.3 %$(24)$(15,647)99.8 %
Adjusted gross profit (1)
$80,524$60,627 32.8 %$214,670 $159,623 34.5 %
(1)See "Adjusted EBITDA" and "Adjusted Gross Profit" below for a reconciliation to the most directly comparable financial measure calculated in accordance with GAAP and related disclosures.
Health Plan Membership
We define Health Plan Membership as the number of members enrolled in our HMO and PPO contracts as of the end of a reporting period. We believe this is an important metric to assess growth of our underlying business, which is indicative of our ability to consistently offer a superior value proposition to seniors. This metric excludes third party payor members with respect to which we are at-risk for managing their healthcare expenditures, which represented 400 members as of September 30, 2024 and 2023. It also excludes the approximately 8,500 and 7,400 ACO REACH members as of September 30, 2024 and 2023, respectively.
Adjusted Gross Profit and Medical Benefits Ratio
Adjusted gross profit is a non-GAAP financial measure that we define as loss from operations before depreciation and amortization, clinical equity-based compensation expense, clinical restructuring costs and selling, general, and administrative expenses. Adjusted gross profit is a key measure used by our management and Board to understand and evaluate our operating performance and trends before the impact of our consolidated selling, general and administrative expenses.
Adjusted gross profit should not be considered in isolation of, or as an alternative to, measures prepared in accordance with GAAP. There are a number of limitations related to the use of adjusted gross profit in lieu of loss from operations, which is the most directly comparable financial measure calculated in accordance with GAAP.
Our use of the term adjusted gross profit may vary from the use of similar terms by other companies in our industry and accordingly may not be comparable to similarly titled measures used by other companies.
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Adjusted gross profit is reconciled as follows:
 Three Months Ended September 30,Nine Months Ended September 30,
 2024202320242023
(dollars in thousands)
Loss from operations$(19,522)$(29,756)$(79,010)$(85,904)
Add back:
Equity-based compensation (medical expenses)1,489 1,733 3,384 6,024 
Depreciation (medical expenses)46 64 144 194 
Restructuring costs (medical expenses)(1)
— — 796 — 
Depreciation and amortization(2)
7,640 5,497 20,110 15,613 
Selling, general, and administrative expenses90,871 83,089 269,246 223,696 
Total add back100,046 90,383 293,680 245,527 
Adjusted gross profit$80,524 $60,627 $214,670 $159,623 
(1)Represents severance and related costs incurred as part of a corporate restructuring designed to streamline our organizational structure and drive operational efficiencies.
(2)Includes $0.6 million in impairment expense related to intangible assets that were written off during the quarter.
We calculate our MBR by dividing total medical expenses, excluding depreciation, equity-based compensation and clinical restructuring costs, by total revenues in a given period. We believe our MBR is an indicator of our gross profit for our Medicare Advantage plans and demonstrates the ability of our clinical model to produce superior outcomes by identifying and providing targeted care to our high-risk members resulting in improved member health and reduced total population medical expenses. We expect that this metric may fluctuate over time due to a variety of factors, including our pace of new member growth given that new members typically join Alignment with higher MBRs, while our model has demonstrated an ability to improve MBR for a given cohort over time.
When we determine, on an annual basis, whether we have satisfied the CMS minimum Medical Loss Ratio of 85%, adjustments are made to the MBR calculation to include certain additional expenses related to improving the quality of care provided, and to exclude certain taxes and fees, in each case as permitted or required by CMS and applicable regulatory requirements.
Adjusted EBITDA
Adjusted EBITDA is a non-GAAP financial measure that we define as net loss before interest expense, income taxes, depreciation and amortization expense, acquisition expenses, certain litigation costs, gains or losses on right of use ("ROU") assets, gains or losses on sale of property and equipment, restructuring costs and equity-based compensation expense. Adjusted EBITDA is a key measure used by our management and our Board to understand and evaluate our operating performance and trends, to prepare and approve our annual budget and to develop short and long-term operating plans. In particular, we believe that the exclusion of the amounts eliminated in calculating Adjusted EBITDA provides useful measures for period-to-period comparisons of our business, as we do not consider the excluded items to be part of our ongoing results of operations. Given our intent to continue to invest in our platform and the scalability of our business in the short to medium-term, we believe Adjusted EBITDA over the long term will be an important indicator of value creation.
Adjusted EBITDA should not be considered in isolation of, or as an alternative to, measures prepared in accordance with GAAP. There are a number of limitations related to the use of Adjusted EBITDA in lieu of net loss, which is the most directly comparable financial measure calculated in accordance with GAAP.
Our use of the term Adjusted EBITDA may vary from the use of similar terms by other companies in our industry and accordingly may not be comparable to similarly titled measures used by other companies.
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Adjusted EBITDA is reconciled as follows:
 Three Months Ended September 30,Nine Months Ended September 30,
 2024202320242023
(dollars in thousands)
Net loss$(26,429)$(35,077)$(97,007)$(100,942)
Less: Net loss attributable to noncontrolling interest16 30 63 134 
Adjustments:
Interest expense6,937 5,466 18,055 15,747 
Depreciation and amortization(1)
7,686 5,561 20,254 15,807 
Income taxes(8)— 14 
Equity-based compensation(2)
17,258 13,569 54,896 51,183 
Acquisition expenses(3)
14 81 26 761 
Litigation costs (4)
456 1,950 1,177 1,950 
(Gain) loss on ROU assets(5)
— — 143 (289)
Gain on sale of property and equipment (8)— (8)— 
Restructuring costs(6)
— — 2,363 — 
Adjusted EBITDA$5,922 $(8,420)$(24)$(15,647)

(1)Includes $0.6 million in impairment expense related to intangible assets that were written off during the quarter.
(2)Represents equity-based compensation related to grants made in the applicable year, as well as equity-based compensation related to the timing of the IPO, which includes previously issued stock appreciation rights ("SARs") liability awards, modifications related to transaction vesting units, and grants made in conjunction with the IPO.
(3)Represents acquisition-related fees, such as legal and advisory fees, that are non-capitalizable.
(4)Represents litigation costs considered outside of the ordinary course of business based on the following considerations which we assess regularly: (i) the frequency of similar cases that have been brought to date, or are expected to be brought within two years, (ii) complexity of the case, (iii) nature of the remedies sought, (iv) litigation posture of the Company, (v) counterparty involved, and (vi) the Company's overall litigation strategy.
(5)Represents gains or losses related to ROU assets that were terminated or subleased in the respective period.
(6)Represents severance and related costs incurred as part of a corporate restructuring designed to streamline our organizational structure and drive operational efficiencies.

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Results of Operations
The following table sets forth our consolidated statements of operations data for the periods indicated:
 Three Months Ended September 30,Nine Months Ended September 30,
 2024202320242023
(dollars in thousands)
Revenues:
Earned premiums$684,496 $450,235 $1,980,146 $1,341,924 
Other7,937 6,474 22,174 16,319 
Total revenues692,433 456,709 2,002,320 1,358,243 
Expenses:
Medical expenses613,444 397,879 1,791,974 1,204,838 
Selling, general and administrative expenses90,871 83,089 269,246 223,696 
Depreciation and amortization7,640 5,497 20,110 15,613 
Total expenses711,955 486,465 2,081,330 1,444,147 
Loss from operations(19,522)(29,756)(79,010)(85,904)
Other expenses:
Interest expense6,937 5,466 18,055 15,747 
Other income, net(22)(145)(72)(711)
Total other expenses6,915 5,321 17,983 15,036 
Loss before income taxes(26,437)(35,077)(96,993)(100,940)
Provision (benefit) for income taxes(8)— 14 
Net loss$(26,429)$(35,077)$(97,007)$(100,942)
Less: Net loss attributable to noncontrolling interest16 30 63 134 
Net loss attributable to Alignment Healthcare, Inc.$(26,413)$(35,047)$(96,944)$(100,808)
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The following table sets forth our consolidated statements of operations data expressed as a percentage of total revenues for the periods indicated:
 Three Months Ended September 30,Nine Months Ended September 30,
 20242023
2024
2023
(% of revenue)
Revenues:
Earned premiums99 %99 %99 %99 %
Other
Total revenues100 100 100 100 
Expenses:
Medical expenses89 87 90 89 
Selling, general and administrative expenses13 18 13 16 
Depreciation and amortization
Total expenses103 106 104 106 
Loss from operations(3)(6)(4)(6)
Other expenses:
Interest expense
Other income, net— — — — 
Total other expenses
Loss before income taxes(4)(7)(5)(7)
Provision (benefit) for income taxes— — — — 
Net loss(4)(7)(5)(7)
Less: Net loss attributable to noncontrolling interest— — — — 
Net loss attributable to Alignment Healthcare, Inc.(4)%(7)%(5)%(7)%
Revenues
Three Months Ended September 30,
Change
20242023$
%
(dollars in thousands)   
Revenues:   
Earned premiums$684,496 $450,235 $234,261 52.0 %
Other7,937 6,474 1,463 22.6 %
Total revenues$692,433 $456,709 $235,724 51.6 %
Nine Months Ended September 30,
Change
20242023$
%
(dollars in thousands)
Revenues:
Earned premiums$1,980,146 $1,341,924 $638,222 47.6 %
Other22,174 16,319 5,855 35.9 %
Total revenues$2,002,320 $1,358,243 $644,077 47.4 %
Earned Premiums. Earned premium revenues were $684.5 million and $450.2 million for the three months ended September 30, 2024 and 2023, respectively, an increase of $234.3 million or 52.0%. Earned premium revenues were $1,980.1 million and $1,341.9 million for the nine months ended September 30, 2024 and 2023, respectively, an increase of $638.2 million or 47.6%. The increase was primarily driven by growth in our Health Plan membership, which increased 57.7% between September 30, 2023 and September 30, 2024. The increase was offset by a decrease in ACO REACH
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revenue due to the change from gross to net revenue treatment. ACO REACH revenue decreased $30.8 million, or 101.0%, for the three months ended September 30, 2024 compared to the three months ended September 30, 2023 and decreased $94.0 million, or 101.4%, for the nine months ended September 30, 2024 compared to the nine months ended September 30, 2023.
Other Revenue. Other revenue increased $1.5 million for the three months ended September 30, 2024 compared to the three months ended September 30, 2023, an increase of 22.6%. Other revenue increased $5.9 million for the nine months ended September 30, 2024 compared to the nine months ended September 30, 2023, an increase of 35.9%. The increase is mainly attributable to an increase in the interest rate of our interest earning cash balances and the change in gross to net revenue treatment for ACO REACH.
Expenses
 Three Months Ended September 30,
Change
 20242023$
%
(dollars in thousands)   
Expenses:   
Medical expenses$613,444 $397,879 $215,565 54.2 %
Selling, general and administrative expenses90,871 83,089 7,782 9.4 %
Depreciation and amortization7,640 5,497 2,143 39.0 %
Total expenses$711,955 $486,465 $225,490 46.4 %
 Nine Months Ended September 30,
Change
 20242023$
%
(dollars in thousands)   
Expenses:   
Medical expenses$1,791,974 $1,204,838 $587,136 48.7 %
Selling, general and administrative expenses269,246 223,696 45,550 20.4 %
Depreciation and amortization20,110 15,613 4,497 28.8 %
Total expenses$2,081,330 $1,444,147 $637,183 44.1 %

Medical Expenses. Medical expenses were $613.4 million and $397.9 million for the three months ended September 30, 2024 and 2023, respectively, an increase of $215.6 million, or 54.2%. Medical expenses were $1,792.0 million and $1,204.8 million for the nine months ended September 30, 2024 and 2023, respectively, an increase of $587.1 million, or 48.7%. The increase was driven primarily by the growth in Alignment’s Health Plan membership, which increased 57.7% between September 30, 2023 and September 30, 2024. Overall, medical expenses for the three and nine months ended September 30, 2024 grew at a slightly higher rate than earned premium revenues compared to the three and nine months ended September 30, 2023, primarily due to 2024 having a higher percentage of new members relative to returning members, richer member benefits and increases in unit costs, offset by lower inpatient admissions per thousand and the change in ACO REACH accounting.
Selling, General and Administrative Expenses. Selling, general and administrative expenses were $90.9 million and $83.1 million for the three months ended September 30, 2024 and 2023, respectively, an increase of $7.8 million, or 9.4%. Selling, general and administrative expenses were $269.2 million and $223.7 million for the nine months ended September 30, 2024 and 2023, respectively, an increase of $45.6 million, or 20.4%.The increase was primarily due to an increase in ongoing investments and expenditures in network development, operations and sales and marketing to drive the growth of Alignment's Health Plan membership. Selling, general, and administrative expenses grew at a slower rate than revenue for the three and nine months ended September 30, 2024 compared to the three and nine months ended September 30, 2023 due to economies of scale gained from Alignment's 2024 membership growth.
Depreciation and Amortization. Depreciation and amortization expense was $7.6 million and $5.5 million for the three months ended September 30, 2024 and 2023, respectively, an increase of $2.1 million, or 39.0%. Depreciation and amortization expense was $20.1 million and $15.6 million for the nine months ended September 30, 2024 and 2023,
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respectively, an increase of $4.5 million, or 28.8%. The increase was primarily due to the amount and timing of our capital expenditures and the associated depreciation relative to 2023. Additionally, for the three and nine months ended September 30, 2024, we recorded amortization expense of $0.6 million related to the impairment of intangible assets associated with an inactive medicare license that was terminated during the period.
Other Expenses
Interest expense. Interest expense was $6.9 million and $5.5 million for the three months ended September 30, 2024 and 2023, respectively, an increase of $1.4 million or 25.5%. Interest expense was $18.1 million and $15.7 million for the nine months ended September 30, 2024 and 2023, respectively, an increase of $2.3 million or 14.7%. The increase in interest expense was partially due to an increase in the debt balance as a result of the $50.0 million draw down of the Oxford Delayed Draw term loan in June 2024. Additionally, we experienced a higher interest rate on our debt balance during the three and nine months ended September 30, 2024 compared to the three and nine months ended September 30, 2023. The average interest rate during the three months ended September 30, 2024 and 2023 was 11.77% and 11.74%, respectively. The average interest rate during the nine months ended September 30, 2024 and 2023 was 11.77% and 11.35%, respectively.
Other income, net. Other income was $(0.02) million and $(0.1) million for the three months ended September 30, 2024 and 2023, respectively, a decrease of $0.1 million or (80.0)%. Other income was $(0.1) million and $(0.7) million for the nine months ended September 30, 2024 and 2023, respectively, a decrease of $0.6 million or (85.7)%. The decrease is primarily attributable to the timing of gains and losses related to ROU assets subleased during the respective periods.
Liquidity and Capital Resources
General
To date, we have financed our operations principally through our IPO, private placements of our equity securities, revenues, and certain term loans (described below). As of September 30, 2024, we had $381.0 million in cash, cash equivalents and short-term investments.
We operate as a holding company in a highly regulated industry. Alignment Healthcare, Inc., our parent company, is dependent upon dividends and administrative expense reimbursements from our subsidiaries, most of which are subject to regulatory restrictions. We maintain significant levels of aggregate excess statutory capital and surplus in our state-regulated operating subsidiaries. As of September 30, 2024, our operating parent company (an indirect wholly owned subsidiary of our parent company) had $104.8 million in cash, cash equivalents and short-term investments.
We may incur operating losses in the future due to the investments we intend to continue to make in expanding our operations and sales and marketing, in further developing our technology and due to the general and administrative costs we expect to incur in connection with continuing to operate as a public company. As a result, we may require additional capital resources to execute strategic initiatives to grow our business.
We believe that our liquid assets will be sufficient to fund our operating and organic capital needs for at least the next 12 months. Our assessment of the period of time through which our financial resources will be adequate to support our operations is a forward-looking statement and involves risks and uncertainties. Our actual results could vary because of, and our future capital requirements will depend on, many factors, including our growth rate, the timing and extent of spending to expand our presence in existing markets, expand into new markets, increase our sales and marketing activities and develop our technology. Additionally, in the future we may enter into arrangements to acquire or invest in complementary businesses, services and technologies, including intellectual property rights, which may also increase our capital needs.
We have based this estimate on assumptions that may prove to be wrong, and we could use our available capital resources sooner than we currently expect. We may be required to seek additional equity or debt financing. In the event that additional financing is required from outside sources, we may not be able to raise it on terms acceptable to us or at all. If we are unable to raise additional capital when desired, or if we cannot expand our operations or otherwise capitalize on our business opportunities because we lack sufficient capital, our business, results of operations, and financial condition would be adversely affected.
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Certain states in which we operate as a CMS-licensed Medicare Advantage company may require us to meet certain capital adequacy performance standards and tests. The National Association of Insurance Commissioners has adopted rules which, if implemented by the states, set minimum capitalization requirements for insurance companies, HMOs, and other entities bearing risk for healthcare coverage. The requirements take the form of risk-based capital (“RBC”) rules, which may vary from state to state. Certain states in which our health plans or risk bearing entities operate have adopted the RBC rules. Other states in which our health plans or risk bearing entities operate have chosen not to adopt the RBC rules, but instead have designed and implemented their own rules regarding capital adequacy. As of September 30, 2024, our health plans or risk-bearing entities were in compliance with the minimum capital requirements.
Oxford Term Loan
On September 2, 2022 (the “Effective Date”), we, Alignment Healthcare USA, LLC, an indirect subsidiary of the Company (the “Borrower”) and certain of our other subsidiaries (together with the Company and the Borrower, the “Borrower Parties”) entered into a term loan agreement (the “Oxford Loan Agreement”) with Oxford Finance LLC (“Oxford”), as administrative agent, collateral agent and a lender, and the other lenders from time to time party thereto (collectively, the “Lenders”), pursuant to which the Lenders have agreed to lend the Borrower an aggregate principal amount of up to $250.0 million in a series of term loans (the “Term Loans”). Pursuant to the Oxford Loan Agreement, the Borrower received an initial Term Loan of $165.0 million on the Effective Date and had the option to borrow up to an additional $85.0 million of Term Loans (such additional Term Loans, the “Delayed Draw Term Loans”). On June 14, 2024, the Borrower borrowed $50.0 million in aggregate principal amount of the Delayed Draw Term Loans, prior to the expiration date for such amount of the Delayed Draw Term Loans of June 30, 2024, to avoid losing access to the capital, to enhance the Company's balance sheet and to provide for future flexibility. As of September 30, 2024 we had the option to borrow an additional $35.0 million in undrawn Delayed Draw Term Loans, which option expires on September 1, 2025.
Interest on the Term Loans is a variable rate equal to (i) the secured overnight financing rate administered by the Federal Reserve Bank of New York for a one-month tenor, subject to a floor of 1.00%, plus (ii) an applicable margin of 6.50%. Beginning January 1, 2025, principal payments of $0.5 million, 0.25% of the gross principal amount borrowed, are due on a quarterly basis. All unpaid principal and accrued and unpaid interest with respect to each Term Loan is due and payable in full on September 1, 2027. The interest rate applied during the nine months ended September 30, 2024 ranged from 11.70% to 11.85%.
The Term Loans are guaranteed by certain of our wholly owned subsidiaries and collateralized by all unrestricted assets.
The Oxford Loan Agreement includes customary events of default, including, among others, payment defaults, breach of representations and warranties, covenant defaults, judgment defaults, insolvency and bankruptcy defaults, and change of control. The occurrence of an event of default could result in the acceleration of the obligations under the Oxford Loan Agreement, termination of the Term Loan commitments and the right to foreclose on the collateral securing the obligations. During the existence of an event of default, the outstanding Term Loans will accrue interest at a rate per annum equal to 2.00% plus the otherwise applicable interest rate. Additionally, in the event of any contemplated asset sale or series of asset sales yielding net proceeds in excess of $2.5 million, except those excluded per the Oxford Loan Agreement, we are required to prepay the aggregate outstanding principal balance of the Term Loans in an amount equal to the entire amount of the asset sale net proceeds, plus any accrued and unpaid interest.
The Oxford Loan Agreement includes financial covenants that require the Borrower Parties to (i) maintain minimum liquidity, as defined in the Loan Agreement, of $23.0 million and (ii) satisfy a maximum permitted ratio of debt to trailing twelve-month revenue, as set forth in the Loan Agreement. As of September 30, 2024, we were in compliance with the financial covenants.
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Cash Flows
The following table presents a summary of our consolidated cash flows from operating, investing and financing activities for the periods indicated:
 Nine Months Ended September 30,
(dollars in thousands)20242023
Net cash provided by operating activities$43,481 $128,279 
Net cash provided by (used in) investing activities45,111 (146,245)
Net cash provided by financing activities49,153 60 
Net change in cash137,745 (17,906)
Cash, cash equivalents and restricted cash at beginning of period204,954 411,299 
Cash, cash equivalents and restricted cash at end of period$342,699 $393,393 
Operating Activities
For the nine months ended September 30, 2024, net cash provided by operating activities was $43.5 million, a decrease of $84.8 million compared to net cash provided by operating activities of $128.3 million for the nine months ended September 30, 2023. The decrease is mainly attributable to the timing of our monthly premium revenue payments from CMS. We typically receive our monthly premium payments from CMS on the first day of the month. However, as the first day of October 2023 did not occur on a business day, we received the October 2023 premium payments on the last day of September 2023. At September 30, 2023 we recorded deferred premium revenue of $146.0 million. Excluding deferred premium revenue, net cash provided by operating activities increased $61.4 million, mainly attributable to an increase in medical expenses payable as a result of the increased Health Plan membership growth during the nine months ended September 30, 2024 compared to the nine months ended September 30, 2023.

Investing Activities

For the nine months ended September 30, 2024, net cash provided by investing activities was $45.1 million, an increase of $191.4 million compared to net cash used in investing activities of $146.2 million for the nine months ended September 30, 2023. The increase primarily relates to increased purchases of short-term treasury securities during the nine months ended September 30, 2023 compared to the nine months ended September 30, 2024.

Financing Activities

For the nine months ended September 30, 2024, net cash provided by financing activities was $49.2 million, an increase of $49.1 million, compared to net cash provided by financing activities of $0.06 million for the nine months ended September 30, 2023. The increase in net cash provided by financing activities is mainly attributable to the $50.0 million draw down of the Oxford Delayed Draw term loan that occurred during the nine months ended September 30, 2024.
Material cash requirements from known contractual and other obligations
There have been no material changes to our contractual obligations disclosed in our Annual Report.
Off-Balance Sheet Arrangements
We did not have any off-balance sheet arrangements as of September 30, 2024.
Critical Accounting Estimates
The discussion and analysis of our financial condition and results of operations are based upon our condensed consolidated financial statements, which have been prepared in accordance with U.S. generally accepted accounting principles and include the accounts of our wholly-owned subsidiaries and three variable interest entities (“VIEs”) in California and North Carolina that meet the consolidation requirements for accounting purposes. All intercompany transactions have been eliminated in consolidation. Noncontrolling interest is presented within the equity section of the condensed consolidated balance sheets.
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There have been no significant changes in our critical accounting estimate policies or methodologies to our condensed consolidated financial statements. For a description of our policies regarding our critical accounting policies, see "Management's Discussion and Analysis of Financial Condition and Results of Operations—Critical Accounting Estimates" in the Annual Report.
Recent Accounting Pronouncements
See Note 2 to our condensed consolidated financial statements, “Summary of Significant Accounting Policies—Recent Accounting Pronouncements Adopted” for more information.
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Item 3. Quantitative and Qualitative Disclosures About Market Risk.
Market risk represents the risk of loss that may impact our financial position due to adverse changes in financial market prices and rates. Our market risk exposure is primarily a result of exposure due to potential changes in inflation. We do not hold financial instruments for trading purposes.
Interest Rate Risk
We are exposed to risks associated with market changes in interest rates through our term loan agreement. This agreement exposes us to variability in interest payments due to changes in SOFR interest rates. We manage our exposure to this market risk by monitoring available financing alternatives.
Inflation Risk
Based on our analysis of the periods presented, we believe that inflation has not had a material effect on our operating results. There can be no assurance that future inflation will not have an adverse impact on our operating results and financial condition.
Item 4. Controls and Procedures.
Evaluation of Disclosure Controls and Procedures:
Under the supervision and with the participation of our management, including the Chief Executive Officer and Chief Financial Officer, we have evaluated the effectiveness of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), as of the end of the period covered by this report. Based on that evaluation, the Chief Executive Officer and Chief Financial Officer have concluded that these disclosure controls and procedures were effective as of September 30, 2024.
Changes to our Internal Controls over Financial Reporting:
There were no material changes in our internal control over financial reporting during the three months ended September 30, 2024 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
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PART II—OTHER INFORMATION
Item 1. Legal Proceedings.
See Note 12, Commitments and Contingencies – Legal Proceedings, to Alignment Healthcare, Inc.'s Condensed Consolidated Financial Statements in Part I, Item 1 of this Quarterly Report.
Item 1A. Risk Factors.
There have been no material changes to the risk factors disclosed in the Annual Report.
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.
Unregistered Sales of Equity Securities
None.
Use of Proceeds
On March 25, 2021, the Company’s Registration Statement on Form S-1 (SEC File No. 333-253824) for the initial public offering of 27,200,000 shares of common stock was declared effective by the Securities and Exchange Commission. The Company’s common stock began trading on March 26, 2021 on Nasdaq under the ticker symbol “ALHC.” The IPO closed on March 30, 2021, with the Company selling 21,700,000 shares of common stock and certain selling stockholders selling 5,500,000 shares of common stock, in each case at a price to the public of $18.00 per share. On Tuesday, April 6, 2021, pursuant to a partial exercise of the underwriters’ over-allotment option, certain selling stockholders sold an additional 3,314,216 shares of common stock at the IPO price. In the aggregate, the IPO generated approximately $361.6 million in net proceeds for the Company, which amount is net of approximately $24.4 million in underwriters’ discounts and commissions and offering costs of approximately $4.6 million. The IPO commenced on March 25, 2021 and terminated upon the partial exercise of the underwriters’ over-allotment options as described above. The representatives of the several underwriters of the IPO were Goldman Sachs & Co. LLC and Morgan Stanley & Co. LLC.
There has been no material change in the use of proceeds described in the IPO prospectus filed with the SEC on March 29, 2021. We may also use a portion of our net proceeds to acquire or invest in complementary businesses, products, services or technologies.
Purchases of Equity Securities by the Issuer and Affiliated Purchasers
None.
Item 3. Defaults Upon Senior Securities.
None.
Item 4. Mine Safety Disclosures.
Not applicable.
Item 5. Other Information.

Rule 10b5-1 Plans

During the fiscal quarter ended September 30, 2024, our executive officers and directors adopted the following trading arrangements that are intended to satisfy the affirmative defense of Rule 10b5-1(c):
42

Name & TitleDate of AdoptionDuration of Trading Arrangement
Maximum Number of Securities to be Sold(1)
Hyong (Ken) Kim, M.D.
Chief Medical Officer
09/05/202412/5/2024 - 8/8/2025145,034
(1)Securities reported in this column include securities subject to limit orders and such orders may not fill if limit order conditions are not met.

Item 6. Exhibits.
Exhibit
Number
Description
3.1
3.2
3.3
4.1
10.1
31.1*
31.2*
32.1**
32.2**
101.INS*Inline XBRL Instance Document – the instance document does not appear in the Interactive Data File because XBRL tags are embedded within the Inline XBRL document.
101.SCH*Inline XBRL Taxonomy Extension Schema Document
101.CAL*Inline XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF*Inline XBRL Taxonomy Extension Definition Linkbase Document
101.LAB*Inline XBRL Taxonomy Extension Label Linkbase Document
101.PRE*Inline XBRL Taxonomy Extension Presentation Linkbase Document
104*Cover Page Interactive Data File (embedded within the Inline XBRL document)
_________________________
*Filed herewith.
**Furnished herewith
+Indicates management contract or compensatory plan.
43

SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
 Alignment Healthcare, Inc.
   
Date: October 29, 2024By:/s/ John Kao
  John Kao
  President and Chief Executive Officer
   
Date: October 29, 2024
By:/s/ Thomas Freeman
  Thomas Freeman
  Chief Financial Officer
44

Exhibit 31.1
CERTIFICATION PURSUANT TO
RULES 13a-14(a) AND 15d-14(a) UNDER THE SECURITIES EXCHANGE ACT OF 1934,
AS ADOPTED PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002
I, John Kao, certify that:
1.I have reviewed this Quarterly Report on Form 10-Q of Alignment Healthcare, Inc.;
2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
3.Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
4.The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
(a)Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
(b)Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
(c)Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
(d)Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and
5.The registrant's other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):
(a)All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and
(b)Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.
Date: October 29, 2024
By:/s/ John Kao
  John Kao
  President and Chief Executive Officer


Exhibit 31.2
CERTIFICATION PURSUANT TO
RULES 13a-14(a) AND 15d-14(a) UNDER THE SECURITIES EXCHANGE ACT OF 1934,
AS ADOPTED PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002
I, Thomas Freeman, certify that:
1.I have reviewed this Quarterly Report on Form 10-Q of Alignment Healthcare, Inc.;
2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
3.Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
4.The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
(a)Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
(b)Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
(c)Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
(d)Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and
5.The registrant's other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):
(a)All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and
(b)Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.
Date: October 29, 2024
By:/s/ Thomas Freeman
  Thomas Freeman
  Chief Financial Officer


Exhibit 32.1
CERTIFICATION PURSUANT TO
18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002
In connection with the Quarterly Report of Alignment Healthcare, Inc. (the “Company”) on Form 10-Q for the period ending September 30, 2024 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, John Kao, Chief Executive Officer of the Company, hereby certify, pursuant to 18 U.S.C. § 1350, as adopted pursuant to § 906 of the Sarbanes-Oxley Act of 2002, that, to my knowledge:
(1)The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
(2)The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
Date: October 29, 2024
By:/s/ John Kao
  John Kao
  President and Chief Executive Officer


Exhibit 32.2
CERTIFICATION PURSUANT TO
18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002
In connection with the Quarterly Report of Alignment Healthcare, Inc. (the “Company”) on Form 10-Q for the period ending September 30, 2024 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Thomas Freeman, Chief Financial Officer of the Company, hereby certify, pursuant to 18 U.S.C. § 1350, as adopted pursuant to § 906 of the Sarbanes-Oxley Act of 2002, that, to my knowledge:
(1)The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
(2)The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
Date: October 29, 2024
By:/s/ Thomas Freeman
  Thomas Freeman
  Chief Financial Officer

v3.24.3
Cover - shares
9 Months Ended
Sep. 30, 2024
Oct. 24, 2024
Cover [Abstract]    
Document Type 10-Q  
Document Quarterly Report true  
Document Period End Date Sep. 30, 2024  
Document Transition Report false  
Entity File Number 001-40295  
Entity Registrant Name ALIGNMENT HEALTHCARE, INC.  
Entity Incorporation, State or Country Code DE  
Entity Tax Identification Number 46-5596242  
Entity Address, Address Line One 1100 W. Town and Country Road  
Entity Address, Address Line Two Suite 1600  
Entity Address, City or Town Orange  
Entity Address, State or Province CA  
Entity Address, Postal Zip Code 92868  
City Area Code 844  
Local Phone Number 310-2247  
Title of 12(b) Security Common Stock, par value $0.001 per share  
Trading Symbol ALHC  
Security Exchange Name NASDAQ  
Entity Current Reporting Status Yes  
Entity Interactive Data Current Yes  
Entity Filer Category Large Accelerated Filer  
Entity Small Business false  
Entity Emerging Growth Company false  
Entity Shell Company false  
Entity Common Stock, Shares Outstanding   191,696,093
Amendment Flag false  
Document Fiscal Period Focus Q3  
Current Fiscal Year End Date --12-31  
Entity Central Index Key 0001832466  
Document Fiscal Year Focus 2024  
v3.24.3
Condensed Consolidated Balance Sheets - USD ($)
$ in Thousands
Sep. 30, 2024
Dec. 31, 2023
Current Assets:    
Cash and cash equivalents $ 340,300 $ 202,904
Accounts receivable (less allowance for credit losses of $123 at September 30, 2024 and $0 at December 31, 2023) 138,852 119,749
Investments - current 40,676 115,914
Prepaid expenses and other current assets 53,779 44,970
Total current assets 573,607 483,537
Property and equipment, net 64,692 51,901
Right of use asset, net 8,124 9,959
Goodwill, Net 34,826 34,826
Intangible Assets, net 4,550 5,252
Other assets 6,488 6,405
Total assets 692,287 591,880
Current Liabilities:    
Medical expenses payable 297,125 205,399
Accounts payable and accrued expenses 25,394 23,511
Accrued compensation 33,951 34,112
Current maturities of long-term debt 1,613 0
Total current liabilities 358,083 263,022
Long-term debt, net of current maturities and debt issuance costs 210,386 161,813
Long-term portion of lease liabilities 8,191 8,974
Total liabilities 576,660 433,809
Commitments and Contingencies (Note 12)
Stockholders' Equity:    
Preferred stock, $.001 par value; 100,000,000 shares authorized as of September 30, 2024 and December 31, 2023, respectively; no shares issued and outstanding as of September 30, 2024 and December 31, 2023 0 0
Common stock, $.001 par value; 1,000,000,000 shares authorized as of September 30, 2024 and December 31, 2023; 191,595,786 and 188,951,643 shares issued and outstanding as of September 30, 2024 and December 31, 2023, respectively 191 189
Additional paid-in capital 1,091,561 1,037,015
Accumulated deficit (977,202) (880,258)
Total Alignment Healthcare, Inc. stockholders' equity 114,550 156,946
Noncontrolling interest 1,077 1,125
Total stockholders' equity 115,627 158,071
Total liabilities and stockholders' equity $ 692,287 $ 591,880
v3.24.3
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($)
$ in Thousands
Sep. 30, 2024
Dec. 31, 2023
Statement of Financial Position [Abstract]    
Allowance for credit losses $ 123 $ 0
Preferred stock par value (in dollars per share) $ 0.001 $ 0.001
Preferred stock, shares authorized (in shares) 100,000,000 100,000,000
Preferred stock, shares issued (in shares) 0 0
Preferred stock, shares outstanding (in shares) 0 0
Common stock, par value (in dollars per share) $ 0.001 $ 0.001
Common stock, shares authorized (in shares) 1,000,000,000 1,000,000,000
Common stock, shares issued (in shares)   188,951,643
Common stock, shares outstanding (in shares)   188,951,643
v3.24.3
Condensed Consolidated Statements of Operations - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Sep. 30, 2024
Sep. 30, 2023
Revenues:        
Earned premiums $ 684,496 $ 450,235 $ 1,980,146 $ 1,341,924
Other 7,937 6,474 22,174 16,319
Total revenues 692,433 456,709 2,002,320 1,358,243
Expenses:        
Medical expenses 613,444 397,879 1,791,974 1,204,838
Selling, general, and administrative expenses 90,871 83,089 269,246 223,696
Depreciation and amortization 7,640 5,497 20,110 15,613
Total expenses 711,955 486,465 2,081,330 1,444,147
Loss from operations (19,522) (29,756) (79,010) (85,904)
Other expenses:        
Interest expense 6,937 5,466 18,055 15,747
Other income, net (22) (145) (72) (711)
Total other expenses 6,915 5,321 17,983 15,036
Loss before income taxes (26,437) (35,077) (96,993) (100,940)
Provision (benefit) for income taxes (8) 0 14 2
Net loss (26,429) (35,077) (97,007) (100,942)
Less: Net loss attributable to noncontrolling interest 16 30 63 134
Net loss attributable to Alignment Healthcare, Inc. $ (26,413) $ (35,047) $ (96,944) $ (100,808)
Total weighted-average common shares outstanding - basic (in shares) 191,361,283 187,328,318 190,423,014 185,493,345
Total weighted-average common shares outstanding - diluted (in shares) 191,361,283 187,328,318 190,423,014 185,493,345
Net loss per share - basic (in dollars per share) $ (0.14) $ (0.19) $ (0.51) $ (0.54)
Net loss per share - diluted (in dollars per share) $ (0.14) $ (0.19) $ (0.51) $ (0.54)
v3.24.3
Condensed Consolidated Statements of Stockholders' Equity - USD ($)
$ in Thousands
Total
Common Stock
Additional Paid-In Capital
Accumulated Deficit
Noncontrolling Interest
Beginning Balance (in shares) at Dec. 31, 2022   187,280,015      
Beginning Balance at Dec. 31, 2022 $ 239,302 $ 187 $ 970,180 $ (732,241) $ 1,176
Increase (Decrease) in Stockholders' Equity [Roll Forward]          
Net loss (100,942)     (100,808) (134)
Issuance of common stock upon vesting of restricted stock units (in shares)   1,667,102      
Issuance of common stock upon vesting of restricted stock units 2 $ 2      
Forfeitures (in shares)   (35,597)      
Equity-based compensation 51,183   51,183    
Repurchase of noncontrolling interest attributable to subsidiary 60       60
Ending Balance (in shares) at Sep. 30, 2023   188,911,520      
Ending Balance at Sep. 30, 2023 189,605 $ 189 1,021,363 (833,049) 1,102
Beginning Balance (in shares) at Jun. 30, 2023   188,512,765      
Beginning Balance at Jun. 30, 2023 211,112 $ 188 1,007,794 (798,002) 1,132
Increase (Decrease) in Stockholders' Equity [Roll Forward]          
Net loss (35,077)     (35,047) (30)
Issuance of common stock upon vesting of restricted stock units (in shares)   419,130      
Issuance of common stock upon vesting of restricted stock units 1 $ 1      
Forfeitures (in shares)   (20,375)      
Equity-based compensation 13,569   13,569    
Ending Balance (in shares) at Sep. 30, 2023   188,911,520      
Ending Balance at Sep. 30, 2023 $ 189,605 $ 189 1,021,363 (833,049) 1,102
Beginning Balance (in shares) at Dec. 31, 2023 188,951,643 188,951,643      
Beginning Balance at Dec. 31, 2023 $ 158,071 $ 189 1,037,015 (880,258) 1,125
Increase (Decrease) in Stockholders' Equity [Roll Forward]          
Net loss (97,007)     (96,944) (63)
Issuance of common stock upon vesting of restricted stock units (in shares)   2,716,762      
Issuance of common stock upon vesting of restricted stock units 2 $ 2      
Forfeitures (in shares)   (2,799)      
Shares withheld related to net restricted stock settlement (in shares)   (69,820)      
Shares withheld related to net restricted stock settlement (350)   (350)    
Equity-based compensation 54,896   54,896    
Noncontrolling interest attributable to subsidiary 15       15
Ending Balance (in shares) at Sep. 30, 2024   191,595,786      
Ending Balance at Sep. 30, 2024 115,627 $ 191 1,091,561 (977,202) 1,077
Beginning Balance (in shares) at Jun. 30, 2024   191,236,747      
Beginning Balance at Jun. 30, 2024 124,798 $ 191 1,074,303 (950,789) 1,093
Increase (Decrease) in Stockholders' Equity [Roll Forward]          
Net loss (26,429)     (26,413) (16)
Issuance of common stock upon vesting of restricted stock units (in shares)   359,039      
Equity-based compensation 17,258   17,258    
Ending Balance (in shares) at Sep. 30, 2024   191,595,786      
Ending Balance at Sep. 30, 2024 $ 115,627 $ 191 $ 1,091,561 $ (977,202) $ 1,077
v3.24.3
Condensed Consolidated Statements of Cash Flows - USD ($)
$ in Thousands
9 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Operating Activities:    
Net loss $ (97,007) $ (100,942)
Adjustments to reconcile net loss to net cash provided by operating activities:    
Provision for credit loss 123 91
Loss (gain) on right of use assets 135 (289)
Gain on sale of property and equipment (8) 0
Depreciation and amortization 20,254 15,807
Amortization-investment discount (2,084) (3,349)
Amortization-debt issuance costs 978 1,037
Equity-based compensation 54,896 51,183
Non-cash lease expense 1,360 1,653
Changes in operating assets and liabilities:    
Accounts receivable (19,226) (12,724)
Prepaid expenses and other current assets (8,809) (3,771)
Other assets 77 (119)
Medical expenses payable 91,726 33,299
Accounts payable and accrued expenses 2,835 (4,613)
Deferred premium revenue (116) 146,034
Accrued compensation (161) 7,604
Lease liabilities (1,492) (2,622)
Net cash provided by operating activities 43,481 128,279
Investing Activities:    
Purchase of investments (75,524) (281,582)
Sale of property and equipment 14 0
Maturities of investments 152,755 160,735
Acquisition of property and equipment (32,134) (25,398)
Net cash provided by (used in) investing activities 45,111 (146,245)
Financing Activities:    
Proceeds from long-term debt 50,000 0
Debt issuance costs (512) 0
Payment of employment taxes related to release of restricted stock (350) 0
Contributions from noncontrolling interest holders 15 60
Net cash provided by financing activities 49,153 60
Net increase (decrease) in cash 137,745 (17,906)
Cash, cash equivalents and restricted cash at beginning of period 204,954 411,299
Cash, cash equivalents and restricted cash at end of period 342,699 393,393
Supplemental disclosure of cash flow information:    
Cash paid for interest 15,602 13,943
Supplemental non-cash investing and financing activities:    
Acquisition of property in accounts payable 112 117
Reconciliation of cash, cash equivalents and restricted cash as shown in the statement of cash flows:    
Cash and cash equivalents 340,300 391,643
Restricted cash in other assets 2,399 1,750
Total $ 342,699 $ 393,393
v3.24.3
Organization
9 Months Ended
Sep. 30, 2024
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
Organization Organization
Alignment Healthcare, Inc. (collectively, “we” or “us” or “our” or the “Company”), is a next generation, consumer-centric health care platform that is purpose-built to provide seniors with high quality, affordable care with a vastly improved consumer experience. Enabled by our innovative technology and care delivery model, the Company focuses on improving outcomes in the Medicare Advantage sector. The Company’s operations primarily consist of Medicare Advantage Plans in the states of California, North Carolina, Nevada, Arizona, Florida and Texas.
v3.24.3
Summary of Significant Accounting Policies
9 Months Ended
Sep. 30, 2024
Accounting Policies [Abstract]  
Summary of Significant Accounting Policies Summary of Significant Accounting Policies
Basis of Presentation
The accompanying condensed consolidated financial statements and accompanying notes have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”). The balance sheet as of December 31, 2023, included herein, was derived from audited financial statements, but does not include all disclosures required by GAAP. In accordance with the rules and regulations of the U.S. Securities and Exchange Commission ("SEC"), the Company has omitted certain footnote disclosures that would substantially duplicate the disclosures contained in its annual audited consolidated financial statements. Therefore, these condensed consolidated financial statements should be read in conjunction with the Company's Annual Report on Form 10-K for the year-ended December 31, 2023 as filed with the SEC. Furthermore, the condensed consolidated financial statements include the accounts of the Company, our subsidiaries, and three immaterial variable interest entities in which we are the primary beneficiary. All intercompany transactions have been eliminated in consolidation. Noncontrolling interest is presented within the equity section of the condensed consolidated balance sheets.
We have no components of other comprehensive income (loss), and accordingly, comprehensive income (loss) is the same as the net income (loss) for all periods presented.
Use of Estimates
The preparation of the condensed consolidated financial statements requires management to make estimates and judgments that affect the amounts reported in the condensed consolidated financial statements. Our significant estimates include, but are not limited to, the determination of medical expenses payable; the impact of risk adjustment provisions related to our Medicare contracts; collectability of receivables; valuation of related impairment recognition of long-lived assets, including goodwill and intangible assets; equity-based compensation expense; and contingent liabilities. Estimates and judgments are based upon historical information and on various other assumptions that are believed to be reasonable under the circumstances. Actual results could differ materially from those estimates and the impact of any change in estimates is included in earnings in the period in which the estimate is adjusted.
Segments
We have determined that our chief executive officer is the chief operating decision maker (“CODM”) who regularly reviews financial operating results on a consolidated basis for purposes of allocating resources and evaluating financial performance. We operate and manage the business as one reportable segment and one operating segment, which is to provide healthcare services to our seniors. Factors used in determining the reportable segment include the nature of operating activities, our organizational and reporting structure, and the type of information reviewed by the CODM to allocate resources and evaluate financial performance. All of our assets are located in the United States.
Fair Value Measurements
Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Our current assets and current liabilities approximate fair value because of the
short-term nature of these financial instruments. Financial instruments measured at fair value on a recurring basis were based upon a three-tier hierarchy as follows:
Level 1 - Quoted prices in active markets for identical assets or liabilities
Level 2 - Other inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the asset or liability
Level 3 - Unobservable inputs that reflect management’s best estimate of what market participants would use in pricing the asset or liability at the measurement date
The fair value of cash, cash equivalents, restricted cash and U.S. Treasury bills was determined based on Level 1 inputs. The fair value of certificate of deposits, which are recorded in other assets in the condensed consolidated balance sheets, was determined based on Level 2 inputs. There were no assets or liabilities measured at fair value using Level 3 inputs as of September 30, 2024 and December 31, 2023. Our long-term debt was reported at carrying value.
Revenue and Accounts Receivable
Earned premium revenue consisted of premium revenue and capitation revenue for the three and nine months ended September 30, 2024 and 2023 were as follows:
Three Months Ended
September 30,
Nine Months Ended
September 30,
2024202320242023
Premium$683,270 $417,867 $1,976,524 $1,242,311 
Capitation1,226 32,368 3,622 99,613 
Total$684,496 $450,235 $1,980,146 $1,341,924 
Premium revenue is derived monthly from the federal government based on our contracts with the Centers for Medicare and Medicaid Services (“CMS”). In accordance with these arrangements, we assume the responsibility for the outcomes and the economic risk of funding our members’ health care, supplemental benefits and related administration costs. We recognize premium revenue in the month that members are entitled to receive health care services, and premiums collected in advance are deferred. The monthly reimbursement includes a fixed payment per member per month (“PMPM”), which is adjusted based on certain risk factors derived from medical diagnoses and conditions of our members. The adjustments are estimated by projecting the ultimate annual premium and are recognized ratably during the year, with adjustments each period to reflect changes in the estimated ultimate premium. Premiums are also recorded net of estimated uncollectible amounts and retroactive membership adjustments.
Capitation revenue consists primarily of capitated fees for medical care services provided by us under arrangements with third-party payors. In 2023, capitation revenue consisted primarily of revenue from CMS related to our participation in the CMS "ACO Realizing Equity, Access, and Community Health Model” or “ACO REACH” model, as discussed below.
Under those arrangements with third-party payors, we receive a PMPM payment for a defined member population, and we are responsible for providing health care services to the member population over the contract period. We are solely responsible for the cost of health care services related to the member population and in some cases, we are financially responsible for the supplemental benefits provided by us to the members. We act as a principal in arranging for and controlling the services provided by our provider network and we are at risk for arranging and providing health care services.
The premium and capitation payments we receive monthly from CMS for our members are determined from our annual bid or similarly from third-party payors under our capitation arrangement. These payments represent revenues for providing health care coverage, including Medicare Part D benefits. Under the Medicare Part D program, our members and the members of the third-party payors receive standard drug benefits. We may also provide enhanced benefits at our own expense. We recognize premium or capitation revenue for providing this insurance coverage in the month that members are entitled to receive health care services and any premium or capitation collected in advance is deferred. Our CMS payment related to Medicare Part D is subject to risk sharing through the Medicare Part D risk corridor provisions.
We also participate in the CMS ACO REACH program, formerly the Direct Contracting Model ("DCE"). CMS serves as the claim adjudicator for institutional and specialists care, and directly pays for such fee for service claims. The ACO REACH entity ("ACO") is responsible for the cost of health care services related to the patient population attributed to the ACO by participating in 100% savings/losses via the risk share model and in some cases, are financially responsible for the supplemental benefits provided to the patients. In 2024, we entered into a management services and risk management agreement with a third-party healthcare company. The third party will be responsible for arranging and controlling the health care services provided to the ACO members, and for providing certain management and support services with respect to ACO operations. The third party will also assume specified upside and downside financial risk relative to the ACO’s performance. As a result of this arrangement, revenue is recorded on a net basis within other revenue on the condensed consolidated statement of operations for the three and nine months ended September 30, 2024. Revenue recognized by the ACO for the three and nine months ended September 30, 2024 was $212 and $453, respectively.
Prior to 2024, the ACO acted as a principal in arranging for and controlling services provided directly by their contracts with primary care physicians, as well as services provided by preferred institutional care providers and specialists. Capitation payments for the ACO program were determined from an annual benchmark established by CMS. These payments, which were adjusted for variable considerations, represented revenue for providing health care services, including primary care as well as institutional and specialist care. The ACO recognized capitation revenue for providing these services in the period in which the performance obligations were satisfied by transferring services to the members. Revenue recognized by the ACO for the three and nine months ended September 30, 2023 was $30,476 and $92,703, respectively.
Interest income earned on our cash deposits and short-term investments is included within other revenue on the condensed consolidated statements of operations. Interest income for the three and nine months ended September 30, 2024 was $6,649 and $17,694, respectively. Interest income for the three and nine months ended September 30, 2023 was $5,523 and $13,967, respectively.
Revenue Adjustments
Payments by CMS to health plans are determined via a competitive bidding process with CMS and are based upon the cost of care in a local market and the average utilization of services by the member enrolled. These payments are subject to periodic adjustments under CMS’ “risk adjustment model,” which compensates health plans based on the health severity and certain demographic factors of each individual member. Members diagnosed with certain conditions are paid at a higher monthly payment than members who are healthier. Under this risk adjustment model, CMS calculates the risk adjustment payment using diagnosis data from hospital inpatient, hospital outpatient, and physician treatment settings. The Company and health care providers collect, capture, and submit the necessary and available diagnosis data to CMS within prescribed deadlines. Both premium and capitation revenues (including Medicare Part D) are subject to adjustments under the risk adjustment model.
Throughout the year, we estimate risk adjustment payments based upon the diagnosis data submitted and expected to be submitted to CMS. Those estimated risk adjustment payments are recorded as an adjustment to premium and capitation revenue. Our risk adjustment data is also subject to review by the government, including audit by regulators.
Our recognized premium revenue for our Medicare Advantage Plans in California, North Carolina, Nevada, Arizona, Texas and Florida are each subject to a minimum annual medical loss ratio (“MLR”) of 85%. The MLR represents medical costs as a percentage of premium revenue. The Code of Federal Regulations defines what constitutes medical costs and premium revenue, including certain additional expenses related to improving the quality of care provided, and the exclusion of certain taxes and fees, in each case as permitted or required by CMS and applicable regulatory requirements. If the minimum MLR is not met, we are required to remit a portion of the premiums back to the federal government. The amount remitted, if any, is recognized as an adjustment to premium revenues in the condensed consolidated statements of operations. The amounts payable under this provision were immaterial at September 30, 2024 and December 31, 2023.
Medicare Part D payments are also subject to a federal risk corridor program, which limits a health plan’s overall losses or profit if actual spending for basic Medicare Part D benefits is much higher or lower than what was anticipated. Risk corridor is recorded within premium revenue. The risk corridor provisions compare costs targeted in our bids or third-party payors’ bids to actual prescription drug costs, limited to actual costs that would have been incurred under the standard coverage as defined by CMS. Variances exceeding certain thresholds may result in CMS or third-party payors making additional payments to us or require us to refund a portion of the premiums we received. We estimate and recognize an adjustment to premium revenue related to these provisions based upon pharmacy claims experience. We record a
receivable or payable at the contract level and classify the amount as current or long-term in our condensed consolidated balance sheets based on the timing of expected settlement.
Variable consideration estimates related to ACO contract revenue are based on the most likely outcome method and that a significant reversal in the amount of cumulative revenue recognized would not occur.
Receivables, including risk adjusted premium due from the government or through third-party payors, pharmacy rebates, and other receivables, are shown net of allowances for credit losses and retroactive membership adjustments.
Property and Equipment—Net
Depreciation expense is computed using the straight-line method generally based on the following estimated useful lives:
DescriptionEstimated Service Lives (years)
Computer and equipment5
Office equipment and furniture
5-7
Software
3-5
Leasehold improvements
15 (or lease term, if shorter)
Depreciation expense related to property and equipment used to service our members or at our clinics are included within medical expenses in the condensed consolidated statements of operations.
Medical Expenses
Medical expenses include claim payments, capitation payments, pharmacy costs net of rebates, allocations of certain centralized expenses, internal care delivery expenses and various other costs incurred to provide health insurance coverage and care to members, as well as estimates of future payments to hospitals and others for medical care and other supplemental benefits provided.
We have contracts with a network of hospitals, physicians, and other providers and compensate those providers and ancillary organizations based on contractual arrangements or CMS Medicare compensation guidelines. We pay these contracting providers either through fee-for-service arrangement in which the provider is paid negotiated rates for specific services provided or a capitation payment, which represent monthly contractual fees disbursed for each member regardless of medical services provided to the member. We are responsible for the entirety of the cost of health care services related to the member population, in addition to supplemental benefits provided by us to our seniors. In 2023, we also recorded claims expenses related to our institutional and specialist care related to our ACO program with CMS as we acted as the principal in the transaction. As discussed above, beginning in 2024, claims expense related to the ACO program is netted against ACO revenue as we act as the agent in these transactions.
Capitation-related expenses are recorded on an accrual basis during the coverage period. Expenses related to fee-for-service contracts are recorded in the period in which the related services are dispensed.
Pharmacy costs represent payments for members’ prescription drug benefits, net of rebates from drug manufacturers. Receivables for such pharmacy rebates are included in accounts receivable in the condensed consolidated balance sheets.
In August 2022, the Inflation Reduction Act ("IRA") was signed into law. The law intends to increase tax revenue and reduce Medicare costs through lower prescription drug prices, inflation rebates, and capping annual Medicare Part D out of pocket expenses. The provisions of the law are set to take effect over the next seven years. There was no material impact on our consolidated financial statements at September 30, 2024, and we do not anticipate a material impact to operations for the remainder of fiscal year 2024. We are in the process of evaluating the impact the IRA will have on our business for fiscal years beyond 2024.
Medical Expenses Payable
Medical expenses payable includes estimates of our obligations for medical care services that have been rendered on behalf of our members and the members of the third-party payors, but for which claims have either not yet been received or
processed, loss adjustment expense reserve for the expected costs of settling these claims, and for liabilities related to physician, hospital, and other medical cost disputes.
We develop estimates for medical expenses incurred but not yet paid (“IBNP”), which includes an estimate for claims incurred but not reported (“IBNR”) and a payable for adjudicated claims. IBNR is estimated using an actuarial process that is consistently applied and centrally controlled. Medical expenses payable also includes an estimate for the costs necessary to process unpaid claims at the end of each period. We estimate the IBNR liability using actuarial methods that are commonly used by health insurance actuaries and meet Actuarial Standards of Practice. These actuarial methods consider factors, such as cost trends and completion factors that are assessed based on historical data for payment patterns, product mix, seasonality, utilization of health care services, and other relevant factors. Each period, we re-examine previously established IBNR estimates based on actual claim submissions and other changes in facts and circumstances. As the IBNR estimates recorded in prior periods develop, we adjust the amount of the estimates and include the changes in estimates in medical expenses in the period in which the change is identified.
Actuarial Standards of Practice generally require that the IBNP estimates be adequate to cover obligations under moderately adverse conditions. Moderately adverse conditions are situations in which the actual claims are expected to be higher than the otherwise estimated value of such claims at the time of estimate. In many situations, the claims amount ultimately settled will be different than the estimate that satisfies the Actuarial Standards of Practice. We include in our IBNP an estimate for medical claims liability under moderately adverse conditions, which represents the risk of adverse deviation of the estimates in our actuarial method of reserving. We believe that medical expenses payable is adequate to cover future claims payments required. However, such estimates are based on knowledge of current events and anticipated future events. Therefore, the actual liability could differ materially from the amounts provided.
We reassess the profitability of contracts for providing coverage to members when current operating results or forecasts indicate probable future losses. A premium deficiency reserve is established in current operations to the extent that the sum of expected future costs, claim adjustment expenses, and maintenance costs exceed related future premiums under contracts without consideration of investment income. For purposes of determining premium deficiencies, contracts are grouped in a manner consistent with the method of acquiring, servicing, and measuring the profitability of such contracts. Losses recognized as a premium deficiency result in a beneficial effect in subsequent periods as operating losses under these contracts are charged to the liability previously established.
Part D Subsidies
We also receive advance payments each month from CMS related to Catastrophic Reinsurance, Coverage Gap Discount, and the Low-Income Member Cost Sharing Subsidy (“Subsidies”). Reinsurance subsidies represent funding from CMS for our portion of prescription drug costs, which exceed the member’s out-of-pocket threshold or the catastrophic coverage level. Low-income cost subsidies represent funding from CMS for all or a portion of the deductible, the coinsurance and co-payment amounts above the out-of-pocket threshold for low-income beneficiaries. Additionally, the Health Care Reform Law mandates consumer discounts of 75% on brand-name prescription drugs for Part D plan participants in the coverage gap. The majority of the discounts are funded by the pharmaceutical manufacturers, while we fund a smaller portion and administer the application of the total discount.
These Subsidies represent cost reimbursements under the Medicare Part D program and are recorded as deposits or payables. These Subsidies received in excess of, or less than, actual subsidized benefits paid are refundable to or recoverable from CMS through an annual reconciliation process following the end of the contract year.
Shared Risk Reserve Arrangements
We established a fund (also referred to as “a pool”) for risk and profit-sharing with various independent physician associations (“IPAs”). The pool enables us and our IPAs to share in the financial responsibility and/or upside associated with providing covered medical expenses to our members. The risk pool is based on a contractually agreed upon medical budget, typically based upon a percentage of revenue. If actual medical expenses are less than the budgeted amount, this results in a surplus. Conversely, if actual medical expenses are greater than the budgeted amount, this results in a deficit. We will distribute the surplus, or a portion thereof, to each IPA based upon contractual terms. Deficits are charged to shared risk providers’ risk pool as per the contractual term and evaluated for collectability at each reporting period.
We record risk-sharing receivables and payables on a gross basis on the condensed consolidated balance sheets. Throughout the year, we evaluate expected losses on risk-sharing receivables and record the resulting expected losses to the
reserve. We systematically build and release reserves based on adequacy and its assessment of expected losses on a monthly basis. Credit loss associated with risk share deficit receivables are recorded within medical expense in the condensed consolidated statements of operations. As of September 30, 2024 and December 31, 2023, we recorded an allowance for credit losses for substantially all of the risk-sharing receivable balance due to collection risk related to the balance. The risk-sharing payable is included within medical expenses payable on the condensed consolidated balance sheets.
Concentrations of Credit Risk
Financial instruments that potentially subject us to concentrations of credit risk consist primarily of cash deposits and current and restricted investments with financial institutions. Accounts at each financial institution are insured by the Federal Deposit Insurance Corporation (“FDIC”) up to certain limits. At September 30, 2024 and December 31, 2023, there was $379,464 and $316,977, respectively, in excess of FDIC-insured limits.
Equity-Based Compensation
Equity-based compensation expense is measured and recognized based on the grant date fair value of the awards. The grant date fair value of stock options is estimated using the Black-Scholes option pricing model. The grant date fair value of restricted stock units (“RSUs”) and restricted stock awards (“RSAs”) is estimated based on the fair value of our underlying common stock on the date of grant.
The Black-Scholes option pricing model requires the use of highly subjective assumptions, including the award’s expected term, the fair value of the underlying common stock, the expected volatility of the price of the common stock, risk-free interest rates, and the expected dividend yield of the common stock. The assumptions used to determine the fair value of the stock-based awards are management’s best estimates and involve inherent uncertainties and the application of judgment. The expected term represents the period the stock-based awards are expected to be outstanding. As we do not have sufficient historical experience for determining the expected term of the stock option awards granted, we utilize the simplified method available under U.S. GAAP. As we do not have a substantial trading history, volatility assumptions were developed using a combination of the Company's historical volatility and the historical volatilities of a set of peer companies, adjusted for debt-equity leverage. Equity-based compensation expense for awards with service-based vesting only is recognized on a graded vesting schedule over the requisite service period of the awards, which is generally four years.
Equity-based compensation expense for RSU awards with performance-based vesting is recognized over the requisite service period on a graded vesting schedule and is only recognized when the Company concludes that it is probable that the performance condition(s) will be achieved. At each reporting period, the Company reassesses the probability of achieving the performance criteria. Determining whether the performance criteria will be achieved involves judgment, and the estimate of share-based compensation expense may be revised periodically based on changes in the probability of achieving the performance criteria. Revisions are reflected in the period in which the estimate is changed. We account for forfeitures as they occur.
Equity-based compensation is recorded within selling, general and administrative expenses, and medical expenses based on the function of the applicable employee and non-employee.
Net Loss per Share
Net loss per share is calculated based on net loss attributable to Alignment Healthcare, Inc.'s stockholders. The following table sets forth the computation of basic and diluted net loss per share for the three and nine months ended September 30, 2024 and 2023:
 Three Months Ended
September 30,
Nine Months Ended
September 30,
 2024202320242023
Numerator:
Net loss$(26,429)$(35,077)$(97,007)$(100,942)
Less: Net loss attributable to noncontrolling interests16 30 63 134 
Net loss attributable to Alignment Healthcare, Inc.$(26,413)$(35,047)$(96,944)$(100,808)
Denominator:
Total weighted-average common shares outstanding - basic and diluted191,610,696188,657,282190,882,849188,241,025
Less: Restricted shares of common stock(249,413)(1,328,964)(459,835)(2,747,680)
Total weighted-average common shares outstanding, net of restricted shares of common stock - basic and diluted191,361,283187,328,318190,423,014185,493,345
Net loss per share:
Net loss per share - basic and diluted$(0.14)$(0.19)$(0.51)$(0.54)
Basic net loss per share is the same as diluted net loss per share for periods presented as the inclusion of all potentially dilutive shares would have been anti-dilutive.
In addition to the restricted shares of common stock, we also excluded the following potential common shares, presented based on amounts outstanding at each period end, from the computation of diluted net loss per share as of September 30, 2024 and 2023:
 September 30,
 20242023
Stock options8,846,95510,272,029
Restricted stock units21,712,43716,141,534
Total30,559,39226,413,563
Recent Accounting Pronouncements Issued
In November 2023, the FASB issued a new accounting standard ("ASU 2023-07") around segment disclosures. The new standard requires a public entity to disclose significant segment expenses and other segment items on an annual and interim basis and provide, in interim periods, all disclosures about a reportable segment’s profit or loss and assets that are currently required annually. Additionally, it requires a public entity to disclose the title and position of the Chief Operating Decision Maker. The ASU does not change how a public entity identifies its operating segments, aggregates them, or applies the quantitative thresholds to determine its reportable segments. The new standard is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024, with early adoption permitted. A public entity should apply the amendments in this ASU retrospectively to all prior periods presented in the financial statements. We expect this ASU to only impact our disclosures with no impacts to our results of operations, cash flows and financial condition.
v3.24.3
Fair Value
9 Months Ended
Sep. 30, 2024
Fair Value Disclosures [Abstract]  
Fair Value Fair Value
The following tables present the carrying value and fair value of these financial instruments as of September 30, 2024 and December 31, 2023:
September 30, 2024
Fair Value
Carrying
Value
Level 1Level 2Level 3
U.S. Treasury bills$74,980 $75,034 $— $— 
Certificate of deposits2,302 — 2,302 — 
Total$77,282 $75,034 $2,302 $— 
December 31, 2023
Fair Value
Carrying
Value
Level 1Level 2Level 3
U.S. Treasury bills$117,337 $117,310 $— $— 
Certificate of deposits1,755 — 1,755 — 
Total$119,092 $117,310 $1,755 $— 
The carrying value of long-term debt represents the outstanding balance, net of unamortized debt issuance costs. As of September 30, 2024 and December 31, 2023, the fair value of our long-term debt approximates the carrying value.
Our nonfinancial assets and liabilities, which include goodwill, intangible assets, property, and equipment, are not required to be measured at fair value on a recurring basis. However, on a periodic basis, or whenever events or changes in circumstances indicate that their carrying value may not be recoverable, we assess these assets for impairment. We recorded an impairment charge related to intangible assets as of September 30, 2024. See note 6, Goodwill and Intangible Assets. There was no such impairment as of December 31, 2023.
U.S. Treasury Securities Investments
As of September 30, 2024 and December 31, 2023, the Company had $40,676 and $115,914, respectively, of investments in U.S. Treasury bills which were classified as held to maturity and carried at amortized cost. These investments are included in short-term investments in the condensed consolidated balance sheets as the original maturities are greater than three months and less than twelve months. The Company has the intent and ability to hold these securities to maturity and gross unrecognized gains were $54.
As of September 30, 2024 and December 31, 2023, the Company had $33,288 and $22,232, respectively, of investments in U.S. Treasury bill money market funds with an original maturity of less than three months. These investments are considered cash equivalents and are included in cash and cash equivalents in the condensed consolidated balances sheets.
Restricted Investments
Restricted investments are composed of investments in U.S. Treasury bills and certificates of deposits and are included within other assets in the condensed consolidated balance sheets. As of September 30, 2024 and December 31, 2023, the Company had $1,016 and $1,423 of restricted investments in U.S. Treasury bills and $2,302 and $1,755 of restricted investments in certificates of deposits, respectively. The Company has the intent and ability to hold these investments until maturity; therefore, these investments are stated at amortized cost. Restricted investments are required to be maintained at a financial institution within certain states. As of September 30, 2024 and December 31, 2023, these investments had maturities with less than 12 months. Due to the nature of the state's requirements, these assets are classified as noncurrent assets regardless of the contractual maturity date.
v3.24.3
Accounts Receivable
9 Months Ended
Sep. 30, 2024
Accounts Receivable, after Allowance for Credit Loss [Abstract]  
Accounts Receivable Accounts Receivable
Accounts receivable consisted of the following as of September 30, 2024 and December 31, 2023:
 September 30,
2024
December 31,
2023
Government receivables$25,161 $35,529 
Pharmacy rebate receivables104,917 75,894 
Other receivables8,897 8,326 
Total accounts receivable138,975 119,749 
Allowance for credit losses(123)— 
Accounts receivable, net$138,852 $119,749 
The allowance for expected credit losses for accounts receivable is based primarily on past collections experience relative to the length of time receivables are past due. However, when available evidence reasonably supports an assumption that future economic conditions will differ from current and historical payment collections, an adjustment is reflected in the allowance for expected credit losses. We record pharmacy rebates and other receivables based on contractual terms and expected collections and our estimation process for contractual allowances for such balances generally results in an allowance for balances outstanding greater than 90 days or if expected credit risks are known.
Receivables and any associated allowance are written off only when all collection attempts have failed and such amounts are determined unrecoverable. We regularly review the adequacy of these allowances based on a variety of factors, including age of the outstanding receivable and collection history. When circumstances related to specific collection patterns change, estimates of the recoverability of receivables are adjusted. Because substantially all of our receivable amounts are readily determinable and a large portion of our creditors are governmental authorities, our allowance for credit losses is insignificant.
We recorded a credit loss related to accounts receivable of $28 and $40 during the three months ended September 30, 2024 and 2023, respectively, and $123 and $91 during the nine months ended September 30, 2024 and 2023. The amounts were recorded in selling general, and administrative expenses in the condensed consolidated statements of operations.
v3.24.3
Property and Equipment
9 Months Ended
Sep. 30, 2024
Property, Plant and Equipment [Abstract]  
Property and Equipment Property and Equipment
Property and equipment consisted of the following as of September 30, 2024 and December 31, 2023:
September 30,
2024
December 31,
2023
Computers and equipment$11,942 $11,447 
Office equipment and furniture4,341 4,396 
Software172,178 148,864 
Leasehold improvements6,347 6,347 
Construction in progress12,640 4,532 
Subtotal207,448 175,586 
Less accumulated depreciation(142,756)(123,685)
Property and equipment-net$64,692 $51,901 
Depreciation expense for the three months ended September 30, 2024 and 2023 was $7,036 and $5,534, respectively, of which $46 and $64, respectively, were included in medical expenses. Depreciation expense for the nine months ended September 30, 2024 and 2023 was $19,552 and $15,609, respectively, of which $144 and $194, respectively, were included in medical expenses.
v3.24.3
Goodwill and Intangible Assets
9 Months Ended
Sep. 30, 2024
Goodwill and Intangible Assets Disclosure [Abstract]  
Goodwill and Intangible Assets Goodwill and Intangible Assets
Intangible assets consisted of the following as of September 30, 2024 and December 31, 2023:
September 30, 2024
Gross Carrying ValueAccumulated Amortization Net Carrying ValueWeighted Average Life
Goodwill$34,826 $— $34,826 
License (indefinite lived)4,550 — 4,550 
Plan member relationships2,700 (2,700)— 9 years
Other633 (633)— 
2 - 10 years
Total$42,709 $(3,333)$39,376  
December 31, 2023
Gross Carrying ValueAccumulated Amortization Net Carrying ValueWeighted Average Life
Goodwill$34,826 $— $34,826 
License (indefinite lived)4,967 — 4,967 
Plan member relationships2,700 (2,700)— 9 years
Other1,050 (765)285 
2 - 10 years
Total$43,543 $(3,465)$40,078  
Amortization expense relating to intangible assets for the three months ended September 30, 2024 and 2023, was $650 and $27, respectively. Amortization expense relating to intangible assets for the nine months ended September 30, 2024 and 2023, was $702 and $198, respectively. Included within the amortization balance for the three and nine months ended September 30, 2024 was $645 in impairment charges related to intangible assets that were written off during the quarter.
There were no impairment charges related to goodwill and intangible assets for the three and nine months ended September 30, 2023.
v3.24.3
Medical Expenses Payable
9 Months Ended
Sep. 30, 2024
Insurance [Abstract]  
Medical Expenses Payable Medical Expenses Payable
The following table is a detail of medical expenses payable as of September 30, 2024 and December 31, 2023:
 September 30,
2024
December 31,
2023
Claims incurred but not paid$158,174 $95,664 
Capitation and risk-sharing payable42,239 50,894 
Other96,712 58,841 
Medical expenses payable$297,125 $205,399 
Each period, we re-examine previously established outstanding claims reserve estimates based on actual claims submissions and other changes in facts and circumstances. As more complete claim information becomes available, we adjust the amount of the estimates and include the changes in estimates in claim costs in the period in which the change is identified. Substantially, all of the total claims paid by us are known and settled within the first year from the date of service, and substantially, all remaining claim amounts are paid within a three-year period.
The following table presents components of the change in medical expenses payable as of September 30, 2024 and 2023:
September 30,
2024
September 30,
2023
Claims incurred but not paid - beginning balance$95,664 $88,813 
Incurred related to:
Current year619,772 360,372 
Prior years(7,031)(10,067)
Total incurred, net of reinsurance612,741 350,305 
Payments related to:
Current year470,460 266,218 
Prior years79,771 71,000 
Total payments, net of reinsurance550,231 337,218 
Claims incurred but not paid - ending balance158,174 101,900 
Capitation payable, risk-sharing payable, and other138,951 101,535 
Total medical expenses payable$297,125 $203,435 
We re-examine previously established outstanding claims reserve estimates based on actual claims submissions and other changes in facts and circumstances. We recognized a favorable prior year development, excluding provision for adverse deviation, of $548 and $3,879 for the three and nine months ended September 30, 2024, respectively. The favorable prior year development was primarily due to better-than-expected claims recoveries and actual claims expense being less than expected.
v3.24.3
Long-Term Debt
9 Months Ended
Sep. 30, 2024
Debt Disclosure [Abstract]  
Long-Term Debt Long-Term Debt
Long-term debt is recorded at carrying value in the condensed consolidated balance sheets. The carrying value of long-term debt outstanding, net of unamortized debt issuance costs, consisted of the following as of September 30, 2024 and December 31, 2023:
September 30,
2024
December 31,
2023
Long-term debt$215,000 $165,000 
Less unamortized debt issuance costs(3,001)(3,187)
Long-term debt-net of amortization211,999 161,813 
Less current maturities of long-term debt(1,613)— 
Long-term debt - net of current portion$210,386 $161,813 
Oxford Term Loan
On September 2, 2022 (the "Effective Date"), Alignment Healthcare USA, LLC entered into a senior secured term loan agreement (the “Oxford Loan Agreement”) with Oxford Finance LLC ("Oxford"), as administrative agent, collateral agent and a lender, and the other lenders from time to time party thereto (collectively, the “Lenders”), pursuant to which the Lenders have agreed to lend an aggregate principal amount of up to $250,000 in a series of term loans (the “Term Loans”). Pursuant to the Oxford Loan Agreement, we received an initial Term Loan of $165,000 on the Effective Date and had the option to borrow up to an additional $85,000 of Term Loans (such additional Term Loans, the “Delayed Draw Term Loans”). On June 14, 2024, we borrowed $50,000 in aggregate principal amount of the Delayed Draw Term Loans prior to the expiration date for such amount of the Delayed Draw Term Loans of June 30, 2024. As of September 30, 2024 we have the option to borrow an additional $35,000 in undrawn Delayed Draw Term Loans, which expires on September 1, 2025.

Interest on the Term Loans is a variable rate equal to (i) the secured overnight financing rate ("SOFR") administered by the Federal Reserve Bank of New York for a one-month tenor, subject to a floor of 1.00%, plus (ii) an applicable margin of 6.50%. Beginning January 1, 2025, principal payments of $538, 0.25% of the gross principal borrowed, are due on a quarterly basis. All unpaid principal and accrued and unpaid interest with respect to each Term Loan is due and payable in
full on September 1, 2027. The interest rate applied during the nine months ended September 30, 2024 ranged from 11.70% to 11.85%.
The initial Term Loan was subject to a commitment fee of $1,650 and an origination fee of $1,650. The Delayed Draw Term Loans are subject to a commitment fee of $850. We incurred additional debt issuance costs of $1,096 related to attorney fees and other third-party costs. We also incurred an origination fee of $500 related to the $50,000 draw down of the Delayed Draw Term Loans. The commitment and origination fees are included within debt issuance costs and were deferred and will be amortized to interest expense over the debt term using the straight line method, which is materially consistent with the effective interest method. The debt issuance costs related to the initial Term Loan are presented in the condensed consolidated balance sheet as a direct deduction from the carrying value of the term loan. The debt issuance costs related to the Delayed Draw Term Loan are presented in the condensed consolidated balance sheet as other assets.
The Term Loans are jointly and severally guaranteed by Alignment Healthcare, Inc. and certain of our wholly owned subsidiaries and collateralized by all unrestricted assets.
The Oxford Loan Agreement includes customary events of default, including, among others, payment defaults, breach of representations and warranties, covenant defaults, judgment defaults, insolvency and bankruptcy defaults, and change of control. The occurrence of an event of default could result in the acceleration of the obligations under the Oxford Loan Agreement, termination of the Term Loan commitments and the right to foreclose on the collateral securing the obligations. During the existence of an event of default, the outstanding Term Loans will accrue interest at a rate per annum equal to 2.00% plus the otherwise applicable interest rate. Additionally, in the event of any contemplated asset sale or series of asset sales yielding net proceeds in excess of $2,500, except those excluded per the Oxford Loan Agreement, we are required to prepay the aggregate outstanding principal balance of the Term Loans in an amount equal to the entire amount of the asset sale net proceeds, plus any accrued and unpaid interest.
The Oxford Loan Agreement includes financial covenants that require the Borrower Parties to (i) maintain minimum liquidity, as defined in the Loan Agreement, of $23,000 and (ii) satisfy a maximum permitted ratio of debt to trailing twelve-month revenue, as set forth in the Loan Agreement. As of September 30, 2024 and December 31, 2023, we were in compliance with the Oxford financial covenants.
Future maturities under the term loan for each of the next five years ending December 31, are as follows:
Amount
Remainder of 2024$— 
20252,150 
20262,150 
2027210,700 
2028— 
$215,000 
v3.24.3
Income Taxes
9 Months Ended
Sep. 30, 2024
Income Tax Disclosure [Abstract]  
Income Taxes Income Taxes
For the three and nine months ended September 30, 2024, we recorded income tax (benefit) expense of $(8) and $14, respectively. For the three and nine months ended September 30, 2023, we recorded income tax expense of $0 and $2, respectively. The change in tax for the three and nine months ended September 30, 2024 when compared to the three and nine months ended September 30, 2024 is primarily attributable to a change in state taxes. Our future effective tax rate may vary from the statutory tax rate primarily due to changes in our valuation allowance, state taxes, and excess executive compensation.
We have federal and state cumulative net operating losses ("NOLs") as of September 30, 2024 and December 31, 2023. Given the history of losses, and after consideration for the risk associated with estimates of future taxable income, we established a full valuation allowance against net deferred tax assets at September 30, 2024 and 2023. Under the Tax Cuts and Jobs Act (“TCJA”), federal NOLs generated after 2017 will be carried forward indefinitely but are limited to an 80% deduction of taxable income. NOLs generated prior to 2018 have a 20-year carryforward period and can be used to offset 100% of taxable income. An exception to the TCJA federal NOL rule applies to certain of our subsidiaries and requires all NOLs generated from those entities to have a 20-year carryforward period and offset 100% of taxable income. For the year
ended December 31, 2023 federal and state NOL carryforwards were $504,097 and $498,933, respectively. $312,446 of the total federal net operating loss carryforwards have an indefinite life while the remaining federal and state net operating loss carryforwards begin to expire in 2033 if not utilized. On June 27, 2024, California Senate Bill 167 (“SB 167”) was enacted into law, suspending California NOL utilization for taxpayers with more than $1 million of taxable income, effective for tax years 2024, 2025, and 2026. SB 167 includes an extended carryover period for the suspended NOLs with an additional year carryforward for each year of suspension. The Company will continue to monitor this legislation and its impact on our deferred tax assets.
An “ownership change” as defined under Section 382 of the Internal Revenue Code ("IRC"), could potentially limit the ability to utilize certain tax attributes including the Company’s substantial NOLs. Ownership change is generally defined as any significant change in ownership of more than 50% of its stock over a three-year testing period. If, as a result of current or future transactions involving our common stock, we undergo cumulative ownership changes which exceed 50% over a testing period, our ability to utilize our NOL carryforwards would be subject to additional limitations under IRC Section 382. We continue to monitor changes in ownership with respect to these income tax provisions.
v3.24.3
Equity-Based Compensation
9 Months Ended
Sep. 30, 2024
Share-Based Payment Arrangement [Abstract]  
Equity-Based Compensation Equity-Based Compensation
Equity Awards
Stock Options
Our outstanding stock options generally vest 25% annually over four years and generally expire 10 years from the date of the grant. The 2021 Equity Incentive Plan provides that stock option grants will be made with an exercise price at no less than the estimated fair value of common stock at the date of the grant.
The following is a summary of the stock option transactions as of and for the three and nine months ended September 30, 2024:
 Stock Options Outstanding
(amounts in thousands, except shares and per share amount)
Shares Subject to Options Outstanding
Weighted- Average Exercise Price per OptionWeighted- Average Remaining Contractual Terms (in years)Aggregate Intrinsic Value
Balances as of December 31, 20239,135,879$16.95 7.29$79 
Options granted—  
Options exercised—  
Options forfeited / expired(112,536)15.41  
Balances as of March 31, 20249,023,343$16.97 7.04— 
Options granted—  
Options exercised—  
Options forfeited / expired(73,754)16.62  
Balances as of June 30, 20248,949,589$16.97 6.7927 
Options granted— 
Options exercised—  
Options forfeited / expired(102,634)17.99  
Balances as of September 30, 20248,846,955$16.96 6.54$2,862 
Vested and Exercisable as of September 30, 20246,164,008$17.27 6.50$1,427 
Aggregate intrinsic value represents the difference between the exercise price of the option and the closing price of our common stock. For the three and nine months ended September 30, 2024 and 2023, no options were exercised. No options were granted during the three and nine months ended September 30, 2024.
Restricted Stock Awards
Our outstanding Restricted Stock Awards ("RSA") generally vest 25% annually over four years. RSAs converted from pre-IPO awards generally vest on the later of the fourth anniversary of the original vesting commencement date or 50% annually on the first and second anniversary of the IPO.
The following is a summary of RSA transactions for the three and nine months ended September 30, 2024:
 
Restricted Shares
Weighted-Average Grant Date Fair Value
Unvested and outstanding as of December 31, 2023683,953$5.86 
Vested(140,856)13.22 
Forfeited(2,799)5.05 
Unvested and outstanding as of March 31, 2024540,298$3.94 
Vested(3,056)2.49 
Forfeited— 
Unvested and outstanding as of June 30, 2024537,242$3.95 
Vested(479,847)2.49 
Forfeited— 
Unvested and outstanding as of September 30, 202457,395$16.16 
Restricted Stock Units
Our outstanding Restricted Stock Units ("RSU") generally vest 25% annually over four years.
The following is a summary of RSU transactions as of and for the three and nine months ended September 30, 2024:
 
Restricted Stock Units
Weighted-Average Grant Date Fair Value
Unvested and outstanding as of December 31, 202310,541,625$11.25 
Granted6,517,3375.05
Vested(1)
(2,385,493)8.25
Cancelled/forfeited(282,972)9.36
Unvested and outstanding as of March 31, 202414,390,497$8.97 
Granted103,2925.62
Vested(80,178)6.07
Cancelled/forfeited(395,338)8.40
Unvested and outstanding as of June 30, 202414,018,273$8.98 
Granted255,3918.26
Vested(359,039)9.77
Cancelled/forfeited(293,726)7.86
Unvested and outstanding as of September 30, 202413,620,899$8.97 
(1) Includes 107,948 shares that vested, but the issuance and delivery of the shares was deferred.
Performance-based Restricted Stock Units ("PSUs")
On September 14, 2023, the Board of Directors of the Company approved the grant of performance-based restricted stock units under the Company's 2021 Equity Incentive Plan to its executive management team and other key employees. Each grantee is eligible to vest in a number of PSUs ranging from 0% to 150% of the target number of PSUs granted, based on the aggregated achievement by the Company of certain performance metrics during the performance period beginning on January 1, 2024 and ending on December 31, 2024. The achievement of PSUs relative to the approved target is based on
the following performance metrics and relative weighting: Health Plan Revenue Growth Percentage 60%, At-Risk Returning Member Medical Benefit Ratio 20% and Adjusted EBITDA, less Capital Expenditures 20%.
50% of the total number of earned PSUs will become vested upon certification of achievement of the performance metrics by the Compensation Committee on or about March 1, 2025 and the remaining 50% of earned PSUs will be become vested as of December 31, 2025, subject to continued service to the Company through such dates.
On March 13, 2024, the Compensation Committee of the Board of Directors of the Company approved additional grants of PSUs under the Company's 2021 Equity Incentive Plan. Each grantee is eligible to vest in a number of PSUs ranging from 0% to 200% of the target number of PSUs granted, based on the aggregated achievement by the Company of certain performance metrics during the performance period beginning on January 1, 2024 and ending on December 31, 2026. The achievement of PSUs relative to the approved target is based on the following performance metrics and relative weighting: Revenue 50% and Adjusted EBITDA 50%. 100% of the total number of earned PSUs will become vested upon certification of achievement of the performance metrics by the Compensation Committee on or about March 1, 2027, subject to continued service to the Company through such date.
The following is a summary of PSU transactions for the three and nine months ended September 30, 2024:
 Performance-based restricted stock unitsWeighted-Average Grant Date Fair Value
Unvested and outstanding as of December 31, 20237,233,205$5.74 
Granted1,160,0005.00 
Vested— 
Cancelled/forfeited(16,667)5.74 
Unvested and outstanding as of March 31, 20248,376,538$5.64 
Granted— 
Vested— 
Cancelled/forfeited(198,333)5.67 
Unvested and outstanding as of June 30, 20248,178,205$5.64 
Granted— 
Vested— 
Cancelled/forfeited(86,667)5.74 
Unvested and outstanding as of September 30, 20248,091,538$5.64 
Equity-Based Compensation Expense
Total equity-based compensation expense was presented on the statement of operations as follows:
 Three Months Ended September 30,Nine Months Ended September 30,
(amounts in thousands)2024202320242023
Selling, general and administrative expenses$15,769 $11,836 $51,512 $45,159 
Medical expenses1,489 1,733 3,384 6,024 
Total equity-based compensation expense$17,258 $13,569 $54,896 $51,183 
As of September 30, 2024, there was $79,251 in unrecognized compensation expense related to all non-vested awards (RSAs, options, RSUs and PSUs) that will be recognized over the weighted-average period of 1.62 years.
v3.24.3
Regulatory Requirements and Restricted Funds
9 Months Ended
Sep. 30, 2024
Regulated Operations [Abstract]  
Regulatory Requirements and Restricted Funds Regulatory Requirements and Restricted Funds
Our health plans or risk-bearing entities are required to maintain minimum capital requirements prescribed by various regulatory authorities in each of the states in which it operates.
Risk-Based Capital Regulatory
The National Association of Insurance Commissioners has adopted rules, which, if implemented by the states, set minimum capitalization requirements for insurance companies, health maintenance organizations ("HMOs"), and other entities bearing risk for health care coverage. The requirements take the form of risk-based capital (“RBC”) rules, which may vary from state to state. Certain states in which our health plans or risk bearing entities operate have adopted the RBC rules. Our health plans or risk-bearing entities were in compliance with the minimum capital requirements as of September 30, 2024.
Tangible Net Equity
Our health plan in California is required to comply with the tangible net equity (“TNE”) requirements. The required amount is the larger of: (1) $1,000; (2) 2% of the first $150,000 of annualized premium revenue, plus 1% of annualized premium revenue in excess of $150,000; or (3) 8% of the first $150,000 of annualized health care expenditures, except for those paid on a capitated or managed hospital payment basis, plus 4% of the annualized health care expenditures in excess of $150,000, except those paid on a capitated or managed hospital payment basis, plus 4% of annualized hospital expenditures paid on a managed hospital payment basis. We were in compliance with the TNE requirement as of September 30, 2024.
We have the ability to provide additional capital to each of our health plans or risk-bearing entities when necessary to ensure that the RBC and TNE requirements are met.
Certain states regulate the payment of dividends, loans, or other cash transfers from our regulated subsidiaries to our non-regulated subsidiaries and parent company. Such payments may require approval by state regulatory authorities and are limited based on certain financial criteria, such as the entity’s level of statutory income and statutory capital and surplus, or the entity’s level of tangible net equity or net worth, amongst other measures. These regulations vary by state. We were in compliance with the RBC and TNE requirements as of September 30, 2024.
Restricted Assets
Pursuant to the regulations governing our subsidiaries, we maintain certain deposits required by the government authorities in the form of cash, certificate of deposit and Treasury bills as protection in the event of insolvency. The use of funds from these investments is limited as required by regulation in the various states in which we operate, or as needed in the event of insolvency. Therefore, these deposits are reported within other assets on the condensed consolidated balance sheets.
We hold these assets until maturity, at which time these assets will renew or are invested in a similar type of investment instrument. Given the regulatory requirements, we expect to hold these investments for long-term. As a result, we do not expect the value of these investments to decline significantly due to a sudden change in market interest rates. These investments are carried at amortized cost, which approximates fair value. See note 3, Fair Value, for further discussion.
v3.24.3
Commitments and Contingencies
9 Months Ended
Sep. 30, 2024
Commitments and Contingencies Disclosure [Abstract]  
Commitments and Contingencies Commitments and Contingencies
Legal Proceedings
We record a liability and accrue the costs for a loss when an unfavorable outcome is probable and the amount of the loss can be reasonably estimated. In some cases, no estimate of the possible loss or range of loss in excess of amounts accrued, if any, can be made because of the inherently unpredictable nature of legal and regulatory proceedings. While the liability and accrued costs reflect our best estimate, the actual amounts may materially be different.
On April 27, 2022, a former employee of the Company filed a purported class action lawsuit (Dabney v. Alignment Healthcare USA, LLC, Orange County Superior Court) alleging that the Company failed to provide hourly employees with required meal and rest breaks or pay such workers a premium equal to an hour of pay for missed meal or rest breaks. Discovery in the matter commenced on June 8, 2022. On September 2, 2022, the court granted a stay of proceedings and discovery in anticipation of mediation scheduled for August 2023. On August 15, 2023, the Company entered into a tentative settlement of the action in consideration of an aggregate payment of $913. The settlement of this matter is subject to approval by the court which is expected in the fourth quarter of 2024. As a result of the tentative settlement, the Company has accrued for a potential liability of $913 as of September 30, 2024 and December 31, 2023 for this matter,
which was recorded within accounts payable and accrued expenses on the consolidated balance sheets and selling, general and administrative expenses on the consolidated statements of operations.
On July 7, 2023, a stockholder of Alignment filed a purported class action lawsuit (Maglione v. Alignment Healthcare, Inc., et al, Delaware Chancery Court). The plaintiff alleged that certain provisions of Alignment’s stockholder agreement with General Atlantic (“GA”) and Warburg Pincus violate Delaware law. On April 30, 2024, the Company agreed to amend the stockholder agreement to eliminate the provisions challenged by the Maglione plaintiff. On May 24, 2024, the parties filed a stipulation and proposed order voluntarily dismissing the action as moot, which the court granted. Pursuant to the order, the court retained jurisdiction regarding attorneys’ fees.

The Company has entered into discussions with plaintiffs’ counsel to negotiate with respect to attorney’s fees. Plaintiff’s counsel made a settlement demand and the Company presented a counteroffer that was rejected by plaintiff’s counsel. Negotiations remain ongoing. The Company expects losses related to this case to be immaterial.
We may be involved in various litigation matters in the ordinary course of business. In the opinion of management, the ultimate resolution of legal proceedings is not expected to have a material adverse effect on the condensed consolidated financial statements. Amounts accrued for legal proceedings were not material as of September 30, 2024 and December 31, 2023.
v3.24.3
Pay vs Performance Disclosure - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Sep. 30, 2024
Sep. 30, 2023
Pay vs Performance Disclosure        
Net loss $ (26,413) $ (35,047) $ (96,944) $ (100,808)
v3.24.3
Insider Trading Arrangements
3 Months Ended 9 Months Ended
Sep. 30, 2024
shares
Sep. 30, 2024
shares
Trading Arrangements, by Individual    
Non-Rule 10b5-1 Arrangement Adopted false  
Rule 10b5-1 Arrangement Terminated false  
Non-Rule 10b5-1 Arrangement Terminated false  
Hyong (Ken) Kim [Member]    
Trading Arrangements, by Individual    
Material Terms of Trading Arrangement  
During the fiscal quarter ended September 30, 2024, our executive officers and directors adopted the following trading arrangements that are intended to satisfy the affirmative defense of Rule 10b5-1(c):
Name & TitleDate of AdoptionDuration of Trading Arrangement
Maximum Number of Securities to be Sold(1)
Hyong (Ken) Kim, M.D.
Chief Medical Officer
09/05/202412/5/2024 - 8/8/2025145,034
(1)Securities reported in this column include securities subject to limit orders and such orders may not fill if limit order conditions are not met.
Name Hyong (Ken) Kim, M.D.  
Title Chief Medical Officer  
Rule 10b5-1 Arrangement Adopted true  
Adoption Date 09/05/2024  
Arrangement Duration 246 days  
Aggregate Available 145,034 145,034
v3.24.3
Summary of Significant Accounting Policies (Policies)
9 Months Ended
Sep. 30, 2024
Accounting Policies [Abstract]  
Basis of Presentation
The accompanying condensed consolidated financial statements and accompanying notes have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”). The balance sheet as of December 31, 2023, included herein, was derived from audited financial statements, but does not include all disclosures required by GAAP. In accordance with the rules and regulations of the U.S. Securities and Exchange Commission ("SEC"), the Company has omitted certain footnote disclosures that would substantially duplicate the disclosures contained in its annual audited consolidated financial statements. Therefore, these condensed consolidated financial statements should be read in conjunction with the Company's Annual Report on Form 10-K for the year-ended December 31, 2023 as filed with the SEC. Furthermore, the condensed consolidated financial statements include the accounts of the Company, our subsidiaries, and three immaterial variable interest entities in which we are the primary beneficiary. All intercompany transactions have been eliminated in consolidation. Noncontrolling interest is presented within the equity section of the condensed consolidated balance sheets.
We have no components of other comprehensive income (loss), and accordingly, comprehensive income (loss) is the same as the net income (loss) for all periods presented.
Use of Estimates
The preparation of the condensed consolidated financial statements requires management to make estimates and judgments that affect the amounts reported in the condensed consolidated financial statements. Our significant estimates include, but are not limited to, the determination of medical expenses payable; the impact of risk adjustment provisions related to our Medicare contracts; collectability of receivables; valuation of related impairment recognition of long-lived assets, including goodwill and intangible assets; equity-based compensation expense; and contingent liabilities. Estimates and judgments are based upon historical information and on various other assumptions that are believed to be reasonable under the circumstances. Actual results could differ materially from those estimates and the impact of any change in estimates is included in earnings in the period in which the estimate is adjusted.
Segments
We have determined that our chief executive officer is the chief operating decision maker (“CODM”) who regularly reviews financial operating results on a consolidated basis for purposes of allocating resources and evaluating financial performance. We operate and manage the business as one reportable segment and one operating segment, which is to provide healthcare services to our seniors. Factors used in determining the reportable segment include the nature of operating activities, our organizational and reporting structure, and the type of information reviewed by the CODM to allocate resources and evaluate financial performance. All of our assets are located in the United States.
Fair Value Measurements
Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Our current assets and current liabilities approximate fair value because of the
short-term nature of these financial instruments. Financial instruments measured at fair value on a recurring basis were based upon a three-tier hierarchy as follows:
Level 1 - Quoted prices in active markets for identical assets or liabilities
Level 2 - Other inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the asset or liability
Level 3 - Unobservable inputs that reflect management’s best estimate of what market participants would use in pricing the asset or liability at the measurement date
The fair value of cash, cash equivalents, restricted cash and U.S. Treasury bills was determined based on Level 1 inputs. The fair value of certificate of deposits, which are recorded in other assets in the condensed consolidated balance sheets, was determined based on Level 2 inputs. There were no assets or liabilities measured at fair value using Level 3 inputs as of September 30, 2024 and December 31, 2023. Our long-term debt was reported at carrying value.
Revenue and Accounts Receivable
Premium revenue is derived monthly from the federal government based on our contracts with the Centers for Medicare and Medicaid Services (“CMS”). In accordance with these arrangements, we assume the responsibility for the outcomes and the economic risk of funding our members’ health care, supplemental benefits and related administration costs. We recognize premium revenue in the month that members are entitled to receive health care services, and premiums collected in advance are deferred. The monthly reimbursement includes a fixed payment per member per month (“PMPM”), which is adjusted based on certain risk factors derived from medical diagnoses and conditions of our members. The adjustments are estimated by projecting the ultimate annual premium and are recognized ratably during the year, with adjustments each period to reflect changes in the estimated ultimate premium. Premiums are also recorded net of estimated uncollectible amounts and retroactive membership adjustments.
Capitation revenue consists primarily of capitated fees for medical care services provided by us under arrangements with third-party payors. In 2023, capitation revenue consisted primarily of revenue from CMS related to our participation in the CMS "ACO Realizing Equity, Access, and Community Health Model” or “ACO REACH” model, as discussed below.
Under those arrangements with third-party payors, we receive a PMPM payment for a defined member population, and we are responsible for providing health care services to the member population over the contract period. We are solely responsible for the cost of health care services related to the member population and in some cases, we are financially responsible for the supplemental benefits provided by us to the members. We act as a principal in arranging for and controlling the services provided by our provider network and we are at risk for arranging and providing health care services.
The premium and capitation payments we receive monthly from CMS for our members are determined from our annual bid or similarly from third-party payors under our capitation arrangement. These payments represent revenues for providing health care coverage, including Medicare Part D benefits. Under the Medicare Part D program, our members and the members of the third-party payors receive standard drug benefits. We may also provide enhanced benefits at our own expense. We recognize premium or capitation revenue for providing this insurance coverage in the month that members are entitled to receive health care services and any premium or capitation collected in advance is deferred. Our CMS payment related to Medicare Part D is subject to risk sharing through the Medicare Part D risk corridor provisions.
We also participate in the CMS ACO REACH program, formerly the Direct Contracting Model ("DCE"). CMS serves as the claim adjudicator for institutional and specialists care, and directly pays for such fee for service claims. The ACO REACH entity ("ACO") is responsible for the cost of health care services related to the patient population attributed to the ACO by participating in 100% savings/losses via the risk share model and in some cases, are financially responsible for the supplemental benefits provided to the patients. In 2024, we entered into a management services and risk management agreement with a third-party healthcare company. The third party will be responsible for arranging and controlling the health care services provided to the ACO members, and for providing certain management and support services with respect to ACO operations. The third party will also assume specified upside and downside financial risk relative to the ACO’s performance. As a result of this arrangement, revenue is recorded on a net basis within other revenue on the condensed consolidated statement of operations for the three and nine months ended September 30, 2024. Revenue recognized by the ACO for the three and nine months ended September 30, 2024 was $212 and $453, respectively.
Prior to 2024, the ACO acted as a principal in arranging for and controlling services provided directly by their contracts with primary care physicians, as well as services provided by preferred institutional care providers and specialists. Capitation payments for the ACO program were determined from an annual benchmark established by CMS. These payments, which were adjusted for variable considerations, represented revenue for providing health care services, including primary care as well as institutional and specialist care. The ACO recognized capitation revenue for providing these services in the period in which the performance obligations were satisfied by transferring services to the members. Revenue recognized by the ACO for the three and nine months ended September 30, 2023 was $30,476 and $92,703, respectively.
Interest income earned on our cash deposits and short-term investments is included within other revenue on the condensed consolidated statements of operations.
Payments by CMS to health plans are determined via a competitive bidding process with CMS and are based upon the cost of care in a local market and the average utilization of services by the member enrolled. These payments are subject to periodic adjustments under CMS’ “risk adjustment model,” which compensates health plans based on the health severity and certain demographic factors of each individual member. Members diagnosed with certain conditions are paid at a higher monthly payment than members who are healthier. Under this risk adjustment model, CMS calculates the risk adjustment payment using diagnosis data from hospital inpatient, hospital outpatient, and physician treatment settings. The Company and health care providers collect, capture, and submit the necessary and available diagnosis data to CMS within prescribed deadlines. Both premium and capitation revenues (including Medicare Part D) are subject to adjustments under the risk adjustment model.
Throughout the year, we estimate risk adjustment payments based upon the diagnosis data submitted and expected to be submitted to CMS. Those estimated risk adjustment payments are recorded as an adjustment to premium and capitation revenue. Our risk adjustment data is also subject to review by the government, including audit by regulators.
Our recognized premium revenue for our Medicare Advantage Plans in California, North Carolina, Nevada, Arizona, Texas and Florida are each subject to a minimum annual medical loss ratio (“MLR”) of 85%. The MLR represents medical costs as a percentage of premium revenue. The Code of Federal Regulations defines what constitutes medical costs and premium revenue, including certain additional expenses related to improving the quality of care provided, and the exclusion of certain taxes and fees, in each case as permitted or required by CMS and applicable regulatory requirements. If the minimum MLR is not met, we are required to remit a portion of the premiums back to the federal government. The amount remitted, if any, is recognized as an adjustment to premium revenues in the condensed consolidated statements of operations. The amounts payable under this provision were immaterial at September 30, 2024 and December 31, 2023.
Medicare Part D payments are also subject to a federal risk corridor program, which limits a health plan’s overall losses or profit if actual spending for basic Medicare Part D benefits is much higher or lower than what was anticipated. Risk corridor is recorded within premium revenue. The risk corridor provisions compare costs targeted in our bids or third-party payors’ bids to actual prescription drug costs, limited to actual costs that would have been incurred under the standard coverage as defined by CMS. Variances exceeding certain thresholds may result in CMS or third-party payors making additional payments to us or require us to refund a portion of the premiums we received. We estimate and recognize an adjustment to premium revenue related to these provisions based upon pharmacy claims experience. We record a
receivable or payable at the contract level and classify the amount as current or long-term in our condensed consolidated balance sheets based on the timing of expected settlement.
Variable consideration estimates related to ACO contract revenue are based on the most likely outcome method and that a significant reversal in the amount of cumulative revenue recognized would not occur.
Receivables, including risk adjusted premium due from the government or through third-party payors, pharmacy rebates, and other receivables, are shown net of allowances for credit losses and retroactive membership adjustments.
We also receive advance payments each month from CMS related to Catastrophic Reinsurance, Coverage Gap Discount, and the Low-Income Member Cost Sharing Subsidy (“Subsidies”). Reinsurance subsidies represent funding from CMS for our portion of prescription drug costs, which exceed the member’s out-of-pocket threshold or the catastrophic coverage level. Low-income cost subsidies represent funding from CMS for all or a portion of the deductible, the coinsurance and co-payment amounts above the out-of-pocket threshold for low-income beneficiaries. Additionally, the Health Care Reform Law mandates consumer discounts of 75% on brand-name prescription drugs for Part D plan participants in the coverage gap. The majority of the discounts are funded by the pharmaceutical manufacturers, while we fund a smaller portion and administer the application of the total discount.
These Subsidies represent cost reimbursements under the Medicare Part D program and are recorded as deposits or payables. These Subsidies received in excess of, or less than, actual subsidized benefits paid are refundable to or recoverable from CMS through an annual reconciliation process following the end of the contract year.
Property and Equipment—Net
Depreciation expense is computed using the straight-line method generally based on the following estimated useful lives:
DescriptionEstimated Service Lives (years)
Computer and equipment5
Office equipment and furniture
5-7
Software
3-5
Leasehold improvements
15 (or lease term, if shorter)
Depreciation expense related to property and equipment used to service our members or at our clinics are included within medical expenses in the condensed consolidated statements of operations
Medical Expenses and Medical Expenses Payable
Medical Expenses
Medical expenses include claim payments, capitation payments, pharmacy costs net of rebates, allocations of certain centralized expenses, internal care delivery expenses and various other costs incurred to provide health insurance coverage and care to members, as well as estimates of future payments to hospitals and others for medical care and other supplemental benefits provided.
We have contracts with a network of hospitals, physicians, and other providers and compensate those providers and ancillary organizations based on contractual arrangements or CMS Medicare compensation guidelines. We pay these contracting providers either through fee-for-service arrangement in which the provider is paid negotiated rates for specific services provided or a capitation payment, which represent monthly contractual fees disbursed for each member regardless of medical services provided to the member. We are responsible for the entirety of the cost of health care services related to the member population, in addition to supplemental benefits provided by us to our seniors. In 2023, we also recorded claims expenses related to our institutional and specialist care related to our ACO program with CMS as we acted as the principal in the transaction. As discussed above, beginning in 2024, claims expense related to the ACO program is netted against ACO revenue as we act as the agent in these transactions.
Capitation-related expenses are recorded on an accrual basis during the coverage period. Expenses related to fee-for-service contracts are recorded in the period in which the related services are dispensed.
Pharmacy costs represent payments for members’ prescription drug benefits, net of rebates from drug manufacturers. Receivables for such pharmacy rebates are included in accounts receivable in the condensed consolidated balance sheets.
In August 2022, the Inflation Reduction Act ("IRA") was signed into law. The law intends to increase tax revenue and reduce Medicare costs through lower prescription drug prices, inflation rebates, and capping annual Medicare Part D out of pocket expenses. The provisions of the law are set to take effect over the next seven years. There was no material impact on our consolidated financial statements at September 30, 2024, and we do not anticipate a material impact to operations for the remainder of fiscal year 2024. We are in the process of evaluating the impact the IRA will have on our business for fiscal years beyond 2024.
Medical Expenses Payable
Medical expenses payable includes estimates of our obligations for medical care services that have been rendered on behalf of our members and the members of the third-party payors, but for which claims have either not yet been received or
processed, loss adjustment expense reserve for the expected costs of settling these claims, and for liabilities related to physician, hospital, and other medical cost disputes.
We develop estimates for medical expenses incurred but not yet paid (“IBNP”), which includes an estimate for claims incurred but not reported (“IBNR”) and a payable for adjudicated claims. IBNR is estimated using an actuarial process that is consistently applied and centrally controlled. Medical expenses payable also includes an estimate for the costs necessary to process unpaid claims at the end of each period. We estimate the IBNR liability using actuarial methods that are commonly used by health insurance actuaries and meet Actuarial Standards of Practice. These actuarial methods consider factors, such as cost trends and completion factors that are assessed based on historical data for payment patterns, product mix, seasonality, utilization of health care services, and other relevant factors. Each period, we re-examine previously established IBNR estimates based on actual claim submissions and other changes in facts and circumstances. As the IBNR estimates recorded in prior periods develop, we adjust the amount of the estimates and include the changes in estimates in medical expenses in the period in which the change is identified.
Actuarial Standards of Practice generally require that the IBNP estimates be adequate to cover obligations under moderately adverse conditions. Moderately adverse conditions are situations in which the actual claims are expected to be higher than the otherwise estimated value of such claims at the time of estimate. In many situations, the claims amount ultimately settled will be different than the estimate that satisfies the Actuarial Standards of Practice. We include in our IBNP an estimate for medical claims liability under moderately adverse conditions, which represents the risk of adverse deviation of the estimates in our actuarial method of reserving. We believe that medical expenses payable is adequate to cover future claims payments required. However, such estimates are based on knowledge of current events and anticipated future events. Therefore, the actual liability could differ materially from the amounts provided.
We reassess the profitability of contracts for providing coverage to members when current operating results or forecasts indicate probable future losses. A premium deficiency reserve is established in current operations to the extent that the sum of expected future costs, claim adjustment expenses, and maintenance costs exceed related future premiums under contracts without consideration of investment income. For purposes of determining premium deficiencies, contracts are grouped in a manner consistent with the method of acquiring, servicing, and measuring the profitability of such contracts. Losses recognized as a premium deficiency result in a beneficial effect in subsequent periods as operating losses under these contracts are charged to the liability previously established.
Part D Subsidies
Premium revenue is derived monthly from the federal government based on our contracts with the Centers for Medicare and Medicaid Services (“CMS”). In accordance with these arrangements, we assume the responsibility for the outcomes and the economic risk of funding our members’ health care, supplemental benefits and related administration costs. We recognize premium revenue in the month that members are entitled to receive health care services, and premiums collected in advance are deferred. The monthly reimbursement includes a fixed payment per member per month (“PMPM”), which is adjusted based on certain risk factors derived from medical diagnoses and conditions of our members. The adjustments are estimated by projecting the ultimate annual premium and are recognized ratably during the year, with adjustments each period to reflect changes in the estimated ultimate premium. Premiums are also recorded net of estimated uncollectible amounts and retroactive membership adjustments.
Capitation revenue consists primarily of capitated fees for medical care services provided by us under arrangements with third-party payors. In 2023, capitation revenue consisted primarily of revenue from CMS related to our participation in the CMS "ACO Realizing Equity, Access, and Community Health Model” or “ACO REACH” model, as discussed below.
Under those arrangements with third-party payors, we receive a PMPM payment for a defined member population, and we are responsible for providing health care services to the member population over the contract period. We are solely responsible for the cost of health care services related to the member population and in some cases, we are financially responsible for the supplemental benefits provided by us to the members. We act as a principal in arranging for and controlling the services provided by our provider network and we are at risk for arranging and providing health care services.
The premium and capitation payments we receive monthly from CMS for our members are determined from our annual bid or similarly from third-party payors under our capitation arrangement. These payments represent revenues for providing health care coverage, including Medicare Part D benefits. Under the Medicare Part D program, our members and the members of the third-party payors receive standard drug benefits. We may also provide enhanced benefits at our own expense. We recognize premium or capitation revenue for providing this insurance coverage in the month that members are entitled to receive health care services and any premium or capitation collected in advance is deferred. Our CMS payment related to Medicare Part D is subject to risk sharing through the Medicare Part D risk corridor provisions.
We also participate in the CMS ACO REACH program, formerly the Direct Contracting Model ("DCE"). CMS serves as the claim adjudicator for institutional and specialists care, and directly pays for such fee for service claims. The ACO REACH entity ("ACO") is responsible for the cost of health care services related to the patient population attributed to the ACO by participating in 100% savings/losses via the risk share model and in some cases, are financially responsible for the supplemental benefits provided to the patients. In 2024, we entered into a management services and risk management agreement with a third-party healthcare company. The third party will be responsible for arranging and controlling the health care services provided to the ACO members, and for providing certain management and support services with respect to ACO operations. The third party will also assume specified upside and downside financial risk relative to the ACO’s performance. As a result of this arrangement, revenue is recorded on a net basis within other revenue on the condensed consolidated statement of operations for the three and nine months ended September 30, 2024. Revenue recognized by the ACO for the three and nine months ended September 30, 2024 was $212 and $453, respectively.
Prior to 2024, the ACO acted as a principal in arranging for and controlling services provided directly by their contracts with primary care physicians, as well as services provided by preferred institutional care providers and specialists. Capitation payments for the ACO program were determined from an annual benchmark established by CMS. These payments, which were adjusted for variable considerations, represented revenue for providing health care services, including primary care as well as institutional and specialist care. The ACO recognized capitation revenue for providing these services in the period in which the performance obligations were satisfied by transferring services to the members. Revenue recognized by the ACO for the three and nine months ended September 30, 2023 was $30,476 and $92,703, respectively.
Interest income earned on our cash deposits and short-term investments is included within other revenue on the condensed consolidated statements of operations.
Payments by CMS to health plans are determined via a competitive bidding process with CMS and are based upon the cost of care in a local market and the average utilization of services by the member enrolled. These payments are subject to periodic adjustments under CMS’ “risk adjustment model,” which compensates health plans based on the health severity and certain demographic factors of each individual member. Members diagnosed with certain conditions are paid at a higher monthly payment than members who are healthier. Under this risk adjustment model, CMS calculates the risk adjustment payment using diagnosis data from hospital inpatient, hospital outpatient, and physician treatment settings. The Company and health care providers collect, capture, and submit the necessary and available diagnosis data to CMS within prescribed deadlines. Both premium and capitation revenues (including Medicare Part D) are subject to adjustments under the risk adjustment model.
Throughout the year, we estimate risk adjustment payments based upon the diagnosis data submitted and expected to be submitted to CMS. Those estimated risk adjustment payments are recorded as an adjustment to premium and capitation revenue. Our risk adjustment data is also subject to review by the government, including audit by regulators.
Our recognized premium revenue for our Medicare Advantage Plans in California, North Carolina, Nevada, Arizona, Texas and Florida are each subject to a minimum annual medical loss ratio (“MLR”) of 85%. The MLR represents medical costs as a percentage of premium revenue. The Code of Federal Regulations defines what constitutes medical costs and premium revenue, including certain additional expenses related to improving the quality of care provided, and the exclusion of certain taxes and fees, in each case as permitted or required by CMS and applicable regulatory requirements. If the minimum MLR is not met, we are required to remit a portion of the premiums back to the federal government. The amount remitted, if any, is recognized as an adjustment to premium revenues in the condensed consolidated statements of operations. The amounts payable under this provision were immaterial at September 30, 2024 and December 31, 2023.
Medicare Part D payments are also subject to a federal risk corridor program, which limits a health plan’s overall losses or profit if actual spending for basic Medicare Part D benefits is much higher or lower than what was anticipated. Risk corridor is recorded within premium revenue. The risk corridor provisions compare costs targeted in our bids or third-party payors’ bids to actual prescription drug costs, limited to actual costs that would have been incurred under the standard coverage as defined by CMS. Variances exceeding certain thresholds may result in CMS or third-party payors making additional payments to us or require us to refund a portion of the premiums we received. We estimate and recognize an adjustment to premium revenue related to these provisions based upon pharmacy claims experience. We record a
receivable or payable at the contract level and classify the amount as current or long-term in our condensed consolidated balance sheets based on the timing of expected settlement.
Variable consideration estimates related to ACO contract revenue are based on the most likely outcome method and that a significant reversal in the amount of cumulative revenue recognized would not occur.
Receivables, including risk adjusted premium due from the government or through third-party payors, pharmacy rebates, and other receivables, are shown net of allowances for credit losses and retroactive membership adjustments.
We also receive advance payments each month from CMS related to Catastrophic Reinsurance, Coverage Gap Discount, and the Low-Income Member Cost Sharing Subsidy (“Subsidies”). Reinsurance subsidies represent funding from CMS for our portion of prescription drug costs, which exceed the member’s out-of-pocket threshold or the catastrophic coverage level. Low-income cost subsidies represent funding from CMS for all or a portion of the deductible, the coinsurance and co-payment amounts above the out-of-pocket threshold for low-income beneficiaries. Additionally, the Health Care Reform Law mandates consumer discounts of 75% on brand-name prescription drugs for Part D plan participants in the coverage gap. The majority of the discounts are funded by the pharmaceutical manufacturers, while we fund a smaller portion and administer the application of the total discount.
These Subsidies represent cost reimbursements under the Medicare Part D program and are recorded as deposits or payables. These Subsidies received in excess of, or less than, actual subsidized benefits paid are refundable to or recoverable from CMS through an annual reconciliation process following the end of the contract year.
Shared Risk Reserve Arrangements
We established a fund (also referred to as “a pool”) for risk and profit-sharing with various independent physician associations (“IPAs”). The pool enables us and our IPAs to share in the financial responsibility and/or upside associated with providing covered medical expenses to our members. The risk pool is based on a contractually agreed upon medical budget, typically based upon a percentage of revenue. If actual medical expenses are less than the budgeted amount, this results in a surplus. Conversely, if actual medical expenses are greater than the budgeted amount, this results in a deficit. We will distribute the surplus, or a portion thereof, to each IPA based upon contractual terms. Deficits are charged to shared risk providers’ risk pool as per the contractual term and evaluated for collectability at each reporting period.
We record risk-sharing receivables and payables on a gross basis on the condensed consolidated balance sheets. Throughout the year, we evaluate expected losses on risk-sharing receivables and record the resulting expected losses to the
reserve. We systematically build and release reserves based on adequacy and its assessment of expected losses on a monthly basis. Credit loss associated with risk share deficit receivables are recorded within medical expense in the condensed consolidated statements of operations. As of September 30, 2024 and December 31, 2023, we recorded an allowance for credit losses for substantially all of the risk-sharing receivable balance due to collection risk related to the balance. The risk-sharing payable is included within medical expenses payable on the condensed consolidated balance sheets.
Concentrations of Credit Risk Financial instruments that potentially subject us to concentrations of credit risk consist primarily of cash deposits and current and restricted investments with financial institutions. Accounts at each financial institution are insured by the Federal Deposit Insurance Corporation (“FDIC”) up to certain limits.
Equity-Based Compensation
Equity-based compensation expense is measured and recognized based on the grant date fair value of the awards. The grant date fair value of stock options is estimated using the Black-Scholes option pricing model. The grant date fair value of restricted stock units (“RSUs”) and restricted stock awards (“RSAs”) is estimated based on the fair value of our underlying common stock on the date of grant.
The Black-Scholes option pricing model requires the use of highly subjective assumptions, including the award’s expected term, the fair value of the underlying common stock, the expected volatility of the price of the common stock, risk-free interest rates, and the expected dividend yield of the common stock. The assumptions used to determine the fair value of the stock-based awards are management’s best estimates and involve inherent uncertainties and the application of judgment. The expected term represents the period the stock-based awards are expected to be outstanding. As we do not have sufficient historical experience for determining the expected term of the stock option awards granted, we utilize the simplified method available under U.S. GAAP. As we do not have a substantial trading history, volatility assumptions were developed using a combination of the Company's historical volatility and the historical volatilities of a set of peer companies, adjusted for debt-equity leverage. Equity-based compensation expense for awards with service-based vesting only is recognized on a graded vesting schedule over the requisite service period of the awards, which is generally four years.
Equity-based compensation expense for RSU awards with performance-based vesting is recognized over the requisite service period on a graded vesting schedule and is only recognized when the Company concludes that it is probable that the performance condition(s) will be achieved. At each reporting period, the Company reassesses the probability of achieving the performance criteria. Determining whether the performance criteria will be achieved involves judgment, and the estimate of share-based compensation expense may be revised periodically based on changes in the probability of achieving the performance criteria. Revisions are reflected in the period in which the estimate is changed. We account for forfeitures as they occur.
Equity-based compensation is recorded within selling, general and administrative expenses, and medical expenses based on the function of the applicable employee and non-employee.
Net Loss per Share Net loss per share is calculated based on net loss attributable to Alignment Healthcare, Inc.'s stockholders.
Recent Accounting Pronouncements Issued
In November 2023, the FASB issued a new accounting standard ("ASU 2023-07") around segment disclosures. The new standard requires a public entity to disclose significant segment expenses and other segment items on an annual and interim basis and provide, in interim periods, all disclosures about a reportable segment’s profit or loss and assets that are currently required annually. Additionally, it requires a public entity to disclose the title and position of the Chief Operating Decision Maker. The ASU does not change how a public entity identifies its operating segments, aggregates them, or applies the quantitative thresholds to determine its reportable segments. The new standard is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024, with early adoption permitted. A public entity should apply the amendments in this ASU retrospectively to all prior periods presented in the financial statements. We expect this ASU to only impact our disclosures with no impacts to our results of operations, cash flows and financial condition.
v3.24.3
Summary of Significant Accounting Policies (Tables)
9 Months Ended
Sep. 30, 2024
Accounting Policies [Abstract]  
Schedule of Earned Revenue
Earned premium revenue consisted of premium revenue and capitation revenue for the three and nine months ended September 30, 2024 and 2023 were as follows:
Three Months Ended
September 30,
Nine Months Ended
September 30,
2024202320242023
Premium$683,270 $417,867 $1,976,524 $1,242,311 
Capitation1,226 32,368 3,622 99,613 
Total$684,496 $450,235 $1,980,146 $1,341,924 
Schedule of Property and Equipment
Depreciation expense is computed using the straight-line method generally based on the following estimated useful lives:
DescriptionEstimated Service Lives (years)
Computer and equipment5
Office equipment and furniture
5-7
Software
3-5
Leasehold improvements
15 (or lease term, if shorter)
Property and equipment consisted of the following as of September 30, 2024 and December 31, 2023:
September 30,
2024
December 31,
2023
Computers and equipment$11,942 $11,447 
Office equipment and furniture4,341 4,396 
Software172,178 148,864 
Leasehold improvements6,347 6,347 
Construction in progress12,640 4,532 
Subtotal207,448 175,586 
Less accumulated depreciation(142,756)(123,685)
Property and equipment-net$64,692 $51,901 
Schedule of Computation of Basic and Diluted Net Loss Per Share The following table sets forth the computation of basic and diluted net loss per share for the three and nine months ended September 30, 2024 and 2023:
 Three Months Ended
September 30,
Nine Months Ended
September 30,
 2024202320242023
Numerator:
Net loss$(26,429)$(35,077)$(97,007)$(100,942)
Less: Net loss attributable to noncontrolling interests16 30 63 134 
Net loss attributable to Alignment Healthcare, Inc.$(26,413)$(35,047)$(96,944)$(100,808)
Denominator:
Total weighted-average common shares outstanding - basic and diluted191,610,696188,657,282190,882,849188,241,025
Less: Restricted shares of common stock(249,413)(1,328,964)(459,835)(2,747,680)
Total weighted-average common shares outstanding, net of restricted shares of common stock - basic and diluted191,361,283187,328,318190,423,014185,493,345
Net loss per share:
Net loss per share - basic and diluted$(0.14)$(0.19)$(0.51)$(0.54)
Schedule of Computation of Diluted Net Loss Per Share
In addition to the restricted shares of common stock, we also excluded the following potential common shares, presented based on amounts outstanding at each period end, from the computation of diluted net loss per share as of September 30, 2024 and 2023:
 September 30,
 20242023
Stock options8,846,95510,272,029
Restricted stock units21,712,43716,141,534
Total30,559,39226,413,563
v3.24.3
Fair Value (Tables)
9 Months Ended
Sep. 30, 2024
Fair Value Disclosures [Abstract]  
Schedule of Carrying Value and Fair Value of Financial Instruments
The following tables present the carrying value and fair value of these financial instruments as of September 30, 2024 and December 31, 2023:
September 30, 2024
Fair Value
Carrying
Value
Level 1Level 2Level 3
U.S. Treasury bills$74,980 $75,034 $— $— 
Certificate of deposits2,302 — 2,302 — 
Total$77,282 $75,034 $2,302 $— 
December 31, 2023
Fair Value
Carrying
Value
Level 1Level 2Level 3
U.S. Treasury bills$117,337 $117,310 $— $— 
Certificate of deposits1,755 — 1,755 — 
Total$119,092 $117,310 $1,755 $— 
v3.24.3
Accounts Receivable (Tables)
9 Months Ended
Sep. 30, 2024
Accounts Receivable, after Allowance for Credit Loss [Abstract]  
Schedule of Accounts Receivable
Accounts receivable consisted of the following as of September 30, 2024 and December 31, 2023:
 September 30,
2024
December 31,
2023
Government receivables$25,161 $35,529 
Pharmacy rebate receivables104,917 75,894 
Other receivables8,897 8,326 
Total accounts receivable138,975 119,749 
Allowance for credit losses(123)— 
Accounts receivable, net$138,852 $119,749 
v3.24.3
Property and Equipment (Tables)
9 Months Ended
Sep. 30, 2024
Property, Plant and Equipment [Abstract]  
Schedule of Property and Equipment
Depreciation expense is computed using the straight-line method generally based on the following estimated useful lives:
DescriptionEstimated Service Lives (years)
Computer and equipment5
Office equipment and furniture
5-7
Software
3-5
Leasehold improvements
15 (or lease term, if shorter)
Property and equipment consisted of the following as of September 30, 2024 and December 31, 2023:
September 30,
2024
December 31,
2023
Computers and equipment$11,942 $11,447 
Office equipment and furniture4,341 4,396 
Software172,178 148,864 
Leasehold improvements6,347 6,347 
Construction in progress12,640 4,532 
Subtotal207,448 175,586 
Less accumulated depreciation(142,756)(123,685)
Property and equipment-net$64,692 $51,901 
v3.24.3
Goodwill and Intangible Assets (Tables)
9 Months Ended
Sep. 30, 2024
Goodwill and Intangible Assets Disclosure [Abstract]  
Schedule of Intangible Assets
Intangible assets consisted of the following as of September 30, 2024 and December 31, 2023:
September 30, 2024
Gross Carrying ValueAccumulated Amortization Net Carrying ValueWeighted Average Life
Goodwill$34,826 $— $34,826 
License (indefinite lived)4,550 — 4,550 
Plan member relationships2,700 (2,700)— 9 years
Other633 (633)— 
2 - 10 years
Total$42,709 $(3,333)$39,376  
December 31, 2023
Gross Carrying ValueAccumulated Amortization Net Carrying ValueWeighted Average Life
Goodwill$34,826 $— $34,826 
License (indefinite lived)4,967 — 4,967 
Plan member relationships2,700 (2,700)— 9 years
Other1,050 (765)285 
2 - 10 years
Total$43,543 $(3,465)$40,078  
v3.24.3
Medical Expenses Payable (Tables)
9 Months Ended
Sep. 30, 2024
Insurance [Abstract]  
Schedule of Medical Expenses Payable
The following table is a detail of medical expenses payable as of September 30, 2024 and December 31, 2023:
 September 30,
2024
December 31,
2023
Claims incurred but not paid$158,174 $95,664 
Capitation and risk-sharing payable42,239 50,894 
Other96,712 58,841 
Medical expenses payable$297,125 $205,399 
Schedule of Components of Change in Medical Expenses Payable
The following table presents components of the change in medical expenses payable as of September 30, 2024 and 2023:
September 30,
2024
September 30,
2023
Claims incurred but not paid - beginning balance$95,664 $88,813 
Incurred related to:
Current year619,772 360,372 
Prior years(7,031)(10,067)
Total incurred, net of reinsurance612,741 350,305 
Payments related to:
Current year470,460 266,218 
Prior years79,771 71,000 
Total payments, net of reinsurance550,231 337,218 
Claims incurred but not paid - ending balance158,174 101,900 
Capitation payable, risk-sharing payable, and other138,951 101,535 
Total medical expenses payable$297,125 $203,435 
v3.24.3
Long-Term Debt (Tables)
9 Months Ended
Sep. 30, 2024
Debt Disclosure [Abstract]  
Schedule of Long-Term Debt Outstanding, Net of Unamortized Debt Issuance Costs
Long-term debt is recorded at carrying value in the condensed consolidated balance sheets. The carrying value of long-term debt outstanding, net of unamortized debt issuance costs, consisted of the following as of September 30, 2024 and December 31, 2023:
September 30,
2024
December 31,
2023
Long-term debt$215,000 $165,000 
Less unamortized debt issuance costs(3,001)(3,187)
Long-term debt-net of amortization211,999 161,813 
Less current maturities of long-term debt(1,613)— 
Long-term debt - net of current portion$210,386 $161,813 
Schedule of Future Maturities Under the Term Loan
Future maturities under the term loan for each of the next five years ending December 31, are as follows:
Amount
Remainder of 2024$— 
20252,150 
20262,150 
2027210,700 
2028— 
$215,000 
v3.24.3
Equity-Based Compensation (Tables)
9 Months Ended
Sep. 30, 2024
Share-Based Payment Arrangement [Abstract]  
Schedule of Stock Option Activity Transactions
The following is a summary of the stock option transactions as of and for the three and nine months ended September 30, 2024:
 Stock Options Outstanding
(amounts in thousands, except shares and per share amount)
Shares Subject to Options Outstanding
Weighted- Average Exercise Price per OptionWeighted- Average Remaining Contractual Terms (in years)Aggregate Intrinsic Value
Balances as of December 31, 20239,135,879$16.95 7.29$79 
Options granted—  
Options exercised—  
Options forfeited / expired(112,536)15.41  
Balances as of March 31, 20249,023,343$16.97 7.04— 
Options granted—  
Options exercised—  
Options forfeited / expired(73,754)16.62  
Balances as of June 30, 20248,949,589$16.97 6.7927 
Options granted— 
Options exercised—  
Options forfeited / expired(102,634)17.99  
Balances as of September 30, 20248,846,955$16.96 6.54$2,862 
Vested and Exercisable as of September 30, 20246,164,008$17.27 6.50$1,427 
Schedule of Restricted Stock Transactions
The following is a summary of RSA transactions for the three and nine months ended September 30, 2024:
 
Restricted Shares
Weighted-Average Grant Date Fair Value
Unvested and outstanding as of December 31, 2023683,953$5.86 
Vested(140,856)13.22 
Forfeited(2,799)5.05 
Unvested and outstanding as of March 31, 2024540,298$3.94 
Vested(3,056)2.49 
Forfeited— 
Unvested and outstanding as of June 30, 2024537,242$3.95 
Vested(479,847)2.49 
Forfeited— 
Unvested and outstanding as of September 30, 202457,395$16.16 
The following is a summary of RSU transactions as of and for the three and nine months ended September 30, 2024:
 
Restricted Stock Units
Weighted-Average Grant Date Fair Value
Unvested and outstanding as of December 31, 202310,541,625$11.25 
Granted6,517,3375.05
Vested(1)
(2,385,493)8.25
Cancelled/forfeited(282,972)9.36
Unvested and outstanding as of March 31, 202414,390,497$8.97 
Granted103,2925.62
Vested(80,178)6.07
Cancelled/forfeited(395,338)8.40
Unvested and outstanding as of June 30, 202414,018,273$8.98 
Granted255,3918.26
Vested(359,039)9.77
Cancelled/forfeited(293,726)7.86
Unvested and outstanding as of September 30, 202413,620,899$8.97 
(1) Includes 107,948 shares that vested, but the issuance and delivery of the shares was deferred.
Schedule of PSUs Transactions
The following is a summary of PSU transactions for the three and nine months ended September 30, 2024:
 Performance-based restricted stock unitsWeighted-Average Grant Date Fair Value
Unvested and outstanding as of December 31, 20237,233,205$5.74 
Granted1,160,0005.00 
Vested— 
Cancelled/forfeited(16,667)5.74 
Unvested and outstanding as of March 31, 20248,376,538$5.64 
Granted— 
Vested— 
Cancelled/forfeited(198,333)5.67 
Unvested and outstanding as of June 30, 20248,178,205$5.64 
Granted— 
Vested— 
Cancelled/forfeited(86,667)5.74 
Unvested and outstanding as of September 30, 20248,091,538$5.64 
Schedule of Equity-Based Compensation Expense of Operation
Total equity-based compensation expense was presented on the statement of operations as follows:
 Three Months Ended September 30,Nine Months Ended September 30,
(amounts in thousands)2024202320242023
Selling, general and administrative expenses$15,769 $11,836 $51,512 $45,159 
Medical expenses1,489 1,733 3,384 6,024 
Total equity-based compensation expense$17,258 $13,569 $54,896 $51,183 
v3.24.3
Summary of Significant Accounting Policies - Additional Information (Details)
3 Months Ended 9 Months Ended 12 Months Ended
Sep. 30, 2024
USD ($)
Sep. 30, 2023
USD ($)
Sep. 30, 2024
USD ($)
segment
Entity
Sep. 30, 2023
USD ($)
Dec. 31, 2023
USD ($)
Accounting Policies [Line Items]          
Number of consolidated variable interest entities | Entity     3    
Number of reporting segments | segment     1    
Number of operating segments | segment     1    
Assets, fair value disclosure $ 77,282,000   $ 77,282,000   $ 119,092,000
Revenues 692,433,000 $ 456,709,000 2,002,320,000 $ 1,358,243,000  
Interest income earned 6,649,000 5,523,000 $ 17,694,000 13,967,000  
Percentage of consumer discounts on brand name     75.00%    
Federal deposit insurance corporation premium expense     $ 379,464,000   316,977,000
Award requisite service period     4 years    
Net loss attributable to noncontrolling interest 16,000 30,000 $ 63,000 134,000  
Minimum          
Accounting Policies [Line Items]          
Loss ratio     85.00%    
Realizing Equity, Access, and Community Health (REACH) Model          
Accounting Policies [Line Items]          
Revenues 212,000 $ 30,476,000 $ 453,000 $ 92,703,000  
Level 3          
Accounting Policies [Line Items]          
Assets, fair value disclosure 0   0   0
Liabilities, fair value disclosure $ 0   $ 0   $ 0
v3.24.3
Summary of Significant Accounting Policies - Schedule of Earned Revenue (Details) - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Sep. 30, 2024
Sep. 30, 2023
Disaggregation of Revenue [Line Items]        
Earned premiums $ 684,496 $ 450,235 $ 1,980,146 $ 1,341,924
Premium        
Disaggregation of Revenue [Line Items]        
Earned premiums 683,270 417,867 1,976,524 1,242,311
Capitation        
Disaggregation of Revenue [Line Items]        
Earned premiums $ 1,226 $ 32,368 $ 3,622 $ 99,613
v3.24.3
Summary of Significant Accounting Policies - Schedule of Property and Equipment Estimated Useful Lives (Details)
Sep. 30, 2024
Computers and equipment  
Property Plant and Equipment [Line Items]  
Estimated service lives (years) 5 years
Office equipment and furniture | Minimum  
Property Plant and Equipment [Line Items]  
Estimated service lives (years) 5 years
Office equipment and furniture | Maximum  
Property Plant and Equipment [Line Items]  
Estimated service lives (years) 7 years
Software | Minimum  
Property Plant and Equipment [Line Items]  
Estimated service lives (years) 3 years
Software | Maximum  
Property Plant and Equipment [Line Items]  
Estimated service lives (years) 5 years
Leasehold improvements  
Property Plant and Equipment [Line Items]  
Estimated service lives (years) 15 years
v3.24.3
Summary of Significant Accounting Policies - Schedule of Computation of Basic and Diluted Net Loss Per Share (Details) - USD ($)
$ / shares in Units, $ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Sep. 30, 2024
Sep. 30, 2023
Numerator:        
Net loss $ (26,429) $ (35,077) $ (97,007) $ (100,942)
Less: Net loss attributable to noncontrolling interest 16 30 63 134
Net loss attributable to Alignment Healthcare, Inc. $ (26,413) $ (35,047) $ (96,944) $ (100,808)
Denominator:        
Total weighted-average common shares outstanding - basic (in shares) 191,610,696 188,657,282 190,882,849 188,241,025
Total weighted-average common shares outstanding - diluted (in shares) 191,610,696 188,657,282 190,882,849 188,241,025
Less: Restricted shares of common stock (in shares) (249,413) (1,328,964) (459,835) (2,747,680)
Total weighted-average common shares outstanding, net of restricted shares of common stock - basic (in shares) 191,361,283 187,328,318 190,423,014 185,493,345
Total weighted-average common shares outstanding, net of restricted shares of common stock - diluted (in shares) 191,361,283 187,328,318 190,423,014 185,493,345
Net loss per share:        
Net loss per share - basic (in dollars per share) $ (0.14) $ (0.19) $ (0.51) $ (0.54)
Net loss per share - diluted (in dollars per share) $ (0.14) $ (0.19) $ (0.51) $ (0.54)
v3.24.3
Summary of Significant Accounting Policies - Schedule of Computation of Diluted Net Loss Per Share (Details) - shares
9 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Antidilutive securities excluded from computation of earnings per share (in shares) 30,559,392 26,413,563
Stock options    
Antidilutive securities excluded from computation of earnings per share (in shares) 8,846,955 10,272,029
Restricted stock units    
Antidilutive securities excluded from computation of earnings per share (in shares) 21,712,437 16,141,534
v3.24.3
Fair Value - Schedule of Carrying Value and Fair Value of Financial Instruments (Details) - USD ($)
Sep. 30, 2024
Dec. 31, 2023
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
U.S. Treasury bills $ 74,980,000 $ 117,337,000
Certificate of deposits 2,302,000 1,755,000
Assets, fair value disclosure 77,282,000 119,092,000
Level 1    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
U.S. Treasury bills 75,034,000 117,310,000
Certificate of deposits 0 0
Assets, fair value disclosure 75,034,000 117,310,000
Level 2    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
U.S. Treasury bills 0 0
Certificate of deposits 2,302,000 1,755,000
Assets, fair value disclosure 2,302,000 1,755,000
Level 3    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
U.S. Treasury bills 0 0
Certificate of deposits 0 0
Assets, fair value disclosure $ 0 $ 0
v3.24.3
Fair Value - Additional Information (Details) - USD ($)
3 Months Ended 9 Months Ended 12 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Sep. 30, 2024
Sep. 30, 2023
Dec. 31, 2023
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]          
Impairment charges $ 645,000 $ 0 $ 645,000 $ 0 $ 0
Gross unrecognized gain 54,000   54,000    
US Treasury Bill Securities          
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]          
Restricted investments 1,016,000   1,016,000   1,423,000
Certificate of deposits          
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]          
Restricted investments 2,302,000   2,302,000   1,755,000
Short-Term Investments          
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]          
Treasury securities investments 40,676,000   40,676,000   115,914,000
Cash and Cash Equivalents          
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]          
Treasury securities investments $ 33,288,000   $ 33,288,000   $ 22,232,000
v3.24.3
Accounts Receivable - Schedule of Accounts Receivable (Details) - USD ($)
$ in Thousands
Sep. 30, 2024
Dec. 31, 2023
Accounts Receivable, after Allowance for Credit Loss [Abstract]    
Government receivables $ 25,161 $ 35,529
Pharmacy rebate receivables 104,917 75,894
Other receivables 8,897 8,326
Total accounts receivable 138,975 119,749
Allowance for credit losses (123) 0
Accounts receivable, net $ 138,852 $ 119,749
v3.24.3
Accounts Receivable - Additional Information (Details) - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Sep. 30, 2024
Sep. 30, 2023
Accounts Receivable, after Allowance for Credit Loss [Abstract]        
Credit loss related to accounts receivable $ 28 $ 40 $ 123 $ 91
v3.24.3
Property and Equipment - Schedule of Property and Equipment (Details) - USD ($)
$ in Thousands
Sep. 30, 2024
Dec. 31, 2023
Property Plant and Equipment [Line Items]    
Subtotal $ 207,448 $ 175,586
Less accumulated depreciation (142,756) (123,685)
Property and equipment-net 64,692 51,901
Computers and equipment    
Property Plant and Equipment [Line Items]    
Subtotal 11,942 11,447
Office equipment and furniture    
Property Plant and Equipment [Line Items]    
Subtotal 4,341 4,396
Software    
Property Plant and Equipment [Line Items]    
Subtotal 172,178 148,864
Leasehold improvements    
Property Plant and Equipment [Line Items]    
Subtotal 6,347 6,347
Construction in progress    
Property Plant and Equipment [Line Items]    
Subtotal $ 12,640 $ 4,532
v3.24.3
Property and Equipment - Additional Information (Details) - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Sep. 30, 2024
Sep. 30, 2023
Property Plant and Equipment [Line Items]        
Depreciation expense $ 7,036 $ 5,534 $ 19,552 $ 15,609
Medical expenses        
Property Plant and Equipment [Line Items]        
Depreciation expense $ 46 $ 64 $ 144 $ 194
v3.24.3
Goodwill and Intangible Assets - Schedule of Intangible Assets (Details) - USD ($)
$ in Thousands
9 Months Ended 12 Months Ended
Sep. 30, 2024
Dec. 31, 2023
Goodwill and Intangible Assets Disclosure [Abstract]    
Goodwill, Gross $ 34,826 $ 34,826
Goodwill, Net 34,826 34,826
Finite-Lived Intangible Assets [Line Items]    
Accumulated Amortization (3,333) (3,465)
Intangible Assets, Net (Including Goodwill) [Abstract]    
Total 42,709 43,543
Accumulated Amortization (3,333) (3,465)
Goodwill 39,376 40,078
Plan member relationships    
Finite-Lived Intangible Assets [Line Items]    
Gross Carrying Value 2,700 2,700
Accumulated Amortization (2,700) (2,700)
Net Carrying Value $ 0 $ 0
Weighted Average Life 9 years 9 years
Intangible Assets, Net (Including Goodwill) [Abstract]    
Accumulated Amortization $ (2,700) $ (2,700)
Other    
Finite-Lived Intangible Assets [Line Items]    
Gross Carrying Value 633 1,050
Accumulated Amortization (633) (765)
Net Carrying Value 0 285
Intangible Assets, Net (Including Goodwill) [Abstract]    
Accumulated Amortization $ (633) $ (765)
Minimum | Other    
Finite-Lived Intangible Assets [Line Items]    
Weighted Average Life 2 years 2 years
Maximum | Other    
Finite-Lived Intangible Assets [Line Items]    
Weighted Average Life 10 years 10 years
License (indefinite lived)    
Indefinite Lived Intangible Assets By Major Class [Line Items]    
License (indefinite lived) $ 4,550 $ 4,967
v3.24.3
Goodwill and Intangible Assets - Additional Information (Details) - USD ($)
3 Months Ended 9 Months Ended 12 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Sep. 30, 2024
Sep. 30, 2023
Dec. 31, 2023
Goodwill and Intangible Assets Disclosure [Abstract]          
Amortization expense $ 650,000 $ 27,000 $ 702,000 $ 198,000  
Impairment charges $ 645,000 $ 0 $ 645,000 $ 0 $ 0
v3.24.3
Medical Expenses Payable - Schedule of Medical Expenses Payable (Details) - USD ($)
$ in Thousands
Sep. 30, 2024
Dec. 31, 2023
Sep. 30, 2023
Dec. 31, 2022
Insurance [Abstract]        
Claims incurred but not paid $ 158,174 $ 95,664 $ 101,900 $ 88,813
Capitation and risk-sharing payable 42,239 50,894    
Other 96,712 58,841    
Medical expenses payable $ 297,125 $ 205,399 $ 203,435  
v3.24.3
Medical Expenses Payable - Additional Information (Details) - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2024
Sep. 30, 2024
Insurance [Abstract]    
Remaining claim amounts payment period   3 years
Claims reserve estimates, excluding provision $ 548 $ 3,879
v3.24.3
Medical Expenses Payable - Schedule of Components of Change in Medical Expenses Payable (Details) - USD ($)
$ in Thousands
9 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Dec. 31, 2023
Liability for Unpaid Claims and Claims Adjustment Expense [Roll Forward]      
Claims incurred but not paid - beginning balance $ 95,664 $ 88,813  
Incurred related to:      
Current year 619,772 360,372  
Prior years (7,031) (10,067)  
Total incurred, net of reinsurance 612,741 350,305  
Payments related to:      
Current year 470,460 266,218  
Prior years 79,771 71,000  
Total payments, net of reinsurance 550,231 337,218  
Claims incurred but not paid - ending balance 158,174 101,900  
Capitation payable, risk-sharing payable, and other 138,951 101,535  
Medical expenses payable $ 297,125 $ 203,435 $ 205,399
v3.24.3
Long-Term Debt - Schedule of Long-Term Debt Outstanding, Net of Unamortized Debt Issuance Costs (Details) - USD ($)
$ in Thousands
Sep. 30, 2024
Dec. 31, 2023
Debt Disclosure [Abstract]    
Long-term debt $ 215,000 $ 165,000
Less unamortized debt issuance costs (3,001) (3,187)
Long-term debt-net of amortization 211,999 161,813
Less current maturities of long-term debt (1,613) 0
Long-term debt - net of current portion $ 210,386 $ 161,813
v3.24.3
Long-Term Debt - Additional Information (Details) - USD ($)
$ in Thousands
9 Months Ended
Jan. 01, 2025
Jun. 14, 2024
Sep. 02, 2022
Sep. 30, 2024
Sep. 30, 2023
Dec. 31, 2023
Debt Instrument [Line Items]            
Long-term debt       $ 215,000   $ 165,000
Proceeds from long-term debt       50,000 $ 0  
Debt issuance costs       $ 512 $ 0  
Oxford Term Loan | Secured Debt            
Debt Instrument [Line Items]            
Debt instrument, face amount     $ 250,000      
Long-term debt     $ 165,000      
Debt interest floor rate     6.50%      
Commitment fee     $ 1,650      
Debt instrument origination fee     $ 1,650      
Accrual interest rate on default     2.00%      
Repayment limit on net proceeds from sale of asset     $ 2,500      
Minimum liquidity in the loan agreement     $ 23,000      
Oxford Term Loan | Secured Debt | Scenario Forecast            
Debt Instrument [Line Items]            
Credit facility, periodic principal payments $ 538          
Gross principal borrowed 0.25%          
Oxford Term Loan | Secured Debt | Minimum            
Debt Instrument [Line Items]            
Interest rate during period       11.70%    
Oxford Term Loan | Secured Debt | Maximum            
Debt Instrument [Line Items]            
Interest rate during period       11.85%    
Oxford Term Loan | Secured Debt | Base Rate            
Debt Instrument [Line Items]            
Debt interest floor rate     1.00%      
Delayed Draw Term Loan            
Debt Instrument [Line Items]            
Unused borrowing capacity, amount       $ 35    
Delayed Draw Term Loan | Secured Debt            
Debt Instrument [Line Items]            
Additional term loan amount     $ 85,000      
Proceeds from long-term debt   $ 50,000        
Commitment fee     850      
Debt instrument origination fee     500      
Debt issuance costs     $ 1,096      
v3.24.3
Long-Term Debt - Schedule of Future Maturities Under the Term Loan (Details) - USD ($)
$ in Thousands
Sep. 30, 2024
Dec. 31, 2023
Debt Disclosure [Abstract]    
Remainder of 2024 $ 0  
2025 2,150  
2026 2,150  
2027 210,700  
2028 0  
Total $ 215,000 $ 165,000
v3.24.3
Income Taxes (Details) - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Sep. 30, 2024
Sep. 30, 2023
Dec. 31, 2023
Operating Loss Carryforwards [Line Items]          
Income tax expense $ (8) $ 0 $ 14 $ 2  
NOL carryforwards indefinite life         $ 312,446
NOL carryforwards expiration year     2033    
Domestic Tax Authority          
Operating Loss Carryforwards [Line Items]          
Taxable income deduction limit percentage     80.00%    
Carryforward offset percentage of taxable income 100.00%   100.00%    
NOL carryforwards         504,097
Domestic Tax Authority | Subsidiaries          
Operating Loss Carryforwards [Line Items]          
Carryforward offset percentage of taxable income 100.00%   100.00%    
State and Local Jurisdiction          
Operating Loss Carryforwards [Line Items]          
NOL carryforwards         $ 498,933
v3.24.3
Equity-Based Compensation - Additional Information (Details) - USD ($)
3 Months Ended 9 Months Ended
Mar. 01, 2027
Dec. 31, 2025
Mar. 01, 2025
Mar. 13, 2024
Sep. 14, 2023
Sep. 30, 2024
Sep. 30, 2023
Sep. 30, 2024
Sep. 30, 2023
Dec. 31, 2026
Dec. 31, 2024
Share Based Compensation Arrangement by Share Based Payment Award [Line Items]                      
Aggregate intrinsic value, options exercised           $ 0 $ 0 $ 0 $ 0    
Options granted, fair value           $ 0   0      
Share based compensation expense, unrecognized               $ 79,251,000      
Stock Options                      
Share Based Compensation Arrangement by Share Based Payment Award [Line Items]                      
Annual award vesting rights, percentage               25.00%      
Award vesting period               4 years      
Award expiration period               10 years      
Restricted Stock Awards                      
Share Based Compensation Arrangement by Share Based Payment Award [Line Items]                      
Annual award vesting rights, percentage               25.00%      
Award vesting period               4 years      
Pre-IPO Awards Converted RSAs                      
Share Based Compensation Arrangement by Share Based Payment Award [Line Items]                      
Annual award vesting rights, percentage               50.00%      
RSUs                      
Share Based Compensation Arrangement by Share Based Payment Award [Line Items]                      
Annual award vesting rights, percentage               25.00%      
Award vesting period               4 years      
Performance-based Restricted Stock Units | Scenario Forecast                      
Share Based Compensation Arrangement by Share Based Payment Award [Line Items]                      
Annual award vesting rights, percentage 100.00% 50.00% 50.00%                
Performance target, health plan revenue growth percentage                   50.00% 60.00%
Performance target, returning member medical benefit ratio                     0.20
Performance target, adjusted earnings before interest, less capital expenditures                     20.00%
Performance target, adjusted earnings before interest                   50.00%  
Performance-based Restricted Stock Units | Minimum                      
Share Based Compensation Arrangement by Share Based Payment Award [Line Items]                      
Annual award vesting rights, percentage       0.00% 0.00%            
Performance-based Restricted Stock Units | Maximum                      
Share Based Compensation Arrangement by Share Based Payment Award [Line Items]                      
Annual award vesting rights, percentage       200.00% 150.00%            
Non-vested awards RSAs, options and RSUs                      
Share Based Compensation Arrangement by Share Based Payment Award [Line Items]                      
Weighted average contractual term               1 year 7 months 13 days      
v3.24.3
Equity-Based Compensation - Schedule of Stock Option Activity Transactions (Details) - USD ($)
$ / shares in Units, $ in Thousands
3 Months Ended 6 Months Ended 12 Months Ended
Sep. 30, 2024
Jun. 30, 2024
Mar. 31, 2024
Jun. 30, 2024
Dec. 31, 2023
Shares Subject to Options Outstanding          
Options outstanding, beginning balance (in shares) 8,949,589 9,023,343 9,135,879 9,135,879  
Options granted (in shares) 0 0 0    
Options exercised (in shares) 0 0 0    
Options forfeited / expired (in shares) (102,634) (73,754) (112,536)    
Options outstanding, ending balance (in shares) 8,846,955 8,949,589 9,023,343 8,949,589 9,135,879
Options outstanding, vested and exercisable (in shares) 6,164,008        
Weighted- Average Exercise Price per Option          
Options outstanding, beginning balance (in dollars per share) $ 16.97 $ 16.97 $ 16.95 $ 16.95  
Options granted (n dollars per share) 0 0 0    
Options exercised (in dollars per share) 0 0 0    
Options forfeited / expired (in dollars per share) 17.99 16.62 15.41    
Options outstanding, ending balance (in dollars per share) 16.96 $ 16.97 $ 16.97 $ 16.97 $ 16.95
Options outstanding, vested and exercisable (in dollars per share) $ 17.27        
Stock Option Activity, Additional Disclosures          
Weighted-average remaining contractual terms, outstanding 6 years 6 months 14 days   7 years 14 days 6 years 9 months 14 days 7 years 3 months 14 days
Weighted-average remaining contractual terms, vested and exercisable       6 years 6 months  
Aggregate intrinsic value $ 2,862 $ 27 $ 0 $ 27 $ 79
Aggregate intrinsic value, vested and exercisable $ 1,427        
v3.24.3
Equity-Based Compensation - Schedule of RSAs Transactions (Details) - Restricted Stock Awards - $ / shares
3 Months Ended
Sep. 30, 2024
Jun. 30, 2024
Mar. 31, 2024
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward]      
Unvested and outstanding, beginning balance (in shares) 537,242 540,298 683,953
Vested (in shares) (479,847) (3,056) (140,856)
Forfeited (in shares) 0 0 (2,799)
Unvested and outstanding, ending balance (in shares) 57,395 537,242 540,298
Weighted-Average Grant Date Fair Value      
Unvested and outstanding, beginning balance (in dollars per share) $ 3.95 $ 3.94 $ 5.86
Vested (in dollars per share) 2.49 2.49 13.22
Forfeited (in dollars per share) 0 0 5.05
Unvested and outstanding, ending balance (in dollars per share) $ 16.16 $ 3.95 $ 3.94
v3.24.3
Equity-Based Compensation - Schedule of RSU Transactions (Details) - RSUs - $ / shares
3 Months Ended
Sep. 30, 2024
Jun. 30, 2024
Mar. 31, 2024
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward]      
Unvested and outstanding, beginning balance (in shares) 14,018,273 14,390,497 10,541,625
Granted (in shares) 255,391 103,292 6,517,337
Vested (in shares) (359,039) (80,178) (2,385,493)
Cancelled/forfeited (in shares) (293,726) (395,338) (282,972)
Unvested and outstanding, ending balance (in shares) 13,620,899 14,018,273 14,390,497
Weighted-Average Grant Date Fair Value      
Unvested and outstanding, beginning balance (in dollars per share) $ 8.98 $ 8.97 $ 11.25
Granted (in dollars per share) 8.26 5.62 5.05
Vested (in dollars per share) 9.77 6.07 8.25
Cancelled/forfeited (in dollars per share) 7.86 8.40 9.36
Unvested and outstanding, ending balance (in dollars per share) $ 8.97 $ 8.98 $ 8.97
Number of shares vested but issuance and delivery deferred (in shares)     107,948
v3.24.3
Equity-Based Compensation - Schedule of PSUs Transactions (Details) - Performance-based Restricted Stock Units - $ / shares
3 Months Ended
Sep. 30, 2024
Jun. 30, 2024
Mar. 31, 2024
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward]      
Unvested and outstanding, beginning balance (in shares) 8,178,205 8,376,538 7,233,205
Granted (in shares) 0 0 1,160,000
Vested (in shares) 0 0 0
Cancelled/forfeited (in shares) (86,667) (198,333) (16,667)
Unvested and outstanding, ending balance (in shares) 8,091,538 8,178,205 8,376,538
Weighted-Average Grant Date Fair Value      
Unvested and outstanding, beginning balance (in dollars per share) $ 5.64 $ 5.64 $ 5.74
Granted (in dollars per share) 0 0 5.00
Vested (in dollars per share) 0 0 0
Cancelled/forfeited (in dollars per share) 5.74 5.67 5.74
Unvested and outstanding, ending balance (in dollars per share) $ 5.64 $ 5.64 $ 5.64
v3.24.3
Equity-Based Compensation - Schedule of Equity-based Compensation Expense on Statement of Operations (Details) - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Sep. 30, 2024
Sep. 30, 2023
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]        
Total equity-based compensation expense $ 17,258 $ 13,569 $ 54,896 $ 51,183
Selling, general and administrative expenses        
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]        
Total equity-based compensation expense 15,769 11,836 51,512 45,159
Medical expenses        
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]        
Total equity-based compensation expense $ 1,489 $ 1,733 $ 3,384 $ 6,024
v3.24.3
Commitments and Contingencies (Details) - USD ($)
$ in Thousands
Aug. 15, 2023
Sep. 30, 2024
Dec. 31, 2023
Commitments and Contingencies Disclosure [Abstract]      
Settlement amount $ 913    
Accrued for a potential liability   $ 913 $ 913

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