Document and Entity Information
Document and Entity Information - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2019 | Mar. 06, 2020 | Jun. 30, 2019 | |
Document and Entity Information [Abstract] | |||
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Period End Date | Dec. 31, 2019 | ||
Document Fiscal Year Focus | 2019 | ||
Document Fiscal Period Focus | FY | ||
Entity Registrant Name | Apollo Medical Holdings, Inc. | ||
Entity Central Index Key | 0001083446 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Filer Category | Accelerated Filer | ||
Entity Public Float | $ 480.1 | ||
Entity Common Stock, Shares Outstanding | 52,804,187 | ||
Entity Shell Company | false | ||
Entity Emerging Growth Company | false | ||
Entity Small Business | false |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) | Dec. 31, 2019 | Dec. 31, 2018 |
Current assets | ||
Cash and cash equivalents | $ 103,189,328 | $ 106,891,503 |
Restricted cash | 75,000 | 0 |
Investment in marketable securities | 116,538,673 | 1,127,102 |
Receivables, net | 11,003,563 | 7,734,631 |
Receivables, net – related parties | 48,136,313 | 48,721,325 |
Other receivables | 16,885,448 | 1,003,133 |
Prepaid expenses and other current assets | 10,315,093 | 7,385,098 |
Loans receivable | 6,425,000 | 0 |
Loans receivable - related parties | 16,500,000 | 0 |
Total current assets | 329,068,418 | 172,862,792 |
Noncurrent assets | ||
Land, property and equipment, net | 12,129,901 | |
Land, property and equipment, net | 12,721,082 | |
Intangible assets, net | 103,011,849 | 86,875,883 |
Goodwill | 238,505,204 | 185,805,880 |
Loans receivable – related parties | 0 | 17,500,000 |
Investments in other entities – equity method | 28,427,455 | 34,876,980 |
Investments in privately held entities | 896,000 | 405,000 |
Restricted cash | 746,104 | 745,470 |
Operating lease right-of-use assets | 14,247,727 | |
Other assets | 1,680,689 | 1,205,962 |
Total noncurrent assets | 399,644,929 | 340,136,257 |
Total assets | 728,713,347 | 512,999,049 |
Current liabilities | ||
Accounts payable and accrued expenses | 27,279,579 | 25,075,489 |
Fiduciary accounts payable | 2,027,081 | 1,538,598 |
Medical liabilities | 58,724,682 | 33,641,701 |
Income taxes payable | 4,528,867 | 11,621,861 |
Bank loan | 0 | 40,257 |
Dividend payable | 271,279 | 0 |
Finance lease liabilities | 101,741 | 101,741 |
Operating lease liabilities | 2,990,686 | |
Current portion of long term debt | 9,500,000 | 0 |
Total current liabilities | 105,423,915 | 72,019,647 |
Noncurrent liabilities | ||
Lines of credit - related party | 0 | 13,000,000 |
Deferred tax liability | 18,269,448 | 19,615,935 |
Liability for unissued equity shares | 0 | 1,185,025 |
Finance lease liabilities, net of current portion | 415,519 | |
Finance lease liabilities, net of current portion | 517,261 | |
Operating lease liabilities, net of current portion | 11,372,597 | |
Long-term debt, net of current portion and deferred financing costs | 232,172,134 | 0 |
Total noncurrent liabilities | 262,229,698 | 34,318,221 |
Total liabilities | 367,653,613 | 106,337,868 |
Commitments and Contingencies (Note 13) | ||
Mezzanine equity | ||
Noncontrolling interest in Allied Physicians of California, a Professional Medical Corporation (APC) | 168,724,586 | 225,117,029 |
Shareholders’ equity | ||
Common stock, par value $0.001; 100,000,000 shares authorized, 35,908,057 and 34,578,040 shares outstanding, excluding 17,458,810 and 1,850,603 Treasury shares, at December 31, 2019 and 2018, respectively | 35,908 | 34,578 |
Additional paid-in capital | 159,608,293 | 162,723,051 |
Retained earnings | 31,904,748 | 17,788,203 |
Stockholders' equity attributable to parent | 191,548,949 | 180,545,832 |
Noncontrolling interest | 786,199 | 998,320 |
Total shareholders’ equity | 192,335,148 | 181,544,152 |
Total liabilities, mezzanine equity and shareholders’ equity | 728,713,347 | 512,999,049 |
Series A Preferred stock, par value $0.001; 5,000,000 shares authorized (inclusive of Series B Preferred stock); 1,111,111 issued and zero outstanding | ||
Shareholders’ equity | ||
Preferred stock | 0 | 0 |
Series B Preferred stock, par value $0.001; 5,000,000 shares authorized (inclusive of Series A Preferred stock); 555,555 issued and zero outstanding | ||
Shareholders’ equity | ||
Preferred stock | $ 0 | $ 0 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Dec. 31, 2019 | Dec. 31, 2018 |
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock, shares authorized (in shares) | 100,000,000 | 100,000,000 |
Common stock, shares outstanding (in shares) | 35,908,057 | 34,578,040 |
Treasury stock, common, shares (in shares) | 17,458,810 | 1,850,603 |
Series A Preferred Stock | ||
Preferred stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized (in shares) | 5,000,000 | 5,000,000 |
Preferred stock, shares issued (in shares) | 1,111,111 | 1,111,111 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Series B Preferred Stock | ||
Preferred stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized (in shares) | 5,000,000 | 5,000,000 |
Preferred stock, shares issued (in shares) | 555,555 | 555,555 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
CONSOLIDATED STATEMENTS OF INCO
CONSOLIDATED STATEMENTS OF INCOME - USD ($) | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Revenue | |||
Total revenue | $ 560,618,097 | $ 519,907,752 | $ 356,355,930 |
Operating expenses | |||
Cost of services | 467,804,899 | 361,132,111 | 273,453,287 |
General and administrative expenses | 41,482,375 | 43,353,787 | 26,249,532 |
Depreciation and amortization | 18,280,198 | 19,303,179 | 19,075,353 |
Provision for doubtful accounts | (1,363,363) | 3,887,647 | 0 |
Impairment of goodwill and intangible assets | 1,994,000 | 3,798,866 | 2,431,791 |
Total expenses | 528,198,109 | 431,475,590 | 321,209,963 |
Income from operations | 32,419,988 | 88,432,162 | 35,145,967 |
Other (expense) income | |||
Loss from equity method investments | (6,900,859) | (8,125,285) | (1,112,541) |
Interest expense | (4,733,256) | (560,515) | (79,689) |
Interest income | 2,023,873 | 1,258,638 | 1,015,204 |
Change in fair value of derivative instrument | 0 | 0 | (44,886) |
Gain on settlement of preexisting note receivable from ApolloMed | 0 | 0 | 921,938 |
Gain from investments – fair value adjustments | 0 | 0 | 13,697,018 |
Other income | 3,030,203 | 1,622,131 | 168,102 |
Total other (expense) income, net | (6,580,039) | (5,805,031) | 14,565,146 |
Income before provision for income taxes | 25,839,949 | 82,627,131 | 49,711,113 |
Provision for income taxes | 8,166,632 | 22,359,640 | 3,886,785 |
Net income | 17,673,317 | 60,267,491 | 45,824,328 |
Net income attributable to noncontrolling interests | 3,556,772 | 49,432,489 | 20,022,486 |
Net income attributable to Apollo Medical Holdings, Inc. | $ 14,116,545 | $ 10,835,002 | $ 25,801,842 |
Earnings per share – basic (in dollars per share) | $ 0.41 | $ 0.33 | $ 1.01 |
Earnings per share – diluted (in dollars per share) | $ 0.39 | $ 0.29 | $ 0.90 |
Weighted average shares of common stock outstanding – basic (in shares) | 34,708,429 | 32,893,940 | 25,525,786 |
Weighted average shares of common stock outstanding - diluted (in shares) | 36,403,279 | 37,914,886 | 28,661,735 |
Capitation, net | |||
Revenue | |||
Total revenue | $ 454,168,024 | $ 344,307,058 | $ 272,921,240 |
Risk pool settlements and incentives | |||
Revenue | |||
Total revenue | 51,097,661 | 100,927,841 | 44,598,373 |
Management fee income | |||
Revenue | |||
Total revenue | 34,668,358 | 49,742,755 | 26,983,695 |
Fee-for-service, net | |||
Revenue | |||
Total revenue | 15,475,264 | 19,703,999 | 7,449,249 |
Other income | |||
Revenue | |||
Total revenue | $ 5,208,790 | $ 5,226,099 | $ 4,403,373 |
CONSOLIDATED STATEMENTS OF MEZZ
CONSOLIDATED STATEMENTS OF MEZZANINE AND SHAREHOLDERS' EQUITY - USD ($) | Total | APCAffiliated Entity | Common Stock Outstanding | Additional Paid-in Capital | Retained Earnings (Accumulated Deficit) | Noncontrolling Interest | Mezzanine Equity – Noncontrolling Interest in APCNoncontrolling Interest |
Balance at beginning at Dec. 31, 2016 | $ 87,587,720 | $ 25,068 | $ 87,954,346 | $ (773,311) | $ 381,617 | $ 162,855,554 | |
Balance at beginning (in shares) at Dec. 31, 2016 | 25,067,953 | ||||||
Increase (Decrease) in Stockholders' Equity | |||||||
Net income | 27,352,116 | 25,801,842 | 1,550,274 | 18,472,212 | |||
Shares repurchased | (1,652,286) | $ (133) | (1,652,153) | (1,523,550) | |||
Shares repurchased (in shares) | (132,752) | ||||||
Shares issued for cash and exercise of options | 2,059,533 | $ 233 | 2,059,300 | 266,000 | |||
Shares issued for cash and exercise of options (in shares) | 232,254 | ||||||
Share-based compensation | 1,933,588 | 1,933,588 | 809,528 | ||||
Distribution of derivative assets - warrants | (5,294,000) | (5,294,000) | |||||
Noncontrolling interest capital change | 859,430 | 859,430 | |||||
Dividends | (19,697,923) | (18,000,000) | (1,697,923) | (8,750,000) | |||
Reclassification of liability for unissued shares to equity | 1,237,650 | $ 508 | 1,237,142 | ||||
Reclassification of liability for unissued shares to equity (in shares) | 508,135 | ||||||
Effect of share exchange in Merger | 64,421,383 | $ 6,109 | 61,273,274 | 3,142,000 | |||
Effect of share exchange in Merger (in shares) | 6,109,205 | ||||||
Shares issued upon conversion of Alliance Note | 5,376,215 | $ 520 | 5,375,695 | ||||
Shares issued upon conversion of Alliance Note (in shares) | 520,081 | ||||||
Balance at ending at Dec. 31, 2017 | 164,183,426 | $ 32,305 | 158,181,192 | 1,734,531 | 4,235,398 | 172,129,744 | |
Balance at ending (in shares) at Dec. 31, 2017 | 32,304,876 | ||||||
Balance at beginning at Dec. 31, 2016 | 87,587,720 | $ 25,068 | 87,954,346 | (773,311) | 381,617 | 162,855,554 | |
Balance at beginning (in shares) at Dec. 31, 2016 | 25,067,953 | ||||||
Balance at ending at Dec. 31, 2018 | 181,544,152 | $ 34,578 | 162,723,051 | 17,788,203 | 998,320 | 225,117,029 | |
Balance at ending (in shares) at Dec. 31, 2018 | 34,578,040 | ||||||
Balance at beginning at Dec. 31, 2017 | 164,183,426 | $ 32,305 | 158,181,192 | 1,734,531 | 4,235,398 | 172,129,744 | |
Balance at beginning (in shares) at Dec. 31, 2017 | 32,304,876 | ||||||
Increase (Decrease) in Stockholders' Equity | |||||||
Net income | $ 12,377,614 | 10,835,002 | 1,542,612 | 47,889,877 | |||
Shares issued for cash and exercise of options (in shares) | 488,464 | ||||||
Purchase price adjustment from Merger | $ 868,000 | 868,000 | |||||
Repurchase of treasury shares | 432,113 | $ (168) | (3,783,921) | 4,216,202 | (1,263,554) | ||
Repurchase of treasury shares (in shares) | (168,493) | ||||||
Shares issued for exercise of options and warrants | 3,996,680 | $ 884 | 3,995,796 | 200,000 | |||
Shares issued for exercise of options and warrants (in shares) | 884,259 | ||||||
Share-based compensation | 631,561 | $ 37 | 631,524 | 809,528 | |||
Share-based compensation (in shares) | 37,593 | ||||||
Distribution of derivative assets - warrants | 0 | ||||||
Noncontrolling interest capital change | 27,500 | 27,500 | |||||
Dividends | (1,975,010) | (1,975,010) | (2,000,000) | ||||
Acquisition of additional shares in consolidated entity | (200) | 2,831,980 | (2,832,180) | ||||
Release of 50% holdback shares | $ 1,520 | (1,520) | |||||
Release of 50% holdback shares (in shares) | 1,519,805 | ||||||
Balance at ending at Dec. 31, 2018 | 181,544,152 | $ 34,578 | 162,723,051 | 17,788,203 | 998,320 | 225,117,029 | |
Balance at ending (in shares) at Dec. 31, 2018 | 34,578,040 | ||||||
Increase (Decrease) in Stockholders' Equity | |||||||
Net income | $ 15,865,570 | 14,116,545 | 1,749,025 | 1,807,747 | |||
Shares issued for cash and exercise of options (in shares) | 241,214 | ||||||
Repurchase of treasury shares | $ (7,286,385) | $ (601) | (7,285,784) | (283,300) | |||
Repurchase of treasury shares (in shares) | (601,581) | ||||||
Shares issued for exercise of options and warrants | 3,233,242 | $ 418 | 3,232,824 | ||||
Shares issued for exercise of options and warrants (in shares) | 418,619 | ||||||
Share-based compensation | 939,715 | $ 2 | 939,713 | 607,146 | |||
Share-based compensation (in shares) | 1,599 | ||||||
Distribution of derivative assets - warrants | 0 | ||||||
Noncontrolling interest capital change | 27,500 | 27,500 | |||||
Stock subscription | 754,998 | ||||||
Shares issued in connection with business acquisition | 414,250 | ||||||
Cost of equity issuance of preferred shares | (878,309) | ||||||
Dividends | $ (1,988,646) | $ (8,900,000) | (1,988,646) | (60,000,000) | |||
Effect of share exchange in Merger (in shares) | 535,392 | ||||||
Reclassification of options liability to equity | 1,185,025 | ||||||
Release of 50% holdback shares | $ 1,511 | (1,511) | |||||
Release of 50% holdback shares (in shares) | 1,511,380 | ||||||
Balance at ending at Dec. 31, 2019 | $ 192,335,148 | $ 35,908 | $ 159,608,293 | $ 31,904,748 | $ 786,199 | $ 168,724,586 | |
Balance at ending (in shares) at Dec. 31, 2019 | 35,908,057 |
CONSOLIDATED STATEMENTS OF ME_2
CONSOLIDATED STATEMENTS OF MEZZANINE AND SHAREHOLDERS' EQUITY (Parenthetical) | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Holdback shares | ||
Vesting percentage | 50.00% | 50.00% |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Cash flows from operating activities | |||
Net income | $ 17,673,317 | $ 60,267,491 | $ 45,824,328 |
Adjustments to reconcile net income to net cash provided by operating activities: | |||
Depreciation and amortization | 18,753,270 | 19,303,179 | 19,075,353 |
Loss on disposal of property and equipment | 0 | 41,784 | 0 |
Impairment of goodwill and intangible assets | 1,994,000 | 3,798,866 | 2,431,791 |
Provision for doubtful accounts | (1,363,363) | 3,887,647 | 0 |
Share-based compensation | 1,546,861 | 1,441,089 | 2,743,116 |
Gain on loan assumption | (2,250,000) | 0 | 0 |
Unrealized (gain) loss from investment in equity securities | (9,119) | 25,005 | (86,005) |
Gain on settlement of preexisting note receivable from ApolloMed | 0 | 0 | (921,938) |
Gain from investments – fair value adjustments | 0 | 0 | (13,697,018) |
Change in fair value of derivative instrument | 0 | 0 | 44,886 |
Loss from equity method investments | 6,900,859 | 8,125,285 | 1,112,541 |
Deferred tax | (6,800,919) | (8,345,235) | (20,675,807) |
Changes in operating assets and liabilities, net of acquisition amounts: | |||
Receivable, net | 10,713,803 | (263,191) | 4,108,970 |
Receivable, net – related parties | (1,435,306) | (28,363,108) | 6,593,783 |
Other receivable | (15,079,346) | 0 | 0 |
Prepaid expenses and other current assets | (2,755,599) | (2,813,564) | 1,260,064 |
Right-of-use assets | 2,479,862 | ||
Other assets | (572,213) | 2,446 | (220,925) |
Accounts payable and accrued expenses | (4,883,243) | (22,669,230) | (3,687,022) |
Fiduciary accounts payable | 488,483 | 0 | 0 |
Capitation incentives payable | 0 | (21,500,000) | 1,878,355 |
Medical liabilities | (2,391,459) | 4,134,209 | 5,661,313 |
Income taxes payable | (7,092,994) | 8,423,366 | 388,138 |
Operating lease liabilities | (2,243,511) | ||
Net cash provided by operating activities | 13,673,383 | 25,496,039 | 51,833,923 |
Cash flows from investing activities | |||
Cash acquired from Merger | 0 | 0 | 37,112,775 |
Cash received from consolidation of VIE | 0 | 0 | 228,287 |
Purchases of marketable securities | (115,402,452) | (9,013) | (5,283) |
Proceeds from loan receivable | 0 | 0 | 200,000 |
Advances on loans receivable | (11,425,000) | (7,500,000) | (10,000,000) |
Dividends received from equity method investments | 240,000 | 607,411 | 1,240,000 |
Proceeds on sale of investments in a privately held entity | 0 | 0 | 25,000 |
Payments for business acquisitions, net of cash acquired | (49,402,514) | 0 | 0 |
Purchases of investments in privately held entities | (491,000) | (405,000) | 0 |
Purchases of investments – equity method | (3,108,000) | (16,706,152) | 0 |
Purchases of property and equipment | (1,041,670) | (1,170,064) | (2,084,770) |
Net cash (used in) provided by investing activities | (180,630,636) | (25,182,818) | 26,716,009 |
Cash flows from financing activities | |||
Dividends paid | (61,717,367) | (17,758,808) | (10,447,923) |
Change in noncontrolling interest capital | 27,500 | 27,300 | 0 |
Borrowings on long-term debt | 250,000,000 | 8,000,000 | 5,000,000 |
Borrowings on line of credit | 39,600,000 | 0 | 0 |
Advances by NMM to ApolloMed prior to the Merger | 0 | 0 | (9,000,000) |
Repayments on long-term debt | (2,375,000) | 0 | 0 |
Repayments on bank loan, and lines of credit | (52,640,258) | (495,134) | 0 |
Payment of capital lease obligations | (101,741) | (98,735) | (102,348) |
Proceeds from exercise of stock options included in liabilities | 0 | 0 | 425,025 |
Proceeds from exercise of stock options and warrants | 3,123,709 | 3,996,677 | 164,797 |
Proceeds from common stock offering | 754,998 | 200,000 | 2,160,736 |
Repurchase of common shares | (7,569,685) | (5,047,643) | (3,175,836) |
Cost of debt and equity issuances | (5,771,444) | 0 | 0 |
Net cash used in financing activities | 163,330,712 | (11,176,343) | (14,975,549) |
Net (decrease) increase in cash, cash equivalents and restricted cash | (3,626,541) | (10,863,122) | 63,574,383 |
Cash, cash equivalents and restricted cash, beginning of year | 107,636,973 | 118,500,095 | 54,925,712 |
Cash, cash equivalents and restricted cash, end of year | 104,010,432 | 107,636,973 | 118,500,095 |
Supplemental disclosures of cash flow information | |||
Cash paid for income taxes | 20,200,000 | 23,642,662 | 24,362,223 |
Cash paid for interest | 4,257,536 | 462,336 | 51,043 |
Supplemental disclosures of non-cash investing and financing activities | |||
Cashless exercise of stock options | 0 | 109 | 0 |
Deferred tax liability adjusted to goodwill | 6,334,368 | 1,110,456 | 0 |
Reclassification of liability for equity shares | 1,185,025 | 0 | 0 |
Purchase price adjustment for acceleration of vested stock options | 0 | 868,000 | 0 |
Conversion of loan receivable to investment in Accountable Health Care, IPA | 0 | 5,000,000 | 0 |
Reclassification of dividends related to share repurchase | 0 | 4,216,202 | 0 |
Reclassification of APS noncontrolling interest to equity related to purchase of additional shares | 0 | 2,832,180 | 0 |
Distribution of warrants to former NMM shareholders | 0 | 0 | 5,294,000 |
Issuance of common stock upon conversion of debt and accrued interest | 0 | 0 | 5,376,215 |
Reclassification of liability for unissued common shares payable to equity | 0 | 0 | 1,237,650 |
Non-cash purchase consideration for acquisition | 0 | 0 | 61,092,050 |
Reconciliation of cash, cash equivalents, and restricted cash | |||
Cash and cash equivalents | 103,189,328 | 106,891,503 | 99,749,199 |
Total cash, cash equivalents, and restricted cash shown in the statement of cash flows | 104,010,432 | 107,636,973 | 118,500,095 |
Unvested stock compensation | |||
Supplemental disclosures of non-cash investing and financing activities | |||
Non-cash purchase consideration for acquisition | 0 | 0 | 187,333 |
NMM | |||
Supplemental disclosures of non-cash investing and financing activities | |||
Non-cash purchase consideration for acquisition | 0 | 0 | 5,129,000 |
Preferred stock | |||
Supplemental disclosures of non-cash investing and financing activities | |||
Non-cash purchase consideration for acquisition | 0 | 0 | 19,118,000 |
Affiliated Entity | APC | |||
Supplemental disclosures of non-cash investing and financing activities | |||
APC stock issued in exchange for AMG | $ 414,250 | $ 0 | $ 0 |
CONSOLIDATED STATEMENTS OF CA_2
CONSOLIDATED STATEMENTS OF CASH FLOWS (Parenthetical) | Dec. 31, 2017 |
APAACO | NMM | |
Ownership interest | 50.00% |
Description of Business
Description of Business | 12 Months Ended |
Dec. 31, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Description of Business | Description of Business Apollo Medical Holdings, Inc. (“ApolloMed”) entered into an Agreement and Plan of Merger dated as of December 21, 2016 (as amended on March 30, 2017 and October 17, 2017) (the “Merger Agreement”) with Apollo Acquisition Corp., a California corporation and wholly-owned subsidiary of ApolloMed, (“Merger Subsidiary”), Network Medical Management, Inc. (“NMM”), and Kenneth Sim, M.D., in his capacity as the representative of the shareholders of NMM, pursuant to which Merger Subsidiary merged with and into NMM, with NMM as the surviving corporation (the “Merger”). The Merger closed and became effective on December 8, 2017 (the “Closing”) (see Note 3). As a result of the Merger, NMM is now a wholly-owned subsidiary of ApolloMed and the former NMM shareholders own a majority of the issued and outstanding common stock of ApolloMed and control of the board of directors of ApolloMed. Effective as of the Closing, ApolloMed’s board of directors approved a change in ApolloMed’s fiscal year end from March 31 to December 31 to correspond with NMM’s fiscal year end prior to the Merger. The combined company, following the Merger, together with its affiliated physician groups and consolidated entities (collectively, the “Company”) is a physician-centric integrated population health management company working to provide coordinated, outcomes-based medical care in a cost-effective manner and to patients in California, the majority of whom are covered by private or public insurance such as Medicare, Medicaid and health maintenance organization (“HMO”) plans, with a portion of the Company’s revenue coming from non-insured patients. The Company provides care coordination services to each major constituent of the healthcare delivery system, including patients, families, primary care physicians, specialists, acute care hospitals, alternative sites of inpatient care, physician groups and health plans. The Company’s physician network consists of primary care physicians, specialist physicians and hospitalists. The Company operates primarily through the following subsidiaries of ApolloMed: NMM, Apollo Medical Management, Inc. (“AMM”), APA ACO, Inc. (“APAACO”) and Apollo Care Connect, Inc. (“Apollo Care Connect”), and their consolidated entities. NMM was formed in 1994 as a management service organization (“MSO”) for the purposes of providing management services to medical companies and independent practice associations (“IPAs”). The management services cover primarily billing, collection, accounting, administrative, quality assurance, marketing, compliance and education. Allied Physicians of California IPA, a Professional Medical Corporation d.b.a. Allied Pacific of California (“APC”) was incorporated on August 17, 1992 for the purpose of arranging health care services as an IPA. APC has contracts with various HMOs or licensed health care service plans as defined in the California Knox-Keene Health Care Service Plan Act of 1975. Each HMO negotiates a fixed amount per member per month (“PMPM”) that is to be paid to APC. In return, APC arranges for the delivery of health care services by contracting with physicians or professional medical corporations for primary care and specialty care services. APC assumes the financial risk of the cost of delivering health care services in excess of the fixed amounts received. Some of the risk is transferred to the contracted physicians or professional corporations. The risk is also minimized by stop-loss provisions in contracts with HMOs. On July 1, 1999, APC entered into an amended and restated management and administrative services agreement with NMM (initial management services agreement was entered into in 1997) for an initial fixed term of 30 years . In accordance with relevant accounting guidance, APC is determined to be a VIE as NMM is the primary beneficiary with the ability to direct the activities that most significantly affect APC’s economic performance through its majority representation of the APC Joint Planning Board. Accordingly, APC is consolidated by NMM. AP-AMH Medical Corporation (“AP-AMH”) was formed on May 7, 2019 as a designated shareholder professional corporation. Dr. Thomas Lam, a shareholder, and the Chief Executive Officer and Chief Financial Officer of APC and Co-Chief Executive Officer of ApolloMed, is the sole shareholder of AP-AMH. ApolloMed makes all the decisions on behalf of AP-AMH and funds and receives all the distributions from its operations. ApolloMed has the right to receive benefits from the operations of AP-AMH and has the option, but not the obligation, to cover its losses. AP-AMH's sole function and only activity is to act as the nominee shareholder for ApolloMed's investments in APC. Therefore, AP-AMH is controlled and consolidated by ApolloMed as the primary beneficiary of this variable interest entity (“VIE”). On September 11, 2019 , ApolloMed completed the following series of transactions with its affiliates, AP-AMH and APC: 1. The Company loaned AP-AMH $545.0 million pursuant to a ten -year secured loan agreement. The loan bears interest at a rate of 10% per annum simple interest, is not prepayable (except in certain limited circumstances), requires quarterly payments of interest only in arrears, and is secured by a first priority security interest in all of AP-AMH's assets, including the shares of APC Series A Preferred Stock to be purchased by AP-AMH. To the extent that AP-AMH is unable to make any interest payment when due because it has received dividends on the APC Series A Preferred Stock insufficient to pay in full such interest payment, then the outstanding principal amount of the loan will be increased by the amount of any such accrued but unpaid interest, and any such increased principal amounts will bear interest at the rate of 10.75% per annum simple interest. 2. AP-AMH purchased 1,000,000 shares of APC Series A Preferred Stock for aggregate consideration of $545.0 million in a private placement. Under the terms of the APC Certificate of Determination of Preferences of Series A Preferred Stock (the "Certificate of Determination"), AP-AMH is entitled to receive preferential, cumulative dividends that accrue on a daily basis and that are equal to the sum of (i) APC's net income from Healthcare Services (as defined in the Certificate of Determination), plus (ii) any dividends received by APC from certain of APC's affiliated entities, less (iii) any Retained Amounts (as defined in the Certificate of Determination). During the year ended December 31, 2019, APC distributed $8.9 million to ApolloMed as preferred returns. 3. APC purchased 15,015,015 shares of the Company's common stock for total consideration of $300.0 million in private placement. In connection therewith, the Company granted APC certain registration rights with respect to the Company's common stock that APC purchased, and APC agreed that APC votes in excess of 9.99% of the Company's then outstanding shares will be voted by proxy given to the Company's management, and that those proxy holders will cast the excess votes in the same proportion as all other votes cast on any specific proposal coming before the Company's stockholders. 4. The Company licensed to AP-AMH the right to use certain tradenames for certain specified purposes for a fee equal to a percentage of the aggregate gross revenues of AP-AMH. The license fee is payable out of any Series A Preferred Stock dividends received by AP-AMH from APC. 5. Through its subsidiary, NMM, the Company agreed to provide certain administrative services to AP-AMH for a fee equal to a percentage of the aggregate gross revenues of AP-AMH. The administrative fee also is payable out of any APC Series A Preferred Stock dividends received by AP-AMH from APC. As of a result of the transaction, APC's ownership in ApolloMed increased to 32.50% at December 31, 2019 from 4.82% at December 31, 2018 . Concourse Diagnostic Surgery Center, LLC (“CDSC”) was formed on March 25, 2010 in the state of California. CDSC is an ambulatory surgery center in City of Industry, California, is organized by a group of highly qualified physicians, and the surgical center utilizes some of the most advanced equipment in Eastern Los Angeles County and San Gabriel Valley. The facility is Medicare Certified and accredited by the Accreditation Association for Ambulatory Healthcare, Inc. As of December 31, 2019 APC's ownership percentage in CDSC’s capital stock was 45.01% . CDSC is consolidated as a VIE by APC as it was determined that APC has a controlling financial interest in CDSC and is the primary beneficiary of CDSC. APC-LSMA Designated Shareholder Medical Corporation ("APC-LSMA") was formed on October 15, 2012 as a designated shareholder professional corporation. Dr. Thomas Lam, a shareholder and the Chief Executive Officer and Chief Financial Officer of APC and Co-Chief Executive Officer of ApolloMed, is a nominee shareholder of APC-LSMA. APC makes all investment decisions on behalf of APC-LSMA, funds all investments and receives all distributions from the investments. APC has the obligation to absorb losses and right to receive benefits from all investments made by APC-LSMA. APC-LSMA’s sole function is to act as the nominee shareholder for APC in other California medical professional corporations. Therefore, APC-LSMA is controlled and consolidated by APC as the primary beneficiary of this VIE. The only activity of APC-LSMA is to hold the investments in medical corporations, including the IPA lines of business of LaSalle Medical Associates (“LMA”), Pacific Medical Imaging and Oncology Center, Inc. (“PMIOC”), Diagnostic Medical Group (“DMG”) and AHMC International Cancer Center, a Medical Corporation (“ICC”). APC-LSMA also holds a 100% ownership interest in Maverick Medical Group, Inc. (“MMG”), Alpha Care Medical Group, Inc. (“Alpha Care”), Accountable Health Care IPA, a Professional Medical Corporation ("Accountable Health Care"), and AMG, a Professional Medical Corporation ("AMG"). Alpha Care, an IPA, was acquired 100% by APC-LSMA on May 31, 2019 for an aggregate purchase price of $45.1 million in cash, has been operating in California since 1993 and is a risk bearing organization engaged in providing professional services under capitation arrangements with its contracted health plans through a provider network consisting of primary care and specialty care physicians. Alpha Care specializes in delivering high-quality healthcare to over 174,000 enrollees, as of December 31, 2019 , and focuses on Medi-Cal/Medicaid, Commercial, Medicare and Dual Eligible members in the Riverside and San Bernardino counties of Southern California (see Note 3). Accountable Health Care is a California based IPA that has served the local community in the greater Los Angeles County area through a network of physicians and health care providers for more than 20 years. Accountable Health Care currently has a network of over 400 primary care physicians and 700 specialty care physicians, and five community and regional hospital medical centers that provide quality health care services to more than 84,000 members of three federally qualified health plans and multiple product lines, including Medi-Cal, Commercial, Medicare and the California Healthy Families program. On August 30, 2019, APC and APC-LSMA acquired the remaining outstanding shares of capital stock they did not already own (comprising 75% ) for $7.3 million in cash (see Note 3 and Note 6). AMG is a network of family practice clinics operating in three main locations in Southern California. AMG provides professional and post-acute care services to Medicare, Medi-Cal/Medicaid, and Commercial patients through its networks of doctors and nurse practitioners. On September 10, 2019, APC-LSMA acquired 100% of the aggregate issued and outstanding shares of capital stock of AMG for $1.2 million in cash and $0.4 million of APC common stock (see Note 3). Universal Care Acquisition Partners, LLC (“UCAP”), a 100% owned subsidiary of APC, was formed on June 4, 2014, for the purpose of holding the investment in Universal Care, Inc. (“UCI”). APAACO, a wholly-owned subsidiary of ApolloMed, has participated in the next generation accountable care organization (“NGACO") model of the Centers for Medicare & Medicaid Services (“CMS”) since January 2017. The NGACO Model is a new CMS program that allows provider groups to assume higher levels of financial risk and potentially achieve a higher reward from participating in this new attribution-based risk sharing model. In addition to APAACO, NMM and AMM previously operated three accountable care organizations (“ACOs”) that participated in the Medicare Shared Savings Program (“MSSP”), the goal of which was to improve the quality of patient care and outcomes through more efficient and coordinated approach among providers. MSSP revenues are uncertain, and, if such amounts are payable by CMS, they will be paid on an annual basis significantly after the time earned, and are contingent on various factors, including achievement of the minimum savings rate for the relevant period. Such payments are earned and made on an “all or nothing” basis. AMM, a wholly-owned subsidiary of ApolloMed, manages affiliated medical groups, consisting of ApolloMed Hospitalists (“AMH”), a hospitalist company and Southern California Heart Centers (“SCHC”). AMH provides hospitalist, intensivist and physician advisor services. SCHC is a specialty clinic that focuses on cardiac care and diagnostic testing. Apollo Care Connect, a wholly-owned subsidiary of ApolloMed, provides a cloud and mobile-based population health management platform that includes digital care plans, a case management module, connectivity with multiple healthcare tracking devices and the ability to integrate with multiple electronic health records to capture clinical data. |
Basis of Presentation and Summa
Basis of Presentation and Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2019 | |
Accounting Policies [Abstract] | |
Basis of Presentation and Summary of Significant Accounting Policies | Basis of Presentation and Summary of Significant Accounting Policies Basis of Presentation The accompanying consolidated financial statements have been prepared by management in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”). Principles of Consolidation The consolidated balance sheets as of December 31, 2019 and 2018 and consolidated statements of income for the years ended December 31, 2019 , 2018 and 2017 include the accounts of ApolloMed, its consolidated subsidiaries NMM, AMM, APAACO, and Apollo Care Connect, including ApolloMed's consolidated VIE, AP-AMH, NMM’s subsidiaries, APCN-ACO and AP-ACO, NMM’s consolidated VIE, APC, APC’s subsidiary, UCAP, and APC’s consolidated VIEs, CDSC, APC-LSMA, ICC, and APC-LSMA's consolidated subsidiaries Alpha Care and Accountable Health Care. All material intercompany balances and transactions have been eliminated in consolidation. Use of Estimates The preparation of the consolidated financial statements and related disclosures in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. The more significant items subject to such estimates and assumptions include collectability of receivables, recoverability of long-lived and intangible assets, business combination and goodwill valuation and impairment, accrual of medical liabilities (including historical medical loss ratios (“MLR”), and incurred, but not reported (“IBNR”) claims), determination of full-risk revenue and receivables (including constraints and completion factors), income taxes and valuation of share-based compensation. Management evaluates its estimates and assumptions on an ongoing basis using historical experience and other factors, including the current economic environment, and makes adjustments when facts and circumstances dictate. As future events and their effects cannot be determined with precision, actual results could differ materially from those estimates and assumptions. Variable Interest Entities On an ongoing basis, as circumstances indicate the need for reconsideration, the Company evaluates each legal entity that is not wholly owned by it in accordance with the consolidation guidance. The evaluation considers all of the Company’s variable interests, including equity ownership, as well as management services agreements (“MSA”). To fall within the scope of the consolidation guidance, an entity must meet both of the following criteria: • The entity has a legal structure that has been established to conduct business activities and to hold assets; such entity can be in the form of a partnership, limited liability company, or corporation, among others; and • The Company has a variable interest in the legal entity – i.e., variable interests that are contractual, such as equity ownership, or other financial interests that change with changes in the fair value of the entity’s net assets. If an entity does not meet both criteria above, the Company applies other accounting guidance, such as the cost or equity method of accounting. If an entity does meet both criteria above, the Company evaluates such entity for consolidation under either the variable interest model if the legal entity meets any of the following characteristics to qualify as a VIE, or under the voting model for all other legal entities that are not VIEs. A legal entity is determined to be a VIE if it has any of the following three characteristics: • The entity does not have sufficient equity to finance its activities without additional subordinated financial support; • The entity is established with non-substantive voting rights (i.e., where the entity deprives the majority economic interest holder(s) of voting rights); or • The equity holders, as a group, lack the characteristics of a controlling financial interest. Equity holders meet this criterion if they lack any of the following: • The power, through voting rights or similar rights, to direct the activities of the entity that most significantly influence the entity’s economic performance, as evidenced by: • Substantive participating rights in day-to-day management of the entity’s activities; or • Substantive kick-out rights over the party responsible for significant decisions; • The obligation to absorb the entity’s expected losses; or • The right to receive the entity’s expected residual returns. If the Company concludes that any of the three characteristics of a VIE are met, the Company will conclude that the entity is a VIE and evaluate it for consolidation under the variable interest model. Variable interest model If an entity is determined to be a VIE, the Company evaluates whether the Company is the primary beneficiary. The primary beneficiary analysis is a qualitative analysis based on power and economics. The Company consolidates a VIE if both power and benefits belongs to the Company – that is, the Company (i) has the power to direct the activities of a VIE that most significantly influence the VIE’s economic performance (power), and (ii) has the obligation to absorb losses of, or the right to receive benefits from, the VIE that could potentially be significant to the VIE (benefits). The Company consolidates VIEs whenever it is determined that the Company is the primary beneficiary. Refer Note 18 – “Variable Interest Entities (VIEs)” to the consolidated financial statements for information on the Company’s consolidated VIE. If there are variable interests in a VIE but the Company is not the primary beneficiary, the Company may account for the investment using the equity method of accounting, refer to Note 6 – “Investments in Other Entities” for entities that qualify as VIEs but the Company is not the primary beneficiary. Business Combinations The Company uses the acquisition method of accounting for all business combinations, which requires assets and liabilities of the acquiree to be recorded at fair value, to measure the fair value of the consideration transferred, including contingent consideration, to be determined on the acquisition date, and to account for acquisition related costs separately from the business combination. Reportable Segments The Company operates under one reportable segment, the healthcare delivery segment, and implements and operates innovative health care models to create a patient-centered, physician-centric experience. The Company reports its consolidated financial statements in the aggregate, including all activities in one reportable segment. Reclassifications Certain amounts disclosed in prior period financial statements have been reclassified to conform to the current period presentation. These reclassifications had no material effect on net income, cash flows or total assets. Cash and Cash Equivalents Cash and cash equivalents primarily consist of money market funds and certificates of deposit. The Company considers all highly liquid investments that are both readily convertible into known amounts of cash and mature within ninety days from their date of purchase to be cash equivalents. The Company maintains its cash in deposit accounts with several banks, which at times may exceed Federal Deposit Insurance Corporation (“FDIC”) insured limits. The Company believes it is not exposed to any significant credit risk on its cash and cash equivalents. As of December 31, 2019 and 2018 , the Company’s deposit accounts with banks exceeded the FDIC’s insured limit by approximately $226.5 million , which included approximately $116.5 million in certificates of deposit that was treated as marketable securities (see section below) and $118.6 million , respectively. The Company has not experienced any losses to date and performs ongoing evaluations of these financial institutions to limit the Company’s concentration of risk exposure. Restricted Cash Restricted cash consists of cash held as collateral to secure standby letters of credits as required by certain contracts. As of December 31, 2019 and December 31, 2018 , there was $0.1 million and $0 , respectively, included in restricted cash short-term in the accompanying consolidated balance sheets. Investments in Marketable Securities The appropriate classification of investments is determined at the time of purchase and such designation is reevaluated at each balance sheet date. As of December 31, 2019 and 2018 , marketable securities in the amount of approximately $116.5 million and $1.1 million , consist of certificates of deposit with various financial institutions with maturity dates from four months to twenty-four months (see fair value measurements of financial instruments below). Investments in certificates of deposits are classified as Level 1 investments in the fair value hierarchy. Receivables and Receivables – Related Parties The Company’s receivables are comprised of accounts receivable, capitation and claims receivable, risk pool settlements and incentive receivables, management fee income and other receivables. Accounts receivable are recorded and stated at the amount expected to be collected. The Company’s receivables – related parties are comprised of risk pool settlements and incentive receivables, management fee income and other receivables. Receivables – related parties are recorded and stated at the amount expected to be collected. Capitation and claims receivable relate to each health plan’s capitation, which is received by the Company in the month following the month of service. Risk pool settlements and incentive receivables mainly consist of the Company’s full risk pool receivable that is recorded quarterly based on reports received from our hospital partners and management’s estimate of the Company’s portion of the estimated risk pool surplus for open performance years. Settlement of risk pool surplus or deficits occurs approximately 18 months after the risk pool performance year is completed. Other receivables include fee-for-services (“FFS”) reimbursement for patient care, claims recovery, certain expense reimbursements, and stop loss insurance premium reimbursements. The Company maintains reserves for potential credit losses on accounts receivable. Management reviews the composition of accounts receivable and analyzes historical bad debts, customer concentrations, customer credit worthiness, current economic trends and changes in customer payment patterns to evaluate the adequacy of these reserves. The Company also regularly analyzes the ultimate collectability of accounts receivable after certain stages of the collection cycle using a look-back analysis to determine the amount of receivables subsequently collected and adjustments are recorded when necessary. Reserves are recorded primarily on a specific identification basis. Amounts are recorded as a receivable when the Company is able to determine amounts receivable under these contracts and/or agreements based on information provided and collection is reasonably likely to occur. The Company continuously monitors its collections of receivables and its policy is to write off receivables when they are determined to be uncollectible. As of December 31, 2019 and 2018 , the Company's allowance for doubtful accounts were approximately $2.9 million and approximately $4.3 million , respectively. Concentrations of Risks The Company disaggregates revenue from contracts by service type and payor type. This level of detail provides useful information pertaining to how the Company generates revenue by significant revenue stream and by type of direct contracts. The consolidated statements of income present disaggregated revenue by service type. All of the revenues are generated from healthcare delivery in the state of California. The following table presents disaggregated revenue generated by each payor type: Years Ended December 31, 2019 2018 2017 Commercial $107,339,950 $113,000,115 $116,947,692 Medicare 226,001,659 226,353,120 120,448,509 Medicaid 192,595,964 134,904,142 92,590,894 Other third parties 34,680,524 45,650,375 26,368,835 Revenue $ 560,618,097 $ 519,907,752 $ 356,355,930 The Company had major payors that contributed the following percentages of net revenue: Years Ended December 31, 2019 2018 2017 Payor A 13.6 % 14.6 % 14.1 % Payor B 13.4 % 18.7 % 18.1 % Payor C *% *% 11.1 % Payor D *% 14.1 % 11.3 % Payor E 11.7 % 14.1 % *% Payor F 12.9 % *% *% * Less than 10% of total net revenues The Company had major payors that contributed to the following percentages of gross receivables: As of December 31, 2019 2018 Payor G 30.4 % 34.1 % Payor H 36.0 % 42.2 % Land, Property and Equipment, Net Land is carried at cost and is not depreciated as it is considered to have an infinite useful life. Property and equipment, including leasehold improvements, are carried at cost less accumulated depreciation and amortization. Depreciation is provided principally on the straight-line method over the estimated useful lives of the assets ranging from three to ten years . Leasehold improvements are amortized on a straight-line basis over the shorter of the terms of the respective leases or the expected useful lives of those improvements. Maintenance and repairs are charged to expense as incurred. Upon sale or retirement, the asset cost and related accumulated depreciation and amortization is removed from the accounts, and any related gain or loss is included in the determination of consolidated net income. Fair Value Measurements of Financial Instruments The Company’s financial instruments consist of cash and cash equivalents, restricted cash, investment in marketable securities, receivables, loans receivable – related parties, accounts payable, certain accrued expenses, capital lease obligations, bank loan, and current portion of long-term debt. The carrying values of the financial instruments classified as current in the accompanying consolidated balance sheets are considered to be at their fair values, due to the short maturity of these instruments. The carrying amounts of the loans receivable – related parties, finance lease liabilities, net of current portion, operating lease liabilities, net of current portion, line of credit – related party, and long-term debt approximate fair value as they bear interest at rates that approximate current market rates for debt with similar maturities and credit quality. Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 820, Fair Value Measurement (“ASC 820”), applies to all financial assets and financial liabilities that are measured and reported on a fair value basis and requires disclosure that establishes a framework for measuring fair value and expands disclosure about fair value measurements. ASC 820 establishes a fair value hierarchy for disclosures of the inputs to valuations used to measure fair value. This hierarchy prioritizes the inputs into three broad levels as follows: Level 1 —Inputs are unadjusted quoted prices in active markets for identical assets or liabilities that can be accessed at the measurement date. Level 2 —Inputs include quoted prices for similar assets and liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active, inputs other than quoted prices that are observable for the asset or liability (i.e., interest rates and yield curves), and inputs that are derived principally from or corroborated by observable market data by correlation or other means (market corroborated inputs). Level 3 —Unobservable inputs that reflect assumptions about what market participants would use in pricing the asset or liability. These inputs would be based on the best information available, including the Company’s own data. The carrying amounts and fair values of the Company’s financial instruments as of December 31, 2019 are presented below: Fair Value Measurements Level 1 Level 2 Level 3 Total Assets Money market accounts* $ 50,731,008 $ — $ — $ 50,731,008 Marketable securities – certificates of deposit 116,468,555 — — 116,468,555 Marketable securities – equity securities 70,118 — — 70,118 Total $ 167,269,681 $ — $ — $ 167,269,681 The carrying amounts and fair values of the Company’s financial instruments as of December 31, 2018 are presented below: Fair Value Measurements Level 1 Level 2 Level 3 Total Assets Money market accounts* $ 85,500,745 $ — $ — $ 85,500,745 Marketable securities – certificates of deposit 1,066,103 — — 1,066,103 Marketable securities – equity securities 60,999 — — 60,999 Total $ 86,627,847 $ — $ — $ 86,627,847 * Included in cash and cash equivalents There were no Level 2 or Level 3 inputs measured on a recurring or non-recurring basis for the years ended December 31, 2019 and 2018 . There have been no changes in Level 1, Level 2, or Level 3 classifications and no changes in valuation techniques for these assets for the year ended December 31, 2019 . Intangible Assets and Long-Lived Assets Intangible assets with finite lives include network/payor relationships, management contracts and member relationships and are stated at cost, less accumulated amortization and impairment losses. These intangible assets are amortized on the accelerated method using the discounted cash flow rate. Intangible assets with finite lives also include a patient management platform and tradename/trademarks whose valuations were determined using the cost to recreate method and the relief from royalty method, respectively. These assets are stated at cost, less accumulated amortization and impairment losses and is amortized using the straight-line method. Finite-lived intangibles and long-lived assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. If the expected future cash flows from the use of such assets (undiscounted and without interest charges) are less than the carrying value, a write-down would be recorded to reduce the carrying value of the asset to its estimated fair value. Fair value is determined based on appropriate valuation techniques. The Company determined that there was no impairment of its finite-lived intangible or long-lived assets during the year ended December 31, 2019 and 2018. For the year ended December 31, 2017 the Company wrote off the remaining carrying value of the intangible assets of APCN-ACO and AP-ACO of $2.4 million (included in impairment of goodwill and intangible assets in the accompanying consolidated statement of income), as these member relationships are no longer utilized by an entity controlled by NMM and therefore do not provide any future economic benefit. Goodwill and Indefinite-Lived Intangible Assets Under FASB ASC 350, Intangibles – Goodwill and Other (“ASC 350”), goodwill and indefinite-lived intangible assets are reviewed at least annually for impairment. At least annually, at the Company’s fiscal year end, or sooner if events or changes in circumstances indicate that an impairment has occurred, the Company performs a qualitative assessment to determine whether it is more likely than not that the fair value of each reporting unit is less than its carrying amount as a basis for determining whether it is necessary to complete quantitative impairment assessments for each of the Company’s three main reporting units (1) management services, (2) IPA, and (3) ACO. The Company is required to perform a quantitative goodwill impairment test only if the conclusion from the qualitative assessment is that it is more likely than not that a reporting unit’s fair value is less than the carrying value of its assets. Should this be the case, a quantitative analysis is performed to identify whether a potential impairment exists by comparing the estimated fair values of the reporting units with their respective carrying values, including goodwill. The impairment test involves comparing the fair values of the applicable reporting units with their aggregate carrying values, including goodwill. If the carrying value of a reporting unit exceeds the reporting unit's fair value, an impairment loss is recognized for the difference. The fair values of goodwill are determined using valuation techniques based on estimates, judgments and assumptions management believes are appropriate in the circumstances. At least annually, indefinite-lived intangible assets are tested for impairment. Impairment for intangible assets with indefinite lives exists if the carrying value of the intangible asset exceeds its fair value. The fair values of indefinite-lived intangible assets are determined using valuation techniques based on estimates, judgments and assumptions management believes are appropriate in the circumstances. The Company wrote off indefinite-lived intangible assets of approximately $2.0 million related to Medicare licenses, acquired as part of the Merger, and approximately $3.8 million of goodwill related to MMG during the years ended December 31, 2019 and December 31, 2018, respectively, as the Company will no longer utilized these assets and therefore these assets will not provide any future economic benefits. The write-offs are included in impairment of goodwill and intangible assets in the accompanying consolidated statements of income (refer to Note 3 and 5). There was no impairment of indefinite-lived intangible assets for the year ended December 31, 2017. Investments in Other Entities – Equity Method Equity Method The Company accounts for certain investments using the equity method of accounting when it is determined that the investment provides the Company with the ability to exercise significant influence, but not control, over the investee. Significant influence is generally deemed to exist if the Company has an ownership interest in the voting stock of the investee of between 20% and 50%, although other factors, such as representation on the investee’s board of directors, are considered in determining whether the equity method of accounting is appropriate. Under the equity method of accounting, the investment, originally recorded at cost, is adjusted to recognize the Company’s share of net earnings or losses of the investee and is recognized in the accompanying consolidated statements of income under “Loss from equity method investments” and also is adjusted by contributions to and distributions from the investee. Equity method investments are subject to impairment evaluation. During the years ended December 31, 2019 , the Company recognized an impairment loss of approximately $0.3 million related to its investment in PASC as the Company does not believe it will recover its investment balance. Such impairment loss is included in loss from equity method investments in the accompanying consolidated statements of income. There was no impairment loss recorded related to equity method investments for the years ended December 31, 2018 and 2017. Medical Liabilities APC, Alpha Care, Accountable Health Care, APAACO and MMG are responsible for integrated care that the associated physicians and contracted hospitals provide to its enrollees. APC, Alpha Care, Accountable Health Care, APAACO and MMG provide integrated care to HMOs, Medicare and Medi-Cal enrollees through a network of contracted providers under sub-capitation and direct patient service arrangements. Medical costs for professional and institutional services rendered by contracted providers are recorded as cost of services expenses in the accompanying consolidated statements of income. An estimate of amounts due to contracted physicians, hospitals, and other professional providers is included in medical liabilities in the accompanying consolidated balance sheets. Medical liabilities include claims reported as of the balance sheet date and estimated IBNR claims. Such estimates are developed using actuarial methods and are based on numerous variables, including the utilization of health care services, historical payment patterns, cost trends, product mix, seasonality, changes in membership, and other factors. The estimation methods and the resulting reserves are periodically reviewed and updated. Many of the medical contracts are complex in nature and may be subject to differing interpretations regarding amounts due for the provision of various services. Such differing interpretations may not come to light until a substantial period of time has passed following the contract implementation. During the year ended December 31, 2017 , as APAACO’s NGACO program was new and there was insufficient claims history, the medical liabilities for the NGACO program were estimated and recorded at 100% of the revenue less actual claims processed for or paid to in-network providers. The Company was notified by CMS that under the NGACO alternative payment arrangement the Company was paid an excess amount of approximately $34.5 million and $7.8 million related to the first performance year (January 1, 2017 through December 31, 2017 ) and second performance year (February 1, 2018 through December 31, 2018) with 18 month claims run outs, respectively. The excess amount for the first performance year was paid by the Company on December 4, 2018, the excess for the second performance year will be paid in February 2020 and have been accrued in accounts payable and accrued expense account in the accompanying consolidated balance sheet as of December 31, 2019 and 2018. The excess amount related to the first performance year was previously accrued as part of the medical liabilities accrual on December 31, 2017 . In 2018 and 2019 , the Company had sufficient claims history and was able to estimate such IBNR amount using the aforementioned method. Revenue Recognition The Company receives payments from the following sources for services rendered: (i) commercial insurers; (ii) the federal government under the Medicare program administered by CMS; (iii) state governments under the Medicaid and other programs; (iv) other third party payors (e.g., hospitals and IPAs); and (v) individual patients and clients. On January 1, 2018, the Company adopted the new revenue recognition standard Accounting Standards Update (“ASU”) 2014-09, “Revenue from Contracts with Customers (Topic 606)”, using the modified retrospective method. Modified retrospective adoption requires entities to apply the standard retrospectively to the most current period presented in the financial statements, requiring the cumulative effect of the retrospective application as an adjustment to the opening balance of retained earnings and noncontrolling interests at the date of initial application. Revenue from substantially all of the Company’s contracts with customers continues to be recognized over time as services are rendered. The Company has elected to apply the modified retrospective method only to contracts not completed as of January 1, 2018. The 2017 comparative information has not been restated and continues to be reported under the accounting standards in effect for that period (“ASC 605”) (See Note 16). Under the new revenue standard, the Company has elected to apply the following practical expedients and optional exemptions: • Recognize incremental costs of obtaining a contract with amortization periods of one year or less as expense when incurred. These costs are recorded within general and administrative expenses. • Recognize revenue in the amount of consideration to which the Company has a right to invoice the customer if that amount corresponds directly with the value to the customer of the Company’s services completed to date. • Exemptions from disclosing the value of unsatisfied performance obligations for (i) contracts with an original expected length of one year or less, (ii) contracts for which revenue is recognized in the amount of consideration to which the Company has a right to invoice for services performed, and (iii) contracts for which variable consideration is allocated entirely to a wholly unsatisfied performance obligation or to a wholly unsatisfied promise to transfer a distinct service that forms part of a single performance obligation. • Use a portfolio approach for the fee-for-service (FFS) revenue stream to group contracts with similar characteristics and analyze historical cash collections trends. • No adjustment is made for the effects of a significant financing component as the period between the time of service and time of payment is typically one year or less. Nature of Services and Revenue Streams Revenue primarily consists of capitation revenue, risk pool settlements and incentives, NGACO All-Inclusive Population-Based Payments (“AIPBP”) revenue, management fee income, and FFS revenue. Revenue is recorded in the period in which services are rendered or the period in which the Company is obligated to provide services. The form of billing and related risk of collection for such services may vary by type of revenue and the customer. The following is a summary of the principal forms of the Company’s billing arrangements and how revenue is recognized for each. Capitation, net Managed care revenues of the Company consist primarily of capitated fees for medical services provided by the Company under a capitated arrangement directly made with various managed care providers including HMOs. Capitation revenue is typically prepaid monthly to the Company based on the number of enrollees selecting the Company as their healthcare provider. Under both ASC 605 and ASC 606, capitation revenue is recognized in the month in which the Company is obligated to provide services to plan enrollees under contracts with various health plans. Minor ongoing adjustments to prior months’ capitation, primarily arising from contracted HMOs finalizing their monthly patient eligibility data for additions or subtractions of enrollees, are recognized in the month they are communicated to the Company. Additionally, Medicare pays capitation using a “Risk Adjustment” model, which compensates managed care organizations and providers based on the health status (acuity) of each individual enrollee. Health plans and providers with higher acuity enrollees will receive more and those with lower acuity enrollees will receive less. Under Risk Adjustment, capitation is determined based on health severity, measured using patient encounter data. Capitation is paid on a monthly basis based on data submitted for the enrollee for the preceding year and is adjusted in subsequent periods after the final data is compiled. Positive or negative capitation adjustments are made for Medicare enrollees with conditions requiring more or less healthcare services than assumed in the interim payments. Since the Company cannot reliably predict these adjustments, periodic changes in capitation amounts earned as a result of Risk Adjustment are recognized when those changes are communicated by the health plans to the Company. PMPM managed care contracts generally have a term of one year or longer. All managed care contracts have a single performance obligation that constitutes a series for the provision of managed healthcare services for a population of enrolled members for the duration of the contract. The transaction price for PMPM contracts is variable as it primarily includes PMPM fees associated with unspecified membership that fluctuates throughout the contract. In certain contracts, PMPM fees also include adjustments for items such as performance incentives, performance guarantees and risk shares. The Company generally estimates the transaction price using the most likely methodology and amounts are only included in the net transaction price to the extent that it is probable that a significant reversal of cumulative revenue will not occur once any uncertainty is resolved. The majority of the Company’s net PMPM transaction price relates specifically to the Company’s efforts to transfer the service for a distinct increment of the series (e.g. day or month) and is recognized as revenue in the month in which members are entitled to service. Risk Pool Settlements and Incentives APC enters into full risk capitation arrangements with certain health plans and local hospitals, which are administered by a third party, where the hospital is responsible for providing, arranging and paying for institutional risk and APC is responsible for providing, arranging and paying for professional risk. Under a full risk pool sharing agreement, APC generally receives a percentage of the net surplus from the affiliated hospital’s risk pools with HMOs after |
Business Combination and Goodwi
Business Combination and Goodwill | 12 Months Ended |
Dec. 31, 2019 | |
Business Combinations [Abstract] | |
Business Combination and Goodwill | Business Combination and Goodwill On December 8, 2017, (the “Effective Time”) the merger (the “Merger”) of ApolloMed’s wholly-owned subsidiary, Apollo Acquisition Corp., with Network Medical Management, Inc. was completed, in accordance with the terms and conditions of the Agreement and Plan of Merger, dated as of December 21, 2016 (as amended on March 30, 2017 and October 17, 2017), by and among the Company, Merger Sub, NMM and Kenneth Sim, M.D., as the NMM shareholders’ representative. As a result of the Merger, NMM now is a wholly-owned subsidiary of ApolloMed and former NMM shareholders own a majority of the issued and outstanding common stock of the Company and control the Board of ApolloMed. As of the Effective Time, the Company’s board of directors approved a change in the Company’s fiscal year end from March 31 to December 31. Pursuant to the Merger Agreement, at the Effective Time, each issued and outstanding share of NMM common stock converted into the right to receive (i) such number of fully paid and nonassessable shares of ApolloMed’s common stock that resulted in the NMM shareholders having a right to receive an aggregate number of shares of ApolloMed’s common stock that represented 82% of the total issued and outstanding shares of ApolloMed common stock immediately following the Effective Time, with no NMM dissenting shareholder interests as of the Effective Time (the “exchange ratio”), plus (ii) an aggregate of 2,566,666 ApolloMed’s common stock, with no NMM dissenting shareholder interests as of the Effective Time, and (iii) common stock warrants to purchase a pro-rata portion of an aggregate of 850,000 shares of common stock of ApolloMed, exercisable at $11.00 per share and warrants to purchase an aggregate of 900,000 shares of common stock of ApolloMed at $10.00 per share. At the Effective Time, pre-Merger ApolloMed stockholders held their existing shares of ApolloMed’s common stock. At the Effective Time, ApolloMed held back 10% of the total number of shares of ApolloMed’s common stock issuable to pre-Merger NMM shareholders in the Merger to secure indemnification of ApolloMed and its affiliates under the Merger Agreement. Separately, indemnification of pre-Merger NMM shareholders under the Merger Agreement was made by the issuance by ApolloMed to pre-Merger NMM shareholders of new additional shares of common stock (capped at the same number of shares of ApolloMed’s common stock as are subject to the holdback for the indemnification of ApolloMed). These holdback shares will be held for a period of up to 24 months after the closing of the Merger (to be distributed on a pro-rata basis to former NMM shareholders), during which ApolloMed may seek indemnification for any breach of, or noncompliance with, any provision of the Merger agreement, by NMM. Half of these shares will be issued on the first and second anniversary of the Effective Time respectively. As of December 31, 2019 all holdback shares had been released. For purposes of calculating the exchange ratio, (A) the aggregate number of shares of ApolloMed common stock held by the NMM shareholders immediately following the Effective Time excluded (i) any shares of ApolloMed common stock owned by NMM shareholders immediately prior to the Effective Time, (ii) the Series A warrant and Series B warrant issued by ApolloMed to NMM to purchase ApolloMed common stock (the “ApolloMed Warrants”) and (iii) any shares of ApolloMed common stock issued or issuable to NMM shareholders pursuant to the exercise of the ApolloMed Warrants, and (B) the total number of issued and outstanding shares of ApolloMed common stock immediately following the Effective Time excluded 520,081 shares of ApolloMed common stock issued or issuable under a Convertible Promissory Note to Alliance Apex, LLC (“Alliance”), whose 50% member and manager is a member of ApolloMed’s board of directors, for $5.0 million and accrued interest pursuant to the Securities Purchase Agreement between ApolloMed and Alliance dated as of March 30, 2017. The consideration for the transaction was 18% of the total issued and outstanding shares of ApolloMed common stock, or 6,109,205 (immediately following the Merger). In addition, the fair value of NMM’s 50% interest in APAACO, an entity that was owned 50% by ApolloMed and 50% by NMM, was remeasured at fair value as of the Effective Time and added to the consideration transferred to ApolloMed as a result of NMM relinquishing its equity investment in APAACO in order to obtain control of ApolloMed. The fair value of NMM’s noncontrolling interest in APAACO was $5.1 million . Total purchase consideration consisted of the following: Equity consideration (1) $ 61,092,050 Fair value of ApolloMed preferred stock held by NMM (2) 19,118,000 Fair value of NMM’s noncontrolling interest in APAACO (3) 5,129,000 Fair value of the outstanding ApolloMed stock options (4) 1,055,333 Total purchase consideration $ 86,394,383 (1) Equity consideration Immediately following the Effective Time, pre-merger ApolloMed stockholders continued to hold an aggregate of 6,109,205 shares of ApolloMed common stock. The equity consideration, which represents a portion of the consideration deemed transferred to the pre-Merger ApolloMed stockholders in the Merger, is calculated based on the number of shares of the combined company that the pre-Merger ApolloMed stockholders would own as of the closing of the Merger. Number of shares of the combined company that would be owned by pre-Merger ApolloMed stockholders (*) 6,109,205 Multiplied by the price per share of ApolloMed’s common stock (**) $ 10.00 Equity Consideration $ 61,092,050 (*) Represents the number of shares of the combined company that pre-Merger ApolloMed stockholders would own at closing of the Merger. (**) Represents the closing price of ApolloMed’s common stock on December 8, 2017. (2) Fair value of ApolloMed’s preferred shares held by NMM NMM currently owns all the shares of ApolloMed Series A preferred stock and Series B preferred stock, which were acquired prior to the Merger. As part of the Merger, the ApolloMed Series A preferred stock and Series B preferred stock are remeasured at fair value and included as part of the consideration transferred to ApolloMed. The fair value of the Series A preferred stock and Series B preferred stock is reflective of the liquidation preferences, claims of priority and conversion option values thereof. In aggregate, the Series A preferred stock and Series B preferred stock were valued to be $19.1 million . The valuation methodology was based on an Option Pricing Method ("OPM") which utilized the observable publicly traded common stock price in valuing the Series A preferred stock and the Series B preferred stock within the context of the capital structure of the Company. OPM assumptions included an expected term of 2 years , volatility rate of 37.9% , and a risk-free rate of 1.8% . The fair value of the liquidation preference for the Series A preferred stock and the Series B preferred stock was determined to be $12.7 million and the fair value of the conversion option was determined to be $6.4 million or an aggregate total fair value of $19.1 million . (3) Fair value of NMM’s 50% share of APA ACO Inc. Prior to the Merger, APAACO was owned 50% by ApolloMed and 50% NMM. NMM’s noncontrolling interest in APAACO has been remeasured at fair value as of the closing date and is added to the consideration transferred to ApolloMed as a result of NMM relinquishing its equity investment in APAACO in order to obtain control of ApolloMed. The fair value of NMM’s noncontrolling interest in APAACO has been estimated to be $5.1 million using the discounted cash flow method and NMM recorded a gain on investment for the same amount to reflect the fair value of this investment prior the Merger. (4) Fair value of the ApolloMed outstanding stock options The fair value of the outstanding ApolloMed stock options is included in consideration transferred in accordance with ASC 805. The outstanding ApolloMed stock options are expected to vest in conjunction with the Merger due to a pre-existing change-of-control provision associated with the awards. There is no future service requirement. The following table sets forth the final allocation of the purchase consideration to the identifiable tangible and intangible assets acquired and liabilities assumed of ApolloMed and MMG (see “MMG Transaction” below), with the excess recorded as goodwill: Balance Sheet Assets acquired Cash and cash equivalents $ 36,367,555 Accounts receivable, net 7,261,588 Other receivables 3,211,028 Prepaid expenses 249,193 Property, plant and equipment, net 1,114,332 Restricted cash 745,220 Fair value of intangible assets acquired 14,984,000 Deferred tax assets 2,498,417 Other assets 217,241 Goodwill 86,197,395 Accounts payable and accrued liabilities (8,632,893 ) Medical liabilities (39,353,540 ) Line of credit (25,000 ) Convertible note payable, net (5,376,215 ) Convertible note payable - related party (9,921,938 ) Noncontrolling interest (3,142,000 ) Net assets acquired $ 86,394,383 Total purchase consideration $ 86,394,383 During the year ended December 31, 2018 , goodwill related to the Merger increased by $0.7 million due to the $0.9 million increase in the fair value of the outstanding ApolloMed stock options, which was partially offset by the $0.2 million decrease in the related deferred tax asset with a commensurate adjustment recorded to additional paid in capital. In addition, during the year ended December 31, 2018 , goodwill and deferred tax assets decreased by $0.9 million resulting from an adjustment associated with the allocation of the Merger transaction costs. As a result, in aggregate, during the year ended December 31, 2018 , goodwill decreased by $0.2 million . Convertible Note Payable – Related Party On March 30, 2017, ApolloMed issued a Convertible Promissory Note to Alliance Apex, LLC (“Alliance Note”) for $5.0 million . Alliance’s 50% member and manager is a member of ApolloMed’s board of directors. The Alliance Note was due and payable to Alliance Apex, LLC on (i) March 31, 2018, or (ii) the date on which the Change of Control Transaction is terminated, whichever occurs first. As a result of the Merger, the Alliance Note together with the accrued and unpaid interest, automatically converted into shares of the Company’s common stock, at a conversion price of $10.00 per share (see Note 12). The Alliance Note was guaranteed by NMM prior to its conversion. Pro Forma Combined Historical Results The pro forma combined historical results, as if ApolloMed had been acquired as of January 1, 2017, are estimated as follows (unaudited): Year Ended Net revenues $ 478,873,780 Net income attributable to Apollo Medical Holdings, Inc. $ 9,982,706 Weighted average common shares outstanding: Basic 25,525,786 Earnings per share: Basic $ 0.39 Weighted average common shares outstanding: Diluted 28,661,735 Earnings per share: Diluted $ 0.35 The pro forma information has been prepared for comparative purposes only and does not purport to be indicative of what would have occurred had the acquisition actually been made at such date, nor is it necessarily indicative of future operating results. Alpha Care Medical Group, Inc. On May 31, 2019, APC and APC-LSMA completed their acquisition of 100% of the capital stock of Alpha Care from Dr. Kevin Tyson for an aggregate purchase price of approximately $45.1 million in cash, subject to post-closing adjustments. As part of the transaction the Company deposited $2.0 million into an escrow account for potential post-closing adjustments. As of December 31, 2019 no post-closing adjustment is expected to be paid to Dr. Tyson and the full amount of the escrow account is expected to be returned to the Company. As such, the escrow amount is presented within Prepaid expenses and other current assets in the accompanying consolidated balance sheet. The following table summarizes the preliminary estimated fair values of the assets acquired and liabilities assumed, as of the acquisition date: Preliminary Balance Sheet Assets acquired Cash and cash equivalents $ 3,568,554 Accounts receivable, net 10,335,664 Other current assets 4,360,850 Network relationship intangible assets 22,636,000 Goodwill 28,585,209 Accounts payable (2,776,631 ) Deferred tax liabilities (6,334,368 ) Medical liabilities (15,319,714 ) Net assets acquired $ 45,055,564 Cash paid $ 45,055,564 Accountable Health Care, IPA On August 30, 2019, APC and APC-LSMA, acquired the remaining outstanding shares of capital stock they did not already own (comprising 75% ) in Accountable Health Care in exchange for $7.3 million in cash. In addition to the payment of $7.3 million APC assumed all assets and liabilities of Accountable Health Care, including loans payable to NMM and APC of $15.4 million , which has been eliminated upon consolidation. Including the 25% investment valued at $2.4 million already owned by APC the total purchase price was $25.1 million (see Note 6). The following table summarizes the preliminary estimated fair values of the assets acquired and liabilities assumed, as of the acquisition date: Preliminary Balance Sheet Assets acquired Cash and cash equivalents $ 581,965 Accounts receivable, net 5,150,060 Other current assets 198,056 Network relationship intangible assets 11,411,000 Goodwill 23,018,675 Accounts payable (3,211,349 ) Medical liabilities (12,154,726 ) Subordinated loan (15,327,013 ) Net assets acquired $ 9,666,668 Equity investment contributed $ 2,416,668 Cash paid $ 7,250,000 The Company also completed one additional acquisition (AMG) on September 10, 2019 for total consideration of $1.6 million , of which $0.4 million was in the form of APC common stock. The business combination did not meet the quantitative thresholds to require separate disclosures based on the Company's consolidated net assets, investments and net income. Pro Forma Financial Information for All 2019 Acquisitions The following unaudited pro forma supplemental information is based on estimates and assumptions that ApolloMed believes are reasonable. However, this information is not necessarily indicative of the Company's consolidated results of income in future periods or the results that actually would have been realized if ApolloMed and the acquired businesses had been combined companies during the periods presented. These pro forma results exclude any savings or synergies that would have resulted from these business acquisitions had they occurred on January 1, 2018. This unaudited pro forma supplemental information includes incremental intangible asset amortization and other charges as a result of the acquisitions, net of the related tax effects. The supplemental information on an unaudited pro forma financial basis presents the combined results of ApolloMed and its 2019 acquisitions as if each acquisition had occurred on January 1, 2018: Year Ended Year Ended Revenue $ 658,010,954 $ 726,074,752 Net income $ 10,867,496 $ 58,879,491 Net income attributable to Apollo Medical Holdings, Inc. $ 7,310,724 $ 9,447,002 EPS - Basic $ 0.21 $ 0.29 EPS - Diluted $ 0.20 $ 0.25 The acquisitions were accounted for under the acquisition method of accounting. The fair value of the consideration for the acquired company was allocated to acquired tangible and intangible assets and liabilities based upon their fair values. The excess of the purchase consideration over the fair value of the net tangible and identifiable intangible assets acquired were recorded as goodwill. The determination of the fair value of assets and liabilities acquired requires the Company to make estimates and use valuation techniques when market value is not readily available. The results of operations of the company acquired have been included in the Company's financial statements from the respective dates of acquisition. Transaction costs associated with business acquisitions are expensed as they are incurred. At the time of acquisition, the Company estimates the amount of the identifiable intangible assets based on a valuation and the facts and circumstances available at the time. The Company determines the final value of the identifiable intangible assets as soon as information is available, but not more than 12 months from the date of acquisition. Goodwill is not deductible for tax purposes. The following is a summary of goodwill activity for the years ended December 31, 2019 and 2018 : Amount Balance at January 1, 2018 $ 189,847,202 Adjustments (242,456 ) Impairment - (MMG) (3,798,866 ) Balance at December 31, 2018 $ 185,805,880 Acquisitions 52,699,324 Balance at December 31, 2019 $ 238,505,204 During December 31, 2018 , the Company wrote off the remaining goodwill balance of MMG of $3.8 million (included in impairment of goodwill and intangible assets in the accompanying consolidated statements of income), as MMG was no longer utilized and therefore did not provide any future economic benefit. |
Land, Property and Equipment, N
Land, Property and Equipment, Net | 12 Months Ended |
Dec. 31, 2019 | |
Property, Plant and Equipment [Abstract] | |
Land, Property and Equipment, Net | Land, Property and Equipment, Net Land, property and equipment, net consisted of: December 31, 2019 December 31, 2018 Land $ 3,300,000 $ 3,300,000 Buildings 2,357,709 2,326,189 Computer software 3,088,508 2,929,317 Furniture and equipment 12,584,619 11,786,345 Construction in progress 167,248 144,008 Leasehold improvements 6,654,993 6,236,189 28,153,077 26,722,048 Less accumulated depreciation and amortization (16,023,176 ) (14,000,966 ) Land, property and equipment, net $ 12,129,901 $ 12,721,082 As of December 31, 2019 and 2018, the Company had finance leases totaling $0.5 million and $0.6 million , respectively, included in Land, property and equipment, net in the accompanying consolidated balance sheets. Depreciation expense was $2.0 million , $2.2 million and $1.6 million for the years ended December 31, 2019 , 2018 , and 2017, respectively, which is included in depreciation and amortization in the accompanying consolidated statements of income. |
Intangible Assets, Net
Intangible Assets, Net | 12 Months Ended |
Dec. 31, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Assets, Net | Intangible Assets, Net At December 31, 2019 , intangible assets, net consisted of the following: Useful Life (Years) Gross Additions Impairment/ Disposal Gross Accumulated Amortization Net Indefinite Lived Assets: Medicare license N/A $ 1,994,000 $ — $ (1,994,000 ) $ — $ — $ — Amortized Intangible Assets: Network relationships 11-15 109,883,000 34,047,000 — 143,930,000 (60,524,996 ) 83,405,004 Management contracts 15 22,832,000 — — 22,832,000 (9,676,381 ) 13,155,619 Member relationships 12 6,696,000 — — 6,696,000 (2,352,133 ) 4,343,867 Patient management platform 5 2,060,000 — — 2,060,000 (858,329 ) 1,201,671 Tradename/trademarks 20 1,011,000 — — 1,011,000 (105,312 ) 905,688 $ 144,476,000 $ 34,047,000 $ (1,994,000 ) $ 176,529,000 $ (73,517,151 ) $ 103,011,849 At December 31, 2018 , intangible assets, net consisted of the following: Useful Life (Years) Gross Additions Impairment/ Disposal Gross Accumulated Amortization Net Indefinite Lived Assets: Medicare license N/A $ 1,994,000 $ — $ — $ 1,994,000 $ — $ 1,994,000 Amortized Intangible Assets: Network relationships 11-15 109,883,000 — — 109,883,000 (48,361,773 ) 61,521,227 Management contracts 15 22,832,000 — — 22,832,000 (7,447,581 ) 15,384,419 Member relationships 12 6,696,000 — — 6,696,000 (1,289,667 ) 5,406,333 Patient management platform 5 2,060,000 — — 2,060,000 (446,333 ) 1,613,667 Tradename/trademarks 20 1,011,000 — — 1,011,000 (54,763 ) 956,237 $ 144,476,000 $ — $ — $ 144,476,000 $ (57,600,117 ) $ 86,875,883 Amortization expense was $16.3 million , $17.1 million and $17.5 million (including $0.3 million , $0.4 million and $0.4 million of amortization expense for exclusivity incentives) for the years ended December 31, 2019 , 2018 , and 2017, respectively, which is included in depreciation and amortization in the accompanying consolidated statements of income. During the year ended December 31, 2019 , the Company wrote off indefinite-lived intangible assets of $2.0 million related to Medicare licenses it acquired as part of the Merger. The Company will no longer utilize these licenses and as such the Company will not receive future economic benefits. Future amortization expense is estimated to be as follows for the years ending December 31 : Amount 2020 $ 16,026,000 2021 14,542,000 2022 12,673,000 2023 10,842,000 2024 9,830,000 Thereafter 39,099,000 $ 103,012,000 |
Investments in Other Entities
Investments in Other Entities | 12 Months Ended |
Dec. 31, 2019 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Investments in Other Entities | Investments in Other Entities Equity Method Investments in other entities – equity method consisted of the following: December 31, 2019 December 31, 2018 Universal Care, Inc. $ 1,438,199 $ 2,635,945 LaSalle Medical Associates – IPA Line of Business 6,396,706 7,054,888 Diagnostic Medical Group 2,334,083 2,257,346 Pacific Medical Imaging & Oncology Center, Inc. 1,395,878 1,359,494 Pacific Ambulatory Surgery Center, LLC — 285,198 Accountable Health Care IPA — 4,977,957 531 W. College, LLC 16,697,898 16,273,152 MWN, LLC 164,691 33,000 $ 28,427,455 $ 34,876,980 LaSalle Medical Associates - IPA Line of Business LMA was founded by Dr. Albert Arteaga in 1996 and currently operates six neighborhood medical centers through its network of more than 2,300 PCP and Specialists providers, treating children, adults and seniors in San Bernardino County. LMA’s patients are primarily served by Medi-Cal and they also accept Blue Cross, Blue Shield, Molina, Care 1 st , Health Net and Inland Empire Health Plan. LMA is also an IPA of independently contracted doctors, hospitals and clinics, delivering high quality care to more than 310,000 patients in Fresno, Kings, Los Angeles, Madera, Riverside, San Bernardino and Tulare Counties. During 2012, APC-LSMA and LMA entered into a share purchase agreement whereby APC-LSMA invested $5.0 million for a 25% interest in LMA’s IPA line of business. NMM has a management services agreement with LMA. APC accounts for its investment in LMA under the equity method as APC has the ability to exercise significant influence, but not control over LMA’s operations. For the year ended December 31, 2019 , APC recorded a net loss of $2.8 million from its investment in LMA as compared to net loss of $2.4 million for the year ended December 31, 2018 , in the accompanying consolidated statements of income. During the year ended December 31, 2019, the Company contributed $2.1 million to LMA as part of its 25% interest. The investment balance was $6.4 million and $7.1 million at December 31, 2019 and 2018 , respectively. LMA’s IPA line of business unaudited summarized balance sheets at December 31, 2019 and 2018 and unaudited summarized statements of operations for the years ended December 31, 2019 and 2018 are as follows: Balance Sheets December 31, 2019 December 31, 2018 Assets Cash and cash equivalents $ 6,345,195 $ 18,444,702 Receivables, net 5,123,228 2,897,337 Other current assets 3,526,319 5,459,442 Loan receivable 2,250,000 1,250,000 Restricted cash 683,358 667,414 Total assets 17,928,100 28,718,895 Liabilities and Stockholders’ (Deficit) Equity Current liabilities $ 23,529,745 $ 26,837,814 Stockholders’ (deficit) equity (5,601,645 ) 1,881,081 Total liabilities and stockholders’ (deficit) equity $ 17,928,100 $ 28,718,895 Statements of Operations Year Ended Year Ended Revenues $ 194,020,435 $ 239,031,485 Expenses 205,153,162 251,738,193 Loss from operations (11,132,727 ) (12,706,708 ) Other Income — 173,356 Loss before income tax benefit (11,132,727 ) (12,533,352 ) Income tax benefit — (3,334,332 ) Net loss $ (11,132,727 ) $ (9,199,020 ) Pacific Medical Imaging and Oncology Center, Inc. PMIOC was incorporated in 2004 in the state of California. PMIOC provides comprehensive diagnostic imaging services using state-of-the-art technology. PMIOC offers high quality diagnostic services such as MRI/MRA, PET/CT, CT, nuclear medicine, ultrasound, digital x-rays, bone densitometry and digital mammography at their facilities. In July 2015, APC-LSMA and PMIOC entered into a share purchase agreement whereby APC-LSMA invested $1.2 million for a 40% ownership in PMIOC. APC and PMIOC have an Ancillary Service Contract together whereby PMIOC provides covered services on behalf of APC to enrollees of the plans of APC. Under the Ancillary Service Contract APC paid PMIOC fees of $2.7 million and $2.5 million for the years ended December 31, 2019 and 2018 , respectively. APC accounts for its investment in PMIOC under the equity method of accounting as APC has the ability to exercise significant influence, but not control over PMIOC’s operations. During the year ended December 31, 2019 , APC recorded net income of $36,384 from its investment as compared to net loss of $41,199 for the year ended December 31, 2018 in the accompanying consolidated statements of income and has an investment balance of $1.4 million at December 31, 2019 and 2018 , respectively. Universal Care, Inc. UCI is a privately held health plan that has been in operation since 1985 in order to help its members through the complexities of the healthcare system. UCI holds a license under the California Knox-Keene Health Care Services Plan Act (Knox-Keene Act) to operate as a full-service health plan. UCI contracts with the CMS under the Medicare Advantage Prescription Drug Program. On August 10, 2015, UCAP, an entity solely owned 100% by APC with APC’s executives, Dr. Thomas Lam, Dr. Pen Lee and Dr. Kenneth Sim, as designated managers, purchased from UCI 100,000 shares of UCI class A-2 voting common stock (comprising 48.9% of the total outstanding UCI shares, but 50% of UCI’s voting common stock) for $10 million . APC accounts for its investment in UCI under the equity method of accounting as APC has the ability to exercise significant influence, but not control over UCI’s operations. During the years ended December 31, 2019 and 2018 , APC recorded losses from this investment of $1.2 million and $6.0 million , respectively, in the accompanying consolidated statements of income and has an investment balance of $1.4 million and $2.6 million at December 31, 2019 and 2018 , respectively. UCI’s unaudited balance sheets at December 31, 2019 and 2018 and unaudited statements of operations for the years ended December 31, 2019 and 2018 are as follows: Balance Sheets December 31, 2019 December 31, 2018 Assets Cash $ 33,889,962 $ 27,812,520 Receivables, net 63,843,009 46,978,703 Other current assets 38,280,156 18,670,350 Other assets 882,243 661,621 Property and equipment, net 4,021,341 2,786,996 Total assets $ 140,916,711 $ 96,910,190 Liabilities and stockholders’ deficit Current liabilities $ 128,330,389 $ 89,731,133 Other liabilities 33,132,948 25,024,043 Stockholders’ deficit (20,546,626 ) (17,844,986 ) Total liabilities and stockholders’ deficit $ 140,916,711 $ 96,910,190 Statements of Operations Year Ended Year Ended Revenues $ 500,374,910 $ 326,719,634 Expenses 502,566,659 335,242,582 Loss before income tax provision (2,191,749 ) (8,522,948 ) Income tax provision 257,628 3,692,818 Net loss $ (2,449,377 ) $ (12,215,766 ) Diagnostic Medical Group APC accounts for its 40% investment in DMG, under the equity method of accounting as APC-LSMA, a designated shareholder professional corporation, has the ability to exercise significant influence, but not control over DMG’s operations. APC recorded income from this investment of $0.3 million and $1.0 million in 2019 and 2018 , respectively, in the accompanying consolidated statements of income. During the years ended December 31, 2019 and 2018 , APC received dividends of $0.2 million and $0.6 million , respectively, from DMG. The investment balance was $2.3 million December 31, 2019 and 2018 , respectively. Pacific Ambulatory Surgery Center, LLC Pacific Ambulatory Surgery Center, LLC (“PASC”), a California limited liability company, is a multi-specialty outpatient surgery center that is certified to participate in the Medicare program and is accredited by the Accreditation Association for Ambulatory Health Care. PASC has entered into agreements with organizations such as healthcare service plans, independent practice associations, medical groups and other purchasers of healthcare services for the arrangement of the provision of outpatient surgery center services to subscribers or enrollees of such health plans. APC accounts for its 40% investment in PASC under the equity method of accounting as APC has the ability to exercise significant influence, but not control over PASC’s operations. During the year ended December 31, 2019, the Company recognized an impairment loss of $0.3 million related to its investment in PASC as the Company does not believe it will recover its investment balance. Such impairment loss is included in loss from equity method investment in the accompanying consolidated statement of income. During the year ended December 31, 2018, APC recorded a loss from this investment of $0.3 million , in the accompanying consolidated statements of income and has an investment balance of $0.3 million at December 31, 2018. Accountable Health Care, IPA Accountable Health Care is a California professional medical corporation that has served the local community in the greater Los Angeles County area through a network of physicians and health care providers for more than 20 years. Accountable currently has a network of over 400 primary and 700 specialty care physicians, and five community and regional hospital medical centers that provide quality health care services to more than 84,000 members of three federally qualified health plans and multiple product lines, including Medi-Cal, Commercial, Medicare and Healthy Families. On September 21, 2018, APC and NMM each exercised their option to convert their respective $5.0 million loans into shares of Accountable capital stock (see Note 7). As a result, APC’s $5.0 million loan was converted into a 25% equity interest with the remaining $5.0 million loan held by NMM to be converted into an equity interest that will be determined based on a third party valuation of Accountable’s current enterprise value. On August 30, 2019, APC and APC-LSMA entered into separate agreements with Dr. Jayatilaka to acquire the remaining outstanding shares of capital stock (comprising 75% ) of Accountable Health Care in exchange for $7.3 million in cash. In addition to the payment of $7.3 million , APC assumed all liabilities and assets of Accountable Health Care (See Note 3 and Note 7). The Company recognized a gain of approximately $1.8 million as a result of the transaction, which represented the difference between the fair value of the 25% ownership held and the Company's basis at the time of acquisition. Such gain is included in loss from equity method investment in the accompanying consolidated statements of income for the year ended December 31, 2019. Effective September 1, 2019, Accountable Health Care's financial result is included in the consolidated balance sheets and the consolidated statements of income for the year ended December 31, 2019. 531 W. College LLC In June 2018, College Street Investment LP, a California limited partnership (“CSI”), a related party, APC and NMM, entered into an operating agreement to govern the limited liability company, 531 W. College, LLC and the conduct of its business, and to specify their relative rights and obligations. CSI, APC and NMM, each owns 50% , 25% and 25% , respectively, of member units based on initial capital contributions of $16.7 million , $8.3 million , and $8.3 million , respectively. On June 29, 2018, 531 W. College, LLC closed its purchase of a non-operational hospital located in Los Angeles from Societe Francaise De Bienfaisance Mutuelle De Los Angeles, a California nonprofit corporation, for a total purchase price of $33.3 million . In June 2018, APC, NMM and AMHC Healthcare, Inc. on behalf of CSI, wired $8.3 million , $8.3 million and $16.7 million , respectively into an escrow account for the benefit of 531 W. College, LLC to purchase the hospital pursuant to the Purchase Agreement. The transaction closed on June 28, 2018. On April 23, 2019, NMM and APC entered into an agreement whereby NMM assigned and APC assumed NMM's 25% membership interest in 531 W. College, LLC for approximately $8.3 million . Subsequently, APC has a 50% ownership in 531 W. College LLC with a total investment balance of approximately $16.1 million . APC accounts for its investment in 531 W. College, LLC under the equity method of accounting as APC has the ability to exercise significant influence, but not control over the operations of this joint venture. APC’s investment is presented as an investment of equity method in the accompanying consolidated balance sheets as of December 31, 2019 and 2018 . During the years ended December 31, 2019 and 2018 , NMM and APC recorded losses from its investment in 531 W. College LLC of $0.2 million and $0.4 million , respectively, in the accompanying consolidated statements of income. During the year ended December 31, 2019, APC contributed $0.7 million to 531 W. College, LLC as part of its 50% interest. The accompanying consolidated balance sheet includes the related investment balance of $16.7 million and $16.3 million , respectively, related to APC's investment at December 31, 2019 and APC's and NMM's investment at December 31, 2018 . 531 W. College LLC’s unaudited balance sheet at and unaudited statement of operations for the years ended December 31, 2019 and 2018 are as follows: Balance Sheet December 31, 2019 December 31, 2018 Assets Cash $ 139,436 $ 158,088 Other current assets 16,500 16,137 Other assets 70,000 70,000 Property and equipment, net 33,581,438 33,394,792 Total assets $ 33,807,374 $ 33,639,017 Liabilities and Stockholders’ Equity Current liabilities $ 1,061,577 $ 1,007,413 Stockholders’ equity 32,745,797 32,631,604 Total liabilities and stockholders’ equity $ 33,807,374 $ 33,639,017 Statement of Operations Year Ended Year Ended Revenues $ — $ — Expenses 1,010,423 875,771 Loss from operations (1,010,423 ) (875,771 ) Other income 474,617 162,451 Net loss $ (535,806 ) $ (713,320 ) MWN LLC On December 18, 2018, NMM along with 6 Founders LLC, a California limited liability company doing business as Pacific6 Enterprises (“Pacific6”), and Health Source MSO Inc., a California corporation (“HSMSO”) entered into an operating agreement to govern MWN Community Hospital, LLC and the conduct of its business and to specify their relative rights and obligations. NMM, Pacific6, and HSMSO each owns 33.3% of membership shares based on each member’s initial capital contributions of $3,000 and working capital contributions of $30,000 . NMM invested an additional $ 0.3 million, as part of its 33.3% interest, for working capital purpose. As of December 31, 2019 and 2018 , NMM’s investment balance of $ 0.2 million and $ 33,000 are included in investments in other entities - equity method in the accompanying consolidated balance sheet. Investment in privately held entities MediPortal, LLC In May 2018, APC purchased 270,000 membership interests of MediPortal LLC, a New York limited liability company, for $0.4 million or $1.50 per membership interest, which represented approximately 2.8% ownership. APC also received a 5 -year warrant to purchase 270,000 membership interests. A 5 -year option to purchase an additional 380,000 membership interests and a 5 -year warrant to purchase 480,000 membership interests are contingent upon the portal completion date, which has not been completed as of December 31, 2019 . As APC does not have the ability to exercise significant influence, and lacks control, over the investee, this investment is accounted for using a measurement alternative which allows the investment to be measured at cost, adjusted for observable price changes and impairments, with changes recognized in net income. During the year ended December 31, 2019 there were no observable price changes to our investment. AchievaMed On July 1, 2019, NMM and AchievaMed, Inc. a California corporation ("AchievaMed") entered into an agreement in which NMM would purchase up to 50% of the aggregate shares of capital stock of AchievaMed over a period of time not to exceed five years . As a result of this transaction, NMM invested $0.5 million for a 10% interest. The related investment balance of $0.5 million is included in "Investment in a privately held entities" in the accompanying consolidated balance sheet as of December 31, 2019 . As NMM does not have the ability to exercise significant influence, and lacks control, over the investee, this investment is accounted for using a measurement alternative which allows the investment to be measured at cost, adjusted for observable price changes and impairments, with changes recognized in net income. During the year ended December 31, 2019 there were no observable price changes to our investment. |
Loans Receivable and Loans Rece
Loans Receivable and Loans Receivable - Related Parties | 12 Months Ended |
Dec. 31, 2019 | |
Loan Receivable [Abstract] | |
Loans Receivable and Loans Receivable – Related Parties | Loans Receivable and Loans Receivable – Related Parties Loan Receivable Dr. Albert Arteaga On June 28, 2019, APC entered into a convertible secured promissory note with Dr. Albert H. Arteaga, M.D. ("Dr. Arteaga"), Chief Executive Officer of LMA, to loan $6.4 million to Dr. Arteaga. Interest on the loan accrues at a rate that is equal to the prime rate plus 1% ( 5.75% as of December 31, 2019 ) and payable in monthly installments of interest only on the first day of each month until the maturity date of June 28, 2020, at which time, all outstanding principal and accrued interest thereon shall be due and payable in full. The note is secured by certain shares of LMA common stock held by Dr. Arteaga. At any time on or before June 28, 2020, and upon written notice by APC to Dr. Arteaga, APC has the right, but not the obligation, to convert the entire outstanding principal amount of this note into shares of LMA common stock which equal 21.25% of the aggregate then-issued and outstanding shares of LMA common stock to be held by APC's designee, which may include APC-LSMA. If converted, APC-LSMA and APC's designee will collectively own 46.25% of the equity of LMA with the remaining 53.75% to be owned by Dr. Arteaga. The entire note receivable has been classified under loans receivable - related parties in the consolidated balance sheet in the amount of $6.4 million as of December 31, 2019 . Loans Receivable - Related Parties Accountable Health Care IPA On August 30, 2019, APC and APC-LSMA acquired the remaining outstanding shares of capital stock they did not already own (comprising 75% ) in Accountable Health Care in exchange for $7.3 million in cash. In addition to the payment of $7.3 million APC assumed all assets and liabilities of Accountable Health Care, these liabilities include the loan payable due to NMM of $5.0 million and the remaining loan receivable of $7.3 million originally to be paid to George M. Jayatilaka, M.D. As a result of the net loans assumed, APC recognized a gain of $2.3 million recorded in other income in the accompanying consolidated statement of income for the year ended December 31, 2019. All loan payables and receivables has been eliminated upon consolidation (see Note 3 and Note 6). Universal Care, Inc. In 2015, APC advanced $5.0 million on behalf of UCAP to UCI for working capital purposes. On June 29, 2018, November 28, 2018 and December 13, 2019 APC advanced an additional $2.5 million , $5.0 million and $4.0 million , respectively. The loans accrue interest at the prime rate plus 1% , or 5.75% and 6.50% , as of December 31, 2019 and 2018 , respectively, with interest to be paid monthly. The entire note receivable has been classified under loans receivable - related parties in the consolidated balance sheets in the amount of $16.5 million and $12.5 million as of December 31, 2019 and 2018 , respectively. As part of the stock purchase agreement to sell UCI, between UCAP, Bright Health Company of California, Inc., a California corporation, Bright Health, Inc., a Delaware corporation, and UCI, the outstanding loans receivable will be repaid prior to close of the transaction, which is subject to certain closing conditions, including but not limited to, certain regulatory or governmental filings and approvals having been made or obtained, and receipt of various third party consents. |
Accounts Payable and Accrued Ex
Accounts Payable and Accrued Expenses | 12 Months Ended |
Dec. 31, 2019 | |
Payables and Accruals [Abstract] | |
Accounts Payable and Accrued Expenses | Accounts Payable and Accrued Expenses Accounts payable and accrued expenses consisted of the following: December 31, 2019 December 31, 2018 Accounts payable $ 6,914,680 $ 4,481,544 Capitation payable 2,812,652 300,000 Subcontractor IPA payable 3,360,282 2,532,750 Professional fees 1,837,434 2,251,741 Due to related parties 225,000 1,488,313 Contract liabilities 8,891,966 9,024,235 Accrued compensation 3,237,565 4,996,906 $ 27,279,579 $ 25,075,489 |
Medical Liabilities
Medical Liabilities | 12 Months Ended |
Dec. 31, 2019 | |
Disclosure of Medical Liabilities [Abstract] | |
Medical Liabilities | Medical Liabilities Medical liabilities consisted of the following: December 31, 2019 December 31, 2018 Balance, beginning of year $ 33,641,701 $ 63,972,318 Acquired (see Note 3) 27,474,440 — Claims paid for previous year (33,396,932 ) (36,549,348 ) Claims paid on acquired liabilities (25,236,286 ) — Incurred health care costs 274,670,676 209,002,961 Claims paid for current year (218,564,072 ) (167,537,480 ) Payment to CMS — (34,464,826 ) Adjustments 135,155 (781,924 ) Balance, end of year $ 58,724,682 $ 33,641,701 |
Credit Facility, Bank Loan and
Credit Facility, Bank Loan and Lines of Credit - Related Party | 12 Months Ended |
Dec. 31, 2019 | |
Debt Disclosure [Abstract] | |
Credit Facility, Bank Loan and Lines of Credit - Related Party | Credit Facility, Bank Loan and Lines of Credit - Related Party Credit Facility The Company's credit facility consisted of the following: December 31, 2019 Term Loan A $ 187,625,000 Revolver Loan 60,000,000 Total Debt 247,625,000 Less: current portion of debt (9,500,000 ) Less: unamortized financing cost (5,952,866 ) Long-term debt $ 232,172,134 The following table presents scheduled maturities of the Company's credit facility as of December 31, 2019 : Amount 2020 $ 9,500,000 2021 10,687,500 2022 14,250,000 2023 15,437,500 2024 197,750,000 Total $ 247,625,000 Credit Agreement On September 11, 2019 , the Company entered into a secured credit agreement (the “Credit Agreement”) with SunTrust Bank, in its capacity as administrative agent for the lenders (in such capacity, the “Agent”), as a lender, an issuer of letters of credit and as swingline lender, and Preferred Bank, which is affiliated with one of the Company's board members, JPMorgan Chase Bank, N.A., MUFG Union Bank, N.A., Royal Bank of Canada, Fifth Third Bank and City National Bank, as lenders (the “Lenders”). In connection with the closing of the Credit Agreement, the Company, its subsidiary, NMM, and the Agent entered into a Guaranty and Security Agreement (the “Guaranty and Security Agreement”), pursuant to which, among other things, NMM guaranteed the obligations of the Company under the Credit Agreement. The Credit Agreement provides for a five -year revolving credit facility to the Company of $100.0 million ("Revolver Loan"), which includes a letter of credit subfacility of up to $25.0 million . As of December 31, 2019 the Company has outstanding letters of credit totaling $14.8 million and the Company has $25.2 million available under the revolving credit facility. The Credit Agreement also provides for a term loan of $190.0 million , ("Term Loan A"). The unpaid principal amount of the term loan is payable in quarterly installments on the last day of each fiscal quarter commencing on December 31, 2019. The principal payment for each of the first eight fiscal quarters is $2.4 million , for the following eight fiscal quarters thereafter is $3.6 million and for the following three fiscal quarters thereafter is $4.8 million . The remaining principal payment on the term loan is due on September 11, 2024 . The proceeds of the term loan and up to $60.0 million of the revolving credit facility may be used to (i) finance a portion of the $545.0 million loan made by the Company to AP-AMH Medical Corporation, a California professional medical corporation (“AP-AMH”), concurrently with the closing of the Credit Agreement (the “AP-AMH Loan”) as described in the May 13, 2019, Current Report and the August 29, 2019, Current Report, (ii) refinance certain indebtedness of the Company and its subsidiaries and, indirectly, APC, (iii) pay transaction costs and expenses arising in connection with the Credit Agreement, the AP-AMH Loan and certain other related transactions and (iv) provide for working capital, capital expenditures and other general corporate purposes. The remainder of the revolving credit facility will be used to finance future acquisitions and investments and to provide for working capital needs, capital expenditures and other general corporate purposes. The Company is required to pay an annual facility fee of 0.20% to 0.35% on the available commitments under the Credit Agreement, regardless of usage, with the applicable fee determined on a quarterly basis based on the Company’s leverage ratio. The Company is also required to pay customary fees as specified in a separate fee agreement between the Company and SunTrust Robinson Humphrey, Inc., the lead arranger of the Credit Agreement. Amounts borrowed under the Credit Agreement will bear interest at an annual rate equal to either, at the Company’s option, (a) the rate for Eurocurrency deposits for the corresponding deposits of U.S. dollars appearing on Reuters Screen LIBOR01 Page (“LIBOR”), adjusted for any reserve requirement in effect, plus a spread of from 2.00% to 3.00% , as determined on a quarterly basis based on the Company’s leverage ratio, or (b) a base rate, plus a spread of 1.00% to 2.00% , as determined on a quarterly basis based on the Company’s leverage ratio. As of December 31, 2019 the interest rate on the Credit Agreement was 4.54% . The base rate is defined in a manner such that it will not be less than LIBOR. The Company will pay fees for standby letters of credit at an annual rate equal to 2.00% to 3.00% , as determined on a quarterly basis based on the Company’s leverage ratio, plus facing fees and standard fees payable to the issuing bank on the respective letter of credit. Loans outstanding under the Credit Agreement may be prepaid at any time without penalty, except for LIBOR breakage costs and expenses. If LIBOR ceases to be reported, the Credit Agreement requires the Company and the Agent to endeavor to establish a commercially reasonable alternative rate of interest and until they are able to do so, all borrowings must be at the base rate. The Credit Agreement requires the Company and its subsidiaries to comply with various affirmative covenants, including, without limitation, furnishing updated financial and other information, preserving existence and entitlements, maintaining properties and insurance, complying with laws, maintaining books and records, requiring any new domestic subsidiary meeting a materiality threshold specified in the Credit Agreement to become a guarantor thereunder and paying obligations. The Credit Agreement requires the Company and its subsidiaries to comply with, and to use commercially reasonable efforts to the extent permitted by law to cause certain material associated practices of the Company, including APC, to comply with, restrictions on liens, indebtedness and investments (including restrictions on acquisitions by the Company), subject to specified exceptions. The Credit Agreement also contains various other negative covenants binding the Company and its subsidiaries, including, without limitation, restrictions on fundamental changes, dividends and distributions, sales and leasebacks, transactions with affiliates, burdensome agreements, use of proceeds, maintenance of business, amendments of organizational documents, accounting changes and prepayments and modifications of subordinated debt. The Credit Agreement requires the Company to comply with two key financial ratios, each calculated on a consolidated basis. The Company must maintain a maximum consolidated leverage ratio of not greater than 3.75 to 1.00 as of the last day of each fiscal quarter. The maximum consolidated leverage ratio decreases by 0.25 each year, until it is reduced to 3.00 to 1.00 for each fiscal quarter ending after September 30, 2022 . The Company must maintain a minimum consolidated interest coverage ratio of not less than 3.25 to 1.00 as of the last day of each fiscal quarter. As of December 31, 2019 , the Company was in compliance with the covenants relating to its credit facility. Pursuant to the Guaranty and Security Agreement, the Company and NMM have granted the Lenders a security interest in all of their assets, including, without limitation, all stock and other equity issued by their subsidiaries (including NMM) and all rights with respect to the AP-AMH Loan. The Guaranty and Security Agreement requires the Company and NMM to comply with various affirmative and negative covenants, including, without limitation, covenants relating to maintaining perfected security interests, providing information and documentation to the Agent, complying with contractual obligations relating to the collateral, restricting the sale and issuance of securities by their respective subsidiaries and providing the Agent access to the collateral. The Credit Agreement contains events of default, including, without limitation, failure to make a payment when due, default on various covenants in the Credit Agreement, breach of representations or warranties, cross-default on other material indebtedness, bankruptcy or insolvency, occurrence of certain judgments and certain events under the Employee Retirement Income Security Act of 1974 aggregating more than $10.0 million , invalidity of the loan documents, any lien under the Guaranty and Security Agreement ceasing to be valid and perfected, any change in control, as defined in the Credit Agreement, an event of default under the AP-AMH Loan, failure by APC to pay dividends in cash for any period of two consecutive fiscal quarters, failure by AP-AMH to pay cash interest to the Company, or if any modification is made to the Certificate of Determination or the Special Purpose Shareholder Agreement that directly or indirectly restricts, conditions, impairs, reduces or otherwise limits the payment of the Series A Preferred dividend by APC to AP-AMH. In addition, it will constitute an event of default under the Credit Agreement if APC uses all or any portion of the consideration received by APC from AP-AMH on account of AP-AMH’s purchase of Series A Preferred Stock for any purpose other than certain specific approved uses described in the following sentence, unless not less than 50.01% of all holders of common stock of APC at such time approve such use; provided that APC may use up to $50.0 million in the aggregate of such consideration for any purpose without any requirement to obtain such approval of the holders of common stock of APC. The approved uses include (i) any permitted investment, (ii) any dividend or distribution to the holders of the common stock of APC, (iii) any repurchase of common stock of APC, (iv) paying taxes relating to or arising from certain assets and transactions, or (v) funding losses, deficits or working capital support on account of certain non-healthcare assets in an amount not to exceed $125.0 million . If any event of default occurs and is continuing under the Credit Agreement, the Lenders may terminate their commitments, and may require the Company and its guarantors to repay outstanding debt and/or to provide a cash deposit as additional security for outstanding letters of credit. In addition, the Agent, on behalf of the Lenders, may pursue remedies under the Guaranty and Security Agreement, including, without limitation, transferring pledged securities of the Company’s subsidiaries in the name of the Agent and exercising all rights with respect thereto (including the right to vote and to receive dividends), collect on pledged accounts, instruments and other receivables (including the AP-AMH Loan), and all other rights provided by law or under the loan documents and the AP-AMH Loan. In the ordinary course of business, certain of the Lenders under the Credit Agreement and their affiliates have provided to the Company and its subsidiaries and the associated practices, and may in the future provide, (i) investment banking, commercial banking (including pursuant to certain existing business loan and credit agreements being terminated in connection with entering into the Credit Agreement), cash management, foreign exchange or other financial services, and (ii) services as a bond trustee and other trust and fiduciary services, for which they have received compensation and may receive compensation in the future. Deferred Financing Costs The Company recorded deferred financing costs of $6.4 million related to the issuance of the Credit Facility. This amount was recorded as a direct reduction of the carrying amount of the related debt liability. The deferred financing costs related to the term loan will be amortized over the life of the Credit Facility using the effective interest rate method. The deferred financing costs related to the revolver will be amortized using the straight line method over the term of the revolver. During the year ended December 31, 2019, $0.5 million of amortization relating to deferred financing costs is included under "Depreciation and Amortization" of the cash flow statement. Effective Interest Rate The Company’s average effective interest rate on its total debt during the years ended December 31, 2019 , 2018 and 2017 was 3.39% , 4.72% , and 2.27% , respectively. Bank Loan In December 2010, ICC obtained a loan of $4.6 million from a financial institution. The loan bears interest based on the Wall Street Journal “prime rate” or 5.50% per annum, as of December 31, 2018 . The loan was collateralized by the medical equipment ICC owns and guaranteed by one of ICC’s shareholders. The loan matured on December 31, 2018 and final payment was made in January 2019. Lines of Credit – Related Party NMM Business Loan On June 14, 2018 , NMM amended its promissory note agreement with Preferred Bank, which is affiliated with one of the Company’s board members, (“NMM Business Loan Agreement”), which provides for loan availability of up to $20.0 million with a maturity date of June 22, 2020 . One of the Company’s board members is the chairman and CEO of Preferred Bank. The NMM Business Loan Agreement was amended on September 1, 2018 to temporarily increase the loan availability from $20.0 million to $27.0 million for the period from September 1, 2018 through January 31, 2019 , further extended to October 31, 2019 to facilitate the issuance of an additional standby letter of credit for the benefit of CMS. The interest rate is based on the Wall Street Journal “prime rate” plus 0.125% , or 5.625% , as of December 31, 2018 . The loan was guaranteed by Apollo Medical Holdings, Inc. and is collateralized by substantially all of the assets of NMM. The amounts outstanding as of June 30, 2019 of $5.0 million was fully repaid on September 11, 2019. On September 5, 2018 , NMM entered into a non-revolving line of credit agreement with Preferred Bank, which is affiliated with one of the Company’s board members, (“NMM Line of Credit Agreement”) which provides for loan availability of up to $20.0 million with a maturity date of September 5, 2019 . This credit facility was subsequently amended on April 17, 2019 and July 29, 2019 to reduce the loan availability from $20.0 million to $16.0 million and from $16.0 million to $2.2 million , respectively. The interest rate is based on the Wall Street Journal “prime rate” plus 0.125% , or 4.875% , as of December 31, 2019 . The line of credit is guaranteed by Apollo Medical Holdings, Inc. and is collateralized by substantially all assets of NMM. NMM obtained this line of credit to finance potential acquisitions. Each drawdown from the line of credit is converted into a five -year term loan with monthly principal payments plus interest based on a five -year amortization schedule. On September 11, 2019 , the NMM Business Loan Agreement, dated as of June 14, 2018 , between NMM and Preferred Bank, as amended, and the Line of Credit Agreement, dated as of September 5, 2018 , between NMM and Preferred Bank, as amended, was terminated in connection with the closing of the Credit Facility. Certain letters of credit issued by Preferred Bank under the Line of Credit Agreement was terminated and reissued under the Credit Agreement. These outstanding letters of credit totaled $14.8 million as of December 31, 2019 and the Company has $10.2 million available under the letter of credit subfacility. APC Business Loan On June 14, 2018 , APC amended its promissory note agreement with Preferred Bank, which is affiliated with one of the Company’s board members, (“APC Business Loan Agreement”) which provides for loan availability of up to $10.0 million with a maturity date of June 22, 2020 . This credit facility was subsequently amended on April 17, 2019 and June 11, 2019 to increase the loan availability from $10.0 million to $40.0 million and extend the maturity date through December 31, 2020 . On August 1, 2019 and September 10, 2019 , this credit facility was further amended to increase loan availability from $40.0 million to $43.8 million , and decrease loan availability from $43.8 million to $4.1 million , respectively. This decrease further limited the purpose of the indebtedness under APC Business Loan Agreement to the issuance of standby letters of credit, and added as a permitted lien the security interest in all of its assets granted by APC in favor of NMM under a Security Agreement dated on or about September 11, 2019 securing APC’s obligations to NMM under, and as required pursuant to, that certain Management Services Agreement dated as of July 1, 1999, as amended. The interest rate is based on the Wall Street Journal “prime rate” plus 0.125% , or 4.875% and 5.625% , as of December 31, 2019 and December 31, 2018 , respectively. As of December 31, 2019 there is no additional availability under this line of credit. Standby Letters of Credit On March 3, 2017 , APAACO established an irrevocable standby letter of credit with Preferred Bank, which is affiliated with one of the Company’s board members, (through the NMM Business Loan Agreement) for $6.7 million for the benefit of CMS. The letter of credit expired on December 31, 2018 and was automatically extended without amendment for additional one - year periods from the present or any future expiration date, unless notified by the institution to terminate prior to 90 days from any expiration date. APAACO may continue to draw from the letter of credit for one year following the bank’s notification of non-renewal. As of December 31, 2019, CMS has released the Company from this obligation. On October 2, 2018 , APAACO established a second irrevocable standby letter of credit with Preferred Bank, which is affiliated with one of the Company’s board members, (through the NMM Business Loan Agreement) for $6.6 million for the benefit of CMS. The letter of credit expires on December 31, 2019 and is automatically extended without amendment for additional one - year periods from the present or any future expiration date, unless notified by the institution to terminate prior to 90 days from any expiration date. APAACO may continue to draw from the letter of credit for one year following the bank’s notification of non-renewal. This standby letter of credit was subsequently amended on August 14, 2019 to increase amount from $6.6 million to $14.8 million and extended the expiration date to December 31, 2020 with all other terms and conditions to remain unchanged. In connection with the closing of the Credit Facility, this letter of credit was terminated and reissued under the Credit Agreement. APC established irrevocable standby letters of credit with a financial institution for a total of $0.3 million for the benefit of certain health plans. The standby letters of credit are automatically extended without amendment for additional one -year periods from the present or any future expiration date, unless notified by the institution in advance of the expiration date that the letter will be terminated. Alpha Care established irrevocable standby letters of credit with Preferred Bank under the APC Business Loan Agreement for a total of $3.8 million for the benefit of certain health plans. The standby letters of credit are automatically extended without amendment for additional one -year periods from the present or any future expiration date, unless notified by the institution in advance of the expiration date that the letter will be terminated. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2019 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes Provision for income taxes consisted of the following: Years ended December 31, 2019 2018 2017 Current Federal $ 9,034,736 $ 21,058,703 $ 19,219,251 State 5,924,933 9,646,172 5,336,885 14,959,669 30,704,875 24,556,136 Deferred Federal (3,508,348 ) (5,954,666 ) (18,718,113 ) State (3,284,689 ) (2,390,569 ) (1,951,238 ) (6,793,037 ) (8,345,235 ) (20,669,351 ) Total provision for income taxes $ 8,166,632 $ 22,359,640 $ 3,886,785 The Company uses the liability method of accounting for income taxes as set forth in ASC 740. Under the liability method, deferred taxes are determined based on differences between the financial statement and tax bases of assets and liabilities using enacted tax rates. As of December 31, 2019 , the Company had Federal and California net operating loss carryforwards of approximately $45.6 million and $61.3 million , respectively. The Federal and California net operating loss carryforwards will expire at various dates from 2026 through 2039 ; however, $23.1 million of the Federal operating loss does not expire and will be carried forward indefinitely. Pursuant to Internal Revenue Code Sections 382 and 383, use of the Company's net operating loss and credit carryforwards may be limited if a cumulative change in ownership of more than 50% occurs within any three years' period since the last ownership change. The Company had a change in control under these Sections with the completion of the Merger. The Company has performed an analysis of the limitation on the NOLs acquired with the Merger and has determined it will be able to utilize all of the net operating losses (“NOLs”) before they expire. Significant components of the Company's deferred tax assets (liabilities) as of December 31, 2019 and December 31, 2018 are shown below. During the year ended December 31, 2019 , the Company recorded a non-cash reclassification $0.9 million of deferred tax liabilities to income tax payable related to utilization of NOLs. A valuation allowance of $8.2 million and $3.4 million as of December 31, 2019 and December 31, 2018 , respectively, has been established against the Company's deferred tax assets related to loss entities the Company cannot consolidate under the Federal consolidation rules, as realization of these assets is uncertain. 2019 2018 Deferred tax assets (liabilities) State taxes $ 1,110,659 $ 1,886,010 Stock options 1,293,164 1,660,664 Accrued payroll and related cost 277,682 238,633 Accrued hospital pool deficit 188,075 168,413 Allowance for bad debts 544,028 1,124,917 Investment in other entities 2,977,431 884,922 Net operating loss carryforward 13,849,685 6,414,256 Lease liability 3,567,302 — Property and equipment (927,011 ) (1,286,087 ) Acquired intangible assets (29,195,045 ) (24,084,892 ) Right-of-use assets (3,544,315 ) — Risk Pool Receivable (1,623,049 ) (2,434,573 ) Other 1,403,446 (792,781 ) Net deferred tax liabilities before valuation allowance (10,077,948 ) (16,220,518 ) Valuation allowance (8,191,500 ) (3,395,417 ) Net deferred tax liabilities $ (18,269,448 ) $ (19,615,935 ) 2019 2018 Tax valuation allowance Beginning balance $ 3,395,417 $ 3,224,517 Charged (credited) to tax expense 1,085,842 170,900 Charged to goodwill 3,710,241 — Ending balance 8,191,500 3,395,417 On December 22, 2017, the U.S. government enacted comprehensive tax legislation known as the Tax Cuts and Jobs Act (the "TCJA"). The TCJA establishes new tax laws that will take effect in 2018, including, but not limited to (1) reduction of the U.S. federal corporate tax rate from a maximum of 35% to 21% ; (2) elimination of the corporate alternative minimum tax; (3) a new limitation on deductible interest expense; (4) the Transition Tax; (5) limitations on the deductibility of certain executive compensation; (6) changes to the bonus depreciation rules for fixed asset additions: and (7) limitations on NOLs generated after December 31, 2018, to 80% of taxable income. ASC 740, Income Taxes, requires the effects of changes in tax laws to be recognized in the period in which the legislation is enacted. However, due to the complexity and significance of the TCJA’s provisions, the SEC staff issued Staff Accounting Bulletin (“SAB 118”), which provides guidance on accounting for the tax effects of the TCJA. SAB 118 provides a measurement period that should not extend beyond one year from the TCJA enactment date for companies to complete the accounting under ASC 740. During the first nine months of 2018, the Company recorded provisional amounts for certain enactment-date effects of the TCJA, for which the accounting had not been finalized, by applying the guidance in SAB 118. The Company recorded a decrease in its deferred tax assets and deferred tax liabilities of $6.6 million and $16.3 million , respectively, with a corresponding net adjustment to deferred income tax benefit of $9.7 million for the year ended December 31, 2017. Accordingly, the Company completed its accounting for the tax effects of the TCJA in 2018 and did not recognize any material adjustments to the 2018 provisional income tax expense. The provision for income taxes differs from the amount computed by applying the federal income tax rate as follows for the years ended December 31 : Years ended December 31, 2019 2018 2017 Tax provision at U.S. Federal statutory rates 21.0 % 21.0 % 35.0 % State income taxes net of federal benefit 8.1 6.7 4.4 Non-deductible permanent items 3.3 1.3 (9.7 ) Non-taxable entities (2.7 ) (0.7 ) (1.9 ) Stock-based compensation (1.5 ) (1.8 ) 0.9 Change in valuation allowance 13.7 — (2.9 ) Entity Conversion (10.5 ) 0.5 — Change in rate — — (19.4 ) Other 0.2 0.1 1.4 Effective income tax rate 31.6 % 27.1 % 7.8 % The Company's effective tax rate is different from the federal statutory rate of 21% due primarily to state taxes, share-based compensation and permanent adjustments. As of December 31, 2019 and 2018 , the Company does not have any unrecognized tax benefits related to various federal and state income tax matters. The Company will recognize accrued interest and penalties related to unrecognized tax benefits in income tax expense. The Company is subject to U.S. federal income tax as well as income tax in California. The Company and its subsidiaries' state and Federal income tax returns are open to audit under the statute of limitations for the years ended December 31, 2015 through December 31, 2018 and for the years ended December 31, 2016 through December 31, 2018 , respectively. The Company does not anticipate material unrecognized tax benefits within the next 12 months. |
Mezzanine and Shareholders' Equ
Mezzanine and Shareholders' Equity | 12 Months Ended |
Dec. 31, 2019 | |
Equity [Abstract] | |
Mezzanine and Shareholders’ Equity | Mezzanine and Shareholders’ Equity APC As the redemption feature (see Note 2) of the shares is not solely within the control of APC, the equity of APC does not qualify as permanent equity and has been classified as noncontrolling interests in mezzanine or temporary equity. APC’s shares were not redeemable and it was not probable that the shares would become redeemable as of December 31, 2019 , 2018 and 2017 . On September 10, 2019, APC-LSMA, a holding company of APC, acquired 100% of the aggregate issued and outstanding shares of capital stock of AMG for $1.2 million in cash and $0.4 million of APC common stock. On September 11, 2019, AP-AMH purchased 1,000,000 shares of APC Series A Preferred Stock for aggregate consideration of $545.0 million in a private placement. This investment was eliminated in consolidation. In relation to the issuance of APC Series A Preferred Stock, APC incurred $0.9 million in cost (see Note 1). Shareholders’ Equity Preferred Stock – Series A On October 14, 2015, ApolloMed entered into an agreement with NMM pursuant to which ApolloMed sold to NMM, and NMM purchased from ApolloMed, in a private offering of securities, 1,111,111 units, each unit consisting of one share of ApolloMed’s Preferred Stock (the “Series A”) and a common stock warrant (a “Series A Warrant”) to purchase one share of ApolloMed’s common stock at an exercise price of $9.00 per share. NMM paid ApolloMed an aggregate of $10.0 million for the units, the proceeds of which were used by ApolloMed primarily to repay certain outstanding indebtedness owed by ApolloMed to NNA of Nevada and the balance for working capital. As required by ASC 805-10-25-10, NMM, who was the accounting acquirer, remeasured its previously held interest in ApolloMed’s (the accounting acquiree) Series A at its acquisition-date fair value of $12.7 million and was added to the consideration transferred in the exchange. As part of the Merger between NMM and ApolloMed (see Note 3), the fair value of $12.7 million of such shares of Series A were included in purchase price consideration. The valuation methodology was based on an Option Pricing Method ("OPM") which utilized the observable publicly traded common stock price in valuing the Series A preferred stock within the context of the capital structure of the Company. OPM assumptions included an expected term of 2 years , volatility rate of 37.9% , and a risk-free rate of 1.8% . At December 31, 2019 and 2018, this investment was eliminated in consolidation due to the merger between ApolloMed and NMM (see Note 3). Preferred Stock – Series B On March 30, 2016, ApolloMed entered into an agreement with NMM pursuant to which ApolloMed sold to NMM, and NMM purchased from ApolloMed, in a private offering of securities, 555,555 units, each unit consisting of one share of ApolloMed’s Series B Preferred Stock (“Series B”) and a common stock warrant (a “Series B Warrant”) to purchase one share of ApolloMed’s common stock at an exercise price of $10.00 per share. NMM paid ApolloMed an aggregate $5.0 million for the units. As required by ASC 805-10-25-10, NMM, who was the accounting acquirer, remeasured its previously held interest in ApolloMed’s (the acquiree) Series B at its acquisition-date fair value of $6.4 million , and was added to the consideration transferred in the exchange. As part of the Merger between NMM and ApolloMed (see Note 3), the fair value of $6.4 million of such shares of Series B were included in purchase price consideration. The valuation methodology was based on an OPM which utilized the observable publicly traded common stock price in valuing the Series B preferred stock within the context of the capital structure of the Company. OPM assumptions included an expected term of 2 years , volatility rate of 37.9% , and a risk-free rate of 1.8% . NMM recorded a gain of approximately $8.6 million to reflect the fair values of the Series A and Series B prior to the Merger date, which is included in gain from investments in the accompanying consolidated statement of income for the year ended December 31, 2017 . At December 31, 2019 and 2018, this investment was eliminated in consolidation due to the merger between ApolloMed and NMM (see Note 3). 2017 Share Issuances and Repurchases Prior to the Merger date, NMM received cash in the aggregate amount of approximately $0.3 million from the exercise of stock options to purchase 102,199 shares of NMM common stock at $2.44 per share. In accordance with relevant accounting guidance, the amounts collected through December 7, 2017 were reflected as a long-term liability for unissued equity shares as of December 7, 2017 based on the terms of the forfeiture feature of the option, as noted above. In connection with the merger, the amount included in long-term liability of approximately $1.2 million for unissued equity shares were reclassified to equity to reflect the issuance of 508,133 shares of NMM common stock, which also resulted in the acceleration of the unvested portion of stock options in the amount of approximately $0.8 million which was recorded as share-based compensation expense in the consolidated statements of income. Prior to the Merger date, an option (non-exclusivity) was exercised for the purchase of 102,641 shares of NMM common stock at $1.46 per share for gross proceeds of approximately $0.2 million . Prior to the Merger date, NMM sold an aggregate of 129,651 shares of common stock at $14.61 per share for aggregate proceeds of approximately $1.9 million . Prior to the Merger date, an aggregate of 109,123 shares of NMM common stock were repurchased for approximately $1.6 million at a price of $14.61 per share. An aggregate of 23,628 shares of NMM common stock were repurchased for $0.1 million at a price of $2.44 per share. Such share repurchases reduced the number of shares issued and outstanding as they were subsequently retired. On December 8, 2017, ApolloMed completed its business combination with NMM following the satisfaction or waiver of the conditions set forth in the Merger Agreement, pursuant to which Merger Subsidiary merged with and into NMM, with NMM surviving as a wholly owned subsidiary of ApolloMed (see Note 3). In connection with the Merger and as of the effective time of the Merger (the “Effective Time”): • each issued and outstanding share of NMM common stock was converted into the right to receive such number of shares of common stock of ApolloMed that results in the former NMM shareholders who did not dissent from the Merger (“former NMM Shareholders”) having a right to receive an aggregate of 30,397,489 shares of common stock of ApolloMed, subject to the 10% holdback pursuant to the Merger Agreement; • ApolloMed issued to former NMM Shareholders each former NMM Shareholder’s pro rata portion of (i) warrants to purchase an aggregate of 850,000 shares of common stock of ApolloMed, exercisable at $11.00 per share, and (ii) warrants to purchase an aggregate of 900,000 shares of common stock of ApolloMed, exercisable at $10.00 per share; and • ApolloMed held back an aggregate of 3,039,749 shares of common stock issuable to former NMM Shareholders, representing 10% of the total number of shares of ApolloMed common stock issuable to former NMM Shareholders, to secure indemnification rights of AMEH and its affiliates under the Merger Agreement (the “Holdback Shares”). The Holdback Shares were issued and outstanding as of December 31, 2019 . The first tranche of 1,519,805 shares were issued in December 2018 and the remaining 1,511,380 were issued in December 2019, net of shares repurchase (see Note 13). The shares of common stock issuable to former NMM shareholders in the exchange were 25,675,630 (net of 10% holdback and Treasury Shares) (see Note 3). The 10% holdback shares will be released to all the former NMM shareholders based on their respective pro rata ownership interest in NMM at the Effective Time without regard to whether the former NMM shareholders are providing any services to the Company at the time of this distribution. This holdback accommodation was made as indemnification protection to the accounting acquiree (ApolloMed), and as such, is not considered compensatory. At the time when these holdback shares were issued to the former NMM shareholders, the Company recorded the stock issuance with a reduction to additional paid-in capital to properly reflect the shares outstanding. Upon consummation of the Merger, the Company issued 520,081 shares its common stock with a fair value of approximately $5.4 million from the conversion of the Alliance Note and accrued interest. Common Stock As of the date of this Report, 535,392 holdback shares have not been issued to certain former NMM shareholders who were NMM shareholders at the time of closing of the Merger, as they have yet to submit properly completed letters of transmittal to ApolloMed in order to receive their pro rata portion of ApolloMed common stock and warrants as contemplated under the Merger Agreement. Pending such receipt, such former NMM shareholders have the right to receive, without interest, their pro rata share of dividends or distributions with a record date after the effectiveness of the Merger. The consolidated financial statements have treated such shares of common stock as outstanding, given the receipt of the letter of transmittal is considered perfunctory and the Company is legally obligated to issue these shares in connection with the Merger. On March 21, 2018, the Company issued 37,593 shares of the Company’s common stock to the Company’s Chief Operating Officer for prior services rendered. The stock price on the date of issuance was $16.80 per share, which resulted in the Company recording $0.6 million of share-based compensation expense. See options and warrants section below for common stock issued upon exercise of stock options and stock purchase warrants. Equity Incentive Plans In connection with the Merger (see Note 3), the Company assumed ApolloMed’s 2010 Equity Incentive Plan (the “2010 Plan”) pursuant to which 500,000 shares of the Company’s common stock were reserved for issuance thereunder. The 2010 Plan provides for awards including incentive stock options, non-qualified options, restricted common stock, and stock appreciation rights. As of December 31, 2019 , there were no shares available for grant. In connection with the Merger (see Note 3), the Company assumed ApolloMed’s 2013 Equity Incentive Plan (the “2013 Plan”), pursuant to which 500,000 shares of the Company’s common stock were reserved for issuance thereunder. The Company received approval of the 2013 Plan from the Company’s stockholders on May 19, 2013. The Company issues new shares to satisfy stock option and warrant exercises under the 2013 Plan. As of December 31, 2019 , there were no shares available for future grants under the 2013 Plan. In connection with the Merger (see Note 3), the Company assumed ApolloMed’s 2015 Equity Incentive Plan (the “2015 Plan”), pursuant to which 1,500,000 shares of the Company’s common stock were reserved for issuance thereunder. In addition, shares that are subject to outstanding grants under the Company’s 2010 Plan and 2013 Plan but that ordinarily would have been restored to such plans reserve due to award forfeitures and terminations will roll into and become available for awards under the 2015 Plan. The 2015 Plan provides for awards, including incentive stock options, non-qualified options, restricted common stock, and stock appreciation rights. The 2015 Plan was approved by ApolloMed’s stockholders at ApolloMed’s 2016 annual meeting of stockholders that was held on September 14, 2016. As of December 31, 2019 , 2018 and 2017 , there were approximately 0.5 million , 0.9 million and 1.0 million shares available for future grants under the 2015 Plan, respectively. Options The Company’s outstanding stock options consisted of the following: Shares Weighted Average Exercise Price Weighted Average Remaining Contractual Term (Years) Aggregate Intrinsic Value (in millions) Options outstanding at January 1, 2017 — $ — — $ — Options assumed in the Merger (see Note 3) 1,141,040 3.95 5.85 22.6 Options granted — — — — Options exercised — — — — Options forfeited — — — — Options outstanding at December 31, 2017 1,141,040 $ 3.95 5.79 $ 22.6 Options granted 155,000 9.85 — — Options exercised (639,800 ) 4.11 — 9.8 Options forfeited (9,000 ) 3.41 — — Options outstanding at December 31, 2018 647,240 $ 5.62 4.13 $ 9.2 Options granted 279,698 17.24 — — Options exercised (241,214 ) 6.09 — 2.7 Options forfeited (78,378 ) 17.62 — — Options outstanding at December 31, 2019 607,346 $ 9.22 3.42 $ 5.6 Options exercisable at December 31, 2019 439,776 $ 4.58 2.09 $ 5.6 During the year ended December 31, 2019 and 2018 , stock options were exercised for 241,214 and 488,464 shares, respectively, of the Company’s common stock, which resulted in proceeds of approximately $1.5 million and $1.8 million , respectively. The exercise prices ranged from $1.50 to $10.00 per share for the exercises during the year ended December 31, 2019 and ranged from $0.01 to $10.00 per share for the exercises during the year ended December 31, 2018 . During the year ended December 31, 2018 , stock options were exercised pursuant to the cashless exercise provision of the option agreement, with respect to 151,346 shares of the Company’s common stock, which resulted in the Company issuing 109,438 net shares. During the year ended December 31, 2019, no stock options were exercised pursuant the cashless exercise provision. During the year ended December 31, 2019 , the Company granted 145,228 and 56,092 five year stock options to certain ApolloMed board members and executives, respectively, with exercise price ranging from $15.35 - $18.11 and $18.91 , respectively, which were recognized at fair value, as determining using the Black-Scholes option pricing model and following: December 31, 2019 Board Members Executives Expected Term 3.0 years 3.0 years Expected volatility 90.50% - 100.27% 84.42 % Risk-free interest rate 1.60% - 2.51% 1.65 % Market value of common stock $15.35 - $18.11 $ 18.91 Annual dividend yield — % — % Forfeiture rate 0 % 0 % During the year ended December 31, 2019, the Company recorded approximately $0.9 million of share-based compensation expense associated with the issuance of restricted shares of common stock and vesting of stock options which is included in General and administrative expenses in the accompanying consolidated statement of income. Stock Options Issued Under Primary Care Physician Agreements On October 1, 2014, NMM and APC entered into an Exclusivity Amendment Agreement as part of the Primary Care Physician Agreement to issue stock options to purchase shares of NMM and APC common stock. The medical providers agreed to exclusivity to APC for health enrollees in consideration per provider of an exclusivity incentive in the amount of $25,000 (or $15,000 if already a preferred provider). The stock options were granted from the date of agreement through May 1, 2015 and are treated as issuances to non-employees. The exercise price of the stock options was $2.44 (for NMM pre-merger) and $0.17 (for APC) per share and providers were able to exercise anytime between August 1, 2015 and October 1, 2019, as long as the providers continue to provide services pursuant to the terms of the agreement through October 1, 2019. If the agreement is terminated by the provider with or without cause, the exclusivity incentive and any capitation payment above standard rates made in accordance with the terms of the agreement shall be fully repaid to APC by the terminating medical provider. In addition, any unexercised share options held by the terminating medical provider will be forfeited on effective date of termination, and any share options that have been exercised will be bought back by NMM and APC at the original purchase price. As of December 31, 2018 and 2017 , a total of 7,110,150 APC stock options were exercised for the purchase of shares of common stock that resulted in aggregate proceeds received by APC of $1.2 million . In accordance with relevant accounting guidance the options are reflected as long-term liability for unissued equity shares as of December 31, 2018 and 2017 of $1.2 million based on the features noted above. As of December 31, 2019, the liability totaling $1.2 million was reclassified to the appropriate equity account as the contingency to repurchase these options expired on October 1, 2019. The stock options under the Exclusivity Amendment Agreement were accounted for at fair value, as determined using the Black-Scholes option pricing model and the following assumptions: Years ended December 31, 2018 2017 Expected term 0.75 years 0.93 - 1.75 years Expected volatility 38.10% - 41.60% 38.10% - 41.60% Risk-free interest rate 1.64% - 1.86% 1.64% - 1.86% Market value of common stock $0.52 - $0.76 $0.52 - $0.76 Annual dividend yield 2.23% - 3.53% 2.23% - 3.53% Forfeiture rate 0% - 6.8% 0% - 6.8% Outstanding stock options granted to primary care physicians to purchase shares of APC’s common stock consisted of the following: Shares Weighted Average Exercise Price Weighted Average Remaining Contractual Term (Years) Aggregate Intrinsic Value Options outstanding at January 1, 2017 1,910,400 $ 0.167 2.75 $ 1.1 Options granted — — — — Options exercised (1,056,600 ) 0.167 — (0.6 ) Options forfeited — — — — Options outstanding at December 31, 2017 853,800 $ 0.167 1.75 $ 0.5 Options granted — — — — Options exercised — — — — Options forfeited — — — — Options outstanding at December 31, 2018 853,800 $ 0.167 0.75 $ 0.5 Options granted — — — — Options exercised — — — — Options forfeited (853,800 ) 0.167 — (0.5 ) Options outstanding and exercisable at December 31, 2019 — $ — — $ — The aggregate intrinsic value is calculated as the difference between the exercise price and the estimated fair value of common stock as of December 31, 2018 and 2017 . Share-based compensation expense related to option awards granted to primary care physicians with Exclusivity Agreements to purchase shares of APC’s common stock, are recognized over their respective vesting periods, and consisted of the following: Years ended December 31, 2019 2018 2017 Share-based compensation expense: General and administrative $ 607,146 $ 809,528 $ 2,113,116 $ 607,146 $ 809,528 $ 2,113,116 The Company has no unrecognized share based compensation stock option awards granted in connection with the Exclusivity Amendment Agreements as of December 31, 2019. Warrants Common stock warrants, to purchase 1,111,111 shares of ApolloMed common stock, issued to NMM in connection with the Series A Preferred Stock investment in ApolloMed may be exercised at any time after issuance and through October 14, 2020, for $9.00 per share, subject to adjustment in the event of stock dividends and stock splits. As part of the Merger between NMM and ApolloMed (see Note 3), such warrants were distributed to former NMM shareholders on a pro-rata basis utilizing the percentage of shares of NMM held by each shareholder prior to the merger date. Common stock warrants, to purchase 555,555 shares of ApolloMed common stock, issued to NMM in connection with the Series B Preferred Stock investment in ApolloMed may be exercised at any time after issuance and through March 30, 2021, for $10.00 per share, subject to adjustment in the event of stock dividends and stock splits. As part of the Merger between NMM and ApolloMed (see Note 3), such warrants were distributed to former NMM shareholders on a pro-rata basis utilizing the percentage of shares of NMM held by each shareholder prior to the Merger date. The Company’s outstanding warrants consisted of the following: Shares Weighted Average Exercise Price Weighted Average Remaining Contractual Term (Years) Aggregate Intrinsic Value (In Millions) Warrants outstanding at January 1, 2017 — $ — — $ — Warrants assumed in the Merger 1,898,541 9.06 2.69 1.8 Warrants granted (see Note 3) 1,750,000 10.49 5.00 — Warrants outstanding at December 31, 2017 3,648,541 $ 9.75 3.74 $ 52.0 Warrants granted — — — — Warrants exercised (286,357 ) 7.84 — 3.0 Warrants forfeited (30,189 ) 4.50 — — Warrants outstanding at December 31, 2018 3,331,995 $ 9.93 2.97 $ 33.1 Warrants granted — — — — Warrants exercised (177,405 ) 9.32 — 1.60 Warrants forfeited — — — — Warrants outstanding at December 31, 2019 3,154,590 $ 9.96 2.01 $ 26.7 Exercise Price Per Warrants Outstanding Weighted Average Remaining Contractual Life Warrants Exercisable Weighted Average Exercise Price Per Share $ 9.00 948,498 0.79 948,498 $ 9.00 10.00 1,386,083 2.30 1,386,083 10.00 11.00 820,009 2.94 820,009 11.00 $ 9.00 –11.00 3,154,590 2.01 3,154,590 $ 9.96 During the years ended December 31, 2019 and 2018 , common stock warrants were exercised for 177,405 and 286,357 shares of the Company’s common stock, respectively which resulted in proceeds of approximately $1.7 million and $2.2 million , respectively. The exercise price ranged from $9.00 to $11.00 per share during year ended December 31, 2019 and $4.00 to $11.00 per share during year ended December 31, 2018. Dividends During the years ended December 31, 2019 , 2018 and 2017 , NMM paid dividends of $0 , $13.8 million and $0 , respectively. The dividends paid in the year ended December 31, 2018 was declared in December 31, 2017 as part of the merger between ApolloMed and NMM and was classified as restricted cash (see Note 3). During the years ended December 31, 2019 , 2018 and 2017 , APC paid dividends of $60 million , $2.0 million and $8.75 million , respectively. During the years ended December 31, 2019 , 2018 and 2017 , CDSC paid distributions of $2.6 million , $2.0 million and $1.7 million , respectively. Treasury Stock APC owns 17,290,317 shares of ApolloMed's common stock as of December 31, 2019 and 1,682,110 shares of ApolloMed’s common stock as of December 31, 2018 and 2017 , respectively, which are legally issued and outstanding but excluded from shares of common stock outstanding in the consolidated financial statements, as such shares are treated as treasury shares for accounting purposes (see Note 1). During the year ended December 31, 2019, APC established a brokerage account to invest excess capital in the equity market. The brokerage account is managed directly by an independent investment committee of the APC board, for which Dr. Kenneth Sim and Dr. Thomas Lam has been excluded. As of December 31, 2019 the brokerage account only held shares of ApolloMed, as such the brokerage account totaling $7.3 million has been recorded as treasury shares. On December 18, 2018 the Company entered into a settlement agreement and mutual release with former APCN shareholders to repurchase all the equity interests in ApolloMed and APC previously held by these shareholders pursuant to the stipulation. Total common shares repurchased was 168,493 and 1,662,571 from ApolloMed and APC, respectively (See Note 13). |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Regulatory Matters Laws and regulations governing the Medicare program and healthcare generally are complex and subject to interpretation. The Company believes that it is in compliance with all applicable laws and regulations and is not aware of any pending or threatened investigations involving allegations of potential wrongdoing. While no regulatory inquiries have been made, compliance with such laws and regulations can be subject to future government review and interpretation as well as significant regulatory action including fines, penalties, and exclusion from the Medicare and Medi-Cal programs. As a risk-bearing organization, the Company is required to follow regulations of the DMHC. The Company must comply with a minimum working capital requirement, tangible net equity (“TNE”) requirement, cash-to-claims ratio and claims payment requirements prescribed by the DMHC. TNE is defined as net assets less intangibles, less non-allowable assets (which include amounts due from affiliates), plus subordinated obligations. At December 31, 2019 and 2018 , APC, Alpha Care and Accountable Health Care were in compliance with these regulations. Many of the Company’s payor and provider contracts are complex in nature and may be subject to differing interpretations regarding amounts due for the provision of medical services. Such differing interpretations may not come to light until a substantial period of time has passed following contract implementation. Liabilities for claims disputes are recorded when the loss is probable and can be estimated. Any adjustments to reserves are reflected in current operations. Standby Letters of Credit As part of the APAACO participation with CMS, the Company must provide a financial guarantee to CMS, the guarantee generally must be in an amount of 2% of our benchmark Medicare Part A and Part B expenditures. The Company has established irrevocable standby letters of credit with Preferred Bank, which is affiliated with one of the Company’s board members, of $8.2 million and $6.6 million for the 2019 and 2018 performance years, respectively (see Note 10). APC established irrevocable standby letters of credit with a financial institution for a total of $0.3 million for the benefit of certain health plans. The standby letters of credit are automatically extended without amendment for additional one -year periods from the present or any future expiration date, unless notified by the institution in advance of the expiration date that the letter will be terminated (see Note 10). Alpha Care established irrevocable standby letters of credit with Preferred Bank under the APC Business Loan Agreement for a total of $3.8 million for the benefit of certain health plans. The standby letters of credit are automatically extended without amendment for additional one -year periods from the present or any future expiration date, unless notified by the institution in advance of the expiration date that the letter will be terminated. Litigation From time to time, the Company is involved in various legal proceedings and other matters arising in the normal course of its business. The resolution of any claim or litigation is subject to inherent uncertainty and could have a material adverse effect on the Company’s financial condition, cash flows or results of operations. Prospect Medical Systems On or about March 23, 2018 and April 3, 2018, a Demand for Arbitration and an Amended Demand for Arbitration were filed by Prospect Medical Group, Inc. and Prospect Medical Systems, Inc. (collectively, “Prospect”) against MMG, ApolloMed and AMM with Judicial Arbitration Mediation Services in California, arising out of MMG’s purported business plans, seeking damages in excess of $5.0 million , and alleging breach of contract, violation of unfair competition laws, and tortious interference with Prospect’s current and future economic relationships with its health plans and their members. MMG, ApolloMed and AMM dispute the allegations and intend to vigorously defend against this matter. The resolution of this matter and any potential range of loss in excess of any current accrual cannot be reasonably determined or estimated at this time primarily because the matter has not been fully arbitrated and presents unique regulatory and contractual interpretation issues. APCN Shareholders On December 18, 2018 the Company entered into a settlement agreement and mutual release with former APCN shareholders to repurchase all the equity interests in ApolloMed and APC previously held by these shareholders pursuant to the stipulation. ApolloMed and APC paid approximately $4.2 million and $1.7 million , respectively, to repurchase 168,493 and 1,662,571 shares of common stock of each company, respectively. The Company recognized approximately $0.8 million of legal settlement liability based on the settlement amount which exceeded the fair value of the repurchased ApolloMed and APC shares of common stock and warrants. Liability Insurance The Company believes that its insurance coverage is appropriate based upon the Company’s claims experience and the nature and risks of the Company’s business. In addition to the known incidents that have resulted in the assertion of claims, the Company cannot be certain that its insurance coverage will be adequate to cover liabilities arising out of claims asserted against the Company, the Company’s affiliated professional organizations or the Company’s affiliated hospitalists in the future where the outcomes of such claims are unfavorable. The Company believes that the ultimate resolution of all pending claims, including liabilities in excess of the Company’s insurance coverage, will not have a material adverse effect on the Company’s financial position, results of operations or cash flows; however, there can be no assurance that future claims will not have such a material adverse effect on the Company’s business. Contracted physicians are required to obtain their own insurance coverage. Although the Company currently maintains liability insurance policies on a claims-made basis, which are intended to cover malpractice liability and certain other claims, the coverage must be renewed annually, and may not continue to be available to the Company in future years at acceptable costs, and on favorable terms. |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Dec. 31, 2019 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Related Party Transactions On November 16, 2015, UCAP entered into a subordinated note receivable agreement with UCI, a 48.9% owned equity method investee (See Note 6), in the amount of $5.0 million . On June 28, 2018 and November 28, 2018, UCAP entered into two new subordinated note receivable agreements with UCI in the amount of $2.5 million and $5.0 million , respectively (see Note 7). During the years ended December 31, 2019 and 2018 , NMM earned approximately $17.3 million and $21.6 million , respectively, in management fees, of which $2.0 million and $0.8 million , remained outstanding, respectively, from LMA, which is accounted for under the equity method based on 25% equity ownership interest held by APC (see Note 6). During the years ended December 31, 2019 and 2018 , APC paid approximately $2.7 million and $2.5 million , respectively, to PMIOC for provider services, which is accounted for under the equity method based on 40% equity ownership interest held by APC (see Note 6). During the years ended December 31, 2019 and 2018 , APC paid approximately $7.8 million and $7.0 million , respectively, to DMG for provider services, which is accounted for under the equity method based on 40% equity ownership interest held by APC (see Note 6). During the year ended December 31, 2019 and 2018 , APC paid approximately $0.4 million and $0.3 million , respectively, to Advance Diagnostic Surgery Center for services as a provider. Advance Diagnostic Surgery Center shares common ownership with certain board members of APC. During the years ended December 31, 2019 and 2018 , NMM paid approximately $1.1 million and $1.0 million to Medical Property Partners (“MPP”) for an office lease. MPP shares common ownership with certain board members of NMM (see Note 19). During the years ended December 31, 2018, APC paid approximately $0.2 million to Tag-2Medical Investment Group, LLC (“Tag-2”) for an office lease. Tag-2 shares common ownership with a board member of APC. During the years ended December 31, 2019 and 2018 , the Company paid approximately $0.5 million and $0.4 million , respectively, to Critical Quality Management Corp (“CQMC”) for an office lease. CQMC shares common ownership with certain board members of APC (see Note 19). During the years ended December 31, 2019 and 2018 , SCHC paid approximately $0.4 million and $0.5 million , respectively, to Numen, LLC (“Numen”) for an office lease. Numen is owned by a shareholder of APC (see Note 19). The Company has agreements with HSMSO, Aurion Corporation (“Aurion”), and AHMC Healthcare (“AHMC”) for services provided to the Company. One of the Company’s board members is an officer of AHMC, HSMSO and Aurion. Aurion is also partially owned by one of the Company’s board members. The following table sets forth fees incurred and income received related to AHMC, HSMSO and Aurion Corporation: Years ended December 31, 2019 2018 AHMC – Risk pool revenue $ 49,300,000 $ 68,200,000 HSMSO – Management fees, net (1,700,000 ) (2,600,000 ) Aurion – Management fees (300,000 ) (317,000 ) Receipts, Net $ 47,300,000 $ 65,283,000 The Company and AHMC has a risk sharing agreement with certain AHMC hospitals to share the surplus and deficits of each of the hospital pools. During the years ended December 31, 2019 and 2018 the Company has recognized risk pool revenue under this agreement of $49.3 million and $68.2 million respectively, of which $40.4 million and $44.2 million , respectively, remain outstanding as of December 31, 2019 and 2018 , respectively. During the years ended December 31, 2019 and 2018 , APC paid an aggregate of approximately $22.0 million and $35.2 million , respectively, to shareholders of APC for provider services, which included approximately $8.8 million and $13.5 million , respectively, to shareholders who are also officers of APC. During the year ended December 31, 2019, NMM paid approximately $0.2 million to an Apollo board member for consulting services. In addition, affiliates wholly-owned by the Company’s officers, including our Co-CEO, Dr. Lam, are reported in the accompanying consolidated statements of income on a consolidated basis, together with the Company’s subsidiaries, and therefore, the Company does not separately disclose transactions between such affiliates and the Company’s subsidiaries as related party transactions. For equity method investments, loans receivable and line of credits from related parties, see Notes 6, 7 and 10, respectively. |
Employee Benefit Plan
Employee Benefit Plan | 12 Months Ended |
Dec. 31, 2019 | |
Retirement Benefits [Abstract] | |
Employee Benefit Plan | Employee Benefit Plan NMM has a qualified 401(k) plan that covers substantially all employees who have completed at least six months of service and meet minimum age requirements. Participants may contribute a portion of their compensation to the plan, up to the maximum amount permitted under Section 401(k) of the Internal Revenue Code. Participants become fully vested after six years of service. NMM matches a portion of the participants’ contributions. NMM’s matching contributions for the years ended December 31, 2019 and 2018 were approximately $0.2 million . |
Revenue Recognition
Revenue Recognition | 12 Months Ended |
Dec. 31, 2019 | |
Revenue from Contract with Customer [Abstract] | |
Revenue Recognition | Revenue Recognition At the adoption of Topic 606, the cumulative effect of initially applying the new revenue standard is required to be presented as an adjustment to the opening balance of retained earnings. This cumulative effect amount was determined to be related to the full risk pool arrangements of APC, a variable interest entity (see Note 18). Due to uncertainty surrounding the settlement of the related IBNR reserve, under ASC Topic 605, the Company has historically recognized revenue from full risk pool settlements under arrangements with hospitals when such amounts are known as the related revenue amounts were not deemed to be fixed and determinable until that time. Under ASC Topic 606, the transaction price includes an assessment of variable consideration; therefore, full risk pool settlements under these arrangements are recognized using the most likely method and amounts are only included in revenue to the extent that it is probable that a significant reversal of cumulative revenue will not occur once any uncertainty is resolved. The assumptions for historical medical loss ratios, IBNR completion factors and constraint percentages were used by management in applying the most likely method. Accordingly, the Company has estimated an additional amount of revenue to recognize the expected amount that is most likely to be paid upon settlement of each of the open full risk pool fiscal year, which amount was included in the adoption date adjustment to retained earnings. Therefore, the cumulative net effect of initially applying Topic 606 in the amount of $10.2 million , which is comprised of $11.6 million of additional revenue, offset by $1.4 million in related management fee expense, has been presented as an adjustment to the opening balance of the mezzanine equity, “Noncontrolling interest in Allied Pacific of California IPA.” Consequently, as a result of APC recording additional receivables, NMM recorded a corresponding entry of $1.4 million to retained earnings related to management fee income. These adjustments were offset by an aggregate adjustment to deferred tax liability of $3.2 million . |
Earnings Per Share
Earnings Per Share | 12 Months Ended |
Dec. 31, 2019 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | Earnings Per Share Basic net income per share is calculated using the weighted average number of shares of the Company’s common stock issued and outstanding during a certain period, and is calculated by dividing net income by the weighted average number of shares of the Company’s common stock issued and outstanding during such period. Diluted net income per share is calculated using the weighted average number of common and potentially dilutive common shares outstanding during the period, using the as-if converted method for preferred stock and the treasury stock method for options and common stock warrants. Pursuant to the Merger Agreement, ApolloMed held back 10% of the shares of its common stock that were issuable to NMM shareholders (“Holdback Shares”) to secure indemnification of ApolloMed and its affiliates under the Merger Agreement. The Holdback Shares will be held for a period of up to 24 months , with 50% issued on the first anniversary of the merger and the remaining 50% issued on the second anniversary, after the closing of the Merger (to be distributed on a pro-rata basis to former NMM shareholders), during which ApolloMed may seek indemnification for any breach of, or noncompliance with, any provision of the Merger Agreement, by NMM. The Holdback Shares are excluded from the computation of basic earnings per share, but included in diluted earnings per share. As of December 31, 2019 , APC held 17,290,317 shares of ApolloMed's common stock and as of December 31, 2018 and 2017 , APC held 1,682,110 shares of ApolloMed’s common stock, which are treated as treasury shares for accounting purposes and not included in the number of shares of common stock outstanding used to calculate earnings per share (see Note 12). The noncontrolling interests in APC are allocated their share of ApolloMed’s income from APC’s ownership of ApolloMed common stock and this is included in the net income attributable to noncontrolling interests on the consolidated statements of income. Therefore, none of the shares of ApolloMed held by APC are considered outstanding for the purposes of basic or diluted earnings per share computation. Below is a summary of the earnings per share computations: Years ended December 31, 2019 2018 2017 Earnings per share – basic $ 0.41 $ 0.33 $ 1.01 Earnings per share – diluted $ 0.39 $ 0.29 $ 0.90 Weighted average shares of common stock outstanding – basic 34,708,429 32,893,940 25,525,786 Weighted average shares of common stock outstanding – diluted 36,403,279 37,914,886 28,661,735 Below is a summary of the shares included in the diluted earnings per share computations: Years ended December 31, 2019 2018 2017 Weighted average shares of common stock outstanding – basic 34,708,429 32,893,940 25,525,786 10% shares held back pursuant to indemnification clause — 2,935,512 3,039,749 Stock options 295,672 459,440 44,716 Warrants 1,384,078 1,625,994 51,484 Restricted stock units 15,100 — — Weighted average shares of common stock outstanding – diluted 36,403,279 37,914,886 28,661,735 |
Variable Interest Entities (VIE
Variable Interest Entities (VIEs) | 12 Months Ended |
Dec. 31, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Variable Interest Entities (VIEs) | Variable Interest Entities (VIEs) A VIE is defined as a legal entity whose equity owners do not have sufficient equity at risk, or, as a group, the holders of the equity investment at risk lack any of the following three characteristics: decision-making rights, the obligation to absorb losses, or the right to receive the expected residual returns of the entity. The primary beneficiary is identified as the variable interest holder that has both the power to direct the activities of the VIE that most significantly affect the entity’s economic performance and the obligation to absorb expected losses or the right to receive benefits from the entity that could potentially be significant to the VIE. The Company follows guidance on the consolidation of VIEs that requires companies to utilize a qualitative approach to determine whether it is the primary beneficiary of a VIE. See Note 2 to the accompanying consolidated financial statements for information on how the Company determines VIEs and its treatment. The following table includes assets that can only be used to settle the liabilities of APC and the creditors of APC have no recourse to the Company. These assets and liabilities, with the exception of the investment in a privately held entity and amounts due to affiliate, which are eliminated upon consolidation with NMM, are included in the accompanying consolidated balance sheets. December 31, 2019 2018 Assets Current assets Cash and cash equivalents $ 87,110,226 $ 71,726,342 Restricted cash – short-term 75,000 — Investment in marketable securities 123,948,391 1,066,103 Receivables, net 9,300,076 4,512,000 Receivables, net – related party 42,976,262 44,651,502 Other receivables 743,757 — Prepaid expenses and other current assets 7,403,057 3,647,654 Loans receivable 6,425,000 — Loans receivable - related parties 16,500,000 — Total current assets 294,481,769 125,603,601 Noncurrent assets Land, property and equipment, net 9,546,924 9,602,228 Intangible assets, net 81,439,224 58,984,420 Goodwill 108,912,763 56,213,450 Loans receivable – related parties — 12,500,000 Investments in other entities – equity method 28,486,593 26,707,404 Investment in privately held entities 4,725,000 4,725,000 Restricted cash – long-term 746,104 745,470 Operating lease right-of-use assets 4,750,944 — Other assets 1,056,828 839,085 Total noncurrent assets 239,664,380 170,317,057 Total assets $ 534,146,149 $ 295,920,658 Current liabilities Accounts payable and accrued expenses $ 11,186,808 $ 6,378,751 Fiduciary accounts payable 2,027,081 1,538,598 Medical liabilities 49,019,200 24,983,110 Income taxes payable 4,529,667 11,621,861 Dividend payable 271,279 — Amount due to affiliate 28,057,793 11,505,680 Bank loan, short-term — 40,257 Finance lease liabilities 101,741 101,741 Operating lease liabilities 1,088,260 — Total current liabilities 96,281,829 56,169,998 Noncurrent liabilities Deferred tax liability 14,058,528 15,693,159 Liability for unissued equity shares — 1,185,025 Finance lease liabilities, net of current portion 415,519 517,261 Operating lease liabilities, net of current portion 3,741,811 — Total noncurrent liabilities 18,215,858 17,395,445 Total liabilities $ 114,497,687 $ 73,565,443 |
Leases
Leases | 12 Months Ended |
Dec. 31, 2019 | |
Leases [Abstract] | |
Leases | Leases The Company has operating and finance leases for corporate offices, doctors’ offices, and certain equipment. These leases have remaining lease terms of 1 month to 5 years , some of which may include options to extend the leases for up to 10 years , and some of which may include options to terminate the leases within one year. As of December 31, 2019 and December 31, 2018 , assets recorded under finance leases were $0.5 million and $0.6 million , respectively, and accumulated depreciation associated with finance leases was $0.3 million and $0.2 million , respectively. Also, the Company rents or subleases certain real estate to third parties, which are accounted for as operating leases. Leases with an initial term of 12 months or less are not recorded on the balance sheet. The components of lease expense were as follows: Year Ended December 31, 2019 Operating lease cost $ 5,437,078 Finance lease cost Amortization of lease expense 101,741 Interest on lease liabilities 17,179 Sublease income $ (414,704 ) Total lease cost, net $ 5,141,294 Other information related to leases was as follows: Year Ended December 31, 2019 Supplemental Cash Flows Information Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 5,254,079 Operating cash flows from finance leases 17,179 Financing cash flows from finance leases 101,741 Right-of-use assets obtained in exchange for lease liabilities: Operating leases 16,727,589 Finance leases — Year Ended December 31, 2019 Weighted Average Remaining Lease Term Operating leases 6.48 years Finance leases 4.67 years Weighted Average Discount Rate Operating leases 6.11 % Finance leases 3.00 % Future minimum lease payments under non-cancellable leases as of December 31, 2019 were as follows: Years ending December 31, Operating Leases Finance Leases 2020 $ 3,781,174 $ 118,920 2021 2,711,802 118,920 2022 2,376,159 118,920 2023 2,130,226 118,920 2024 1,788,047 79,255 Thereafter 4,783,381 — Total future minimum lease payments 17,570,789 554,935 Less: imputed interest 3,207,506 37,675 Total lease obligations 14,363,283 517,260 Less: current portion 2,990,686 101,741 Long-term lease obligations $ 11,372,597 $ 415,519 As of December 31, 2019 , the Company does not have additional operating and finance leases that have not yet commenced. Supplemental Information for Comparative Periods As of December 31, 2018 , prior to the adoption of ASC 842, future minimum payments under operating leases having initial or remaining non-cancellable lease terms in excess of one year were as follows: Years ending December 31, Operating Leases Finance Leases 2019 $ 2,848,000 $ 119,000 2020 2,267,000 119,000 2021 783,000 119,000 2022 487,000 119,000 2023 489,000 119,000 Thereafter 243,000 79,000 Total future minimum lease payments 7,117,000 674,000 Rent expense for leases for the years ended December 31, 2018 and 2017 was approximately $4.3 million and $2.4 million , respectively. |
Leases | Leases The Company has operating and finance leases for corporate offices, doctors’ offices, and certain equipment. These leases have remaining lease terms of 1 month to 5 years , some of which may include options to extend the leases for up to 10 years , and some of which may include options to terminate the leases within one year. As of December 31, 2019 and December 31, 2018 , assets recorded under finance leases were $0.5 million and $0.6 million , respectively, and accumulated depreciation associated with finance leases was $0.3 million and $0.2 million , respectively. Also, the Company rents or subleases certain real estate to third parties, which are accounted for as operating leases. Leases with an initial term of 12 months or less are not recorded on the balance sheet. The components of lease expense were as follows: Year Ended December 31, 2019 Operating lease cost $ 5,437,078 Finance lease cost Amortization of lease expense 101,741 Interest on lease liabilities 17,179 Sublease income $ (414,704 ) Total lease cost, net $ 5,141,294 Other information related to leases was as follows: Year Ended December 31, 2019 Supplemental Cash Flows Information Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 5,254,079 Operating cash flows from finance leases 17,179 Financing cash flows from finance leases 101,741 Right-of-use assets obtained in exchange for lease liabilities: Operating leases 16,727,589 Finance leases — Year Ended December 31, 2019 Weighted Average Remaining Lease Term Operating leases 6.48 years Finance leases 4.67 years Weighted Average Discount Rate Operating leases 6.11 % Finance leases 3.00 % Future minimum lease payments under non-cancellable leases as of December 31, 2019 were as follows: Years ending December 31, Operating Leases Finance Leases 2020 $ 3,781,174 $ 118,920 2021 2,711,802 118,920 2022 2,376,159 118,920 2023 2,130,226 118,920 2024 1,788,047 79,255 Thereafter 4,783,381 — Total future minimum lease payments 17,570,789 554,935 Less: imputed interest 3,207,506 37,675 Total lease obligations 14,363,283 517,260 Less: current portion 2,990,686 101,741 Long-term lease obligations $ 11,372,597 $ 415,519 As of December 31, 2019 , the Company does not have additional operating and finance leases that have not yet commenced. Supplemental Information for Comparative Periods As of December 31, 2018 , prior to the adoption of ASC 842, future minimum payments under operating leases having initial or remaining non-cancellable lease terms in excess of one year were as follows: Years ending December 31, Operating Leases Finance Leases 2019 $ 2,848,000 $ 119,000 2020 2,267,000 119,000 2021 783,000 119,000 2022 487,000 119,000 2023 489,000 119,000 Thereafter 243,000 79,000 Total future minimum lease payments 7,117,000 674,000 Rent expense for leases for the years ended December 31, 2018 and 2017 was approximately $4.3 million and $2.4 million , respectively. |
Basis of Presentation and Sum_2
Basis of Presentation and Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2019 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying consolidated financial statements have been prepared by management in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”). |
Principles of Consolidation | Principles of Consolidation The consolidated balance sheets as of December 31, 2019 and 2018 and consolidated statements of income for the years ended December 31, 2019 , 2018 and 2017 include the accounts of ApolloMed, its consolidated subsidiaries NMM, AMM, APAACO, and Apollo Care Connect, including ApolloMed's consolidated VIE, AP-AMH, NMM’s subsidiaries, APCN-ACO and AP-ACO, NMM’s consolidated VIE, APC, APC’s subsidiary, UCAP, and APC’s consolidated VIEs, CDSC, APC-LSMA, ICC, and APC-LSMA's consolidated subsidiaries Alpha Care and Accountable Health Care. All material intercompany balances and transactions have been eliminated in consolidation. |
Use of Estimates | Use of Estimates The preparation of the consolidated financial statements and related disclosures in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. The more significant items subject to such estimates and assumptions include collectability of receivables, recoverability of long-lived and intangible assets, business combination and goodwill valuation and impairment, accrual of medical liabilities (including historical medical loss ratios (“MLR”), and incurred, but not reported (“IBNR”) claims), determination of full-risk revenue and receivables (including constraints and completion factors), income taxes and valuation of share-based compensation. Management evaluates its estimates and assumptions on an ongoing basis using historical experience and other factors, including the current economic environment, and makes adjustments when facts and circumstances dictate. As future events and their effects cannot be determined with precision, actual results could differ materially from those estimates and assumptions. |
Variable Interest Entities | Variable Interest Entities On an ongoing basis, as circumstances indicate the need for reconsideration, the Company evaluates each legal entity that is not wholly owned by it in accordance with the consolidation guidance. The evaluation considers all of the Company’s variable interests, including equity ownership, as well as management services agreements (“MSA”). To fall within the scope of the consolidation guidance, an entity must meet both of the following criteria: • The entity has a legal structure that has been established to conduct business activities and to hold assets; such entity can be in the form of a partnership, limited liability company, or corporation, among others; and • The Company has a variable interest in the legal entity – i.e., variable interests that are contractual, such as equity ownership, or other financial interests that change with changes in the fair value of the entity’s net assets. If an entity does not meet both criteria above, the Company applies other accounting guidance, such as the cost or equity method of accounting. If an entity does meet both criteria above, the Company evaluates such entity for consolidation under either the variable interest model if the legal entity meets any of the following characteristics to qualify as a VIE, or under the voting model for all other legal entities that are not VIEs. A legal entity is determined to be a VIE if it has any of the following three characteristics: • The entity does not have sufficient equity to finance its activities without additional subordinated financial support; • The entity is established with non-substantive voting rights (i.e., where the entity deprives the majority economic interest holder(s) of voting rights); or • The equity holders, as a group, lack the characteristics of a controlling financial interest. Equity holders meet this criterion if they lack any of the following: • The power, through voting rights or similar rights, to direct the activities of the entity that most significantly influence the entity’s economic performance, as evidenced by: • Substantive participating rights in day-to-day management of the entity’s activities; or • Substantive kick-out rights over the party responsible for significant decisions; • The obligation to absorb the entity’s expected losses; or • The right to receive the entity’s expected residual returns. If the Company concludes that any of the three characteristics of a VIE are met, the Company will conclude that the entity is a VIE and evaluate it for consolidation under the variable interest model. Variable interest model If an entity is determined to be a VIE, the Company evaluates whether the Company is the primary beneficiary. The primary beneficiary analysis is a qualitative analysis based on power and economics. The Company consolidates a VIE if both power and benefits belongs to the Company – that is, the Company (i) has the power to direct the activities of a VIE that most significantly influence the VIE’s economic performance (power), and (ii) has the obligation to absorb losses of, or the right to receive benefits from, the VIE that could potentially be significant to the VIE (benefits). The Company consolidates VIEs whenever it is determined that the Company is the primary beneficiary. Refer Note 18 – “Variable Interest Entities (VIEs)” to the consolidated financial statements for information on the Company’s consolidated VIE. If there are variable interests in a VIE but the Company is not the primary beneficiary, the Company may account for the investment using the equity method of accounting, refer to Note 6 – “Investments in Other Entities” for entities that qualify as VIEs but the Company is not the primary beneficiary. |
Business Combinations | Business Combinations The Company uses the acquisition method of accounting for all business combinations, which requires assets and liabilities of the acquiree to be recorded at fair value, to measure the fair value of the consideration transferred, including contingent consideration, to be determined on the acquisition date, and to account for acquisition related costs separately from the business combination. |
Reportable Segments | Reportable Segments The Company operates under one reportable segment, the healthcare delivery segment, and implements and operates innovative health care models to create a patient-centered, physician-centric experience. The Company reports its consolidated financial statements in the aggregate, including all activities in one reportable segment. |
Reclassifications | Reclassifications Certain amounts disclosed in prior period financial statements have been reclassified to conform to the current period presentation. These reclassifications had no material effect on net income, cash flows or total assets. |
Cash and Cash Equivalents | Cash and Cash Equivalents Cash and cash equivalents primarily consist of money market funds and certificates of deposit. The Company considers all highly liquid investments that are both readily convertible into known amounts of cash and mature within ninety days from their date of purchase to be cash equivalents. The Company maintains its cash in deposit accounts with several banks, which at times may exceed Federal Deposit Insurance Corporation (“FDIC”) insured limits. The Company believes it is not exposed to any significant credit risk on its cash and cash equivalents. |
Restricted Cash | Restricted Cash Restricted cash consists of cash held as collateral to secure standby letters of credits as required by certain contracts. |
Investments in Marketable Securities | Investments in Marketable Securities The appropriate classification of investments is determined at the time of purchase and such designation is reevaluated at each balance sheet date. As of December 31, 2019 and 2018 , marketable securities in the amount of approximately $116.5 million and $1.1 million , consist of certificates of deposit with various financial institutions with maturity dates from four months to twenty-four months (see fair value measurements of financial instruments below). Investments in certificates of deposits are classified as Level 1 investments in the fair value hierarchy. |
Receivables and Receivables – Related Parties | Receivables and Receivables – Related Parties The Company’s receivables are comprised of accounts receivable, capitation and claims receivable, risk pool settlements and incentive receivables, management fee income and other receivables. Accounts receivable are recorded and stated at the amount expected to be collected. The Company’s receivables – related parties are comprised of risk pool settlements and incentive receivables, management fee income and other receivables. Receivables – related parties are recorded and stated at the amount expected to be collected. Capitation and claims receivable relate to each health plan’s capitation, which is received by the Company in the month following the month of service. Risk pool settlements and incentive receivables mainly consist of the Company’s full risk pool receivable that is recorded quarterly based on reports received from our hospital partners and management’s estimate of the Company’s portion of the estimated risk pool surplus for open performance years. Settlement of risk pool surplus or deficits occurs approximately 18 months after the risk pool performance year is completed. Other receivables include fee-for-services (“FFS”) reimbursement for patient care, claims recovery, certain expense reimbursements, and stop loss insurance premium reimbursements. The Company maintains reserves for potential credit losses on accounts receivable. Management reviews the composition of accounts receivable and analyzes historical bad debts, customer concentrations, customer credit worthiness, current economic trends and changes in customer payment patterns to evaluate the adequacy of these reserves. The Company also regularly analyzes the ultimate collectability of accounts receivable after certain stages of the collection cycle using a look-back analysis to determine the amount of receivables subsequently collected and adjustments are recorded when necessary. Reserves are recorded primarily on a specific identification basis. Amounts are recorded as a receivable when the Company is able to determine amounts receivable under these contracts and/or agreements based on information provided and collection is reasonably likely to occur. The Company continuously monitors its collections of receivables and its policy is to write off receivables when they are determined to be uncollectible. |
Land, Property and Equipment, Net | Land, Property and Equipment, Net Land is carried at cost and is not depreciated as it is considered to have an infinite useful life. Property and equipment, including leasehold improvements, are carried at cost less accumulated depreciation and amortization. Depreciation is provided principally on the straight-line method over the estimated useful lives of the assets ranging from three to ten years . Leasehold improvements are amortized on a straight-line basis over the shorter of the terms of the respective leases or the expected useful lives of those improvements. Maintenance and repairs are charged to expense as incurred. Upon sale or retirement, the asset cost and related accumulated depreciation and amortization is removed from the accounts, and any related gain or loss is included in the determination of consolidated net income. |
Fair Value Measurements of Financial Instruments | Fair Value Measurements of Financial Instruments The Company’s financial instruments consist of cash and cash equivalents, restricted cash, investment in marketable securities, receivables, loans receivable – related parties, accounts payable, certain accrued expenses, capital lease obligations, bank loan, and current portion of long-term debt. The carrying values of the financial instruments classified as current in the accompanying consolidated balance sheets are considered to be at their fair values, due to the short maturity of these instruments. The carrying amounts of the loans receivable – related parties, finance lease liabilities, net of current portion, operating lease liabilities, net of current portion, line of credit – related party, and long-term debt approximate fair value as they bear interest at rates that approximate current market rates for debt with similar maturities and credit quality. Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 820, Fair Value Measurement (“ASC 820”), applies to all financial assets and financial liabilities that are measured and reported on a fair value basis and requires disclosure that establishes a framework for measuring fair value and expands disclosure about fair value measurements. ASC 820 establishes a fair value hierarchy for disclosures of the inputs to valuations used to measure fair value. This hierarchy prioritizes the inputs into three broad levels as follows: Level 1 —Inputs are unadjusted quoted prices in active markets for identical assets or liabilities that can be accessed at the measurement date. Level 2 —Inputs include quoted prices for similar assets and liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active, inputs other than quoted prices that are observable for the asset or liability (i.e., interest rates and yield curves), and inputs that are derived principally from or corroborated by observable market data by correlation or other means (market corroborated inputs). Level 3 —Unobservable inputs that reflect assumptions about what market participants would use in pricing the asset or liability. These inputs would be based on the best information available, including the Company’s own data. The carrying amounts and fair values of the Company’s financial instruments as of December 31, 2019 are presented below: Fair Value Measurements Level 1 Level 2 Level 3 Total Assets Money market accounts* $ 50,731,008 $ — $ — $ 50,731,008 Marketable securities – certificates of deposit 116,468,555 — — 116,468,555 Marketable securities – equity securities 70,118 — — 70,118 Total $ 167,269,681 $ — $ — $ 167,269,681 The carrying amounts and fair values of the Company’s financial instruments as of December 31, 2018 are presented below: Fair Value Measurements Level 1 Level 2 Level 3 Total Assets Money market accounts* $ 85,500,745 $ — $ — $ 85,500,745 Marketable securities – certificates of deposit 1,066,103 — — 1,066,103 Marketable securities – equity securities 60,999 — — 60,999 Total $ 86,627,847 $ — $ — $ 86,627,847 * Included in cash and cash equivalents There were no Level 2 or Level 3 inputs measured on a recurring or non-recurring basis for the years ended December 31, 2019 and 2018 . There have been no changes in Level 1, Level 2, or Level 3 classifications and no changes in valuation techniques for these assets for the year ended December 31, 2019 . |
Intangible Assets and Long-Lived Assets | Intangible Assets and Long-Lived Assets Intangible assets with finite lives include network/payor relationships, management contracts and member relationships and are stated at cost, less accumulated amortization and impairment losses. These intangible assets are amortized on the accelerated method using the discounted cash flow rate. Intangible assets with finite lives also include a patient management platform and tradename/trademarks whose valuations were determined using the cost to recreate method and the relief from royalty method, respectively. These assets are stated at cost, less accumulated amortization and impairment losses and is amortized using the straight-line method. Finite-lived intangibles and long-lived assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. If the expected future cash flows from the use of such assets (undiscounted and without interest charges) are less than the carrying value, a write-down would be recorded to reduce the carrying value of the asset to its estimated fair value. Fair value is determined based on appropriate valuation techniques. The Company determined that there was no impairment of its finite-lived intangible or long-lived assets during the year ended December 31, 2019 and 2018. |
Goodwill and Indefinite-Lived Intangible Assets | Goodwill and Indefinite-Lived Intangible Assets Under FASB ASC 350, Intangibles – Goodwill and Other (“ASC 350”), goodwill and indefinite-lived intangible assets are reviewed at least annually for impairment. At least annually, at the Company’s fiscal year end, or sooner if events or changes in circumstances indicate that an impairment has occurred, the Company performs a qualitative assessment to determine whether it is more likely than not that the fair value of each reporting unit is less than its carrying amount as a basis for determining whether it is necessary to complete quantitative impairment assessments for each of the Company’s three main reporting units (1) management services, (2) IPA, and (3) ACO. The Company is required to perform a quantitative goodwill impairment test only if the conclusion from the qualitative assessment is that it is more likely than not that a reporting unit’s fair value is less than the carrying value of its assets. Should this be the case, a quantitative analysis is performed to identify whether a potential impairment exists by comparing the estimated fair values of the reporting units with their respective carrying values, including goodwill. The impairment test involves comparing the fair values of the applicable reporting units with their aggregate carrying values, including goodwill. If the carrying value of a reporting unit exceeds the reporting unit's fair value, an impairment loss is recognized for the difference. The fair values of goodwill are determined using valuation techniques based on estimates, judgments and assumptions management believes are appropriate in the circumstances. At least annually, indefinite-lived intangible assets are tested for impairment. Impairment for intangible assets with indefinite lives exists if the carrying value of the intangible asset exceeds its fair value. The fair values of indefinite-lived intangible assets are determined using valuation techniques based on estimates, judgments and assumptions management believes are appropriate in the circumstances. |
Investments in Other Entities - Equity Method | Investments in Other Entities – Equity Method Equity Method The Company accounts for certain investments using the equity method of accounting when it is determined that the investment provides the Company with the ability to exercise significant influence, but not control, over the investee. Significant influence is generally deemed to exist if the Company has an ownership interest in the voting stock of the investee of between 20% and 50%, although other factors, such as representation on the investee’s board of directors, are considered in determining whether the equity method of accounting is appropriate. Under the equity method of accounting, the investment, originally recorded at cost, is adjusted to recognize the Company’s share of net earnings or losses of the investee and is recognized in the accompanying consolidated statements of income under “Loss from equity method investments” and also is adjusted by contributions to and distributions from the investee. Equity method investments are subject to impairment evaluation. |
Medical Liabilities | Medical Liabilities APC, Alpha Care, Accountable Health Care, APAACO and MMG are responsible for integrated care that the associated physicians and contracted hospitals provide to its enrollees. APC, Alpha Care, Accountable Health Care, APAACO and MMG provide integrated care to HMOs, Medicare and Medi-Cal enrollees through a network of contracted providers under sub-capitation and direct patient service arrangements. Medical costs for professional and institutional services rendered by contracted providers are recorded as cost of services expenses in the accompanying consolidated statements of income. An estimate of amounts due to contracted physicians, hospitals, and other professional providers is included in medical liabilities in the accompanying consolidated balance sheets. Medical liabilities include claims reported as of the balance sheet date and estimated IBNR claims. Such estimates are developed using actuarial methods and are based on numerous variables, including the utilization of health care services, historical payment patterns, cost trends, product mix, seasonality, changes in membership, and other factors. The estimation methods and the resulting reserves are periodically reviewed and updated. Many of the medical contracts are complex in nature and may be subject to differing interpretations regarding amounts due for the provision of various services. Such differing interpretations may not come to light until a substantial period of time has passed following the contract implementation. |
Revenue Recognition | Revenue Recognition The Company receives payments from the following sources for services rendered: (i) commercial insurers; (ii) the federal government under the Medicare program administered by CMS; (iii) state governments under the Medicaid and other programs; (iv) other third party payors (e.g., hospitals and IPAs); and (v) individual patients and clients. On January 1, 2018, the Company adopted the new revenue recognition standard Accounting Standards Update (“ASU”) 2014-09, “Revenue from Contracts with Customers (Topic 606)”, using the modified retrospective method. Modified retrospective adoption requires entities to apply the standard retrospectively to the most current period presented in the financial statements, requiring the cumulative effect of the retrospective application as an adjustment to the opening balance of retained earnings and noncontrolling interests at the date of initial application. Revenue from substantially all of the Company’s contracts with customers continues to be recognized over time as services are rendered. The Company has elected to apply the modified retrospective method only to contracts not completed as of January 1, 2018. The 2017 comparative information has not been restated and continues to be reported under the accounting standards in effect for that period (“ASC 605”) (See Note 16). Under the new revenue standard, the Company has elected to apply the following practical expedients and optional exemptions: • Recognize incremental costs of obtaining a contract with amortization periods of one year or less as expense when incurred. These costs are recorded within general and administrative expenses. • Recognize revenue in the amount of consideration to which the Company has a right to invoice the customer if that amount corresponds directly with the value to the customer of the Company’s services completed to date. • Exemptions from disclosing the value of unsatisfied performance obligations for (i) contracts with an original expected length of one year or less, (ii) contracts for which revenue is recognized in the amount of consideration to which the Company has a right to invoice for services performed, and (iii) contracts for which variable consideration is allocated entirely to a wholly unsatisfied performance obligation or to a wholly unsatisfied promise to transfer a distinct service that forms part of a single performance obligation. • Use a portfolio approach for the fee-for-service (FFS) revenue stream to group contracts with similar characteristics and analyze historical cash collections trends. • No adjustment is made for the effects of a significant financing component as the period between the time of service and time of payment is typically one year or less. Nature of Services and Revenue Streams Revenue primarily consists of capitation revenue, risk pool settlements and incentives, NGACO All-Inclusive Population-Based Payments (“AIPBP”) revenue, management fee income, and FFS revenue. Revenue is recorded in the period in which services are rendered or the period in which the Company is obligated to provide services. The form of billing and related risk of collection for such services may vary by type of revenue and the customer. The following is a summary of the principal forms of the Company’s billing arrangements and how revenue is recognized for each. Capitation, net Managed care revenues of the Company consist primarily of capitated fees for medical services provided by the Company under a capitated arrangement directly made with various managed care providers including HMOs. Capitation revenue is typically prepaid monthly to the Company based on the number of enrollees selecting the Company as their healthcare provider. Under both ASC 605 and ASC 606, capitation revenue is recognized in the month in which the Company is obligated to provide services to plan enrollees under contracts with various health plans. Minor ongoing adjustments to prior months’ capitation, primarily arising from contracted HMOs finalizing their monthly patient eligibility data for additions or subtractions of enrollees, are recognized in the month they are communicated to the Company. Additionally, Medicare pays capitation using a “Risk Adjustment” model, which compensates managed care organizations and providers based on the health status (acuity) of each individual enrollee. Health plans and providers with higher acuity enrollees will receive more and those with lower acuity enrollees will receive less. Under Risk Adjustment, capitation is determined based on health severity, measured using patient encounter data. Capitation is paid on a monthly basis based on data submitted for the enrollee for the preceding year and is adjusted in subsequent periods after the final data is compiled. Positive or negative capitation adjustments are made for Medicare enrollees with conditions requiring more or less healthcare services than assumed in the interim payments. Since the Company cannot reliably predict these adjustments, periodic changes in capitation amounts earned as a result of Risk Adjustment are recognized when those changes are communicated by the health plans to the Company. PMPM managed care contracts generally have a term of one year or longer. All managed care contracts have a single performance obligation that constitutes a series for the provision of managed healthcare services for a population of enrolled members for the duration of the contract. The transaction price for PMPM contracts is variable as it primarily includes PMPM fees associated with unspecified membership that fluctuates throughout the contract. In certain contracts, PMPM fees also include adjustments for items such as performance incentives, performance guarantees and risk shares. The Company generally estimates the transaction price using the most likely methodology and amounts are only included in the net transaction price to the extent that it is probable that a significant reversal of cumulative revenue will not occur once any uncertainty is resolved. The majority of the Company’s net PMPM transaction price relates specifically to the Company’s efforts to transfer the service for a distinct increment of the series (e.g. day or month) and is recognized as revenue in the month in which members are entitled to service. Risk Pool Settlements and Incentives APC enters into full risk capitation arrangements with certain health plans and local hospitals, which are administered by a third party, where the hospital is responsible for providing, arranging and paying for institutional risk and APC is responsible for providing, arranging and paying for professional risk. Under a full risk pool sharing agreement, APC generally receives a percentage of the net surplus from the affiliated hospital’s risk pools with HMOs after deductions for the affiliated hospitals costs. Advance settlement payments are typically made quarterly in arrears if there is a surplus. Under ASC 605, the Company has historically recognized revenue from risk pool settlements under arrangements with health plans and hospitals when such amounts are known as the related revenue amounts were not deemed to be fixed and determinable until that time. Under ASC 606, risk pool settlements under arrangements with health plans and hospitals are recognized using the most likely amount methodology and amounts are only included in revenue to the extent that it is probable that a significant reversal of cumulative revenue will not occur once any uncertainty is resolved. The assumptions for historical MLR, IBNR completion factor and constraint percentages were used by management in applying the most likely amount methodology. Under capitated arrangements with certain HMOs APC participates in one or more shared risk arrangements relating to the provision of institutional services to enrollees (shared risk arrangements) and thus can earn additional revenue or incur losses based upon the enrollee utilization of institutional services. Shared risk capitation arrangements are entered into with certain health plans, which are administered by the health plan, where APC is responsible for rendering professional services, but the health plan does not enter into a capitation arrangement with a hospital and therefore the health plan retains the institutional risk. Shared risk deficits, if any, are not payable until and unless (and only to the extent of any) risk sharing surpluses are generated. At the termination of the HMO contract, any accumulated deficit will be extinguished. Under ASC 605, the Company has historically recognized revenue from risk pool settlements under arrangements with HMOs when such amounts are known. Under ASC 606, risk pool settlements under arrangements with HMOs are recognized, using the most likely methodology, and only included in revenue to the extent that it is probable that a significant reversal of cumulative revenue will not occur. Given the lack of access to the health plans’ data and control over the members assigned to APC, the adjustments and/or the withheld amounts are unpredictable and as such APC’s risk share revenue is deemed to be fully constrained until APC is notified of the amount by the health plan. Risk pools for the prior contract years are generally final settled in the third or fourth quarter of the following year. In addition to risk-sharing revenues, the Company also receives incentives under “pay-for-performance” programs for quality medical care, based on various criteria. As an incentive to control enrollee utilization and to promote quality care, certain HMOs have designed quality incentive programs and commercial generic pharmacy incentive programs to compensate the Company for our efforts to improve the quality of services and efficient and effective use of pharmacy supplemental benefits provided to HMO members. The incentive programs track specific performance measures and calculate payments to the Company based on the performance measures. Under ASC 605, the Company has historically recognized incentives under “pay-for-performance” programs when such amounts are known as the related revenue amounts were not deemed to be fixed and determinable until that time. Under ASC 606, incentives under “pay-for-performance” programs are recognized using the most likely methodology. However, as the Company does not have sufficient insight from the health plans on the amount and timing of the shared risk pool and incentive payments these amounts are considered to be fully constrained and only recorded when such payments are known and/or received. Generally, for the foregoing arrangements, the final settlement is dependent on each distinct day’s performance within the annual measurement period but cannot be allocated to specific days until the full measurement period has occurred and performance can be assessed. As such, this is a form of variable consideration estimated at contract inception and updated through the measurement period (i.e. the contract year), to the extent the risk of reversal does not exist and the consideration is not constrained. NGACO AIPBP Revenue APAACO and CMS entered into a Next Generation ACO Model Participation Agreement (the “Participation Agreement”) with an initial term of two performance years through December 31, 2018 , which has been extended for another two renewal years. For each performance year, the Company shall submit to CMS its selections for risk arrangement; the amount of the profit/loss cap; alternative payment mechanism; benefits enhancements, if any; and its decision regarding voluntary alignment under the NGACO Model. The Company must obtain CMS consent before voluntarily discontinuing any benefit enhancement during a performance year. Under the NGACO Model, CMS aligns beneficiaries to the Company to manage (direct care and pay providers) based on a budgetary benchmark established with CMS. The Company is responsible for managing medical costs for these beneficiaries. The beneficiaries will receive services from physicians and other medical service providers that are both in-network and out-of-network. The Company receives capitation from CMS on a monthly basis to pay claims from in-network providers. The Company records such capitation received from CMS as revenue as the Company is primarily responsible and liable for managing the patient care and for satisfying provider obligations, is assuming the credit risk for the services provided by in-network providers through its arrangement with CMS, and has control of the funds, the services provided and the process by which the providers are ultimately paid. Claims from out-of-network providers are processed and paid by CMS and the Company’s shared savings or losses in managing the services provided by out-of-network providers are generally determined on an annual basis after reconciliation with CMS. Pursuant to the Company’s risk share agreement with CMS, the Company will be eligible to receive the savings or be liable for the deficit according to the budget established by CMS based on the Company’s efficiency or lack thereof, respectively, in managing how the beneficiaries aligned to the Company by CMS are served by in-network and out-of-network providers. The Company’s savings or losses on providing such services are both capped by CMS, and are subject to significant estimation risk, whereby payments can vary significantly depending upon certain patient characteristics and other variable factors. Accordingly, the Company recognizes such surplus or deficit upon substantial completion of reconciliation and determination of the amounts. Under both ASC 605 and ASC 606, the Company records NGACO capitation revenues monthly, as that is when the Company is obligated to provide services to its members. Excess, over claims paid plus an estimate for the related IBNR (see Note 9), monthly capitation received are deferred and recorded as a liability until actual claims are paid or incurred. CMS will determine if there were any excess capitation paid for the performance year and the excess is refunded to CMS. For each performance year, CMS shall pay the Company in accordance with the alternative payment mechanism, if any, for which CMS has approved the Company; the risk arrangement for which the Company has been approved by CMS; and as otherwise provided in the Participation Agreement. Following the end of each performance year and at such other times as may be required under the Participation Agreement, CMS will issue a settlement report to the Company setting forth the amount of any shared savings or shared losses and the amount of other monies. If CMS owes the Company shared savings or other monies, CMS shall pay the Company in full within 30 days after the date on which the relevant settlement report is deemed final, except as provided in the Participation Agreement. If the Company owes CMS shared losses or other monies owed as a result of a final settlement, the Company shall pay CMS in full within 30 days after the relevant settlement report is deemed final. If the Company fails to pay the amounts due to CMS in full within 30 days after the date of a demand letter or settlement report, CMS shall assess simple interest on the unpaid balance at the rate applicable to other Medicare debts under current provisions of law and applicable regulations. In addition, CMS and the U.S. Department of the Treasury may use any applicable debt collection tools available to collect any amounts owed by the Company. The Company participates in the AIPBP track of the NGACO Model. Under the AIPBP track, CMS estimates the total annual expenditures for APAACO’s assigned patients and pays that projected amount to the Company in monthly installments, and the Company is responsible for all Part A and Part B costs for in-network participating providers and preferred providers contracted by the Company to provide services to the assigned patients. As APAACO does not have sufficient insight into the financial performance of the shared risk pool with CMS because of unknown factors related to IBNR, risk adjustment factors, stop loss provisions, among other factors, an estimate cannot be developed. Due to these limitations, APAACO cannot determine the amount of surplus or deficit that will probably not be reversed in the future and therefore this shared risk pool revenue is considered fully constrained. The Company received $0.9 million and $5.9 million in risk pool savings, related to the 2018 and 2017 performance year, respectively, and have recognized it as revenue in risk pool settlements and incentives in the accompanying consolidated statements of income for the year ended December 31, 2019 and 2018, respectively. In October 2017, CMS notified the Company that it would not be renewed for participation in the AIPBP mechanism of the NGACO Model for performance year 2018 due to certain alleged deficiencies in performance. The Company submitted a reconsideration request. In December 2017, the Company received the official decision on its reconsideration request that CMS reversed the prior decision against the Company’s continued participation in the AIPBP mechanism. As a result, beginning in February 2018, the Company was eligible to receive monthly AIPBP at a rate of approximately $7.3 million per month from CMS, which was reduced to $5.5 million per month beginning October 1, 2018. The Company will need to continue to comply with all terms and conditions in the Participation Agreement and various regulatory requirements to be eligible to participate in the AIPBP mechanism and/or NGACO Model. The Company continues to be eligible in receiving AIPBP under the NGACO Model for performance year 2019, with the effective date of the performance year beginning April 1, 2019. The monthly AIPBP received by the Company for performance year 2019 was approximately $8.3 million per month for the period from April 1, 2019 through August 30, 2019. Subsequently, CMS adjusted the AIPBP to approximately $3.7 million for the period starting September 1, 2019 based on CMS' updated estimate of total claims to be incurred. The Company has received approximately $56.1 million in total AIPBP for the year ended December 31, 2019 of which $56.1 million has been recognized as revenue. The Company also recorded assets of approximately $6.5 million related to recoverable claims paid during the year ended December 31, 2019 which will be administered following instructions from CMS, a receivable of $8.5 million related to IBNR incurred, $3.0 million related to final settlement of the 2017 performance year, and $0.9 million related to the Company's shared risk earnings for the 2018 performance year. These balances are included in “Other receivables” in the accompanying consolidated balance sheet. Management Fee Income Management fee income encompasses fees paid for management, physician advisory, healthcare staffing, administrative and other non-medical services provided by the Company to IPAs, hospitals and other healthcare providers. Such fees may be in the form of billings at agreed-upon hourly rates, percentages of revenue or fee collections, or amounts fixed on a monthly, quarterly or annual basis. The revenue may include variable arrangements measuring factors such as hours staffed, patient visits or collections per visit against benchmarks, and, in certain cases, may be subject to achieving quality metrics or fee collections. Under both ASC 605 and ASC 606, such variable supplemental revenues are recognized as revenue in the period when such amounts are determined to be fixed and therefore contractually obligated as payable by the customer under the terms of the respective agreement. The Company’s MSA revenue also includes revenue sharing payments from the Company’s partners based on their non-medical services. The Company provides a significant service of integrating the services selected by the Company’s clients into one overall output for which the client has contracted. Therefore, such management contracts generally contain a single performance obligation. The nature of the Company’s performance obligation is to stand ready to provide services over the contractual period. Also, the Company’s performance obligation forms a series of distinct periods of time over which the Company stands ready to perform. The Company’s performance obligation is satisfied as the Company completes each period’s obligations. Consideration from management contracts is variable in nature because the majority of the fees are generally based on revenue or collections, which can vary from period to period. The Company has control over pricing. Contractual fees are invoiced to the Company’s clients generally monthly and payment terms are typically due within 30 days. The variable consideration in the Company’s management contracts meets the criteria to be allocated to the distinct period of time to which it relates because (i) it is due to the activities performed to satisfy the performance obligation during that period and (ii) it represents the consideration to which the Company expects to be entitled. The Company’s management contracts generally have long terms (e.g., ten years ), although they may be terminated earlier under the terms of the respective contracts. Since the remaining variable consideration will be allocated to a wholly unsatisfied promise that forms part of a single performance obligation recognized under the series guidance, the Company has applied the optional exemption to exclude disclosure of the allocation of the transaction price to remaining performance obligations. Fee-for-Service Revenue FFS revenue represents revenue earned under contracts in which the Company bills and collects the professional component of charges for medical services rendered by the Company’s contracted physicians and employed physicians. Under the FFS arrangements, the Company bills, and receive payments from, the hospitals and third-party payors for physician staffing and further bills patients or their third-party payors for patient care services provided. Under both ASC 605 and ASC 606, FFS revenue related to the patient care services is reported net of contractual allowances and policy discounts and are recognized in the period in which the services are rendered to specific patients. All services provided are expected to result in cash flows and are therefore reflected as net revenue in the financial statements. The recognition of net revenue (gross charges less contractual allowances) from such services is dependent on such factors as proper completion of medical charts following a patient visit, the forwarding of such charts to the Company’s billing center for medical coding and entering into the Company’s billing system and the verification of each patient’s submission or representation at the time services are rendered as to the payor(s) responsible for payment of such services. Revenue is recorded based on the information known at the time of entering of such information into the Company’s billing systems as well as an estimate of the revenue associated with medical services. The Company is responsible for confirming member eligibility, performing program utilization review, potentially directing payment to the provider and accepting the financial risk of loss associated with services rendered, as specified within the Company’s client contracts. The Company has the ability to adjust contractual fees with clients and possess the financial risk of loss in certain contractual obligations. These factors indicate the Company is the principal and, as such, the Company records gross fees contracted with clients in revenues. Consideration from FFS arrangements is variable in nature because fees are based on patient encounters, credits due to clients and reimbursement of provider costs, all of which can vary from period to period. Patient encounters and related episodes of care and procedures qualify as distinct goods and services, provided simultaneously together with other readily available resources, in a single instance of service, and thereby constitute a single performance obligation for each patient encounter and, in most instances, occur at readily determinable transaction prices. As a practical expedient, the Company adopted a portfolio approach for the FFS revenue stream to group contracts with similar characteristics and analyze historical cash collections trends. The contracts within the portfolio share the characteristics conducive to ensuring that the results do not materially differ under the new standard if it were to be applied to individual patient contracts related to each patient encounter. Accordingly, there was not a change in the Company's method to recognize revenue under ASC 606 from the previous accounting guidance. Estimating net FFS revenue is a complex process, largely due to the volume of transactions, the number and complexity of contracts with payors, the limited availability at times of certain patient and payor information at the time services are provided, and the length of time it takes for collections to fully mature. These expected collections are based on fees and negotiated payment rates in the case of third-party payors, the specific benefits provided for under each patient's healthcare plans, mandated payment rates in the case of Medicare and Medicaid programs, and historical cash collections (net of recoveries) in combination with expected collections from third party payors. The relationship between gross charges and the transaction price recognized is significantly influenced by payor mix, as collections on gross charges may vary significantly, depending on whether and with whom the patients the Company provides services to in the period are insured and the Company's contractual relationships with those payors. Payor mix is subject to change as additional patient and payor information is obtained after the period services are provided. The Company periodically assesses the estimates of unbilled revenue, contractual adjustments and discounts, and payor mix by analyzing actual results, including cash collections, against estimates. Changes in these estimates are charged or credited to the consolidated statement of income in the period that the assessment is made. Significant changes in payor mix, contractual arrangements with payors, specialty mix, acuity, general economic conditions and health care coverage provided by federal or state governments or private insurers may have a significant impact on estimates and significantly affect the results of operations and cash flows. Contract Assets Typically, revenues and receivables are recognized once the Company has satisfied its performance obligation. Accordingly, the Company’s contract assets are comprised of receivables and receivables – related parties. Generally, the Company does not have material amounts of other contract assets. The Company's billing and accounting systems provide historical trends of cash collections and contractual write-offs, accounts receivable aging and established fee adjustments from third-party payors. These estimates are recorded and monitored monthly as revenues are recognized. The principal exposure for uncollectible fee for service visits is from self-pay patients and, to a lesser extent, for co-payments and deductibles from patients with insurance. Contract Liabilities (Deferred Revenue ) Contract liabilities are recorded when cash payments are received in advance of the Company’s performance, or in the case of the Company’s NGACO, the excess of AIPBP capitation received and the actual claims paid or incurred. |
Income Taxes | Income Taxes Federal and state income taxes are computed at currently enacted tax rates less tax credits using the asset and liability method. Deferred taxes are adjusted both for items that do not have tax consequences and for the cumulative effect of any changes in tax rates from those previously used to determine deferred tax assets or liabilities. Tax provisions include amounts that are currently payable, changes in deferred tax assets and liabilities that arise because of temporary differences between the timing of when items of income and expense are recognized for financial reporting and income tax purposes, changes in the recognition of tax positions and any changes in the valuation allowance caused by a change in judgment about the realizability of the related deferred tax assets. A valuation allowance is established when necessary to reduce deferred tax assets to amounts expected to be realized. The Company uses a recognition threshold of more-likely-than-not and a measurement attribute on all tax positions taken or expected to be taken in a tax return in order to be recognized in the financial statements. Once the recognition threshold is met, the tax position is then measured to determine the actual amount of benefit to recognize in the financial statements. |
Basic and Diluted Earnings Per Share | Basic and Diluted Earnings Per Share Basic earnings per share (“EPS”) is computed by dividing net income attributable to common shareholders by the weighted average number of common shares outstanding during the periods presented. Diluted earnings per share is computed using the weighted average number of common shares outstanding plus the effect of dilutive securities outstanding during the periods presented, using treasury stock method. See Note 17 for a discussion of shares treated as treasury shares for accounting purposes. The weighted-average number of common shares outstanding (the denominator of the EPS calculation) during the period in which the reverse acquisition occurred (2017) was computed as follows: a) The number of common shares outstanding from the beginning of that period to the acquisition date was computed on the basis of the weighted-average number of common shares of the legal acquiree (accounting acquirer - NMM) outstanding during the period multiplied by the exchange ratio established in the Merger. b) The number of common shares outstanding from the acquisition date to the end of that period was the actual number of common shares of the legal acquirer (the accounting acquire -ApolloMed) outstanding during that period. |
Noncontrolling Interests | Noncontrolling Interests The Company consolidates entities in which the Company has a controlling financial interest. The Company consolidates subsidiaries in which the Company holds, directly or indirectly, more than 50% of the voting rights, and variable interest entities (VIEs) in which the Company is the primary beneficiary. Noncontrolling interests represent third-party equity ownership interests (including certain VIEs) in the Company’s consolidated entities. The amount of net income attributable to noncontrolling interests is disclosed in the consolidated statements of income. |
Mezzanine Equity | Mezzanine Equity Based on the shareholder agreements for APC, in the event of a disqualifying event, as defined in the agreements, APC could be required to repurchase the shares from their respective shareholders based on certain triggers outlined in the shareholder agreements. As the redemption feature of the shares is not solely within the control of APC, the equity of APC does not qualify as permanent equity and has been classified as mezzanine or temporary equity. Accordingly, the Company recognizes noncontrolling interests in APC as mezzanine equity in the consolidated financial statements. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842) (“ASC 842”), which amends the existing accounting standards for leases to increase transparency and comparability among organizations by requiring the recognition of right-of-use assets and lease liabilities on the balance sheet. Most prominent among the changes in the standard is the recognition of right-of-use assets and lease liabilities by lessees for those leases classified as operating leases. Under the standard, disclosures are required to meet the objective of enabling users of financial statements to assess the amount, timing, and uncertainty of cash flows arising from leases. The Company adopted ASC 842 effective January 1, 2019 on a modified retrospective basis using the following practical expedients as permitted under the transition guidance within the new standard; (i) not reassess whether any expired or existing contracts are or contain leases; not reassess the lease classification for any expired or existing leases; not reassess initial direct costs for existing leases; and (ii) use hindsight in determining the lease term and in assessing impairment of the entity’s right-of-use assets. The Company has also implemented additional internal controls to enable future preparation of financial information in accordance with ASC 842. The standard had a material impact on our consolidated balance sheets, but did not materially impact our consolidated results of operations and had no impact on cash flows. The most significant impact was the recognition of right-of-use assets of $9.0 million and lease liabilities of $8.9 million for operating leases on the date of adoption, while our accounting for finance leases remained substantially unchanged. The 2018 comparative information has not been restated and continues to be reported under the accounting standards in effect for that period (ASC 840). See Note 19 for further details. In addition, the Company elected practical expedients for ongoing accounting that is provided by the new standard comprised of the following: (1) the election for classes of underlying asset to not separate non-lease components from lease components, and (2) the election for short-term lease recognition exemption for all leases under 12 months term. In June 2016, the FASB issued ASU No. 2016-13, “Financial Instruments-Credit Losses (Topic 326)-Measurement of Credit Losses on Financial Instruments” (“ASU 2016-13”). The new standard requires entities to measure all expected credit losses for financial assets held at the reporting date based on historical experience, current conditions and reasonable and supportable forecasts. ASU 2016-13 became effective on January 1, 2020. Based on the composition of the Company's investment portfolio and historical credit loss activity of receivables, the adoption of ASU 2016-13 is not expected to have a material impact on its consolidated financial statements. In July 2017, the FASB issued ASU No. 2017-11, “Earnings Per Share (Topic 260): Distinguishing Liabilities from Equity (Topic 480); Derivatives and Hedging (Topic 815): (Part 1) Accounting for Certain Financial Instruments with Down Round Features, (Part II) Replacement of the Indefinite Deferral for Mandatorily Redeemable Financial Instruments of Certain Nonpublic Entities and Certain Mandatorily Redeemable Non-controlling Interests with a Scope Exception” (“ASU 2017-11”). The amendments in Part I of this Update change the classification analysis of certain equity-linked financial instruments (or embedded features) with down round features. When determining whether certain financial instruments should be classified as liabilities or equity instruments, a down round feature no longer precludes equity classification when assessing whether the instrument is indexed to an entity’s own stock. The amendments also clarify existing disclosure requirements for equity-classified instruments. The amendments in Part 1 of this update are effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2018. Early adoption is permitted, including adoption in any interim period. If an entity early adopts the amendments in an interim period, any adjustments should be reflected as of the beginning of the fiscal year that includes that interim period. The Company adopted ASU 2017-11 on January 1, 2019. The adoption of ASU 2017-11 did not have a material impact on the Company’s consolidated financial statements. In October 2018, the FASB issued ASU No. 2018-17, “Consolidation (Topic 810): Targeted Improvements to Related Party Guidance for Variable Interest Entities” (“ASU 2018-17”). This ASU reduces the cost and complexity of financial reporting associated with consolidation of variable interest entities (VIEs). A VIE is an organization in which consolidation is not based on a majority of voting rights. The new guidance supersedes the private company alternative for common control leasing arrangements issued in 2014 and expands it to all qualifying common control arrangements. The amendments in this ASU are effective for fiscal years beginning after December 15, 2019, and interim periods within those fiscal years. The adoption of ASU 2018-17 is not expected to have a material impact on its consolidated financial statements. In December 2019, the FASB issued ASU No. 2019-12, "Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes" ("ASU 2019-12"). This ASU simplifies the accounting for income taxes by eliminating certain exceptions to the guidance in ASC 740 related to the approach for intraperiod tax allocation, the methodology for calculating income taxes in an interim period and the recognition of deferred tax liabilities for outside basis differences. The amendments in this ASU are effective for fiscal years beginning after December 15, 2020, and interim periods within those fiscal years. The Company is currently assessing the impact of the adoption of ASU 2019-12 will have on the Company's consolidated financial statements. In January 2020, the FASB issued ASU No. 2020-01, "Investments - Equity Securities (Topic 321), Investments - Equity Method and Joint Ventures (Topic 323), and Derivatives and Hedging (Topic 815)" ("ASU 2020-01"). This ASU clarifies the interaction between accounting for equity securities, equity method investments and certain derivative instruments. This amendment in this ASU are effective for fiscal years beginning after December 15, 2020, and interim periods within those fiscal years. The Company is currently assessing the impact of the adoption of ASU 2020-01 will have on the Company's consolidation financial statements. With the exception of the new standards discussed above, there have been no other new accounting pronouncements that have significance, or potential significance, to the Company’s financial position, results of operations and cash flows. |
Basis of Presentation and Sum_3
Basis of Presentation and Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Accounting Policies [Abstract] | |
Schedule of Disaggregated Revenue by Payor Type | The following table presents disaggregated revenue generated by each payor type: Years Ended December 31, 2019 2018 2017 Commercial $107,339,950 $113,000,115 $116,947,692 Medicare 226,001,659 226,353,120 120,448,509 Medicaid 192,595,964 134,904,142 92,590,894 Other third parties 34,680,524 45,650,375 26,368,835 Revenue $ 560,618,097 $ 519,907,752 $ 356,355,930 |
Schedule of Contributions to Revenue and Receivables by Payor | The Company had major payors that contributed the following percentages of net revenue: Years Ended December 31, 2019 2018 2017 Payor A 13.6 % 14.6 % 14.1 % Payor B 13.4 % 18.7 % 18.1 % Payor C *% *% 11.1 % Payor D *% 14.1 % 11.3 % Payor E 11.7 % 14.1 % *% Payor F 12.9 % *% *% * Less than 10% of total net revenues The Company had major payors that contributed to the following percentages of gross receivables: As of December 31, 2019 2018 Payor G 30.4 % 34.1 % Payor H 36.0 % 42.2 % |
Schedule of Carrying Amounts and Fair Values of Financial Instruments | The carrying amounts and fair values of the Company’s financial instruments as of December 31, 2019 are presented below: Fair Value Measurements Level 1 Level 2 Level 3 Total Assets Money market accounts* $ 50,731,008 $ — $ — $ 50,731,008 Marketable securities – certificates of deposit 116,468,555 — — 116,468,555 Marketable securities – equity securities 70,118 — — 70,118 Total $ 167,269,681 $ — $ — $ 167,269,681 The carrying amounts and fair values of the Company’s financial instruments as of December 31, 2018 are presented below: Fair Value Measurements Level 1 Level 2 Level 3 Total Assets Money market accounts* $ 85,500,745 $ — $ — $ 85,500,745 Marketable securities – certificates of deposit 1,066,103 — — 1,066,103 Marketable securities – equity securities 60,999 — — 60,999 Total $ 86,627,847 $ — $ — $ 86,627,847 * Included in cash and cash equivalents |
Business Combination and Good_2
Business Combination and Goodwill (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Business Combinations [Abstract] | |
Schedule of Total Purchase Consideration | Total purchase consideration consisted of the following: Equity consideration (1) $ 61,092,050 Fair value of ApolloMed preferred stock held by NMM (2) 19,118,000 Fair value of NMM’s noncontrolling interest in APAACO (3) 5,129,000 Fair value of the outstanding ApolloMed stock options (4) 1,055,333 Total purchase consideration $ 86,394,383 (1) Equity consideration Immediately following the Effective Time, pre-merger ApolloMed stockholders continued to hold an aggregate of 6,109,205 shares of ApolloMed common stock. The equity consideration, which represents a portion of the consideration deemed transferred to the pre-Merger ApolloMed stockholders in the Merger, is calculated based on the number of shares of the combined company that the pre-Merger ApolloMed stockholders would own as of the closing of the Merger. Number of shares of the combined company that would be owned by pre-Merger ApolloMed stockholders (*) 6,109,205 Multiplied by the price per share of ApolloMed’s common stock (**) $ 10.00 Equity Consideration $ 61,092,050 (*) Represents the number of shares of the combined company that pre-Merger ApolloMed stockholders would own at closing of the Merger. (**) Represents the closing price of ApolloMed’s common stock on December 8, 2017. (2) Fair value of ApolloMed’s preferred shares held by NMM NMM currently owns all the shares of ApolloMed Series A preferred stock and Series B preferred stock, which were acquired prior to the Merger. As part of the Merger, the ApolloMed Series A preferred stock and Series B preferred stock are remeasured at fair value and included as part of the consideration transferred to ApolloMed. The fair value of the Series A preferred stock and Series B preferred stock is reflective of the liquidation preferences, claims of priority and conversion option values thereof. In aggregate, the Series A preferred stock and Series B preferred stock were valued to be $19.1 million . The valuation methodology was based on an Option Pricing Method ("OPM") which utilized the observable publicly traded common stock price in valuing the Series A preferred stock and the Series B preferred stock within the context of the capital structure of the Company. OPM assumptions included an expected term of 2 years , volatility rate of 37.9% , and a risk-free rate of 1.8% . The fair value of the liquidation preference for the Series A preferred stock and the Series B preferred stock was determined to be $12.7 million and the fair value of the conversion option was determined to be $6.4 million or an aggregate total fair value of $19.1 million . (3) Fair value of NMM’s 50% share of APA ACO Inc. Prior to the Merger, APAACO was owned 50% by ApolloMed and 50% NMM. NMM’s noncontrolling interest in APAACO has been remeasured at fair value as of the closing date and is added to the consideration transferred to ApolloMed as a result of NMM relinquishing its equity investment in APAACO in order to obtain control of ApolloMed. The fair value of NMM’s noncontrolling interest in APAACO has been estimated to be $5.1 million using the discounted cash flow method and NMM recorded a gain on investment for the same amount to reflect the fair value of this investment prior the Merger. (4) Fair value of the ApolloMed outstanding stock options The fair value of the outstanding ApolloMed stock options is included in consideration transferred in accordance with ASC 805. The outstanding ApolloMed stock options are expected to vest in conjunction with the Merger due to a pre-existing change-of-control provision associated with the awards. There is no future service requirement. |
Summary of Estimated Fair Values of Assets Acquired and Liabilities Assumed | The following table sets forth the final allocation of the purchase consideration to the identifiable tangible and intangible assets acquired and liabilities assumed of ApolloMed and MMG (see “MMG Transaction” below), with the excess recorded as goodwill: Balance Sheet Assets acquired Cash and cash equivalents $ 36,367,555 Accounts receivable, net 7,261,588 Other receivables 3,211,028 Prepaid expenses 249,193 Property, plant and equipment, net 1,114,332 Restricted cash 745,220 Fair value of intangible assets acquired 14,984,000 Deferred tax assets 2,498,417 Other assets 217,241 Goodwill 86,197,395 Accounts payable and accrued liabilities (8,632,893 ) Medical liabilities (39,353,540 ) Line of credit (25,000 ) Convertible note payable, net (5,376,215 ) Convertible note payable - related party (9,921,938 ) Noncontrolling interest (3,142,000 ) Net assets acquired $ 86,394,383 Total purchase consideration $ 86,394,383 The following table summarizes the preliminary estimated fair values of the assets acquired and liabilities assumed, as of the acquisition date: Preliminary Balance Sheet Assets acquired Cash and cash equivalents $ 581,965 Accounts receivable, net 5,150,060 Other current assets 198,056 Network relationship intangible assets 11,411,000 Goodwill 23,018,675 Accounts payable (3,211,349 ) Medical liabilities (12,154,726 ) Subordinated loan (15,327,013 ) Net assets acquired $ 9,666,668 Equity investment contributed $ 2,416,668 Cash paid $ 7,250,000 The following table summarizes the preliminary estimated fair values of the assets acquired and liabilities assumed, as of the acquisition date: Preliminary Balance Sheet Assets acquired Cash and cash equivalents $ 3,568,554 Accounts receivable, net 10,335,664 Other current assets 4,360,850 Network relationship intangible assets 22,636,000 Goodwill 28,585,209 Accounts payable (2,776,631 ) Deferred tax liabilities (6,334,368 ) Medical liabilities (15,319,714 ) Net assets acquired $ 45,055,564 Cash paid $ 45,055,564 |
Summary of Pro Forma Information | The supplemental information on an unaudited pro forma financial basis presents the combined results of ApolloMed and its 2019 acquisitions as if each acquisition had occurred on January 1, 2018: Year Ended Year Ended Revenue $ 658,010,954 $ 726,074,752 Net income $ 10,867,496 $ 58,879,491 Net income attributable to Apollo Medical Holdings, Inc. $ 7,310,724 $ 9,447,002 EPS - Basic $ 0.21 $ 0.29 EPS - Diluted $ 0.20 $ 0.25 The pro forma combined historical results, as if ApolloMed had been acquired as of January 1, 2017, are estimated as follows (unaudited): Year Ended Net revenues $ 478,873,780 Net income attributable to Apollo Medical Holdings, Inc. $ 9,982,706 Weighted average common shares outstanding: Basic 25,525,786 Earnings per share: Basic $ 0.39 Weighted average common shares outstanding: Diluted 28,661,735 Earnings per share: Diluted $ 0.35 |
Schedule of Carrying Value of Goodwill | The following is a summary of goodwill activity for the years ended December 31, 2019 and 2018 : Amount Balance at January 1, 2018 $ 189,847,202 Adjustments (242,456 ) Impairment - (MMG) (3,798,866 ) Balance at December 31, 2018 $ 185,805,880 Acquisitions 52,699,324 Balance at December 31, 2019 $ 238,505,204 |
Land, Property and Equipment,_2
Land, Property and Equipment, Net (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Land, Property and Equipment, Net | Land, property and equipment, net consisted of: December 31, 2019 December 31, 2018 Land $ 3,300,000 $ 3,300,000 Buildings 2,357,709 2,326,189 Computer software 3,088,508 2,929,317 Furniture and equipment 12,584,619 11,786,345 Construction in progress 167,248 144,008 Leasehold improvements 6,654,993 6,236,189 28,153,077 26,722,048 Less accumulated depreciation and amortization (16,023,176 ) (14,000,966 ) Land, property and equipment, net $ 12,129,901 $ 12,721,082 |
Intangible Assets, Net (Tables)
Intangible Assets, Net (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Indefinite-Lived Intangible Assets, Net | At December 31, 2019 , intangible assets, net consisted of the following: Useful Life (Years) Gross Additions Impairment/ Disposal Gross Accumulated Amortization Net Indefinite Lived Assets: Medicare license N/A $ 1,994,000 $ — $ (1,994,000 ) $ — $ — $ — Amortized Intangible Assets: Network relationships 11-15 109,883,000 34,047,000 — 143,930,000 (60,524,996 ) 83,405,004 Management contracts 15 22,832,000 — — 22,832,000 (9,676,381 ) 13,155,619 Member relationships 12 6,696,000 — — 6,696,000 (2,352,133 ) 4,343,867 Patient management platform 5 2,060,000 — — 2,060,000 (858,329 ) 1,201,671 Tradename/trademarks 20 1,011,000 — — 1,011,000 (105,312 ) 905,688 $ 144,476,000 $ 34,047,000 $ (1,994,000 ) $ 176,529,000 $ (73,517,151 ) $ 103,011,849 At December 31, 2018 , intangible assets, net consisted of the following: Useful Life (Years) Gross Additions Impairment/ Disposal Gross Accumulated Amortization Net Indefinite Lived Assets: Medicare license N/A $ 1,994,000 $ — $ — $ 1,994,000 $ — $ 1,994,000 Amortized Intangible Assets: Network relationships 11-15 109,883,000 — — 109,883,000 (48,361,773 ) 61,521,227 Management contracts 15 22,832,000 — — 22,832,000 (7,447,581 ) 15,384,419 Member relationships 12 6,696,000 — — 6,696,000 (1,289,667 ) 5,406,333 Patient management platform 5 2,060,000 — — 2,060,000 (446,333 ) 1,613,667 Tradename/trademarks 20 1,011,000 — — 1,011,000 (54,763 ) 956,237 $ 144,476,000 $ — $ — $ 144,476,000 $ (57,600,117 ) $ 86,875,883 |
Schedule of Finite-Lived Intangible Assets, Net | At December 31, 2019 , intangible assets, net consisted of the following: Useful Life (Years) Gross Additions Impairment/ Disposal Gross Accumulated Amortization Net Indefinite Lived Assets: Medicare license N/A $ 1,994,000 $ — $ (1,994,000 ) $ — $ — $ — Amortized Intangible Assets: Network relationships 11-15 109,883,000 34,047,000 — 143,930,000 (60,524,996 ) 83,405,004 Management contracts 15 22,832,000 — — 22,832,000 (9,676,381 ) 13,155,619 Member relationships 12 6,696,000 — — 6,696,000 (2,352,133 ) 4,343,867 Patient management platform 5 2,060,000 — — 2,060,000 (858,329 ) 1,201,671 Tradename/trademarks 20 1,011,000 — — 1,011,000 (105,312 ) 905,688 $ 144,476,000 $ 34,047,000 $ (1,994,000 ) $ 176,529,000 $ (73,517,151 ) $ 103,011,849 At December 31, 2018 , intangible assets, net consisted of the following: Useful Life (Years) Gross Additions Impairment/ Disposal Gross Accumulated Amortization Net Indefinite Lived Assets: Medicare license N/A $ 1,994,000 $ — $ — $ 1,994,000 $ — $ 1,994,000 Amortized Intangible Assets: Network relationships 11-15 109,883,000 — — 109,883,000 (48,361,773 ) 61,521,227 Management contracts 15 22,832,000 — — 22,832,000 (7,447,581 ) 15,384,419 Member relationships 12 6,696,000 — — 6,696,000 (1,289,667 ) 5,406,333 Patient management platform 5 2,060,000 — — 2,060,000 (446,333 ) 1,613,667 Tradename/trademarks 20 1,011,000 — — 1,011,000 (54,763 ) 956,237 $ 144,476,000 $ — $ — $ 144,476,000 $ (57,600,117 ) $ 86,875,883 |
Schedule of Future Amortization Expense | Future amortization expense is estimated to be as follows for the years ending December 31 : Amount 2020 $ 16,026,000 2021 14,542,000 2022 12,673,000 2023 10,842,000 2024 9,830,000 Thereafter 39,099,000 $ 103,012,000 |
Investments in Other Entities (
Investments in Other Entities (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Equity Method Investments | 531 W. College LLC’s unaudited balance sheet at and unaudited statement of operations for the years ended December 31, 2019 and 2018 are as follows: Balance Sheet December 31, 2019 December 31, 2018 Assets Cash $ 139,436 $ 158,088 Other current assets 16,500 16,137 Other assets 70,000 70,000 Property and equipment, net 33,581,438 33,394,792 Total assets $ 33,807,374 $ 33,639,017 Liabilities and Stockholders’ Equity Current liabilities $ 1,061,577 $ 1,007,413 Stockholders’ equity 32,745,797 32,631,604 Total liabilities and stockholders’ equity $ 33,807,374 $ 33,639,017 Statement of Operations Year Ended Year Ended Revenues $ — $ — Expenses 1,010,423 875,771 Loss from operations (1,010,423 ) (875,771 ) Other income 474,617 162,451 Net loss $ (535,806 ) $ (713,320 ) LMA’s IPA line of business unaudited summarized balance sheets at December 31, 2019 and 2018 and unaudited summarized statements of operations for the years ended December 31, 2019 and 2018 are as follows: Balance Sheets December 31, 2019 December 31, 2018 Assets Cash and cash equivalents $ 6,345,195 $ 18,444,702 Receivables, net 5,123,228 2,897,337 Other current assets 3,526,319 5,459,442 Loan receivable 2,250,000 1,250,000 Restricted cash 683,358 667,414 Total assets 17,928,100 28,718,895 Liabilities and Stockholders’ (Deficit) Equity Current liabilities $ 23,529,745 $ 26,837,814 Stockholders’ (deficit) equity (5,601,645 ) 1,881,081 Total liabilities and stockholders’ (deficit) equity $ 17,928,100 $ 28,718,895 Statements of Operations Year Ended Year Ended Revenues $ 194,020,435 $ 239,031,485 Expenses 205,153,162 251,738,193 Loss from operations (11,132,727 ) (12,706,708 ) Other Income — 173,356 Loss before income tax benefit (11,132,727 ) (12,533,352 ) Income tax benefit — (3,334,332 ) Net loss $ (11,132,727 ) $ (9,199,020 ) UCI’s unaudited balance sheets at December 31, 2019 and 2018 and unaudited statements of operations for the years ended December 31, 2019 and 2018 are as follows: Balance Sheets December 31, 2019 December 31, 2018 Assets Cash $ 33,889,962 $ 27,812,520 Receivables, net 63,843,009 46,978,703 Other current assets 38,280,156 18,670,350 Other assets 882,243 661,621 Property and equipment, net 4,021,341 2,786,996 Total assets $ 140,916,711 $ 96,910,190 Liabilities and stockholders’ deficit Current liabilities $ 128,330,389 $ 89,731,133 Other liabilities 33,132,948 25,024,043 Stockholders’ deficit (20,546,626 ) (17,844,986 ) Total liabilities and stockholders’ deficit $ 140,916,711 $ 96,910,190 Statements of Operations Year Ended Year Ended Revenues $ 500,374,910 $ 326,719,634 Expenses 502,566,659 335,242,582 Loss before income tax provision (2,191,749 ) (8,522,948 ) Income tax provision 257,628 3,692,818 Net loss $ (2,449,377 ) $ (12,215,766 ) Investments in other entities – equity method consisted of the following: December 31, 2019 December 31, 2018 Universal Care, Inc. $ 1,438,199 $ 2,635,945 LaSalle Medical Associates – IPA Line of Business 6,396,706 7,054,888 Diagnostic Medical Group 2,334,083 2,257,346 Pacific Medical Imaging & Oncology Center, Inc. 1,395,878 1,359,494 Pacific Ambulatory Surgery Center, LLC — 285,198 Accountable Health Care IPA — 4,977,957 531 W. College, LLC 16,697,898 16,273,152 MWN, LLC 164,691 33,000 $ 28,427,455 $ 34,876,980 |
Accounts Payable and Accrued _2
Accounts Payable and Accrued Expenses (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Payables and Accruals [Abstract] | |
Schedule of Accounts Payable and Accrued Liabilities | Accounts payable and accrued expenses consisted of the following: December 31, 2019 December 31, 2018 Accounts payable $ 6,914,680 $ 4,481,544 Capitation payable 2,812,652 300,000 Subcontractor IPA payable 3,360,282 2,532,750 Professional fees 1,837,434 2,251,741 Due to related parties 225,000 1,488,313 Contract liabilities 8,891,966 9,024,235 Accrued compensation 3,237,565 4,996,906 $ 27,279,579 $ 25,075,489 |
Medical Liabilities (Tables)
Medical Liabilities (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Disclosure of Medical Liabilities [Abstract] | |
Schedule of Medical Liabilities | Medical liabilities consisted of the following: December 31, 2019 December 31, 2018 Balance, beginning of year $ 33,641,701 $ 63,972,318 Acquired (see Note 3) 27,474,440 — Claims paid for previous year (33,396,932 ) (36,549,348 ) Claims paid on acquired liabilities (25,236,286 ) — Incurred health care costs 274,670,676 209,002,961 Claims paid for current year (218,564,072 ) (167,537,480 ) Payment to CMS — (34,464,826 ) Adjustments 135,155 (781,924 ) Balance, end of year $ 58,724,682 $ 33,641,701 |
Credit Facility, Bank Loan an_2
Credit Facility, Bank Loan and Lines of Credit - Related Party (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Debt Disclosure [Abstract] | |
Schedule of Credit Facility | The Company's credit facility consisted of the following: December 31, 2019 Term Loan A $ 187,625,000 Revolver Loan 60,000,000 Total Debt 247,625,000 Less: current portion of debt (9,500,000 ) Less: unamortized financing cost (5,952,866 ) Long-term debt $ 232,172,134 |
Schedule of Maturities of Credit Facility | The following table presents scheduled maturities of the Company's credit facility as of December 31, 2019 : Amount 2020 $ 9,500,000 2021 10,687,500 2022 14,250,000 2023 15,437,500 2024 197,750,000 Total $ 247,625,000 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Income Tax Disclosure [Abstract] | |
Schedule of Provision for Income Taxes | Provision for income taxes consisted of the following: Years ended December 31, 2019 2018 2017 Current Federal $ 9,034,736 $ 21,058,703 $ 19,219,251 State 5,924,933 9,646,172 5,336,885 14,959,669 30,704,875 24,556,136 Deferred Federal (3,508,348 ) (5,954,666 ) (18,718,113 ) State (3,284,689 ) (2,390,569 ) (1,951,238 ) (6,793,037 ) (8,345,235 ) (20,669,351 ) Total provision for income taxes $ 8,166,632 $ 22,359,640 $ 3,886,785 |
Schedule of Components of Deferred Tax Assets (Liabilities) | Significant components of the Company's deferred tax assets (liabilities) as of December 31, 2019 and December 31, 2018 are shown below. During the year ended December 31, 2019 , the Company recorded a non-cash reclassification $0.9 million of deferred tax liabilities to income tax payable related to utilization of NOLs. A valuation allowance of $8.2 million and $3.4 million as of December 31, 2019 and December 31, 2018 , respectively, has been established against the Company's deferred tax assets related to loss entities the Company cannot consolidate under the Federal consolidation rules, as realization of these assets is uncertain. 2019 2018 Deferred tax assets (liabilities) State taxes $ 1,110,659 $ 1,886,010 Stock options 1,293,164 1,660,664 Accrued payroll and related cost 277,682 238,633 Accrued hospital pool deficit 188,075 168,413 Allowance for bad debts 544,028 1,124,917 Investment in other entities 2,977,431 884,922 Net operating loss carryforward 13,849,685 6,414,256 Lease liability 3,567,302 — Property and equipment (927,011 ) (1,286,087 ) Acquired intangible assets (29,195,045 ) (24,084,892 ) Right-of-use assets (3,544,315 ) — Risk Pool Receivable (1,623,049 ) (2,434,573 ) Other 1,403,446 (792,781 ) Net deferred tax liabilities before valuation allowance (10,077,948 ) (16,220,518 ) Valuation allowance (8,191,500 ) (3,395,417 ) Net deferred tax liabilities $ (18,269,448 ) $ (19,615,935 ) 2019 2018 Tax valuation allowance Beginning balance $ 3,395,417 $ 3,224,517 Charged (credited) to tax expense 1,085,842 170,900 Charged to goodwill 3,710,241 — Ending balance 8,191,500 3,395,417 |
Schedule of Effective Income Tax Rate Reconciliation for Provision for Income Taxes | The provision for income taxes differs from the amount computed by applying the federal income tax rate as follows for the years ended December 31 : Years ended December 31, 2019 2018 2017 Tax provision at U.S. Federal statutory rates 21.0 % 21.0 % 35.0 % State income taxes net of federal benefit 8.1 6.7 4.4 Non-deductible permanent items 3.3 1.3 (9.7 ) Non-taxable entities (2.7 ) (0.7 ) (1.9 ) Stock-based compensation (1.5 ) (1.8 ) 0.9 Change in valuation allowance 13.7 — (2.9 ) Entity Conversion (10.5 ) 0.5 — Change in rate — — (19.4 ) Other 0.2 0.1 1.4 Effective income tax rate 31.6 % 27.1 % 7.8 % |
Mezzanine and Shareholders' E_2
Mezzanine and Shareholders' Equity (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Equity [Abstract] | |
Schedule of Stock Option Transactions Under Stock Option Plans | Outstanding stock options granted to primary care physicians to purchase shares of APC’s common stock consisted of the following: Shares Weighted Average Exercise Price Weighted Average Remaining Contractual Term (Years) Aggregate Intrinsic Value Options outstanding at January 1, 2017 1,910,400 $ 0.167 2.75 $ 1.1 Options granted — — — — Options exercised (1,056,600 ) 0.167 — (0.6 ) Options forfeited — — — — Options outstanding at December 31, 2017 853,800 $ 0.167 1.75 $ 0.5 Options granted — — — — Options exercised — — — — Options forfeited — — — — Options outstanding at December 31, 2018 853,800 $ 0.167 0.75 $ 0.5 Options granted — — — — Options exercised — — — — Options forfeited (853,800 ) 0.167 — (0.5 ) Options outstanding and exercisable at December 31, 2019 — $ — — $ — The Company’s outstanding stock options consisted of the following: Shares Weighted Average Exercise Price Weighted Average Remaining Contractual Term (Years) Aggregate Intrinsic Value (in millions) Options outstanding at January 1, 2017 — $ — — $ — Options assumed in the Merger (see Note 3) 1,141,040 3.95 5.85 22.6 Options granted — — — — Options exercised — — — — Options forfeited — — — — Options outstanding at December 31, 2017 1,141,040 $ 3.95 5.79 $ 22.6 Options granted 155,000 9.85 — — Options exercised (639,800 ) 4.11 — 9.8 Options forfeited (9,000 ) 3.41 — — Options outstanding at December 31, 2018 647,240 $ 5.62 4.13 $ 9.2 Options granted 279,698 17.24 — — Options exercised (241,214 ) 6.09 — 2.7 Options forfeited (78,378 ) 17.62 — — Options outstanding at December 31, 2019 607,346 $ 9.22 3.42 $ 5.6 Options exercisable at December 31, 2019 439,776 $ 4.58 2.09 $ 5.6 |
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions | During the year ended December 31, 2019 , the Company granted 145,228 and 56,092 five year stock options to certain ApolloMed board members and executives, respectively, with exercise price ranging from $15.35 - $18.11 and $18.91 , respectively, which were recognized at fair value, as determining using the Black-Scholes option pricing model and following: December 31, 2019 Board Members Executives Expected Term 3.0 years 3.0 years Expected volatility 90.50% - 100.27% 84.42 % Risk-free interest rate 1.60% - 2.51% 1.65 % Market value of common stock $15.35 - $18.11 $ 18.91 Annual dividend yield — % — % Forfeiture rate 0 % 0 % The stock options under the Exclusivity Amendment Agreement were accounted for at fair value, as determined using the Black-Scholes option pricing model and the following assumptions: Years ended December 31, 2018 2017 Expected term 0.75 years 0.93 - 1.75 years Expected volatility 38.10% - 41.60% 38.10% - 41.60% Risk-free interest rate 1.64% - 1.86% 1.64% - 1.86% Market value of common stock $0.52 - $0.76 $0.52 - $0.76 Annual dividend yield 2.23% - 3.53% 2.23% - 3.53% Forfeiture rate 0% - 6.8% 0% - 6.8% |
Summary of Share-Based Compensation Expense of Stock Option Awards Granted | Share-based compensation expense related to option awards granted to primary care physicians with Exclusivity Agreements to purchase shares of APC’s common stock, are recognized over their respective vesting periods, and consisted of the following: Years ended December 31, 2019 2018 2017 Share-based compensation expense: General and administrative $ 607,146 $ 809,528 $ 2,113,116 $ 607,146 $ 809,528 $ 2,113,116 |
Schedule of Warrants Outstanding | The Company’s outstanding warrants consisted of the following: Shares Weighted Average Exercise Price Weighted Average Remaining Contractual Term (Years) Aggregate Intrinsic Value (In Millions) Warrants outstanding at January 1, 2017 — $ — — $ — Warrants assumed in the Merger 1,898,541 9.06 2.69 1.8 Warrants granted (see Note 3) 1,750,000 10.49 5.00 — Warrants outstanding at December 31, 2017 3,648,541 $ 9.75 3.74 $ 52.0 Warrants granted — — — — Warrants exercised (286,357 ) 7.84 — 3.0 Warrants forfeited (30,189 ) 4.50 — — Warrants outstanding at December 31, 2018 3,331,995 $ 9.93 2.97 $ 33.1 Warrants granted — — — — Warrants exercised (177,405 ) 9.32 — 1.60 Warrants forfeited — — — — Warrants outstanding at December 31, 2019 3,154,590 $ 9.96 2.01 $ 26.7 Exercise Price Per Warrants Outstanding Weighted Average Remaining Contractual Life Warrants Exercisable Weighted Average Exercise Price Per Share $ 9.00 948,498 0.79 948,498 $ 9.00 10.00 1,386,083 2.30 1,386,083 10.00 11.00 820,009 2.94 820,009 11.00 $ 9.00 –11.00 3,154,590 2.01 3,154,590 $ 9.96 |
Related Party Transactions (Tab
Related Party Transactions (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Related Party Transactions [Abstract] | |
Schedule of Related Party Transactions | The following table sets forth fees incurred and income received related to AHMC, HSMSO and Aurion Corporation: Years ended December 31, 2019 2018 AHMC – Risk pool revenue $ 49,300,000 $ 68,200,000 HSMSO – Management fees, net (1,700,000 ) (2,600,000 ) Aurion – Management fees (300,000 ) (317,000 ) Receipts, Net $ 47,300,000 $ 65,283,000 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share Computations | Below is a summary of the earnings per share computations: Years ended December 31, 2019 2018 2017 Earnings per share – basic $ 0.41 $ 0.33 $ 1.01 Earnings per share – diluted $ 0.39 $ 0.29 $ 0.90 Weighted average shares of common stock outstanding – basic 34,708,429 32,893,940 25,525,786 Weighted average shares of common stock outstanding – diluted 36,403,279 37,914,886 28,661,735 |
Schedule of Shares Included in the Diluted Earnings Per Share Computations | Below is a summary of the shares included in the diluted earnings per share computations: Years ended December 31, 2019 2018 2017 Weighted average shares of common stock outstanding – basic 34,708,429 32,893,940 25,525,786 10% shares held back pursuant to indemnification clause — 2,935,512 3,039,749 Stock options 295,672 459,440 44,716 Warrants 1,384,078 1,625,994 51,484 Restricted stock units 15,100 — — Weighted average shares of common stock outstanding – diluted 36,403,279 37,914,886 28,661,735 |
Variable Interest Entities (V_2
Variable Interest Entities (VIEs) (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of Variable Interest Entities | The following table includes assets that can only be used to settle the liabilities of APC and the creditors of APC have no recourse to the Company. These assets and liabilities, with the exception of the investment in a privately held entity and amounts due to affiliate, which are eliminated upon consolidation with NMM, are included in the accompanying consolidated balance sheets. December 31, 2019 2018 Assets Current assets Cash and cash equivalents $ 87,110,226 $ 71,726,342 Restricted cash – short-term 75,000 — Investment in marketable securities 123,948,391 1,066,103 Receivables, net 9,300,076 4,512,000 Receivables, net – related party 42,976,262 44,651,502 Other receivables 743,757 — Prepaid expenses and other current assets 7,403,057 3,647,654 Loans receivable 6,425,000 — Loans receivable - related parties 16,500,000 — Total current assets 294,481,769 125,603,601 Noncurrent assets Land, property and equipment, net 9,546,924 9,602,228 Intangible assets, net 81,439,224 58,984,420 Goodwill 108,912,763 56,213,450 Loans receivable – related parties — 12,500,000 Investments in other entities – equity method 28,486,593 26,707,404 Investment in privately held entities 4,725,000 4,725,000 Restricted cash – long-term 746,104 745,470 Operating lease right-of-use assets 4,750,944 — Other assets 1,056,828 839,085 Total noncurrent assets 239,664,380 170,317,057 Total assets $ 534,146,149 $ 295,920,658 Current liabilities Accounts payable and accrued expenses $ 11,186,808 $ 6,378,751 Fiduciary accounts payable 2,027,081 1,538,598 Medical liabilities 49,019,200 24,983,110 Income taxes payable 4,529,667 11,621,861 Dividend payable 271,279 — Amount due to affiliate 28,057,793 11,505,680 Bank loan, short-term — 40,257 Finance lease liabilities 101,741 101,741 Operating lease liabilities 1,088,260 — Total current liabilities 96,281,829 56,169,998 Noncurrent liabilities Deferred tax liability 14,058,528 15,693,159 Liability for unissued equity shares — 1,185,025 Finance lease liabilities, net of current portion 415,519 517,261 Operating lease liabilities, net of current portion 3,741,811 — Total noncurrent liabilities 18,215,858 17,395,445 Total liabilities $ 114,497,687 $ 73,565,443 |
Leases (Tables)
Leases (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Leases [Abstract] | |
Schedule of Lease Expense and Other Information Related to Lease Costs | The components of lease expense were as follows: Year Ended December 31, 2019 Operating lease cost $ 5,437,078 Finance lease cost Amortization of lease expense 101,741 Interest on lease liabilities 17,179 Sublease income $ (414,704 ) Total lease cost, net $ 5,141,294 Other information related to leases was as follows: Year Ended December 31, 2019 Supplemental Cash Flows Information Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 5,254,079 Operating cash flows from finance leases 17,179 Financing cash flows from finance leases 101,741 Right-of-use assets obtained in exchange for lease liabilities: Operating leases 16,727,589 Finance leases — Year Ended December 31, 2019 Weighted Average Remaining Lease Term Operating leases 6.48 years Finance leases 4.67 years Weighted Average Discount Rate Operating leases 6.11 % Finance leases 3.00 % |
Schedule of Operating Leases, Future Minimum Lease Payments After Adoption of 842 | Future minimum lease payments under non-cancellable leases as of December 31, 2019 were as follows: Years ending December 31, Operating Leases Finance Leases 2020 $ 3,781,174 $ 118,920 2021 2,711,802 118,920 2022 2,376,159 118,920 2023 2,130,226 118,920 2024 1,788,047 79,255 Thereafter 4,783,381 — Total future minimum lease payments 17,570,789 554,935 Less: imputed interest 3,207,506 37,675 Total lease obligations 14,363,283 517,260 Less: current portion 2,990,686 101,741 Long-term lease obligations $ 11,372,597 $ 415,519 |
Schedule of Finance Lease, Future Minimum Lease Payments After Adoption of 842 | Future minimum lease payments under non-cancellable leases as of December 31, 2019 were as follows: Years ending December 31, Operating Leases Finance Leases 2020 $ 3,781,174 $ 118,920 2021 2,711,802 118,920 2022 2,376,159 118,920 2023 2,130,226 118,920 2024 1,788,047 79,255 Thereafter 4,783,381 — Total future minimum lease payments 17,570,789 554,935 Less: imputed interest 3,207,506 37,675 Total lease obligations 14,363,283 517,260 Less: current portion 2,990,686 101,741 Long-term lease obligations $ 11,372,597 $ 415,519 |
Schedule of Operating Leases, Future Minimum Lease Payments Before Adoption of 842 | As of December 31, 2018 , prior to the adoption of ASC 842, future minimum payments under operating leases having initial or remaining non-cancellable lease terms in excess of one year were as follows: Years ending December 31, Operating Leases Finance Leases 2019 $ 2,848,000 $ 119,000 2020 2,267,000 119,000 2021 783,000 119,000 2022 487,000 119,000 2023 489,000 119,000 Thereafter 243,000 79,000 Total future minimum lease payments 7,117,000 674,000 |
Schedule of Capital Lease, Future Minimum Lease Payments Before Adoption of 842 | As of December 31, 2018 , prior to the adoption of ASC 842, future minimum payments under operating leases having initial or remaining non-cancellable lease terms in excess of one year were as follows: Years ending December 31, Operating Leases Finance Leases 2019 $ 2,848,000 $ 119,000 2020 2,267,000 119,000 2021 783,000 119,000 2022 487,000 119,000 2023 489,000 119,000 Thereafter 243,000 79,000 Total future minimum lease payments 7,117,000 674,000 |
Description of Business - Addit
Description of Business - Additional Information (Details) | Sep. 11, 2019USD ($)shares | Sep. 10, 2019USD ($) | Aug. 30, 2019USD ($) | May 31, 2019USD ($) | Mar. 21, 2018shares | Dec. 08, 2017USD ($) | Oct. 14, 2015USD ($) | Jul. 01, 1999 | Dec. 31, 2019USD ($)clinic | Dec. 31, 2018USD ($) | Dec. 31, 2017USD ($) | Dec. 31, 2019medical_center | Dec. 31, 2019 | Dec. 31, 2019plan | Dec. 31, 2019specialty_care_physician | Dec. 31, 2019primary_care_physician | Dec. 31, 2019enrollee | Dec. 31, 2019member |
Description Of Business [Line Items] | ||||||||||||||||||
Number of shares purchased by related party (in shares) | shares | 600,000 | |||||||||||||||||
Distributions of preferred returns | $ 1,988,646 | $ 1,975,010 | $ 19,697,923 | |||||||||||||||
Interest acquired | 18.00% | |||||||||||||||||
Consideration transferred | $ 86,394,383 | |||||||||||||||||
Cash paid | 49,402,514 | $ 0 | 0 | |||||||||||||||
Value of shares transferred in acquisition | $ 61,092,050 | $ 61,092,050 | ||||||||||||||||
Accountable Health Care IPA | ||||||||||||||||||
Description Of Business [Line Items] | ||||||||||||||||||
Consideration transferred | $ 25,100,000 | |||||||||||||||||
AMG | ||||||||||||||||||
Description Of Business [Line Items] | ||||||||||||||||||
Consideration transferred | $ 1,600,000 | |||||||||||||||||
Series A Preferred Stock | ||||||||||||||||||
Description Of Business [Line Items] | ||||||||||||||||||
Consideration transferred | $ 12,700,000 | |||||||||||||||||
Dr. Jay | Accountable Health Care IPA | ||||||||||||||||||
Description Of Business [Line Items] | ||||||||||||||||||
Interest acquired | 75.00% | |||||||||||||||||
Consideration transferred | $ 7,250,000 | |||||||||||||||||
Affiliated Entity | AP-AMH | ||||||||||||||||||
Description Of Business [Line Items] | ||||||||||||||||||
Amount of loan | $ 545,000,000 | |||||||||||||||||
Term of receivable | 10 years | |||||||||||||||||
Stated rate of note of loan receivable | 10.00% | |||||||||||||||||
Interest rate in the event of default | 10.75% | |||||||||||||||||
Affiliated Entity | AP-AMH | Series A Preferred Stock | ||||||||||||||||||
Description Of Business [Line Items] | ||||||||||||||||||
Number of shares purchased by related party (in shares) | shares | 1,000,000 | |||||||||||||||||
Stock issued during period new issues (in shares) | $ 545,000,000 | |||||||||||||||||
Affiliated Entity | APC | ||||||||||||||||||
Description Of Business [Line Items] | ||||||||||||||||||
Number of shares purchased by related party (in shares) | shares | 15,015,015 | |||||||||||||||||
Distributions of preferred returns | $ 8,900,000 | |||||||||||||||||
Stock issued during period new issues (in shares) | $ 300,000,000 | |||||||||||||||||
Proxy votes | 9.99% | |||||||||||||||||
APC | ||||||||||||||||||
Description Of Business [Line Items] | ||||||||||||||||||
Initial fixed term of amended and restated management and administrative services agreement | 30 years | |||||||||||||||||
APC | Accountable Health Care IPA | ||||||||||||||||||
Description Of Business [Line Items] | ||||||||||||||||||
Interest acquired | 25.00% | |||||||||||||||||
APC | AMG | ||||||||||||||||||
Description Of Business [Line Items] | ||||||||||||||||||
Interest acquired | 100.00% | |||||||||||||||||
Payments to acquire business | $ 1,200,000 | |||||||||||||||||
Value of shares transferred in acquisition | $ 400,000 | |||||||||||||||||
APC | Universal Care Acquisition Partners, LLC | ||||||||||||||||||
Description Of Business [Line Items] | ||||||||||||||||||
Ownership interest | 100.00% | |||||||||||||||||
APC | ApolloMed | ||||||||||||||||||
Description Of Business [Line Items] | ||||||||||||||||||
Investment, ownership interest | 4.82% | 32.50% | ||||||||||||||||
APC | Concourse Diagnostic Surgery Center, LLC | ||||||||||||||||||
Description Of Business [Line Items] | ||||||||||||||||||
Investment, ownership interest | 45.01% | |||||||||||||||||
APC | Affiliated Entity | AP-AMH | Series A Preferred Stock | ||||||||||||||||||
Description Of Business [Line Items] | ||||||||||||||||||
Number of shares purchased by related party (in shares) | shares | 1,000,000 | |||||||||||||||||
APC LSMA | Alpha Care | ||||||||||||||||||
Description Of Business [Line Items] | ||||||||||||||||||
Interest acquired | 100.00% | |||||||||||||||||
Cash paid | $ 45,100,000 | |||||||||||||||||
APC LSMA | Accountable Health Care IPA | ||||||||||||||||||
Description Of Business [Line Items] | ||||||||||||||||||
Interest acquired | 75.00% | |||||||||||||||||
APC LSMA | AMG | ||||||||||||||||||
Description Of Business [Line Items] | ||||||||||||||||||
Interest acquired | 100.00% | |||||||||||||||||
Payments to acquire business | $ 1,200,000 | |||||||||||||||||
APC LSMA | Maverick Medical Group, Inc | ||||||||||||||||||
Description Of Business [Line Items] | ||||||||||||||||||
Ownership interest | 100.00% | |||||||||||||||||
Accountable Health Care IPA | ||||||||||||||||||
Description Of Business [Line Items] | ||||||||||||||||||
Number of employees (more than) | 700 | 400 | ||||||||||||||||
Number of medical centers | medical_center | 5 | |||||||||||||||||
Number of members of federally qualified health plans (more than) | member | 84,000 | |||||||||||||||||
Number federally qualified health plans | plan | 3 | |||||||||||||||||
AMG | ||||||||||||||||||
Description Of Business [Line Items] | ||||||||||||||||||
Number of family practice clinics | clinic | 3 | |||||||||||||||||
Alpha Care | ||||||||||||||||||
Description Of Business [Line Items] | ||||||||||||||||||
Number of healthcare enrollees | enrollee | 174,000 |
Basis of Presentation and Sum_4
Basis of Presentation and Summary of Significant Accounting Policies - Additional Information (Details) | Oct. 01, 2018USD ($) | Dec. 08, 2017USD ($) | Jan. 31, 2018USD ($) | Aug. 30, 2019USD ($) | Dec. 31, 2019USD ($)segmentunit | Dec. 31, 2018USD ($) | Dec. 31, 2017USD ($) | Sep. 01, 2019USD ($) | Jan. 01, 2019USD ($) |
Summary Of Significant Accounting Policies [Line Items] | |||||||||
Number of operating segments | segment | 1 | ||||||||
Number of reportable segments | segment | 1 | ||||||||
Amount deposit accounts exceeded FDIC insured limit | $ 226,500,000 | $ 118,600,000 | |||||||
Amount of short-term marketable securities | 116,538,673 | 1,127,102 | |||||||
Restricted cash | 100,000 | 0 | |||||||
Allowance for doubtful accounts | 2,900,000 | 4,300,000 | |||||||
Impairment of finite-lived intangible assets | 0 | 0 | |||||||
Impairment of goodwill and intangible assets | $ 1,994,000 | 3,798,866 | $ 2,431,791 | ||||||
Number of main reporting units | unit | 3 | ||||||||
Impairment of goodwill and intangible assets | $ 3,800,000 | 3,798,866 | |||||||
Billing in excess of costs | 7,800,000 | 34,500,000 | |||||||
Risk pool settlement | 900,000 | $ 5,900,000 | |||||||
Payment of revenue | $ 7,300,000 | $ 8,300,000 | |||||||
Payment of revenue reduce | $ 5,500,000 | ||||||||
AIPBP payments | $ 3,700,000 | ||||||||
Accrued contract liability recognized | 56,100,000 | ||||||||
Contract liability balance | $ 8,900,000 | $ 9,100,000 | |||||||
Voting rights held (more than) | 50.00% | ||||||||
Operating lease right-of-use assets | $ 14,247,727 | $ 9,000,000 | |||||||
Operating lease liabilities | 14,363,283 | $ 8,900,000 | |||||||
Other Receivables, Related to IBNR | |||||||||
Summary Of Significant Accounting Policies [Line Items] | |||||||||
Recoverable claims paid | 8,500,000 | ||||||||
Other Receivables, Final Settlement 2017 Performance Year | |||||||||
Summary Of Significant Accounting Policies [Line Items] | |||||||||
Recoverable claims paid | 3,000,000 | ||||||||
Other Receivables, Risk Earnings, 2018 Performance Year | |||||||||
Summary Of Significant Accounting Policies [Line Items] | |||||||||
Recoverable claims paid | 900,000 | ||||||||
Accounts Payable and Accrued Expenses | |||||||||
Summary Of Significant Accounting Policies [Line Items] | |||||||||
Payment of revenue | 56,100,000 | ||||||||
Accrued contract liability recognized | 500,000 | ||||||||
Other Receivables | |||||||||
Summary Of Significant Accounting Policies [Line Items] | |||||||||
Recoverable claims paid | $ 6,500,000 | ||||||||
CMS | |||||||||
Summary Of Significant Accounting Policies [Line Items] | |||||||||
Expected period of payment upon termination of agreement | 30 days | ||||||||
PMPM | |||||||||
Summary Of Significant Accounting Policies [Line Items] | |||||||||
Contract term | P1Y | ||||||||
Management contracts | |||||||||
Summary Of Significant Accounting Policies [Line Items] | |||||||||
Contract term | P10Y | ||||||||
APAACO | |||||||||
Summary Of Significant Accounting Policies [Line Items] | |||||||||
Estimated revenue percentage | 100.00% | ||||||||
PASC | |||||||||
Summary Of Significant Accounting Policies [Line Items] | |||||||||
Impairment of investments | $ 300,000 | ||||||||
Medicare licenses | |||||||||
Summary Of Significant Accounting Policies [Line Items] | |||||||||
Indefinite-lived Intangible Assets, Written off Related to Sale of Business Unit | $ 2,000,000 | $ 2,000,000 | |||||||
Minimum | |||||||||
Summary Of Significant Accounting Policies [Line Items] | |||||||||
Property, plant and equipment, useful life | 3 years | ||||||||
Maximum | |||||||||
Summary Of Significant Accounting Policies [Line Items] | |||||||||
Property, plant and equipment, useful life | 10 years |
Basis of Presentation and Sum_5
Basis of Presentation and Summary of Significant Accounting Policies - Additional Information, Performance Obligation (Details) - Next Generation ACO Model Participation Agreement | Dec. 31, 2019 | Dec. 31, 2018 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2017-01-01 | ||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | ||
Term, performance obligation | 2 years | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2019-01-01 | ||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | ||
Term, performance obligation | 2 years |
Basis of Presentation and Sum_6
Basis of Presentation and Summary of Significant Accounting Policies - Disaggregation of Revenue by Payor Type (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Disaggregation of Revenue [Line Items] | |||
Revenue | $ 560,618,097 | $ 519,907,752 | $ 356,355,930 |
Commercial | |||
Disaggregation of Revenue [Line Items] | |||
Revenue | 107,339,950 | 113,000,115 | 116,947,692 |
Medicare | |||
Disaggregation of Revenue [Line Items] | |||
Revenue | 226,001,659 | 226,353,120 | 120,448,509 |
Medicaid | |||
Disaggregation of Revenue [Line Items] | |||
Revenue | 192,595,964 | 134,904,142 | 92,590,894 |
Other third parties | |||
Disaggregation of Revenue [Line Items] | |||
Revenue | $ 34,680,524 | $ 45,650,375 | $ 26,368,835 |
Basis of Presentation and Sum_7
Basis of Presentation and Summary of Significant Accounting Policies - Contributions to Revenue and Receivables by Payor (Details) | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Net revenue | Payor A | |||
Concentration Risk [Line Items] | |||
Concentration risk | 13.60% | 14.60% | 14.10% |
Net revenue | Payor B | |||
Concentration Risk [Line Items] | |||
Concentration risk | 13.40% | 18.70% | 18.10% |
Net revenue | Payor C | |||
Concentration Risk [Line Items] | |||
Concentration risk | 11.10% | ||
Net revenue | Payor D | |||
Concentration Risk [Line Items] | |||
Concentration risk | 14.10% | 11.30% | |
Net revenue | Payor E | |||
Concentration Risk [Line Items] | |||
Concentration risk | 11.70% | 14.10% | |
Net revenue | Payor F | |||
Concentration Risk [Line Items] | |||
Concentration risk | 12.90% | ||
Gross receivables | Payor G | |||
Concentration Risk [Line Items] | |||
Concentration risk | 30.40% | 34.10% | |
Gross receivables | Payor H | |||
Concentration Risk [Line Items] | |||
Concentration risk | 36.00% | 42.20% |
Basis of Presentation and Sum_8
Basis of Presentation and Summary of Significant Accounting Policies - Carrying Amounts and Fair Values of Company's Financial Instruments (Details) - USD ($) | Dec. 31, 2019 | Dec. 31, 2018 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Money market accounts | $ 50,731,008 | $ 85,500,745 |
Marketable securities – certificates of deposit | 116,468,555 | 1,066,103 |
Marketable securities – equity securities | 70,118 | 60,999 |
Total | 167,269,681 | 86,627,847 |
Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Money market accounts | 50,731,008 | 85,500,745 |
Marketable securities – certificates of deposit | 116,468,555 | 1,066,103 |
Marketable securities – equity securities | 70,118 | 60,999 |
Total | 167,269,681 | 86,627,847 |
Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Money market accounts | 0 | 0 |
Marketable securities – certificates of deposit | 0 | 0 |
Marketable securities – equity securities | 0 | 0 |
Total | 0 | 0 |
Level 3 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Money market accounts | 0 | 0 |
Marketable securities – certificates of deposit | 0 | 0 |
Marketable securities – equity securities | 0 | 0 |
Total | $ 0 | $ 0 |
Business Combination and Good_3
Business Combination and Goodwill - Additional Information (Details) | Sep. 10, 2019USD ($)acquisition | Aug. 30, 2019USD ($) | May 31, 2019USD ($) | Dec. 08, 2017USD ($)$ / sharesshares | Mar. 30, 2017USD ($)$ / sharesshares | Dec. 31, 2019USD ($) | Dec. 31, 2018USD ($) | Dec. 31, 2017USD ($)shares |
Business Acquisition [Line Items] | ||||||||
Interest acquired | 18.00% | |||||||
Equity interest issued or issuable of shares (in shares) | shares | 6,109,205 | 6,109,205 | ||||||
Equity interest in acquiree | $ 1,055,333 | |||||||
Change in goodwill related to Merger | $ 700,000 | |||||||
Subsequent recognition of deferred tax asset | $ 0 | 868,000 | $ 0 | |||||
Subsequent recognition of deferred tax asset | 200,000 | |||||||
Goodwill and deferred tax assets, decrease merger transaction costs | 900,000 | |||||||
Aggregate goodwill decrease | 200,000 | |||||||
Aggregate purchase price | 49,402,514 | 0 | 0 | |||||
Consideration transferred | 86,394,383 | |||||||
Value of shares transferred in acquisition | 61,092,050 | $ 61,092,050 | ||||||
Goodwill, impairment loss | 3,800,000 | $ 3,798,866 | ||||||
Preferred stock | ||||||||
Business Acquisition [Line Items] | ||||||||
Equity interest in acquiree | $ 19,118,000 | $ 19,100,000 | ||||||
Warrant One | ||||||||
Business Acquisition [Line Items] | ||||||||
Exercise price per share (in dollars per share) | $ / shares | $ 11 | |||||||
Warrant Two | ||||||||
Business Acquisition [Line Items] | ||||||||
Exercise price per share (in dollars per share) | $ / shares | $ 10 | |||||||
NMM | ||||||||
Business Acquisition [Line Items] | ||||||||
Dissenting shareholder interests | $ 0 | |||||||
NMM | Noncontrolling Interest | ||||||||
Business Acquisition [Line Items] | ||||||||
Equity interest in acquiree | $ 5,129,000 | |||||||
NMM | APAACO | ||||||||
Business Acquisition [Line Items] | ||||||||
Ownership interest | 50.00% | |||||||
ApolloMed | APAACO | ||||||||
Business Acquisition [Line Items] | ||||||||
Ownership interest | 50.00% | |||||||
Alliance Apex, LLC | Convertible Notes Payable | ||||||||
Business Acquisition [Line Items] | ||||||||
Face amount of debt | $ 5,000,000 | |||||||
Conversion price (in dollars per share) | $ / shares | $ 10 | |||||||
Alliance Apex, LLC, Manager | Director | Alliance Apex, LLC | ||||||||
Business Acquisition [Line Items] | ||||||||
Ownership interest | 50.00% | |||||||
ApolloMed | ||||||||
Business Acquisition [Line Items] | ||||||||
Interest acquired | 82.00% | |||||||
Equity interest in acquiree (in shares) | shares | 2,566,666 | |||||||
Percentage of voting interests acquired held back to secure indemnification | 10.00% | |||||||
Percentage of voting interests acquired held back to secure indemnification, holding period after closing of merger | 24 months | |||||||
Equity interest issued or issuable of shares (in shares) | shares | 6,109,205 | |||||||
Expected term | 2 years | |||||||
Fair value liquidation preference | $ 12,700,000 | |||||||
ApolloMed | Common Class B | ||||||||
Business Acquisition [Line Items] | ||||||||
Equity interest in acquiree | $ 6,400,000 | |||||||
ApolloMed | Measurement Input, Price Volatility | ||||||||
Business Acquisition [Line Items] | ||||||||
Expected volatility rate | 37.90% | |||||||
ApolloMed | Measurement Input, Risk Free Interest Rate | ||||||||
Business Acquisition [Line Items] | ||||||||
Risk free interest rate | 1.80% | |||||||
ApolloMed | Convertible Promissory Note | ||||||||
Business Acquisition [Line Items] | ||||||||
Converted instrument shares issued (in shares) | shares | 520,081 | |||||||
Converted instrument amount | $ 5,000,000 | |||||||
ApolloMed | Warrant One | ||||||||
Business Acquisition [Line Items] | ||||||||
Number of warrants (in shares) | shares | 850,000 | |||||||
ApolloMed | Warrant Two | ||||||||
Business Acquisition [Line Items] | ||||||||
Number of warrants (in shares) | shares | 900,000 | |||||||
Acquisition of Alpha Care | APC and APC-LSMA | ||||||||
Business Acquisition [Line Items] | ||||||||
Interest acquired | 100.00% | |||||||
Aggregate purchase price | $ 45,055,564 | |||||||
Escrow deposit | $ 2,000,000 | |||||||
Accountable Health Care IPA | ||||||||
Business Acquisition [Line Items] | ||||||||
Consideration transferred | $ 25,100,000 | |||||||
Assets and liabilities assumed | $ 15,400,000 | |||||||
Accountable Health Care IPA | Dr. Jay | ||||||||
Business Acquisition [Line Items] | ||||||||
Interest acquired | 75.00% | |||||||
Consideration transferred | $ 7,250,000 | |||||||
Assets and liabilities assumed | $ 5,000,000 | |||||||
Accountable Health Care IPA | APC | ||||||||
Business Acquisition [Line Items] | ||||||||
Interest acquired | 25.00% | |||||||
Payments to acquire investments | $ 2,400,000 | |||||||
AMG | ||||||||
Business Acquisition [Line Items] | ||||||||
Consideration transferred | $ 1,600,000 | |||||||
Number of additional acquisitions completed | acquisition | 1 | |||||||
AMG | APC | ||||||||
Business Acquisition [Line Items] | ||||||||
Interest acquired | 100.00% | |||||||
Value of shares transferred in acquisition | $ 400,000 |
Business Combination and Good_4
Business Combination and Goodwill - Total Purchase Consideration (Details) - USD ($) | Dec. 08, 2017 | Dec. 31, 2019 | Dec. 31, 2017 |
Option Indexed to Issuer's Equity [Line Items] | |||
Equity consideration | $ 61,092,050 | $ 61,092,050 | |
Fair value of equity interest in acquiree | 1,055,333 | ||
Total purchase consideration | 86,394,383 | ||
Preferred stock | |||
Option Indexed to Issuer's Equity [Line Items] | |||
Fair value of equity interest in acquiree | 19,118,000 | $ 19,100,000 | |
NMM | Noncontrolling Interest | |||
Option Indexed to Issuer's Equity [Line Items] | |||
Fair value of equity interest in acquiree | $ 5,129,000 |
Business Combination and Good_5
Business Combination and Goodwill - Calculated Based on Number of Shares of Combined Company Pre-Merger (Details) - USD ($) | Dec. 08, 2017 | Dec. 31, 2017 |
Business Combinations [Abstract] | ||
Number of shares of the combined company that would be owned by pre-Merger ApolloMed stockholders | 6,109,205 | 6,109,205 |
Multiplied by the price per share of ApolloMed's common stock | $ 10 | |
Equity consideration | $ 61,092,050 | $ 61,092,050 |
Business Combination and Good_6
Business Combination and Goodwill - Assumption of Identifiable Assets Acquired and Liabilities (Details) - USD ($) | Aug. 30, 2019 | May 31, 2019 | Dec. 08, 2017 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 |
Assets acquired | ||||||
Cash and cash equivalents | $ 36,367,555 | |||||
Accounts receivable, net | 7,261,588 | |||||
Other receivables | 3,211,028 | |||||
Prepaid expenses | 249,193 | |||||
Property, plant and equipment, net | 1,114,332 | |||||
Restricted cash | 745,220 | |||||
Fair value of intangible assets acquired | 14,984,000 | |||||
Deferred tax assets | 2,498,417 | |||||
Other assets | 217,241 | |||||
Goodwill | 86,197,395 | $ 238,505,204 | $ 185,805,880 | $ 189,847,202 | ||
Liabilities assumed | ||||||
Accounts payable and accrued liabilities | (8,632,893) | |||||
Medical liabilities | (39,353,540) | |||||
Line of credit | (25,000) | |||||
Convertible note payable, net | (5,376,215) | |||||
Convertible note payable - related party | (9,921,938) | |||||
Noncontrolling interest | (3,142,000) | |||||
Net assets acquired | 86,394,383 | |||||
Total purchase consideration | 86,394,383 | |||||
Cash paid | $ 49,402,514 | $ 0 | $ 0 | |||
Consideration transferred | $ 86,394,383 | |||||
Accountable Health Care IPA | ||||||
Liabilities assumed | ||||||
Consideration transferred | $ 25,100,000 | |||||
Dr. Jay | Accountable Health Care IPA | ||||||
Assets acquired | ||||||
Cash and cash equivalents | 581,965 | |||||
Accounts receivable, net | 5,150,060 | |||||
Other receivables | 198,056 | |||||
Fair value of intangible assets acquired | 11,411,000 | |||||
Goodwill | 23,018,675 | |||||
Liabilities assumed | ||||||
Accounts payable and accrued liabilities | (3,211,349) | |||||
Medical liabilities | (12,154,726) | |||||
Subordinated loan | (15,327,013) | |||||
Net assets acquired | 9,666,668 | |||||
Equity investment contributed | 2,416,668 | |||||
Consideration transferred | $ 7,250,000 | |||||
APC and APC-LSMA | Acquisition of Alpha Care | ||||||
Assets acquired | ||||||
Cash and cash equivalents | $ 3,568,554 | |||||
Accounts receivable, net | 10,335,664 | |||||
Other receivables | 4,360,850 | |||||
Fair value of intangible assets acquired | 22,636,000 | |||||
Goodwill | 28,585,209 | |||||
Liabilities assumed | ||||||
Accounts payable and accrued liabilities | (2,776,631) | |||||
Deferred tax liabilities | (6,334,368) | |||||
Medical liabilities | (15,319,714) | |||||
Net assets acquired | 45,055,564 | |||||
Cash paid | $ 45,055,564 |
Business Combination and Good_7
Business Combination and Goodwill - Pro Forma Combined Historical Results (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Business Combinations [Abstract] | |||
Net revenues | $ 658,010,954 | $ 726,074,752 | $ 478,873,780 |
Net income attributable to Apollo Medical Holdings, Inc. | $ 7,310,724 | $ 9,447,002 | $ 9,982,706 |
Weighted average common shares outstanding: | |||
Basic (in shares) | 25,525,786 | ||
Earnings per share: | |||
Basic (in dollars per share) | $ 0.21 | $ 0.29 | $ 0.39 |
Weighted average common shares outstanding: | |||
Diluted (in shares) | 28,661,735 | ||
Earnings per share: | |||
Diluted (in dollars per share) | $ 0.20 | $ 0.25 | $ 0.35 |
Business Combination and Good_8
Business Combination and Goodwill - Pro Forma Financial Information All 2019 Acquisitions (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Business Combinations [Abstract] | |||
Revenue | $ 658,010,954 | $ 726,074,752 | $ 478,873,780 |
Net income | 10,867,496 | 58,879,491 | |
Net income attributable to Apollo Medical Holdings, Inc. | $ 7,310,724 | $ 9,447,002 | $ 9,982,706 |
EPS - Basic (in dollars per share) | $ 0.21 | $ 0.29 | $ 0.39 |
EPS - Diluted (in dollars per share) | $ 0.20 | $ 0.25 | $ 0.35 |
Business Combination and Good_9
Business Combination and Goodwill - Goodwill Roll Forward (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Goodwill | ||
Beginning balance | $ 185,805,880 | $ 189,847,202 |
Adjustments | (242,456) | |
Impairment - (MMG) | (3,800,000) | (3,798,866) |
Acquisitions | 52,699,324 | |
Ending balance | $ 238,505,204 | $ 185,805,880 |
Land, Property and Equipment,_3
Land, Property and Equipment, Net - Schedule of Land, Property and Equipment, Net (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Property, Plant and Equipment [Line Items] | |||
Land, property and equipment, gross | $ 28,153,077 | ||
Less accumulated depreciation and amortization | (16,023,176) | ||
Land, property and equipment, net | 12,129,901 | ||
Land, property and equipment, gross | $ 26,722,048 | ||
Less accumulated depreciation and amortization | (14,000,966) | ||
Land, property and equipment, net | 12,721,082 | ||
Depreciation expense | 2,000,000 | 2,200,000 | $ 1,600,000 |
Land | |||
Property, Plant and Equipment [Line Items] | |||
Land, property and equipment, gross | 3,300,000 | ||
Land, property and equipment, gross | 3,300,000 | ||
Buildings | |||
Property, Plant and Equipment [Line Items] | |||
Land, property and equipment, gross | 2,357,709 | ||
Land, property and equipment, gross | 2,326,189 | ||
Computer software | |||
Property, Plant and Equipment [Line Items] | |||
Land, property and equipment, gross | 3,088,508 | ||
Land, property and equipment, gross | 2,929,317 | ||
Furniture and equipment | |||
Property, Plant and Equipment [Line Items] | |||
Land, property and equipment, gross | 12,584,619 | ||
Land, property and equipment, gross | 11,786,345 | ||
Construction in progress | |||
Property, Plant and Equipment [Line Items] | |||
Land, property and equipment, gross | 167,248 | ||
Land, property and equipment, gross | 144,008 | ||
Leasehold improvements | |||
Property, Plant and Equipment [Line Items] | |||
Land, property and equipment, gross | $ 6,654,993 | ||
Land, property and equipment, gross | $ 6,236,189 |
Land, Property and Equipment,_4
Land, Property and Equipment, Net - Additional Information (Details) - USD ($) $ in Millions | Dec. 31, 2019 | Dec. 31, 2018 |
Property, Plant and Equipment [Abstract] | ||
Assets recorded under finance leases | $ 0.5 | |
Assets recorded under capital leases | $ 0.6 |
Intangible Assets, Net - Schedu
Intangible Assets, Net - Schedule of Intangible Assets (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Indefinite-lived Intangible Assets [Roll Forward] | ||
Impairment/ Disposal | $ (1,994,000) | $ 0 |
Finite-lived Intangible Assets [Roll Forward] | ||
Additions | 34,047,000 | 0 |
Accumulated Amortization | (73,517,151) | (57,600,117) |
Total | 103,012,000 | |
Intangible Assets Gross Beginning Balance | 144,476,000 | 144,476,000 |
Intangible Assets Gross, Ending Balance | 176,529,000 | 144,476,000 |
Intangible assets, net | 103,011,849 | 86,875,883 |
Network relationships | ||
Finite-lived Intangible Assets [Roll Forward] | ||
Beginning Balance, Gross | 109,883,000 | 109,883,000 |
Additions | 34,047,000 | 0 |
Ending Balance, Gross | 143,930,000 | 109,883,000 |
Accumulated Amortization | (60,524,996) | (48,361,773) |
Total | $ 83,405,004 | $ 61,521,227 |
Network relationships | Minimum | ||
Finite-Lived Intangible Assets [Line Items] | ||
Useful Life (Years) | 11 years | 11 years |
Network relationships | Maximum | ||
Finite-Lived Intangible Assets [Line Items] | ||
Useful Life (Years) | 15 years | 15 years |
Management contracts | ||
Finite-Lived Intangible Assets [Line Items] | ||
Useful Life (Years) | 15 years | 15 years |
Finite-lived Intangible Assets [Roll Forward] | ||
Beginning Balance, Gross | $ 22,832,000 | $ 22,832,000 |
Additions | 0 | 0 |
Ending Balance, Gross | 22,832,000 | 22,832,000 |
Accumulated Amortization | (9,676,381) | (7,447,581) |
Total | $ 13,155,619 | $ 15,384,419 |
Member relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Useful Life (Years) | 12 years | 12 years |
Finite-lived Intangible Assets [Roll Forward] | ||
Beginning Balance, Gross | $ 6,696,000 | $ 6,696,000 |
Additions | 0 | 0 |
Ending Balance, Gross | 6,696,000 | 6,696,000 |
Accumulated Amortization | (2,352,133) | (1,289,667) |
Total | $ 4,343,867 | $ 5,406,333 |
Patient management platform | ||
Finite-Lived Intangible Assets [Line Items] | ||
Useful Life (Years) | 5 years | 5 years |
Finite-lived Intangible Assets [Roll Forward] | ||
Beginning Balance, Gross | $ 2,060,000 | $ 2,060,000 |
Additions | 0 | 0 |
Ending Balance, Gross | 2,060,000 | 2,060,000 |
Accumulated Amortization | (858,329) | (446,333) |
Total | $ 1,201,671 | $ 1,613,667 |
Tradename/trademarks | ||
Finite-Lived Intangible Assets [Line Items] | ||
Useful Life (Years) | 20 years | 20 years |
Finite-lived Intangible Assets [Roll Forward] | ||
Beginning Balance, Gross | $ 1,011,000 | $ 1,011,000 |
Additions | 0 | 0 |
Ending Balance, Gross | 1,011,000 | 1,011,000 |
Accumulated Amortization | (105,312) | (54,763) |
Total | 905,688 | 956,237 |
Medicare licenses | ||
Indefinite-lived Intangible Assets [Roll Forward] | ||
Beginning Balance | 1,994,000 | 1,994,000 |
Additions | 0 | 0 |
Impairment/ Disposal | (1,994,000) | 0 |
Ending Balance | $ 0 | $ 1,994,000 |
Intangible Assets, Net - Additi
Intangible Assets, Net - Additional Information (Details) - USD ($) $ in Millions | Dec. 08, 2017 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 |
Finite-Lived Intangible Assets [Line Items] | ||||
Amortization of Intangible Assets | $ 16.3 | $ 17.1 | $ 17.5 | |
Medicare licenses | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Indefinite-lived assets written off | $ 2 | 2 | ||
Exclusivity | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Amortization of Intangible Assets | $ 0.3 | $ 0.4 | $ 0.4 |
Intangible Assets, Net - Sche_2
Intangible Assets, Net - Schedule of Future Amortization Expense (Details) | Dec. 31, 2019USD ($) |
Goodwill and Intangible Assets Disclosure [Abstract] | |
2020 | $ 16,026,000 |
2021 | 14,542,000 |
2022 | 12,673,000 |
2023 | 10,842,000 |
2024 | 9,830,000 |
Thereafter | 39,099,000 |
Total | $ 103,012,000 |
Investments in Other Entities -
Investments in Other Entities - Equity Method (Details) - USD ($) | Dec. 31, 2019 | Dec. 31, 2018 |
Schedule of Equity Method Investments [Line Items] | ||
Investments in other entities – equity method | $ 28,427,455 | $ 34,876,980 |
Universal Care, Inc. | ||
Schedule of Equity Method Investments [Line Items] | ||
Investments in other entities – equity method | 1,438,199 | 2,635,945 |
LaSalle Medical Associates – IPA Line of Business | ||
Schedule of Equity Method Investments [Line Items] | ||
Investments in other entities – equity method | 6,396,706 | 7,054,888 |
Diagnostic Medical Group | ||
Schedule of Equity Method Investments [Line Items] | ||
Investments in other entities – equity method | 2,334,083 | 2,257,346 |
Pacific Medical Imaging & Oncology Center, Inc. | ||
Schedule of Equity Method Investments [Line Items] | ||
Investments in other entities – equity method | 1,395,878 | 1,359,494 |
Pacific Ambulatory Surgery Center, LLC | ||
Schedule of Equity Method Investments [Line Items] | ||
Investments in other entities – equity method | 0 | 285,198 |
Accountable Health Care IPA | ||
Schedule of Equity Method Investments [Line Items] | ||
Investments in other entities – equity method | 0 | 4,977,957 |
531 W. College, LLC | ||
Schedule of Equity Method Investments [Line Items] | ||
Investments in other entities – equity method | 16,697,898 | 16,273,152 |
MWN, LLC | ||
Schedule of Equity Method Investments [Line Items] | ||
Investments in other entities – equity method | $ 164,691 | $ 33,000 |
Investments in Other Entities_2
Investments in Other Entities - Additional Information (Details) | Aug. 30, 2019USD ($) | Jul. 01, 2019USD ($) | Jun. 29, 2018USD ($) | Dec. 08, 2017USD ($) | Aug. 10, 2015USD ($)shares | Jun. 27, 2018USD ($) | May 31, 2018USD ($)$ / sharesshares | Dec. 31, 2019USD ($)medical_center | Dec. 31, 2018USD ($) | Dec. 31, 2017USD ($) | Dec. 31, 2019 | Dec. 31, 2019USD ($) | Dec. 31, 2019plan | Dec. 31, 2019specialty_care_physician | Dec. 31, 2019primary_care_physician | Dec. 31, 2019member | Dec. 31, 2019provider | Dec. 31, 2019patient | Apr. 23, 2019USD ($) | Dec. 18, 2018USD ($) | Sep. 21, 2018USD ($) | Jun. 30, 2018USD ($) | Jul. 01, 2015USD ($) | Dec. 31, 2012USD ($) |
Schedule of Equity Method Investments [Line Items] | ||||||||||||||||||||||||
Income (loss) from equity method investments | $ (6,900,859) | $ (8,125,285) | $ (1,112,541) | |||||||||||||||||||||
Investments in other entities – equity method | 34,876,980 | $ 28,427,455 | ||||||||||||||||||||||
Proceeds from equity method investment | 240,000 | 607,411 | 1,240,000 | |||||||||||||||||||||
Payments to acquire equity method investments | $ 3,108,000 | 16,706,152 | $ 0 | |||||||||||||||||||||
Interest acquired | 18.00% | |||||||||||||||||||||||
Consideration transferred | $ 86,394,383 | |||||||||||||||||||||||
Accountable Health Care IPA | ||||||||||||||||||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||||||||||||||||||
Consideration transferred | $ 25,100,000 | |||||||||||||||||||||||
Accountable Health Care IPA | Dr. Jay | ||||||||||||||||||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||||||||||||||||||
Income (loss) from equity method investments | $ 1,800,000 | |||||||||||||||||||||||
Interest acquired | 75.00% | |||||||||||||||||||||||
Consideration transferred | $ 7,250,000 | |||||||||||||||||||||||
APC | Accountable Health Care IPA | ||||||||||||||||||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||||||||||||||||||
Interest acquired | 25.00% | |||||||||||||||||||||||
APC | MediPortal LLC | ||||||||||||||||||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||||||||||||||||||
Shares purchased (in shares) | shares | 270,000 | |||||||||||||||||||||||
Payments to acquire equity method investments | $ 400,000 | |||||||||||||||||||||||
Membership interest acquired (in dollars per share) | $ / shares | $ 1.50 | |||||||||||||||||||||||
Ownership percentage | 2.80% | |||||||||||||||||||||||
Equity method investment options issued term | 5 years | |||||||||||||||||||||||
Term of warrant | 5 years | |||||||||||||||||||||||
Number of warrants (in shares) | shares | 270,000 | |||||||||||||||||||||||
Equity method investment purchase additional interests | shares | 380,000 | |||||||||||||||||||||||
Equity method investment purchase additional interests, contingent upon the portal completion date | shares | 480,000 | |||||||||||||||||||||||
NMM | AchievaMed, Inc. | ||||||||||||||||||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||||||||||||||||||
Amount invested for interest | $ 500,000 | |||||||||||||||||||||||
Ownership interest | 10.00% | |||||||||||||||||||||||
Percentage of voting common stock, within five years | 50.00% | |||||||||||||||||||||||
Duration of investment | 5 years | |||||||||||||||||||||||
APC LSMA | Accountable Health Care IPA | ||||||||||||||||||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||||||||||||||||||
Interest acquired | 75.00% | |||||||||||||||||||||||
Accountable Health Care IPA | ||||||||||||||||||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||||||||||||||||||
Number of medical centers | medical_center | 5 | |||||||||||||||||||||||
Number of employees (more than) | 700 | 400 | ||||||||||||||||||||||
Number of members of federally qualified health plans (more than) | member | 84,000 | |||||||||||||||||||||||
Number federally qualified health plans | plan | 3 | |||||||||||||||||||||||
Pacific6 | ||||||||||||||||||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||||||||||||||||||
Ownership interest | 33.30% | |||||||||||||||||||||||
HSMSO | ||||||||||||||||||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||||||||||||||||||
Ownership interest | 33.30% | |||||||||||||||||||||||
LaSalle Medical Associates – IPA Line of Business | ||||||||||||||||||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||||||||||||||||||
Number of medical centers | medical_center | 6 | |||||||||||||||||||||||
Number of employees (more than) | provider | 2,300 | |||||||||||||||||||||||
Number of patients (more than) | patient | 310,000 | |||||||||||||||||||||||
Ownership interest | 25.00% | |||||||||||||||||||||||
Investments in other entities – equity method | 7,054,888 | 6,396,706 | ||||||||||||||||||||||
Initial capital contributions | 2,100,000 | |||||||||||||||||||||||
LaSalle Medical Associates – IPA Line of Business | APC | ||||||||||||||||||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||||||||||||||||||
Income (loss) from equity method investments | $ (2,800,000) | (2,400,000) | ||||||||||||||||||||||
LaSalle Medical Associates – IPA Line of Business | APC LSMA | ||||||||||||||||||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||||||||||||||||||
Amount invested for interest | $ 5,000,000 | |||||||||||||||||||||||
Ownership interest | 25.00% | |||||||||||||||||||||||
Pacific Medical Imaging & Oncology Center, Inc. | ||||||||||||||||||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||||||||||||||||||
Investments in other entities – equity method | 1,359,494 | 1,395,878 | ||||||||||||||||||||||
Pacific Medical Imaging & Oncology Center, Inc. | APC | ||||||||||||||||||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||||||||||||||||||
Income (loss) from equity method investments | 36,384 | (41,199) | ||||||||||||||||||||||
Investments in other entities – equity method | 1,400,000 | 1,400,000 | ||||||||||||||||||||||
Pacific Medical Imaging & Oncology Center, Inc. | APC | Ancillary Service Contract | ||||||||||||||||||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||||||||||||||||||
Fees paid | 2,700,000 | 2,500,000 | ||||||||||||||||||||||
Pacific Medical Imaging & Oncology Center, Inc. | APC LSMA | ||||||||||||||||||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||||||||||||||||||
Amount invested for interest | $ 1,200,000 | |||||||||||||||||||||||
Ownership interest | 40.00% | |||||||||||||||||||||||
Universal Care, Inc. | ||||||||||||||||||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||||||||||||||||||
Investments in other entities – equity method | 2,635,945 | 1,438,199 | ||||||||||||||||||||||
Universal Care, Inc. | APC | ||||||||||||||||||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||||||||||||||||||
Ownership interest | 100.00% | |||||||||||||||||||||||
Income (loss) from equity method investments | (1,200,000) | (6,000,000) | ||||||||||||||||||||||
Investments in other entities – equity method | 2,600,000 | 1,400,000 | ||||||||||||||||||||||
Universal Care, Inc. | APC | A-2 Voting Common Stock | ||||||||||||||||||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||||||||||||||||||
Shares purchased (in shares) | shares | 100,000 | |||||||||||||||||||||||
Percentage of voting common stock | 50.00% | |||||||||||||||||||||||
Payments to acquire equity method investments | $ 10,000,000 | |||||||||||||||||||||||
Universal Care, Inc. | APC | A-2 Voting Common Stock | Ancillary Service Contract | ||||||||||||||||||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||||||||||||||||||
Ownership interest | 48.90% | |||||||||||||||||||||||
Diagnostic Medical Group | ||||||||||||||||||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||||||||||||||||||
Investments in other entities – equity method | 2,257,346 | 2,334,083 | ||||||||||||||||||||||
Diagnostic Medical Group | APC | ||||||||||||||||||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||||||||||||||||||
Ownership interest | 40.00% | |||||||||||||||||||||||
Income (loss) from equity method investments | 300,000 | 1,000,000 | ||||||||||||||||||||||
Investments in other entities – equity method | 2,300,000 | 2,300,000 | ||||||||||||||||||||||
Proceeds from equity method investment | 200,000 | 600,000 | ||||||||||||||||||||||
Pacific Ambulatory Surgery Center, LLC | ||||||||||||||||||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||||||||||||||||||
Ownership interest | 40.00% | |||||||||||||||||||||||
Investments in other entities – equity method | 285,198 | 0 | ||||||||||||||||||||||
Impairment of investments | 300,000 | |||||||||||||||||||||||
Pacific Ambulatory Surgery Center, LLC | APC | ||||||||||||||||||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||||||||||||||||||
Income (loss) from equity method investments | (300,000) | |||||||||||||||||||||||
Investments in other entities – equity method | 300,000 | |||||||||||||||||||||||
Accountable Health Care IPA | ||||||||||||||||||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||||||||||||||||||
Ownership interest | 25.00% | |||||||||||||||||||||||
Investments in other entities – equity method | 4,977,957 | 0 | ||||||||||||||||||||||
Accountable Health Care IPA | NMM and APC | Convertible Debt | ||||||||||||||||||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||||||||||||||||||
Loan balance converted | $ 5,000,000 | |||||||||||||||||||||||
Accountable Health Care IPA | APC | ||||||||||||||||||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||||||||||||||||||
Ownership interest | 25.00% | |||||||||||||||||||||||
Accountable Health Care IPA | APC | Convertible Debt | ||||||||||||||||||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||||||||||||||||||
Loan balance converted | $ 5,000,000 | |||||||||||||||||||||||
Accountable Health Care IPA | NMM | ||||||||||||||||||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||||||||||||||||||
Investments in other entities – equity method | $ 5,000,000 | |||||||||||||||||||||||
531 W. College, LLC | ||||||||||||||||||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||||||||||||||||||
Ownership interest | 50.00% | |||||||||||||||||||||||
Investments in other entities – equity method | 16,273,152 | 16,697,898 | ||||||||||||||||||||||
531 W. College, LLC | AHMC Healthcare Inc | ||||||||||||||||||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||||||||||||||||||
Payments to acquire real estate | $ 33,300,000 | |||||||||||||||||||||||
531 W. College, LLC | NMM and APC | ||||||||||||||||||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||||||||||||||||||
Income (loss) from equity method investments | $ (200,000) | (400,000) | ||||||||||||||||||||||
531 W. College, LLC | APC | ||||||||||||||||||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||||||||||||||||||
Ownership interest | 50.00% | 25.00% | ||||||||||||||||||||||
Investments in other entities – equity method | 16,300,000 | 16,700,000 | $ 16,100,000 | |||||||||||||||||||||
Initial capital contributions | 700,000 | $ 8,300,000 | ||||||||||||||||||||||
Payments to escrow deposit | $ 8,300,000 | |||||||||||||||||||||||
531 W. College, LLC | NMM | ||||||||||||||||||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||||||||||||||||||
Amount invested for interest | $ 8,300,000 | |||||||||||||||||||||||
Ownership interest | 25.00% | 25.00% | ||||||||||||||||||||||
Initial capital contributions | $ 8,300,000 | |||||||||||||||||||||||
Payments to escrow deposit | 8,300,000 | |||||||||||||||||||||||
531 W. College, LLC | College Street Investment LP | ||||||||||||||||||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||||||||||||||||||
Ownership interest | 50.00% | |||||||||||||||||||||||
Initial capital contributions | $ 16,700,000 | |||||||||||||||||||||||
531 W. College, LLC | AHMC Healthcare Inc | ||||||||||||||||||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||||||||||||||||||
Payments to escrow deposit | $ 16,700,000 | |||||||||||||||||||||||
MWN, LLC | ||||||||||||||||||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||||||||||||||||||
Investments in other entities – equity method | 33,000 | 164,691 | ||||||||||||||||||||||
MWN, LLC | NMM | ||||||||||||||||||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||||||||||||||||||
Ownership interest | 33.30% | 33.30% | ||||||||||||||||||||||
Investments in other entities – equity method | $ 33,000 | 200,000 | ||||||||||||||||||||||
Initial capital contribution | $ 3,000 | |||||||||||||||||||||||
Working capital contribution | 30,000 | |||||||||||||||||||||||
Additional working capital contribution | $ 300,000 | |||||||||||||||||||||||
MWN, LLC | Pacific6 | ||||||||||||||||||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||||||||||||||||||
Initial capital contribution | 3,000 | |||||||||||||||||||||||
Working capital contribution | 30,000 | |||||||||||||||||||||||
MWN, LLC | HSMSO | ||||||||||||||||||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||||||||||||||||||
Initial capital contribution | 3,000 | |||||||||||||||||||||||
Working capital contribution | $ 30,000 |
Investments in Other Entities_3
Investments in Other Entities - Summarized Balance Sheets and Statements of Income (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
LaSalle Medical Associates – IPA Line of Business | ||
Assets | ||
Cash and cash equivalents | $ 6,345,195 | $ 18,444,702 |
Receivables, net | 5,123,228 | 2,897,337 |
Other current assets | 3,526,319 | 5,459,442 |
Loan receivable | 2,250,000 | 1,250,000 |
Restricted cash | 683,358 | 667,414 |
Total assets | 17,928,100 | 28,718,895 |
Liabilities and Stockholders’ Equity | ||
Current liabilities | 23,529,745 | 26,837,814 |
Stockholders’ (deficit) equity | (5,601,645) | 1,881,081 |
Total liabilities and stockholders’ (deficit) equity | 17,928,100 | 28,718,895 |
Statements of Operations | ||
Revenues | 194,020,435 | 239,031,485 |
Expenses | 205,153,162 | 251,738,193 |
Loss before income tax provision | (11,132,727) | (12,533,352) |
Loss from operations | (11,132,727) | (12,706,708) |
Other Income | 0 | 173,356 |
Income tax benefit | 0 | (3,334,332) |
Net loss | (11,132,727) | (9,199,020) |
Universal Care, Inc. | ||
Assets | ||
Cash and cash equivalents | 33,889,962 | 27,812,520 |
Receivables, net | 63,843,009 | 46,978,703 |
Other current assets | 38,280,156 | 18,670,350 |
Other assets | 882,243 | 661,621 |
Property and equipment, net | 4,021,341 | 2,786,996 |
Total assets | 140,916,711 | 96,910,190 |
Liabilities and Stockholders’ Equity | ||
Current liabilities | 128,330,389 | 89,731,133 |
Other liabilities | 33,132,948 | 25,024,043 |
Stockholders’ (deficit) equity | (20,546,626) | (17,844,986) |
Total liabilities and stockholders’ (deficit) equity | 140,916,711 | 96,910,190 |
Statements of Operations | ||
Revenues | 500,374,910 | 326,719,634 |
Expenses | 502,566,659 | 335,242,582 |
Loss before income tax provision | (2,191,749) | (8,522,948) |
Income tax benefit | 257,628 | 3,692,818 |
Net loss | (2,449,377) | (12,215,766) |
531 W. College, LLC | ||
Assets | ||
Cash and cash equivalents | 139,436 | 158,088 |
Other current assets | 16,500 | 16,137 |
Other assets | 70,000 | 70,000 |
Property and equipment, net | 33,581,438 | 33,394,792 |
Total assets | 33,807,374 | 33,639,017 |
Liabilities and Stockholders’ Equity | ||
Current liabilities | 1,061,577 | 1,007,413 |
Stockholders’ (deficit) equity | 32,745,797 | 32,631,604 |
Total liabilities and stockholders’ (deficit) equity | 33,807,374 | 33,639,017 |
Statements of Operations | ||
Revenues | 0 | 0 |
Expenses | 1,010,423 | 875,771 |
Loss from operations | (1,010,423) | (875,771) |
Other Income | 474,617 | 162,451 |
Net loss | $ (535,806) | $ (713,320) |
Loans Receivable and Loans Re_2
Loans Receivable and Loans Receivable - Related Parties - Additional Information (Details) - USD ($) | Aug. 30, 2019 | Dec. 08, 2017 | Dec. 31, 2019 | Jun. 28, 2019 | Dec. 31, 2018 | Nov. 28, 2018 | Jun. 29, 2018 | Dec. 31, 2015 |
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||||||||
Interest acquired | 18.00% | |||||||
Consideration transferred | $ 86,394,383 | |||||||
Accountable Health Care IPA | ||||||||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||||||||
Consideration transferred | $ 25,100,000 | |||||||
Liabilities assumed | $ 15,400,000 | |||||||
Dr. Jay | Accountable Health Care IPA | ||||||||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||||||||
Interest acquired | 75.00% | |||||||
Consideration transferred | $ 7,250,000 | |||||||
Liabilities assumed | 5,000,000 | |||||||
Gain on acquisition | $ 2,300,000 | |||||||
Financing Receivable | Universal Care, Inc. | ||||||||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||||||||
Interest rate on loan receivable | 5.75% | |||||||
Working capital advanced | $ 5,000,000 | |||||||
Additional advances | $ 4,000,000 | $ 5,000,000 | $ 2,500,000 | |||||
Amount of loan | $ 16,500,000 | $ 12,500,000 | ||||||
Financing Receivable | LMA | APC | ||||||||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||||||||
Ownership upon conversion of finance receivable | 46.25% | |||||||
Financing Receivable | Prime Rate | Universal Care, Inc. | ||||||||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||||||||
Basis spread on variable rate | 1.00% | |||||||
Financing Receivable | Dr. Arteaga | ||||||||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||||||||
Amount of loan | $ 6,400,000 | |||||||
Interest rate on loan receivable | 5.75% | |||||||
Percentage of outstanding stock convertible | 21.25% | |||||||
Financing Receivable | Dr. Arteaga | LMA | ||||||||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||||||||
Ownership upon conversion of finance receivable | 53.75% | |||||||
Financing Receivable | Dr. Arteaga | Prime Rate | ||||||||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||||||||
Basis spread on variable rate | 1.00% | |||||||
Financing Receivable | Dr. Jay Loan | ||||||||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||||||||
Interest rate on loan receivable | 6.50% |
Accounts Payable and Accrued _3
Accounts Payable and Accrued Expenses - Schedule of Accounts Payable and Accrued Expenses (Details) - USD ($) | Dec. 31, 2019 | Dec. 31, 2018 |
Payables and Accruals [Abstract] | ||
Accounts payable | $ 6,914,680 | $ 4,481,544 |
Capitation payable | 2,812,652 | 300,000 |
Subcontractor IPA payable | 3,360,282 | 2,532,750 |
Professional fees | 1,837,434 | 2,251,741 |
Due to related parties | 225,000 | 1,488,313 |
Contract liabilities | 8,891,966 | 9,024,235 |
Accrued compensation | 3,237,565 | 4,996,906 |
Accounts payable and accrued liabilities | $ 27,279,579 | $ 25,075,489 |
Medical Liabilities - Schedule
Medical Liabilities - Schedule of Medical Liabilities (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Medical Liabilities, Current | ||
Balance, beginning of year | $ 33,641,701 | $ 63,972,318 |
Acquired (see Note 3) | 27,474,440 | 0 |
Claims paid for previous year | (33,396,932) | (36,549,348) |
Claims paid on acquired liabilities | (25,236,286) | 0 |
Incurred health care costs | 274,670,676 | 209,002,961 |
Claims paid for current year | (218,564,072) | (167,537,480) |
Payment to CMS | 0 | (34,464,826) |
Adjustments | 135,155 | (781,924) |
Balance, end of year | $ 58,724,682 | $ 33,641,701 |
Credit Facility, Bank Loan an_3
Credit Facility, Bank Loan and Lines of Credit - Related Party - Schedule of Credit Facility Information (Details) | Dec. 31, 2019USD ($) |
Line of Credit Facility [Line Items] | |
Total | $ 247,625,000 |
Less: current portion of debt | (9,500,000) |
Less: unamortized financing cost | (5,952,866) |
Long-term debt | 232,172,134 |
Term Loan A | |
Line of Credit Facility [Line Items] | |
Total | 187,625,000 |
Revolver Loan | |
Line of Credit Facility [Line Items] | |
Total | $ 60,000,000 |
Credit Facility, Bank Loan an_4
Credit Facility, Bank Loan and Lines of Credit - Related Party - Schedule of Maturities (Details) | Dec. 31, 2019USD ($) |
Debt Disclosure [Abstract] | |
2020 | $ 9,500,000 |
2021 | 10,687,500 |
2022 | 14,250,000 |
2023 | 15,437,500 |
2024 | 197,750,000 |
Total | $ 247,625,000 |
Credit Facility, Bank Loan an_5
Credit Facility, Bank Loan and Lines of Credit - Related Party - Additional Information (Detail) | Sep. 11, 2019USD ($) | Oct. 03, 2018 | Oct. 02, 2018USD ($) | Sep. 05, 2018USD ($) | Mar. 03, 2017USD ($) | Dec. 31, 2019USD ($) | Dec. 31, 2018 | Dec. 31, 2017 | Sep. 10, 2019USD ($) | Aug. 14, 2019USD ($) | Aug. 01, 2019USD ($) | Jul. 29, 2019USD ($) | Jun. 30, 2019USD ($) | Jun. 11, 2019USD ($) | Apr. 17, 2019USD ($) | Sep. 01, 2018USD ($) | Jun. 14, 2018USD ($) | Dec. 31, 2010USD ($) |
Debt Instrument [Line Items] | ||||||||||||||||||
Long-term line of credit | $ 247,625,000 | |||||||||||||||||
AP-AMH | Affiliated Entity | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Amount of loan | $ 545,000,000 | |||||||||||||||||
Revolver Loan | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Long-term line of credit | 60,000,000 | |||||||||||||||||
Term loan A | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Long-term line of credit | 187,625,000 | |||||||||||||||||
Standby Letters of Credit | APC | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Maximum loan availability | $ 300,000 | |||||||||||||||||
Term of facility | 1 year | |||||||||||||||||
Standby Letters of Credit | APAACO | Preferred Bank | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Maximum loan availability | $ 6,600,000 | $ 6,700,000 | $ 14,800,000 | |||||||||||||||
Term of facility | 1 year | 1 year | ||||||||||||||||
Expiration period, period of notification | 90 days | 90 days | ||||||||||||||||
Standby Letters of Credit | Alpha Care | Preferred Bank | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Maximum loan availability | $ 3,800,000 | |||||||||||||||||
Term of facility | 1 year | |||||||||||||||||
Credit Agreement | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Maximum consolidated leverage ratio | 3.75 | |||||||||||||||||
Consolidated leverage ratio, annual change | 0.25 | |||||||||||||||||
Consolidated leverage ratio | 3 | |||||||||||||||||
Minimum consolidated interest coverage ratio | 3.25 | |||||||||||||||||
Default amount of debt instrument | 10,000,000 | |||||||||||||||||
Interest rate during period | 3.39% | 4.72% | 2.27% | |||||||||||||||
Credit Agreement | Minimum | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Required annual facility fee | 0.20% | |||||||||||||||||
Credit Agreement | Minimum | Network Medical Management | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Basis spread on variable rate | 1.00% | |||||||||||||||||
Credit Agreement | Minimum | Network Medical Management | LIBOR | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Basis spread on variable rate | 2.00% | |||||||||||||||||
Credit Agreement | Maximum | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Required annual facility fee | 0.35% | |||||||||||||||||
Credit Agreement | Maximum | Network Medical Management | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Basis spread on variable rate | 2.00% | |||||||||||||||||
Credit Agreement | Maximum | Network Medical Management | LIBOR | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Basis spread on variable rate | 3.00% | |||||||||||||||||
Credit Agreement | Payment Period One | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Principal payment on credit agreement | 2,400,000 | |||||||||||||||||
Credit Agreement | Payment Period Two | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Principal payment on credit agreement | 3,600,000 | |||||||||||||||||
Credit Agreement | Payment Period Three | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Principal payment on credit agreement | $ 4,800,000 | |||||||||||||||||
Credit Agreement | Revolver Loan | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Revolving credit facility term | 5 years | |||||||||||||||||
Maximum loan availability | $ 60,000,000 | |||||||||||||||||
Deferred financing costs | $ 6,400,000 | |||||||||||||||||
Amortization deferred financing costs | 500,000 | |||||||||||||||||
Credit Agreement | Revolver Loan | Preferred Bank | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Outstanding letters of credit | 14,800,000 | |||||||||||||||||
Credit Agreement | Revolver Loan | Line of Credit | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Maximum loan availability | 100,000,000 | |||||||||||||||||
Available borrowing capacity | $ 25,200,000 | |||||||||||||||||
Interest rate at end of period | 4.54% | |||||||||||||||||
Credit Agreement | Letter of Credit | Line of Credit | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Maximum loan availability | 25,000,000 | |||||||||||||||||
Credit Agreement | Term loan A | Line of Credit | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Maximum loan availability | $ 190,000,000 | |||||||||||||||||
Credit Agreement | Standby Letters of Credit | Minimum | Network Medical Management | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Required annual facility fee | 2.00% | |||||||||||||||||
Credit Agreement | Standby Letters of Credit | Maximum | Network Medical Management | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Required annual facility fee | 3.00% | |||||||||||||||||
NMM Line Of Credit Agreement | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Default amount of debt instrument | $ 50,000,000 | |||||||||||||||||
Shareholder approval percentage | 50.01% | |||||||||||||||||
Approved use of funds | $ 125,000,000 | |||||||||||||||||
NMM Line Of Credit Agreement | Line of Credit | Network Medical Management | Preferred Bank | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Maximum loan availability | $ 20,000,000 | $ 2,200,000 | $ 16,000,000 | |||||||||||||||
Interest rate at end of period | 4.875% | |||||||||||||||||
Term of converted loan | 5 years | |||||||||||||||||
Term of facility | 5 years | |||||||||||||||||
NMM Line Of Credit Agreement | Line of Credit | Network Medical Management | Prime Rate | Preferred Bank | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Basis spread on variable rate | 0.125% | |||||||||||||||||
Bank Loan | ICC | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Face amount of debt | $ 4,600,000 | |||||||||||||||||
Interest rate on debt | 5.50% | |||||||||||||||||
NMM Business Loan Agreement | Revolver Loan | Network Medical Management | Preferred Bank | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Outstanding letters of credit | $ 10,200,000 | |||||||||||||||||
NMM Business Loan Agreement | Line of Credit | Network Medical Management | Preferred Bank | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Maximum loan availability | $ 27,000,000 | $ 20,000,000 | ||||||||||||||||
Interest rate at end of period | 5.625% | |||||||||||||||||
Long-term line of credit | $ 5,000,000 | |||||||||||||||||
NMM Business Loan Agreement | Line of Credit | Network Medical Management | Prime Rate | Preferred Bank | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Basis spread on variable rate | 0.125% | |||||||||||||||||
APC Business Loan Agreement | Line of Credit | APC | Preferred Bank | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Maximum loan availability | $ 4,105,016 | $ 43,800,000 | $ 40,000,000 | $ 10,000,000 | ||||||||||||||
Interest rate at end of period | 4.875% | 5.625% | ||||||||||||||||
APC Business Loan Agreement | Line of Credit | APC | Prime Rate | Preferred Bank | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Basis spread on variable rate | 0.125% |
Income Taxes - Income Tax Provi
Income Taxes - Income Tax Provision (Benefit) (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Current | |||
Federal | $ 9,034,736 | $ 21,058,703 | $ 19,219,251 |
State | 5,924,933 | 9,646,172 | 5,336,885 |
Current income tax expense (benefit) | 14,959,669 | 30,704,875 | 24,556,136 |
Deferred | |||
Federal | (3,508,348) | (5,954,666) | (18,718,113) |
State | (3,284,689) | (2,390,569) | (1,951,238) |
Deferred income tax expense (benefit) | (6,793,037) | (8,345,235) | (20,669,351) |
Total provision for income taxes | $ 8,166,632 | $ 22,359,640 | $ 3,886,785 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Details) - USD ($) | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Operating Loss Carryforwards [Line Items] | ||||
Non cash reclassification of deferred tax liabilities | $ 900,000 | |||
Valuation allowance | $ 8,191,500 | $ 3,395,417 | ||
Federal corporate tax rate | 21.00% | 21.00% | 35.00% | |
Limitation rate on taxable income | 80.00% | |||
Decrease in deferred tax assets | $ 6,600,000 | |||
Decrease in deferred tax liabilities | $ 16,300,000 | |||
Deferred income tax benefit | $ 9,700,000 | |||
Minimum | ||||
Operating Loss Carryforwards [Line Items] | ||||
Net operating loss carryforwards, expiration period | 2026 | |||
Maximum | ||||
Operating Loss Carryforwards [Line Items] | ||||
Net operating loss carryforwards, expiration period | 2039 | |||
Federal | ||||
Operating Loss Carryforwards [Line Items] | ||||
Net operating loss carryforwards | $ 45,600,000 | |||
Net operating loss carryforwards, not subject to expiration | 23,100,000 | |||
California | ||||
Operating Loss Carryforwards [Line Items] | ||||
Net operating loss carryforwards | $ 61,300,000 |
Income Taxes - Deferred Tax Ass
Income Taxes - Deferred Tax Assets (Liabilities) (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Deferred tax assets (liabilities) | ||
State taxes | $ 1,110,659 | $ 1,886,010 |
Stock options | 1,293,164 | 1,660,664 |
Accrued payroll and related cost | 277,682 | 238,633 |
Accrued hospital pool deficit | 188,075 | 168,413 |
Allowance for bad debts | 544,028 | 1,124,917 |
Investment in other entities | 2,977,431 | 884,922 |
Net operating loss carryforward | 13,849,685 | 6,414,256 |
Lease liability | 3,567,302 | |
Property and equipment | (927,011) | (1,286,087) |
Acquired intangible assets | (29,195,045) | (24,084,892) |
Right-of-use assets | (3,544,315) | |
Risk Pool Receivable | (1,623,049) | (2,434,573) |
Other | 1,403,446 | |
Other | (792,781) | |
Net deferred tax liabilities before valuation allowance | (10,077,948) | (16,220,518) |
Valuation allowance | (8,191,500) | (3,395,417) |
Net deferred tax liabilities | (18,269,448) | (19,615,935) |
Deferred Tax Asset | ||
SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves [Roll Forward] | ||
Beginning balance | 3,395,417 | 3,224,517 |
Charged (credited) to tax expense | 1,085,842 | 170,900 |
Charged to goodwill | 3,710,241 | 0 |
Ending balance | $ 8,191,500 | $ 3,395,417 |
Income Taxes - Provision for In
Income Taxes - Provision for Income Taxes (Details) | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | |||
Tax provision at U.S. Federal statutory rates | 21.00% | 21.00% | 35.00% |
State income taxes net of federal benefit | 8.10% | 6.70% | 4.40% |
Non-deductible permanent items | 3.30% | 1.30% | (9.70%) |
Non-taxable entities | (2.70%) | (0.70%) | (1.90%) |
Stock-based compensation | (1.50%) | (1.80%) | 0.90% |
Change in valuation allowance | 13.70% | 0.00% | (2.90%) |
Entity Conversion | (10.50%) | 0.50% | 0.00% |
Change in rate | 0.00% | 0.00% | (19.40%) |
Other | 0.20% | 0.10% | 1.40% |
Effective income tax rate | 31.60% | 27.10% | 7.80% |
Mezzanine and Shareholders' E_3
Mezzanine and Shareholders' Equity - APC (Details) - USD ($) | Sep. 11, 2019 | Sep. 10, 2019 | Mar. 21, 2018 | Dec. 08, 2017 | Dec. 31, 2017 |
Subsidiary, Sale of Stock [Line Items] | |||||
Interest acquired | 18.00% | ||||
Value of shares transferred in acquisition | $ 61,092,050 | $ 61,092,050 | |||
Number of shares purchased by related party (in shares) | 600,000 | ||||
AP-AMH | Affiliated Entity | Series A Preferred Stock | |||||
Subsidiary, Sale of Stock [Line Items] | |||||
Number of shares purchased by related party (in shares) | 1,000,000 | ||||
Stock issued during period new issues (in shares) | $ 545,000,000 | ||||
APC | |||||
Subsidiary, Sale of Stock [Line Items] | |||||
Interest costs incurred | $ 900,000 | ||||
APC | AP-AMH | Affiliated Entity | Series A Preferred Stock | |||||
Subsidiary, Sale of Stock [Line Items] | |||||
Number of shares purchased by related party (in shares) | 1,000,000 | ||||
APC | AMG | |||||
Subsidiary, Sale of Stock [Line Items] | |||||
Interest acquired | 100.00% | ||||
Payments to acquire business | $ 1,200,000 | ||||
Value of shares transferred in acquisition | $ 400,000 |
Mezzanine and Shareholders' E_4
Mezzanine and Shareholders' Equity - Shareholders' Equity (Details) - USD ($) | Mar. 21, 2018 | Dec. 08, 2017 | Dec. 07, 2017 | Mar. 30, 2016 | Oct. 14, 2015 | Dec. 31, 2017 | Dec. 06, 2017 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 |
Class of Stock [Line Items] | ||||||||||
Number of shares purchased by related party (in shares) | 600,000 | |||||||||
Consideration transferred | $ 86,394,383 | |||||||||
Gain (loss) on investments | $ 0 | $ 0 | $ 13,697,018 | |||||||
Shares issued for cash and exercise of options | 2,059,533 | |||||||||
Shares issued for exercise of options and warrants (in shares) | 241,214 | 488,464 | ||||||||
Shares issued price per share (in dollars per share) | $ 16.80 | |||||||||
Common stock shares subscribed but unissued (in shares) | 508,133 | |||||||||
Share-based compensation | $ 800,000 | $ 1,546,861 | $ 1,441,089 | $ 2,743,116 | ||||||
Business acquisition share price (in dollars per share) | $ 10 | $ 10 | ||||||||
Proceeds from common stock offering | $ 754,998 | $ 200,000 | $ 2,160,736 | |||||||
Stock repurchased | 1,652,286 | |||||||||
Number of shares holdback percentage | 10.00% | |||||||||
Stock issued during period share conversion of notes (in shares) | 520,081 | |||||||||
Stock issued during period value conversion of notes | $ 5,400,000 | |||||||||
Effect of share exchange in Merger (in shares) | 535,392 | |||||||||
Stock issued during period and issued for services (in shares) | 37,593 | |||||||||
Series A Preferred Stock | ||||||||||
Class of Stock [Line Items] | ||||||||||
Consideration transferred | $ 12,700,000 | |||||||||
Expected term | 2 years | |||||||||
Expected volatility rate | 37.90% | |||||||||
Risk-free interest rate | 1.80% | |||||||||
Series B Preferred Stock | ||||||||||
Class of Stock [Line Items] | ||||||||||
Number of shares purchased by related party (in shares) | 555,555 | |||||||||
Exercise price per share (in dollars per share) | $ 10 | |||||||||
Stock issued during period new issues (in shares) | $ 5,000,000 | |||||||||
Consideration transferred | $ 6,400,000 | |||||||||
Expected term | 2 years | |||||||||
Expected volatility rate | 37.90% | |||||||||
Risk-free interest rate | 1.80% | |||||||||
Gain (loss) on investments | 8,600,000 | |||||||||
Private Placement | ||||||||||
Class of Stock [Line Items] | ||||||||||
Number of shares purchased by related party (in shares) | 1,111,111 | |||||||||
Exercise price per share (in dollars per share) | $ 10 | $ 9 | ||||||||
Stock issued during period new issues (in shares) | $ 10,000,000 | |||||||||
Network Medical Management, Inc 'NMM' | ||||||||||
Class of Stock [Line Items] | ||||||||||
Shares issued for exercise of options and warrants (in shares) | 102,641 | |||||||||
Business acquisition share price (in dollars per share) | $ 1.46 | |||||||||
Proceeds from common stock offering | $ 200,000 | |||||||||
Sale of stock number of shares issued in transaction (in shares) | 129,651 | |||||||||
Sale of stock price per share (in dollars per share) | $ 14.61 | |||||||||
Sale of stock consideration received per transaction | $ 1,900,000 | |||||||||
Stock repurchased during period (in shares) | 30,397,489 | |||||||||
Number of shares holdback percentage | 10.00% | |||||||||
Number of shares held back (in shares) | 3,039,749 | |||||||||
Common Stock | ||||||||||
Class of Stock [Line Items] | ||||||||||
Shares issued for cash and exercise of options | $ 233 | |||||||||
Shares issued for exercise of options and warrants (in shares) | 232,254 | |||||||||
Stock repurchased during period (in shares) | 132,752 | |||||||||
Stock repurchased | $ 133 | |||||||||
Effect of share exchange in Merger (in shares) | 6,109,205 | |||||||||
Common Stock | Network Medical Management, Inc 'NMM' | ||||||||||
Class of Stock [Line Items] | ||||||||||
Shares issued for cash and exercise of options | $ 300,000 | |||||||||
Shares issued for exercise of options and warrants (in shares) | 102,199 | |||||||||
Shares issued price per share (in dollars per share) | $ 2.44 | |||||||||
Common stock share subscribed but unissued subscriptions receivable | $ 1,200,000 | |||||||||
First Repurchase | Network Medical Management, Inc 'NMM' | ||||||||||
Class of Stock [Line Items] | ||||||||||
Stock repurchased during period (in shares) | 109,123 | |||||||||
Stock repurchased | $ 1,600,000 | |||||||||
Second Repurchase | Network Medical Management, Inc 'NMM' | ||||||||||
Class of Stock [Line Items] | ||||||||||
Business acquisition share price (in dollars per share) | $ 2.44 | |||||||||
Stock repurchased during period (in shares) | 23,628 | |||||||||
Stock repurchased | $ 100,000 | |||||||||
Warrant 1 | ||||||||||
Class of Stock [Line Items] | ||||||||||
Exercise price per share (in dollars per share) | $ 11 | |||||||||
Number of warrants (in shares) | 850,000 | |||||||||
Warrant 2 | ||||||||||
Class of Stock [Line Items] | ||||||||||
Exercise price per share (in dollars per share) | $ 10 | |||||||||
Number of warrants (in shares) | 900,000 | |||||||||
Tranche one | ||||||||||
Class of Stock [Line Items] | ||||||||||
Share-based compensation arrangement by based payment award outstanding (in shares) | 1,511,380 | 1,519,805 | ||||||||
Former Shareholders of NMM | ||||||||||
Class of Stock [Line Items] | ||||||||||
Shares issued (in shares) | 25,675,630 |
Mezzanine and Shareholders' E_5
Mezzanine and Shareholders' Equity - Equity Incentive Plans (Details) - USD ($) | Mar. 21, 2018 | Dec. 08, 2017 | Dec. 31, 2017 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2018 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Stock issued during period and issued for services (in shares) | 37,593 | |||||||
Shares issued for exercise of options and warrants (in shares) | 241,214 | 488,464 | ||||||
Shares issued for cash and exercise of options | $ 2,059,533 | |||||||
Cashless options, exercises in period (in shares) | 0 | 151,346 | ||||||
Cashless options, exercises in period, net | 109,438 | |||||||
Options outstanding (term) | 5 years | |||||||
Share-based compensation expense | $ 800,000 | $ 1,546,861 | $ 1,441,089 | $ 2,743,116 | ||||
2010 Equity Incentive Plan | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Stock issued during period and issued for services (in shares) | 500,000 | |||||||
2013 Equity Incentive Plan | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Number of shares authorized (in shares) | 500,000 | |||||||
2015 Equity Incentive Plan | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Number of shares authorized (in shares) | 1,500,000 | |||||||
Number of share available for grant (in shares) | 1,000,000 | 500,000 | 900,000 | 1,000,000 | 900,000 | |||
Restricted stock units | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Share-based compensation expense | $ 900,000 | |||||||
Allied Pacific of California | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Shares issued for exercise of options and warrants (in shares) | 0 | 0 | 1,056,600 | 7,110,150 | ||||
Options outstanding (term) | 0 years | 9 months | 1 year 9 months | 2 years 9 months | ||||
Weighted average exercise price (in dollars per share) | $ 0.167 | $ 0 | $ 0.167 | $ 0.167 | $ 0.167 | $ 0.167 | ||
Incentive consideration per provider | $ 25,000 | |||||||
Incentive consideration preferred provider | $ 15,000 | |||||||
Fair value assumptions. exercise price (in dollars per share) | $ 2.44 | $ 0.17 | $ 0.17 | |||||
Proceeds from stock options exercised | $ 1,200,000 | |||||||
Deferred compensation liability | $ 1,200,000 | $ 1,200,000 | $ 1,200,000 | $ 1,200,000 | ||||
Adjustment to APIC for reclassification of liability | $ 1,200,000 | |||||||
APC Stock Option | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Shares issued for cash and exercise of options | $ 1,500,000 | $ 1,800,000 | ||||||
Board Members | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Options, grants in period (in shares) | 145,228 | |||||||
Executives | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Options, grants in period (in shares) | 56,092 | |||||||
Weighted average exercise price (in dollars per share) | $ 18.91 | |||||||
Minimum | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Options exercisable weighted average exercise price (in usd per share) | 1.50 | $ 0.01 | $ 0.01 | |||||
Minimum | Board Members | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Weighted average exercise price (in dollars per share) | 15.35 | |||||||
Maximum | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Options exercisable weighted average exercise price (in usd per share) | 10 | $ 10 | $ 10 | |||||
Maximum | Board Members | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Weighted average exercise price (in dollars per share) | $ 18.11 |
Mezzanine and Shareholders' E_6
Mezzanine and Shareholders' Equity - Summary of Stock Option Activity Under Black-Scholes Option (Details) - USD ($) $ / shares in Units, $ in Millions | 12 Months Ended | 24 Months Ended | |||||||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Shares | |||||||||
Options exercised (in shares) | (241,214) | (488,464) | |||||||
Weighted Average Remaining Contractual Term (Years) | |||||||||
Options outstanding (term) | 5 years | ||||||||
Stock options | |||||||||
Shares | |||||||||
Beginning balance (in shares) | 607,346 | 647,240 | 1,141,040 | 0 | 647,240 | 607,346 | 647,240 | 1,141,040 | 0 |
Options assumed in the Merger (see Note 3) (in shares) | 1,141,040 | ||||||||
Options granted (in shares) | 279,698 | 155,000 | 0 | ||||||
Options exercised (in shares) | (241,214) | (639,800) | 0 | ||||||
Options forfeited (in shares) | (78,378) | (9,000) | 0 | ||||||
Ending balance (in shares) | 607,346 | 647,240 | 1,141,040 | 0 | 647,240 | ||||
Options exercisable (in shares) | 439,776 | ||||||||
Weighted Average Exercise Price | |||||||||
Beginning balance (in dollars per share) | $ 5.62 | $ 3.95 | $ 0 | $ 0 | |||||
Options assumed in the Merger (see Note 3) (in dollars per share) | 3.95 | ||||||||
Options granted (in dollars per share) | 17.24 | 9.85 | 0 | ||||||
Options exercised (in dollars per share) | 6.09 | 4.11 | 0 | ||||||
Options forfeited (in dollars per share) | 17.62 | 3.41 | 0 | ||||||
Ending balance (in dollars per share) | $ 9.22 | $ 5.62 | $ 3.95 | $ 0 | $ 5.62 | ||||
Options exercisable (in dollars per share) | $ 4.58 | ||||||||
Weighted Average Remaining Contractual Term (Years) | |||||||||
Options outstanding (term) | 3 years 5 months 1 day | 4 years 1 month 16 days | 5 years 9 months 14 days | 0 years | |||||
Options assumed in the Merger (see Note 3) (term) | 5 years 10 months 6 days | ||||||||
Options exercisable (term) | 2 years 1 month 2 days | ||||||||
Aggregate Intrinsic Value | |||||||||
Options outstanding | $ 9.2 | $ 22.6 | $ 0 | ||||||
Options assumed in the Merger (see Note 3) | $ 22.6 | ||||||||
Options exercised | $ 2.7 | $ 9.8 | |||||||
Options exercisable | $ 5.6 | ||||||||
Board Members | |||||||||
Black-Scholes Option Pricing Model Assumptions: | |||||||||
Expected term | 3 years | ||||||||
Annual dividend yield | 0.00% | ||||||||
Forfeiture rate | 0.00% | ||||||||
Executives | |||||||||
Weighted Average Exercise Price | |||||||||
Ending balance (in dollars per share) | $ 18.91 | ||||||||
Black-Scholes Option Pricing Model Assumptions: | |||||||||
Expected term | 3 years | ||||||||
Expected volatility rate | 84.42% | ||||||||
Risk-free interest rate | 1.65% | ||||||||
Market value of common stock | $ 18.91 | ||||||||
Annual dividend yield | 0.00% | ||||||||
Forfeiture rate | 0.00% | ||||||||
Maximum | Board Members | |||||||||
Weighted Average Exercise Price | |||||||||
Ending balance (in dollars per share) | $ 18.11 | ||||||||
Black-Scholes Option Pricing Model Assumptions: | |||||||||
Expected volatility rate | 100.27% | ||||||||
Risk-free interest rate | 2.51% | ||||||||
Market value of common stock | 18.11 | ||||||||
Minimum | Board Members | |||||||||
Weighted Average Exercise Price | |||||||||
Ending balance (in dollars per share) | $ 15.35 | ||||||||
Black-Scholes Option Pricing Model Assumptions: | |||||||||
Expected volatility rate | 90.50% | ||||||||
Risk-free interest rate | 1.60% | ||||||||
Market value of common stock | $ 15.35 | ||||||||
Allied Pacific of California | |||||||||
Shares | |||||||||
Beginning balance (in shares) | 0 | 853,800 | 853,800 | 1,910,400 | 853,800 | 0 | 853,800 | 853,800 | 1,910,400 |
Options granted (in shares) | 0 | 0 | 0 | ||||||
Options exercised (in shares) | 0 | 0 | (1,056,600) | (7,110,150) | |||||
Options forfeited (in shares) | (853,800) | 0 | 0 | ||||||
Ending balance (in shares) | 0 | 853,800 | 853,800 | 1,910,400 | 853,800 | ||||
Weighted Average Exercise Price | |||||||||
Beginning balance (in dollars per share) | $ 0.167 | $ 0.167 | $ 0.167 | $ 0.167 | |||||
Options granted (in dollars per share) | 0 | 0 | 0 | ||||||
Options exercised (in dollars per share) | 0 | 0 | 0.167 | ||||||
Options forfeited (in dollars per share) | 0.167 | 0 | 0 | ||||||
Ending balance (in dollars per share) | $ 0 | $ 0.167 | $ 0.167 | $ 0.167 | $ 0.167 | ||||
Weighted Average Remaining Contractual Term (Years) | |||||||||
Options outstanding (term) | 0 years | 9 months | 1 year 9 months | 2 years 9 months | |||||
Options exercisable (term) | 0 years | ||||||||
Aggregate Intrinsic Value | |||||||||
Options outstanding | $ 0 | $ 0.5 | $ 0.5 | $ 1.1 | |||||
Options exercised | $ 0.6 | ||||||||
Black-Scholes Option Pricing Model Assumptions: | |||||||||
Expected term | 9 months | ||||||||
Allied Pacific of California | Maximum | |||||||||
Black-Scholes Option Pricing Model Assumptions: | |||||||||
Expected term | 1 year 9 months | ||||||||
Expected volatility rate | 41.60% | 41.60% | |||||||
Risk-free interest rate | 1.86% | 1.86% | |||||||
Market value of common stock | $ 0.76 | $ 0.76 | |||||||
Annual dividend yield | 3.53% | 3.53% | |||||||
Forfeiture rate | 6.80% | 6.80% | |||||||
Allied Pacific of California | Minimum | |||||||||
Black-Scholes Option Pricing Model Assumptions: | |||||||||
Expected term | 11 months 5 days | ||||||||
Expected volatility rate | 38.10% | 38.10% | |||||||
Risk-free interest rate | 1.64% | 1.64% | |||||||
Market value of common stock | $ 0.52 | $ 0.52 | |||||||
Annual dividend yield | 2.23% | 2.23% | |||||||
Forfeiture rate | 0.00% | 0.00% |
Mezzanine and Shareholders' E_7
Mezzanine and Shareholders' Equity - Schedule of Stock Options Activity (Details) - USD ($) $ / shares in Units, $ in Millions | 12 Months Ended | 24 Months Ended | |||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2018 | |
Shares | |||||
Options exercised (in shares) | (241,214) | (488,464) | |||
Weighted Average Remaining Contractual Term (Years) | |||||
Options outstanding (term) | 5 years | ||||
Allied Pacific of California | |||||
Shares | |||||
Beginning balance (in shares) | 853,800 | 853,800 | 1,910,400 | 1,910,400 | |
Options granted (in shares) | 0 | 0 | 0 | ||
Options exercised (in shares) | 0 | 0 | (1,056,600) | (7,110,150) | |
Options forfeited (in shares) | (853,800) | 0 | 0 | ||
Ending balance (in shares) | 0 | 853,800 | 853,800 | 1,910,400 | 853,800 |
Weighted Average Exercise Price | |||||
Beginning balance (in dollars per share) | $ 0.167 | $ 0.167 | $ 0.167 | $ 0.167 | |
Options granted (in dollars per share) | 0 | 0 | 0 | ||
Options exercised (in dollars per share) | 0 | 0 | 0.167 | ||
Options forfeited (in dollars per share) | 0.167 | 0 | 0 | ||
Ending balance (in dollars per share) | $ 0 | $ 0.167 | $ 0.167 | $ 0.167 | $ 0.167 |
Weighted Average Remaining Contractual Term (Years) | |||||
Options outstanding (term) | 0 years | 9 months | 1 year 9 months | 2 years 9 months | |
Aggregate Intrinsic Value | |||||
Options outstanding | $ 0 | $ 0.5 | $ 0.5 | $ 1.1 | $ 0.5 |
Options exercised | $ (0.6) | ||||
Options forfeited | $ (0.5) |
Mezzanine and Shareholders' E_8
Mezzanine and Shareholders' Equity - Summary of Remaining Unrecognized Share based Compensation of Stock Option (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | |||
Share-based compensation expense | $ 607,146 | $ 809,528 | $ 2,113,116 |
General and administrative | |||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | |||
Share-based compensation expense | $ 607,146 | $ 809,528 | $ 2,113,116 |
Mezzanine and Shareholders' E_9
Mezzanine and Shareholders' Equity - Warrants Narrative (Details) - USD ($) $ / shares in Units, $ in Millions | Mar. 21, 2018 | Mar. 30, 2016 | Oct. 14, 2015 | Dec. 31, 2019 | Dec. 31, 2018 |
Class of Stock [Line Items] | |||||
Number of shares sold (in shares) | 600,000 | ||||
Warrants exercises in period (in shares) | 177,405 | 286,357 | |||
Warrant issued during period value stock options exercised | $ 1.7 | $ 2.2 | |||
Series B Preferred Stock | |||||
Class of Stock [Line Items] | |||||
Number of shares sold (in shares) | 555,555 | ||||
Exercise price per share (in dollars per share) | $ 10 | ||||
Private Placement | |||||
Class of Stock [Line Items] | |||||
Number of shares sold (in shares) | 1,111,111 | ||||
Exercise price per share (in dollars per share) | $ 10 | $ 9 | |||
Minimum | |||||
Class of Stock [Line Items] | |||||
Exercise price of warrants (in dollars per share) | $ 9 | $ 4 | |||
Maximum | |||||
Class of Stock [Line Items] | |||||
Exercise price of warrants (in dollars per share) | $ 11 | $ 11 |
Mezzanine and Shareholders' _10
Mezzanine and Shareholders' Equity - Summary of Warrants (Details) - USD ($) $ / shares in Units, $ in Millions | 12 Months Ended | |||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Shares | ||||
Warrants outstanding (in shares) | 3,331,995 | 3,648,541 | 0 | |
Warrants assumed in the Merger (in shares) | 1,898,541 | |||
Warrants granted (in shares) | 0 | 0 | 1,750,000 | |
Warrants exercised (in shares) | (177,405) | (286,357) | ||
Warrants forfeited (in shares) | 0 | (30,189) | ||
Warrants outstanding (in shares) | 3,154,590 | 3,331,995 | 3,648,541 | 0 |
Weighted Average Exercise Price | ||||
Warrants outstanding (in dollars per share) | $ 9.93 | $ 9.75 | $ 0 | |
Warrants assumed in the Merger (in dollars per share) | 9.06 | |||
Warrants granted (in dollars per share) | 0 | 0 | 10.49 | |
Warrants exercised (in dollars per share) | 9.32 | 7.84 | ||
Warrants forfeited (in dollars per share) | 0 | 4.50 | ||
Warrants outstanding (in dollars per share) | $ 9.96 | $ 9.93 | $ 9.75 | $ 0 |
Weighted Average Remaining Contractual Term (Years) | ||||
Warrants assumed in the Merger (term) | 2 years 8 months 9 days | |||
Warrants granted (term) | 5 years | |||
Warrants outstanding balance (term) | 2 years 4 days | 2 years 11 months 19 days | 3 years 8 months 26 days | 0 years |
Aggregate Intrinsic Value | ||||
Warrants outstanding | $ 26.7 | $ 33.1 | $ 52 | $ 0 |
Warrants assumed in the Merger | $ 1.8 | |||
Warrants exercised | $ 1.6 | $ 3 |
Mezzanine and Shareholders' _11
Mezzanine and Shareholders' Equity - Warrants (Details) - $ / shares | 12 Months Ended | |||
Dec. 31, 2019 | Dec. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2016 | |
Class of Warrant or Right [Line Items] | ||||
Weighted Average Remaining Contractual Life | 5 years | |||
Weighted Average Exercise Price Per Share (in dollars per share) | $ 9.96 | $ 9.75 | $ 9.93 | $ 0 |
Warrant Exercise Price Range One | ||||
Class of Warrant or Right [Line Items] | ||||
Exercise price per share (in dollars per share) | $ 9 | |||
Warrants Outstanding (in shares) | 948,498 | |||
Weighted Average Remaining Contractual Life | 9 months 15 days | |||
Warrants Exercisable (in shares) | 948,498 | |||
Weighted Average Exercise Price Per Share (in dollars per share) | $ 9 | |||
Warrant Exercise Price Range Two | ||||
Class of Warrant or Right [Line Items] | ||||
Exercise price per share (in dollars per share) | $ 10 | |||
Warrants Outstanding (in shares) | 1,386,083 | |||
Weighted Average Remaining Contractual Life | 2 years 3 months 18 days | |||
Warrants Exercisable (in shares) | 1,386,083 | |||
Weighted Average Exercise Price Per Share (in dollars per share) | $ 10 | |||
Warrant Exercise Price Range Three | ||||
Class of Warrant or Right [Line Items] | ||||
Exercise price per share (in dollars per share) | $ 11 | |||
Warrants Outstanding (in shares) | 820,009 | |||
Weighted Average Remaining Contractual Life | 2 years 11 months 9 days | |||
Warrants Exercisable (in shares) | 820,009 | |||
Weighted Average Exercise Price Per Share (in dollars per share) | $ 11 | |||
Warrant Exercise Price Range Four | ||||
Class of Warrant or Right [Line Items] | ||||
Warrants Outstanding (in shares) | 3,154,590 | |||
Weighted Average Remaining Contractual Life | 2 years 4 days | |||
Warrants Exercisable (in shares) | 3,154,590 | |||
Weighted Average Exercise Price Per Share (in dollars per share) | $ 9.96 | |||
Warrant Exercise Price Range Four | Minimum | ||||
Class of Warrant or Right [Line Items] | ||||
Exercise price per share (in dollars per share) | 9 | |||
Warrant Exercise Price Range Four | Maximum | ||||
Class of Warrant or Right [Line Items] | ||||
Exercise price per share (in dollars per share) | $ 11 |
Mezzanine and Shareholders' _12
Mezzanine and Shareholders' Equity - Dividends and Treasury Stock (Details) - USD ($) | 12 Months Ended | |||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 18, 2018 | |
Class of Stock [Line Items] | ||||
Stock repurchased | $ 1,652,286 | |||
Treasury stock, common, shares (in shares) | 17,458,810 | 1,850,603 | ||
Allied Pacific of California Brokerage Account | ||||
Class of Stock [Line Items] | ||||
Treasury stock | $ 7,300,000 | |||
Network Medical Management, Inc 'NMM' | ||||
Class of Stock [Line Items] | ||||
Payments of ordinary dividends common stock | 0 | $ 13,800,000 | 0 | |
APC Common Stock | ||||
Class of Stock [Line Items] | ||||
Payments of ordinary dividends common stock | 60,000,000 | 2,000,000 | 8,750,000 | |
NMM | ||||
Class of Stock [Line Items] | ||||
Shares authorized to repurchased (in shares) | 168,493 | |||
CDSC | ||||
Class of Stock [Line Items] | ||||
Payments of ordinary dividends common stock | $ 2,600,000 | $ 2,000,000 | $ 1,700,000 | |
APC | ||||
Class of Stock [Line Items] | ||||
Treasury stock, common, shares (in shares) | 17,290,317 | 1,682,110 | 1,682,110 | |
Allied Pacific of California | ||||
Class of Stock [Line Items] | ||||
Shares authorized to repurchased (in shares) | 1,662,571 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Details) - USD ($) | Apr. 03, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 18, 2018 |
Commitments And Contingencies [Line Items] | ||||
General amount of guarantee (as a percent) | 2.00% | |||
Long-term line of credit | $ 247,625,000 | |||
Damages sought | $ 5,000,000 | |||
Legal settlement liability | $ 800,000 | |||
Standby Letters of Credit | ||||
Commitments And Contingencies [Line Items] | ||||
Long-term line of credit | 300,000 | |||
Preferred Bank | ||||
Commitments And Contingencies [Line Items] | ||||
Long-term line of credit | $ 8,200,000 | $ 6,600,000 | ||
NMM | ||||
Commitments And Contingencies [Line Items] | ||||
Stock authorized to be repurchased (in shares) | $ 4,200,000 | |||
Shares authorized to repurchased (in shares) | 168,493 | |||
Allied Pacific of California | ||||
Commitments And Contingencies [Line Items] | ||||
Stock authorized to be repurchased (in shares) | $ 1,700,000 | |||
Shares authorized to repurchased (in shares) | 1,662,571 | |||
Standby Letters of Credit | APC | ||||
Commitments And Contingencies [Line Items] | ||||
Term of facility | 1 year | |||
Alpha Care | Standby Letters of Credit | APC and APC-LSMA | ||||
Commitments And Contingencies [Line Items] | ||||
Subordinated Loan | $ 3,800,000 | |||
Term of facility | 1 year |
Related Party Transactions - Ad
Related Party Transactions - Additional Information (Details) - USD ($) | 12 Months Ended | ||||
Dec. 31, 2019 | Dec. 31, 2018 | Nov. 28, 2018 | Jun. 28, 2018 | Nov. 16, 2015 | |
LMA | |||||
Related Party Transaction [Line Items] | |||||
Ownership interest | 25.00% | ||||
Revenue from related parties | $ 17,300,000 | $ 21,600,000 | |||
Due from related parties | 2,000,000 | 800,000 | |||
Provider services | PMIOC | |||||
Related Party Transaction [Line Items] | |||||
Payments to related party | 2,700,000 | 2,500,000 | |||
Provider services | DMG | |||||
Related Party Transaction [Line Items] | |||||
Payments to related party | 7,800,000 | 7,000,000 | |||
Universal Care, Inc. | |||||
Related Party Transaction [Line Items] | |||||
Ownership interest | 48.90% | ||||
Amount of subordinated note receivable agreements | $ 5,000,000 | ||||
UCAP | |||||
Related Party Transaction [Line Items] | |||||
Amount of subordinated note receivable agreements | $ 5,000,000 | $ 2,500,000 | |||
APC | |||||
Related Party Transaction [Line Items] | |||||
Payments to related party | $ 22,000,000 | 35,200,000 | |||
APC | Provider services | PMIOC | |||||
Related Party Transaction [Line Items] | |||||
Ownership interest | 40.00% | ||||
APC | Provider services | DMG | |||||
Related Party Transaction [Line Items] | |||||
Ownership interest | 40.00% | ||||
Advance Diagnostic Surgery Center | Provider services | |||||
Related Party Transaction [Line Items] | |||||
Payments to related party | $ 400,000 | 300,000 | |||
MPP | |||||
Related Party Transaction [Line Items] | |||||
Payments to related party | 1,100,000 | 1,000,000 | |||
Tag-2 | |||||
Related Party Transaction [Line Items] | |||||
Payments to related party | 200,000 | ||||
CQMC | |||||
Related Party Transaction [Line Items] | |||||
Payments to related party | 500,000 | 400,000 | |||
Numen | |||||
Related Party Transaction [Line Items] | |||||
Payments to related party | 400,000 | 500,000 | |||
AHMC | |||||
Related Party Transaction [Line Items] | |||||
Risk pool revenue recognized under agreement | 49,300,000 | 68,200,000 | |||
Remaining outstanding under agreement | 40,400,000 | 44,200,000 | |||
Officer | APC | |||||
Related Party Transaction [Line Items] | |||||
Payments to related party | 8,800,000 | $ 13,500,000 | |||
Network Medical Management, Inc 'NMM' | Affiliated Entity | Consulting Services | |||||
Related Party Transaction [Line Items] | |||||
Expenses from transactions with related party | $ 200,000 |
Related Party Transactions - Sc
Related Party Transactions - Schedule of Related Party Transactions (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Related Party Transaction [Line Items] | ||
Receipts, Net | $ 47,300,000 | $ 65,283,000 |
AHMC | ||
Related Party Transaction [Line Items] | ||
AHMC – Risk pool revenue | 49,300,000 | 68,200,000 |
HSMSO | ||
Related Party Transaction [Line Items] | ||
Management fees, net | (1,700,000) | (2,600,000) |
Aurion | ||
Related Party Transaction [Line Items] | ||
Management fees, net | $ (300,000) | $ (317,000) |
Employee Benefit Plan - Additio
Employee Benefit Plan - Additional Information (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Retirement Benefits [Abstract] | ||
Defined contribution plan, service period | 6 months | |
Employee benefit vested estimated year | 6 years | |
Employer discretionary contribution amount | $ 0.2 | $ 0.2 |
Revenue Recognition - Additiona
Revenue Recognition - Additional Information (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Disaggregation of Revenue [Line Items] | ||
Fair value adjustment | $ 10,200,000 | |
Receivables, net | 11,003,563 | $ 7,734,631 |
Offsetting management fee expense | 1,400,000 | |
Aggregate adjustment to deferred tax liability | 3,200,000 | |
Adjustments due to Topic 606 | ||
Disaggregation of Revenue [Line Items] | ||
Receivables, net | $ 11,600,000 |
Earnings Per Share - Additional
Earnings Per Share - Additional Information (Details) - shares | Dec. 08, 2017 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 |
Earnings Per Share [Abstract] | ||||
Shares held back in merger to secure indemnification (as a percent) | 10.00% | 10.00% | 10.00% | 10.00% |
Period shares will be held back | 24 months | |||
Issued on first anniversary (as a percent) | 50.00% | |||
Issued on second anniversary (as a percent) | 50.00% | |||
Antidilutive securities (in shares) | 17,290,317 | 1,682,110 | 1,682,110 |
Earnings Per Share - Basic Net
Earnings Per Share - Basic Net Income (loss) Per Share is Calculated Using Weighted Average Number of Shares (Details) - $ / shares | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Earnings Per Share [Abstract] | |||
Earnings per share – basic (in dollars per share) | $ 0.41 | $ 0.33 | $ 1.01 |
Earnings per share – diluted (in dollars per share) | $ 0.39 | $ 0.29 | $ 0.90 |
Weighted average shares of common stock outstanding – basic (in shares) | 34,708,429 | 32,893,940 | 25,525,786 |
Weighted average shares of common stock outstanding - diluted (in shares) | 36,403,279 | 37,914,886 | 28,661,735 |
Earnings Per Share - Summary o
Earnings Per Share - Summary of Shares Included in Diluted Earnings Per Share (Details) - shares | Dec. 08, 2017 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 |
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | ||||
Weighted average shares of common stock outstanding – basic (in shares) | 34,708,429 | 32,893,940 | 25,525,786 | |
Weighted average shares of common stock outstanding – diluted (in shares) | 36,403,279 | 37,914,886 | 28,661,735 | |
Shares held back in merger to secure indemnification (as a percent) | 10.00% | 10.00% | 10.00% | 10.00% |
Common Stock | ||||
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | ||||
Adjustments to weighted average shares of common stock (in shares) | 0 | 2,935,512 | 3,039,749 | |
Warrants | ||||
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | ||||
Adjustments to weighted average shares of common stock (in shares) | 1,384,078 | 1,625,994 | 51,484 | |
Stock options | ||||
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | ||||
Adjustments to weighted average shares of common stock (in shares) | 295,672 | 459,440 | 44,716 | |
Restricted stock units | ||||
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | ||||
Adjustments to weighted average shares of common stock (in shares) | 15,100 | 0 | 0 |
Variable Interest Entities (V_3
Variable Interest Entities (VIEs) - Eliminated Upon Consolidation Included In Accompanying Consolidated Balance Sheets (Details) - USD ($) | Dec. 31, 2019 | Jan. 01, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 08, 2017 |
Current assets | |||||
Cash and cash equivalents | $ 103,189,328 | $ 106,891,503 | $ 99,749,199 | ||
Restricted cash – short-term | 75,000 | 0 | |||
Investment in marketable securities | 116,538,673 | 1,127,102 | |||
Receivables, net | 11,003,563 | 7,734,631 | |||
Receivables, net – related party | 48,136,313 | 48,721,325 | |||
Other receivables | 16,885,448 | 1,003,133 | |||
Prepaid expenses and other current assets | 10,315,093 | 7,385,098 | |||
Loans receivable | 6,425,000 | 0 | |||
Loans receivable - related parties | 16,500,000 | 0 | |||
Total current assets | 329,068,418 | 172,862,792 | |||
Noncurrent assets | |||||
Land, property and equipment, net | 12,721,082 | ||||
Intangible assets, net | 103,011,849 | 86,875,883 | |||
Goodwill | 238,505,204 | 185,805,880 | 189,847,202 | $ 86,197,395 | |
Loans receivable – related parties | 0 | 17,500,000 | |||
Investments in other entities – equity method | 28,427,455 | 34,876,980 | |||
Restricted cash | 746,104 | 745,470 | |||
Operating lease right-of-use assets | 14,247,727 | $ 9,000,000 | |||
Other assets | 1,680,689 | 1,205,962 | |||
Total noncurrent assets | 399,644,929 | 340,136,257 | |||
Total assets | 728,713,347 | 512,999,049 | |||
Current liabilities | |||||
Accounts payable and accrued expenses | 27,279,579 | 25,075,489 | |||
Fiduciary accounts payable | 2,027,081 | 1,538,598 | |||
Medical liabilities | 58,724,682 | 33,641,701 | $ 63,972,318 | ||
Dividend payable | 271,279 | 0 | |||
Bank loan, short-term | 0 | 40,257 | |||
Finance lease liabilities | 101,741 | 101,741 | |||
Operating lease liabilities | 2,990,686 | ||||
Total current liabilities | 105,423,915 | 72,019,647 | |||
Noncurrent liabilities | |||||
Deferred tax liability | 18,269,448 | 19,615,935 | |||
Liability for unissued equity shares | 0 | 1,185,025 | |||
Finance lease liabilities, net of current portion | 415,519 | ||||
Operating lease liabilities, net of current portion | 11,372,597 | ||||
Total noncurrent liabilities | 262,229,698 | 34,318,221 | |||
Total liabilities | 367,653,613 | 106,337,868 | |||
Variable Interest Entity, Primary Beneficiary | |||||
Current assets | |||||
Cash and cash equivalents | 87,110,226 | 71,726,342 | |||
Restricted cash – short-term | 75,000 | 0 | |||
Investment in marketable securities | 123,948,391 | 1,066,103 | |||
Receivables, net | 9,300,076 | 4,512,000 | |||
Receivables, net – related party | 42,976,262 | 44,651,502 | |||
Other receivables | 743,757 | 0 | |||
Prepaid expenses and other current assets | 7,403,057 | 3,647,654 | |||
Loans receivable | 6,425,000 | 0 | |||
Loans receivable - related parties | 16,500,000 | 0 | |||
Total current assets | 294,481,769 | 125,603,601 | |||
Noncurrent assets | |||||
Land, property and equipment, net | 9,546,924 | 9,602,228 | |||
Intangible assets, net | 81,439,224 | 58,984,420 | |||
Goodwill | 108,912,763 | 56,213,450 | |||
Loans receivable – related parties | 0 | 12,500,000 | |||
Investments in other entities – equity method | 28,486,593 | 26,707,404 | |||
Investment in privately held entities | 4,725,000 | 4,725,000 | |||
Restricted cash | 746,104 | 745,470 | |||
Operating lease right-of-use assets | 4,750,944 | ||||
Other assets | 1,056,828 | 839,085 | |||
Total noncurrent assets | 239,664,380 | 170,317,057 | |||
Total assets | 534,146,149 | 295,920,658 | |||
Current liabilities | |||||
Accounts payable and accrued expenses | 11,186,808 | 6,378,751 | |||
Fiduciary accounts payable | 2,027,081 | 1,538,598 | |||
Medical liabilities | 49,019,200 | 24,983,110 | |||
Income taxes payable | 4,529,667 | 11,621,861 | |||
Dividend payable | 271,279 | 0 | |||
Amount due to affiliate | 28,057,793 | 11,505,680 | |||
Bank loan, short-term | 0 | 40,257 | |||
Finance lease liabilities | 101,741 | 101,741 | |||
Operating lease liabilities | 1,088,260 | ||||
Total current liabilities | 96,281,829 | 56,169,998 | |||
Noncurrent liabilities | |||||
Deferred tax liability | 14,058,528 | 15,693,159 | |||
Liability for unissued equity shares | 0 | 1,185,025 | |||
Finance lease liabilities, net of current portion | 415,519 | 517,261 | |||
Operating lease liabilities, net of current portion | 3,741,811 | ||||
Total noncurrent liabilities | 18,215,858 | 17,395,445 | |||
Total liabilities | $ 114,497,687 | $ 73,565,443 |
Leases - Additional information
Leases - Additional information (Details) - USD ($) | Dec. 31, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 |
Lessee, Lease, Description [Line Items] | ||||
Operating lease option to extend | 10 years | 10 years | ||
Finance lease option to extend | 10 years | 10 years | ||
Assets recorded under finance leases | $ 500,000 | $ 500,000 | ||
Assets recorded under capital leases | $ 600,000 | |||
Accumulated depreciation associated with finance leases | $ 300,000 | $ 101,741 | ||
Accumulated depreciation associated with capital leases | 200,000 | |||
Rent expense | $ 4,300,000 | $ 2,400,000 | ||
Minimum | ||||
Lessee, Lease, Description [Line Items] | ||||
Remaining lease terms, operating | 1 month | 1 month | ||
Remaining lease terms, financing | 1 month | 1 month | ||
Maximum | ||||
Lessee, Lease, Description [Line Items] | ||||
Remaining lease terms, operating | 5 years | 5 years | ||
Remaining lease terms, financing | 5 years | 5 years |
Leases - Components of Lease Ex
Leases - Components of Lease Expense (Details) - USD ($) | Dec. 31, 2019 | Dec. 31, 2019 |
Leases [Abstract] | ||
Operating lease cost | $ 5,437,078 | |
Finance lease cost | ||
Amortization of lease expense | $ 300,000 | 101,741 |
Interest on lease liabilities | 17,179 | |
Sublease income | (414,704) | |
Total lease cost, net | $ 5,141,294 |
Leases - Other Information Rela
Leases - Other Information Related to Leases (Details) | 12 Months Ended |
Dec. 31, 2019USD ($) | |
Cash paid for amounts included in the measurement of lease liabilities: | |
Operating cash flows from operating leases | $ 5,254,079 |
Operating cash flows from finance leases | 17,179 |
Financing cash flows from finance leases | 101,741 |
Right-of-use assets obtained in exchange for lease liabilities: | |
Operating leases | 16,727,589 |
Finance leases | $ 0 |
Weighted Average Remaining Lease Term | |
Operating leases | 6 years 5 months 22 days |
Finance leases | 4 years 8 months 1 day |
Weighted Average Discount Rate | |
Operating leases | 6.11% |
Finance leases | 3.00% |
Leases - Future Minimum Payment
Leases - Future Minimum Payments Under Non-cancelable Leases After Adoption of 842 (Details) - USD ($) | Dec. 31, 2019 | Jan. 01, 2019 | Dec. 31, 2018 |
Operating Leases | |||
2020 | $ 3,781,174 | ||
2021 | 2,711,802 | ||
2022 | 2,376,159 | ||
2023 | 2,130,226 | ||
2024 | 1,788,047 | ||
Thereafter | 4,783,381 | ||
Total future minimum lease payments | 17,570,789 | ||
Less: imputed interest | 3,207,506 | ||
Total lease obligations | 14,363,283 | $ 8,900,000 | |
Less: current portion | 2,990,686 | ||
Long-term lease obligations | 11,372,597 | ||
Finance Leases | |||
2020 | 118,920 | ||
2021 | 118,920 | ||
2022 | 118,920 | ||
2023 | 118,920 | ||
2024 | 79,255 | ||
Thereafter | 0 | ||
Total future minimum lease payments | 554,935 | ||
Less: imputed interest | 37,675 | ||
Total lease obligations | 517,260 | ||
Less: current portion | 101,741 | $ 101,741 | |
Long-term lease obligations | $ 415,519 |
Leases - Future Minimum Payme_2
Leases - Future Minimum Payments Under Non-cancelable Leases Prior to Adoption of 842 (Details) $ in Thousands | Dec. 31, 2018USD ($) |
Operating Leases | |
2019 | $ 2,848 |
2020 | 2,267 |
2021 | 783 |
2022 | 487 |
2023 | 489 |
Thereafter | 243 |
Total future minimum lease payments | 7,117 |
Finance Leases | |
2019 | 119 |
2020 | 119 |
2021 | 119 |
2022 | 119 |
2023 | 119 |
Thereafter | 79 |
Total future minimum lease payments | $ 674 |
Uncategorized Items - ameh-2019
Label | Element | Value |
Dividends Payable | us-gaap_DividendsPayableCurrentAndNoncurrent | $ 0 |
Dividends Payable | us-gaap_DividendsPayableCurrentAndNoncurrent | 0 |
Dividends Payable | us-gaap_DividendsPayableCurrentAndNoncurrent | 271,279 |
Restricted Cash Equivalents, Noncurrent | us-gaap_RestrictedCashEquivalentsNoncurrent | 745,235 |
Restricted Cash Equivalents, Noncurrent | us-gaap_RestrictedCashEquivalentsNoncurrent | 745,470 |
Restricted Cash Equivalents, Noncurrent | us-gaap_RestrictedCashEquivalentsNoncurrent | 746,104 |
Restricted Cash Equivalents, Current | us-gaap_RestrictedCashEquivalentsCurrent | 18,005,661 |
Restricted Cash Equivalents, Current | us-gaap_RestrictedCashEquivalentsCurrent | 0 |
Restricted Cash Equivalents, Current | us-gaap_RestrictedCashEquivalentsCurrent | 75,000 |
Cumulative Effect of New Accounting Principle in Period of Adoption | us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption | 1,002,468 |
Retained Earnings [Member] | ||
Cumulative Effect of New Accounting Principle in Period of Adoption | us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption | 1,002,468 |
Noncontrolling Interest [Member] | Mezzanine [Member] | ||
Cumulative Effect of New Accounting Principle in Period of Adoption | us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption | $ 7,351,434 |