Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2021 | Nov. 09, 2021 | |
Document Information [Line Items] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Sep. 30, 2021 | |
Document Fiscal Year Focus | 2021 | |
Document Fiscal Period Focus | Q3 | |
Entity Registrant Name | Alight, Inc. /DE | |
Entity Central Index Key | 0001844744 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Non-accelerated Filer | |
Entity Shell Company | false | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity File Number | 001-39299 | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 86-1849232 | |
Entity Address, Address Line One | 4 Overlook Point | |
Entity Address, City or Town | Lincolnshire | |
Entity Address, State or Province | IL | |
Entity Address, Postal Zip Code | 60069 | |
City Area Code | 224 | |
Local Phone Number | 737-7000 | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Class A Common Stock | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 446,802,741 | |
Title of 12(b) Security | Class A Common Stock, par value $0.0001 per share | |
Trading Symbol | ALIT | |
Security Exchange Name | NYSE | |
Class B-1 Common Stock | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 4,990,453 | |
Class B-2 Common Stock | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 4,990,453 | |
Class V Common Stock | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 77,459,687 | |
Class Z-A Common Stock | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 5,046,819 | |
Class Z-B-1 Common Stock | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 274,379 | |
Class Z-B-2 Common Stock | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 274,379 | |
Redeemable warrants, each whole warrant exercisable | ||
Document Information [Line Items] | ||
Title of 12(b) Security | Warrants to purchase one share of Class A Common Stock | |
Trading Symbol | ALIT.WS | |
Security Exchange Name | NYSE |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Millions | Sep. 30, 2021 | Dec. 31, 2020 |
Current Assets | ||
Cash and cash equivalents | $ 769 | $ 506 |
Receivables, net | 505 | 532 |
Other current assets | 172 | 163 |
Total Current Assets Before Fiduciary Assets | 1,446 | 1,201 |
Fiduciary assets | 1,468 | 1,030 |
Total Current Assets | 2,914 | 2,231 |
Goodwill | 3,356 | 2,245 |
Intangible assets, net | 4,004 | 1,733 |
Fixed assets, net | 219 | 334 |
Deferred tax assets, net | 8 | 5 |
Other assets | 456 | 408 |
Total Assets | 10,957 | 6,956 |
Current Liabilities | ||
Accounts payable and accrued liabilities | 348 | 394 |
Current portion of long term debt | 43 | 37 |
Other current liabilities | 289 | 324 |
Total Current Liabilities Before Fiduciary Liabilities | 680 | 755 |
Fiduciary liabilities | 1,468 | 1,030 |
Total Current Liabilities | 2,148 | 1,785 |
Deferred tax liabilities | 3 | |
Long term debt | 2,839 | 4,041 |
Tax receivable agreement | 605 | |
Financial instruments | 326 | |
Other liabilities | 358 | 447 |
Total Liabilities | 6,279 | 6,273 |
Commitments and Contingencies (Note 18) | ||
Stockholders' Equity | ||
Additional paid-in-capital | 4,024 | |
Retained deficit | (168) | (127) |
Members' equity | 852 | |
Accumulated other comprehensive loss | (3) | (42) |
Total Alight, Inc. Equity | 3,853 | 683 |
Noncontrolling Interest | 825 | |
Total Stockholders' Equity | 4,678 | 683 |
Total Liabilities and Stockholders' Equity | $ 10,957 | $ 6,956 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares | Sep. 30, 2021 | Dec. 31, 2020 |
Class A Common Stock | ||
Common stock, par value | $ 0.0001 | |
Common stock, shares authorized | 1,000,000,000 | |
Common stock, shares issued | 446,802,741 | |
Common stock, shares outstanding | 446,802,741 | |
Class B Common Stock | ||
Common stock, par value | $ 0.0001 | |
Common stock, shares authorized | 20,000,000 | |
Common stock, shares issued | 9,980,906 | |
Common stock, shares outstanding | 9,980,906 | |
Class V Common Stock | ||
Common stock, par value | $ 0.0001 | |
Common stock, shares authorized | 175,000,000 | |
Common stock, shares issued | 77,459,687 | |
Common stock, shares outstanding | 77,459,687 | |
Class Z Common Stock | ||
Common stock, par value | $ 0.0001 | |
Common stock, shares authorized | 12,900,000 | |
Common stock, shares issued | 5,595,577 | 8,671,507 |
Common stock, shares outstanding | 5,595,577 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | 9 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | Jun. 30, 2021 | Sep. 30, 2020 | |
Income Statement [Abstract] | ||||
Revenue | $ 690 | $ 668 | $ 1,361 | $ 2,008 |
Cost of services, exclusive of depreciation and amortization | 442 | 423 | 888 | 1,329 |
Depreciation and amortization | 10 | 18 | 38 | 47 |
Gross Profit | 238 | 227 | 435 | 632 |
Operating Expenses | ||||
Selling, general and administrative | 135 | 128 | 222 | 364 |
Depreciation and intangible amortization | 78 | 57 | 111 | 170 |
Total operating expenses | 213 | 185 | 333 | 534 |
Operating Income | 25 | 42 | 102 | 98 |
Other Expense | (2) | (4) | 5 | (28) |
Loss from change in fair value of financial instruments | 90 | |||
Loss from change in fair value of tax receivable agreement | 27 | |||
Interest expense | 28 | 61 | 123 | 172 |
Other expense (income), net | 3 | 9 | (1) | |
Total other expense, net | 145 | 64 | 132 | 171 |
Loss Before Income Tax (Benefit) Expense | (120) | (22) | (30) | (73) |
Income tax (benefit) expense | 17 | (5) | 12 | |
Net Loss | (120) | (39) | (25) | (85) |
Net loss attributable to noncontrolling interests | (13) | |||
Net Loss Attributable to Alight, Inc. | $ (107) | (39) | (25) | (85) |
Earnings Per Share | ||||
Basic net loss per share | $ (0.24) | |||
Diluted net loss per share | $ (0.24) | |||
Other comprehensive (loss) income, net of tax: | ||||
Change in fair value of derivatives | $ (1) | 4 | 23 | (32) |
Foreign currency translation adjustments | (2) | 14 | 8 | (7) |
Total other comprehensive (loss) income, net of tax: | (3) | 18 | 31 | (39) |
Comprehensive (Loss) Income Before Non-controlling Interests | (123) | (21) | 6 | (124) |
Comprehensive loss attributable to noncontrolling interests | (13) | |||
Comprehensive (Loss) Income Attributable to Alight, Inc. | $ (110) | $ (21) | $ 6 | $ (124) |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Stockholders' Equity (Unaudited) - USD ($) $ in Millions | Total | Additional Paid-in Capital | Retained Deficit | Accumulated Other Comprehensive Loss | Total Alight, Inc. Equity | Noncontrolling Interest |
Balance at Dec. 31, 2020 | $ 683 | |||||
Net loss | (25) | |||||
Other comprehensive loss, net | 31 | |||||
Balance at Jun. 30, 2021 | 4,786 | $ 4,009 | $ (61) | $ 3,948 | $ 838 | |
Net loss | (120) | (107) | (107) | (13) | ||
Other comprehensive loss, net | (3) | $ (3) | (3) | |||
Share-based compensation expense | 15 | 15 | 15 | |||
Balance at Sep. 30, 2021 | $ 4,678 | $ 4,024 | $ (168) | $ (3) | $ 3,853 | $ 825 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Members' Equity (Unaudited) - USD ($) $ in Millions | Total | Common Class A Units | Common Class A-1 Units | Common Class B Units | Accumulated Other Comprehensive (Loss) Income |
Balance at Dec. 31, 2019 | $ 805 | $ 804 | $ 15 | $ 11 | $ (25) |
Balance, units at Dec. 31, 2019 | 123,700 | 1,683 | 1,107 | ||
Comprehensive (loss) income, net of tax | (72) | $ (21) | (51) | ||
Restricted share units vested, net of units withheld in lieu of taxes, units | 11 | 15 | |||
Share-based compensation expense | 2 | $ 2 | |||
Balance at Mar. 31, 2020 | 735 | $ 783 | $ 15 | $ 13 | (76) |
Balance, units at Mar. 31, 2020 | 123,700 | 1,694 | 1,122 | ||
Balance at Dec. 31, 2019 | 805 | $ 804 | $ 15 | $ 11 | (25) |
Balance, units at Dec. 31, 2019 | 123,700 | 1,683 | 1,107 | ||
Comprehensive (loss) income, net of tax | (124) | ||||
Balance at Sep. 30, 2020 | 679 | $ 716 | $ 13 | $ 14 | (64) |
Balance, units at Sep. 30, 2020 | 123,700 | 1,798 | 1,719 | ||
Balance at Mar. 31, 2020 | 735 | $ 783 | $ 15 | $ 13 | (76) |
Balance, units at Mar. 31, 2020 | 123,700 | 1,694 | 1,122 | ||
Comprehensive (loss) income, net of tax | (31) | $ (25) | (6) | ||
Distribution of members' equity | (1) | (1) | |||
Restricted share units vested, net of units withheld in lieu of taxes | (1) | $ (1) | |||
Restricted share units vested, net of units withheld in lieu of taxes, units | 157 | 209 | |||
Unit repurchases | (3) | $ (2) | $ (1) | ||
Unit repurchases, units | (55) | (88) | |||
Share-based compensation expense | 2 | $ 1 | $ 1 | ||
Balance at Jun. 30, 2020 | 701 | $ 757 | $ 13 | $ 13 | (82) |
Balance, units at Jun. 30, 2020 | 123,700 | 1,796 | 1,243 | ||
Comprehensive (loss) income, net of tax | (21) | $ (39) | 18 | ||
Distribution of members' equity | (2) | (2) | |||
Restricted share units vested, net of units withheld in lieu of taxes, units | 2 | 476 | |||
Share-based compensation expense | 1 | $ 1 | |||
Balance at Sep. 30, 2020 | 679 | $ 716 | $ 13 | $ 14 | (64) |
Balance, units at Sep. 30, 2020 | 123,700 | 1,798 | 1,719 | ||
Balance at Dec. 31, 2020 | 683 | $ 699 | $ 12 | $ 14 | (42) |
Balance, units at Dec. 31, 2020 | 123,700 | 1,800 | 1,736 | ||
Comprehensive (loss) income, net of tax | $ (21) | 21 | |||
Restricted share units vested, net of units withheld in lieu of taxes, units | 1 | 50 | |||
Unit repurchases | (2) | $ (1) | $ (1) | ||
Unit repurchases, units | (75) | (89) | |||
Share-based compensation expense | 2 | $ 2 | |||
Balance at Mar. 31, 2021 | 683 | $ 678 | $ 11 | $ 15 | (21) |
Balance, units at Mar. 31, 2021 | 123,700 | 1,726 | 1,697 | ||
Balance at Dec. 31, 2020 | 683 | $ 699 | $ 12 | $ 14 | (42) |
Balance, units at Dec. 31, 2020 | 123,700 | 1,800 | 1,736 | ||
Comprehensive (loss) income, net of tax | 6 | ||||
Balance at Jun. 30, 2021 | 691 | $ 674 | $ 11 | $ 17 | (11) |
Balance, units at Jun. 30, 2021 | 123,700 | 1,817 | 2,088 | ||
Balance at Mar. 31, 2021 | 683 | $ 678 | $ 11 | $ 15 | (21) |
Balance, units at Mar. 31, 2021 | 123,700 | 1,726 | 1,697 | ||
Comprehensive (loss) income, net of tax | 6 | $ (4) | 10 | ||
Restricted share units vested, net of units withheld in lieu of taxes | (1) | $ (1) | |||
Restricted share units vested, net of units withheld in lieu of taxes, units | 91 | 391 | |||
Share-based compensation expense | 3 | $ 1 | $ 2 | ||
Balance at Jun. 30, 2021 | 691 | $ 674 | $ 11 | $ 17 | (11) |
Balance, units at Jun. 30, 2021 | 123,700 | 1,817 | 2,088 | ||
Comprehensive (loss) income, net of tax | (110) | ||||
Share-based compensation expense | $ 15 | ||||
Balance at Sep. 30, 2021 | $ 3 |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | 9 Months Ended |
Sep. 30, 2021 | Jun. 30, 2021 | Sep. 30, 2020 | |
Cash flows from operating activities | |||
Net loss | $ (120) | $ (25) | $ (85) |
Adjustments to reconcile net loss to net cash (used for) provided by operations: | |||
Depreciation | 14 | 49 | 66 |
Intangible amortization expense | 74 | 100 | 151 |
Noncash lease expense | 6 | ||
Financing fee and premium amortization | (1) | ||
Share-based compensation expense | 15 | 5 | 5 |
Loss from change in fair value of financial instruments | 90 | ||
Loss from change in fair value of tax receivable agreement | 27 | ||
Change in assets and liabilities: | |||
Receivables | (22) | ||
Accounts payable and accrued liabilities | 14 | ||
Other assets and liabilities | (104) | ||
Cash (used for) provided by operating activities | (7) | ||
Cash flows from investing activities | |||
Acquisition of businesses, net of cash acquired | (1,394) | ||
Capital expenditures | (27) | ||
Cash used for investing activities | (1,421) | ||
Cash flows from financing activities | |||
Net increase (decrease) in fiduciary liabilities | 453 | ||
Borrowings from banks | 576 | ||
Financing fees | (7) | ||
Repayments to banks | (57) | ||
Principal payments on finance lease obligations | (7) | ||
Settlements of interest rate swaps | (4) | ||
FTAC share redemptions | (142) | ||
Proceeds related to FTAC investors | 1,813 | ||
Cash provided by (used for) financing activities | 2,625 | ||
Effect of exchange rate changes on cash, cash equivalents and restricted cash | 4 | ||
Net increase (decrease) in cash, cash equivalents and restricted cash | 1,201 | ||
Cash, cash equivalents and restricted cash at beginning of period | 1,036 | ||
Cash, cash equivalents and restricted cash at end of period | 2,237 | 1,036 | |
Reconciliation of cash, cash equivalents, and restricted cash to the Condensed Consolidated Balance Sheets | |||
Cash and cash equivalents | 769 | ||
Restricted cash included in fiduciary assets | 1,468 | ||
Cash, cash equivalents and restricted cash at end of period | 2,237 | 1,036 | |
Supplemental disclosures: | |||
Interest paid | 26 | 112 | 127 |
Income taxes paid | 4 | 5 | 16 |
Supplemental disclosure of non-cash financing activities: | |||
Fixed asset additions acquired through finance leases | 1 | 2 | 62 |
Right of use asset additions acquired through operating leases | 10 | 26 | |
Non-cash fixed asset additions | 26 | ||
Alight Holdings | |||
Cash flows from operating activities | |||
Net loss | (25) | (85) | |
Adjustments to reconcile net loss to net cash (used for) provided by operations: | |||
Depreciation | 49 | 66 | |
Intangible amortization expense | 100 | 151 | |
Noncash lease expense | 10 | 17 | |
Financing fee and premium amortization | 9 | 15 | |
Share-based compensation expense | 5 | 5 | |
Other | 1 | 1 | |
Change in assets and liabilities: | |||
Receivables | 51 | 81 | |
Accounts payable and accrued liabilities | (45) | 35 | |
Other assets and liabilities | (97) | (155) | |
Cash (used for) provided by operating activities | 58 | 131 | |
Cash flows from investing activities | |||
Acquisition of businesses, net of cash acquired | (52) | ||
Capital expenditures | (55) | (71) | |
Cash used for investing activities | (55) | (123) | |
Cash flows from financing activities | |||
Net increase (decrease) in fiduciary liabilities | (15) | 210 | |
Members' equity unit repurchase | (2) | (3) | |
Distributions of members' equity | (3) | ||
Borrowings from banks | 110 | 726 | |
Financing fees | (23) | ||
Repayments to banks | (124) | (435) | |
Principal payments on finance lease obligations | (17) | (18) | |
Settlements of interest rate swaps | (14) | (14) | |
Tax payment for units withheld in lieu of taxes | (1) | ||
Contingent consideration payments | (1) | ||
Other financing activities | (2) | ||
Cash provided by (used for) financing activities | (64) | 438 | |
Effect of exchange rate changes on cash, cash equivalents and restricted cash | (3) | ||
Net increase (decrease) in cash, cash equivalents and restricted cash | (61) | 443 | |
Cash, cash equivalents and restricted cash at beginning of period | $ 1,475 | 1,536 | 985 |
Cash, cash equivalents and restricted cash at end of period | 1,475 | 1,428 | |
Reconciliation of cash, cash equivalents, and restricted cash to the Condensed Consolidated Balance Sheets | |||
Cash and cash equivalents | 460 | 451 | |
Restricted cash included in fiduciary assets | 1,015 | 977 | |
Cash, cash equivalents and restricted cash at end of period | $ 1,475 | $ 1,428 |
Basis of Presentation and Natur
Basis of Presentation and Nature of Business | 9 Months Ended |
Sep. 30, 2021 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Basis of Presentation and Nature of Business | 1. Basis of Presentation and Nature of Business Foley Trasimene Acquisition Corp. (“FTAC”) was incorporated in Delaware on March 26, 2020. FTAC was formed for the purpose of effecting a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination with one or more businesses. On July 2, 2021 (the “Closing Date”), FTAC completed the business combination (the “Business Combination”) with Alight Holding Company, LLC (f/k/a Tempo Holding Company, LLC) (“Alight Holdings” or the “Predecessor”) contemplated by the Business Combination Agreement (as amended and restated as of April 29, 2021) between FTAC, Alight Holdings and other interested parties (the “Business Combination Agreement”). On the Closing Date, pursuant to the Business Combination Agreement, FTAC became a wholly owned subsidiary of Alight, Inc. (“Alight”, “the Company”, “we” “us” “our” or the “Successor”) and was renamed Alight Group, Inc. As a result of the Business Combination, and by virtue of such series of mergers and related transactions, the combined company is now organized in an “Up-C” structure, in which substantially all of the assets and business of Alight are held by Alight Holdings, of which Alight is the managing member pursuant to the terms of the Second Amended and Restated Limited Liability Company Agreement of Alight Holdings that went into effect upon the completion of the Business Combination. As a result of the Business Combination, Alight owns approximately 85% of the economic interest in Alight Holdings, but will have 100% of the voting power and will control the management of Alight Holdings. Immediately following the completion of the Business Combination, the ownership percentage held by noncontrolling interest is approximately 15%. Basis of Presentation As a result of the Business Combination, for accounting purposes, the Company is the acquirer and Alight Holdings is the acquiree and accounting predecessor. While the Closing Date was July 2, 2021, we have determined that as the impact of one day would be immaterial to the results of operations, we will utilize July 1, 2021 as the date of the Business Combination for accounting purposes. Therefore, the financial statement presentation includes the financial statements of Alight Holdings as Predecessor for the periods prior to July 1, 2021 and the Company as Successor for the periods after July 1, 2021, including the consolidation of Alight Holdings. The accompanying unaudited Condensed Consolidated Financial Statements have been prepared in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”) for interim financial information and should be read in conjunction with the Consolidated Financial Statements contained in the Company’s Registration Statement on Form S-1 filed on August 2, 2021, as amended. In the opinion of management, all adjustments, including normal recurring adjustments, considered necessary for a fair presentation have been included. All significant intercompany transactions and balances have been eliminated upon consolidation. The results of operations for interim periods are not necessarily indicative of the results to be expected for future quarters or for the full fiscal year ending December 31, 2021. Nature of Business We are a leading cloud-based provider of integrated digital human capital and business solutions. We have an unwavering belief that a company’s success starts with its people, and our solutions connect human insights with technology. Leveraging artificial intelligence (“AI”) and data analytics, we provide an integrated, personalized experience for employees using technology-driven solutions that unlock value for employers. Our mission-critical solutions enable employees to enrich their health, wealth and wellbeing which helps global organizations achieve a high-performance culture. Our solutions include: • Employer Solutions: driven by our digital, software and AI-led capabilities and spanning total employee wellbeing and engagement, including integrated benefits administration, healthcare navigation, financial health, employee wellness and payroll. These solutions are designed to support employers in effectively managing their workforce through a seamless, integrated platform. We leverage data across all interactions and activities to improve the consumer experience, reduce operational costs and better inform management processes and decision-making. In addition, employees benefit from an integrated portal and user experience, coupled with a full-service client care center, helping them manage the full life cycle of their health, wealth and careers. • Professional Services: includes our project-based cloud deployment and consulting offerings that provide expertise with both human capital and financial platforms. Specifically, this includes cloud advisory and deployment, and optimization services for cloud platforms such as Workday, SAP SuccessFactors, Oracle, and Cornerstone OnDemand. |
Accounting Policies and Practic
Accounting Policies and Practices | 9 Months Ended |
Sep. 30, 2021 | |
Accounting Policies [Abstract] | |
Accounting Policies and Practices | 2. Accounting Policies and Practices Use of Estimates The preparation of the accompanying Condensed Consolidated Financial Statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosures of contingent assets and liabilities at the date of the financial statements, and the reported amounts of reserves and expenses. These estimates and assumptions are based on management’s best estimates and judgments. Management evaluates its estimates and assumptions on an ongoing basis using historical experience and other factors, including the current economic environment. Management believes its estimates to be reasonable given the current facts available. Management adjusts such estimates and assumptions when facts and circumstances dictate. Illiquid credit markets, volatile equity markets, and foreign currency exchange rate movements increase the uncertainty inherent in such estimates and assumptions. As future events and their effects cannot be predicted with certainty, actual results could differ significantly from these estimates. Changes in estimates resulting from continuing changes in the economic environment would, if applicable, be reflected in the financial statements in future periods. Concentration of Risk The Company has no significant off-balance sheet risks related to foreign exchange contracts or other foreign hedging arrangements. Management believes that its account receivable credit risk exposure is limited, and the Company has not experienced significant write-downs in its accounts receivable balances. Additionally, there was no single client who accounted for more than 10% of the Company’s revenues in any of the periods presented. Cash and Cash Equivalents Cash and cash equivalents include cash balances. At September 30, 2021 and December 31, 2020, Cash and cash equivalents totaled $769 million and $506 million, respectively, and none of the balances were restricted as to its use. Fiduciary Assets and Liabilities Some of the Company’s agreements require it to hold funds to pay certain obligations on behalf of its clients. Funds held on behalf of clients are segregated from Company funds, and their use is restricted to the payment of obligations on behalf of clients. There is typically a short period of time between when the Company receives funds and when it pays obligations on behalf of clients. These funds are recorded as Fiduciary assets with the related obligation recorded as Fiduciary liabilities in the Condensed Consolidated Balance Sheets. Commissions Receivable Commissions receivable, which is recorded in Other current assets and Other assets in the Condensed Consolidated Balance Sheets, are contract assets that represent estimated variable consideration for commissions to be received from insurance carriers for performance obligations that have been satisfied. The current portion of Commissions receivable is expected to be received within one year, while the non-current portion of Commissions receivable is expected to be received beyond one year. Allowance for Expected Credit Losses The Company’s allowance for expected credit losses with respect to trade receivables and contract assets is based on a combination of factors, including evaluation of historical write-offs, current conditions and reasonable economic forecasts that affect collectability and other qualitative and quantitative analysis. Receivables, net included an allowance for expected credit losses of $4 million and $15 million at September 30, 2021 and December 31, 2020, respectively. Fixed Assets, Net The Company records fixed assets at cost. We compute depreciation and amortization using the straight-line method on the estimated useful lives of the assets, which are generally as follows: Asset Description Asset Life Capitalized software Lesser of the life of an associated license, or 4 to 7 years Leasehold improvements Lesser of estimated useful life or lease term, not to exceed 10 years Furniture, fixtures and equipment 4 to 10 years Computer equipment 4 to 6 years Goodwill and Intangible Assets, Net In applying the acquisition method of accounting for business combinations, amounts assigned to identifiable assets and liabilities acquired were based on estimated fair values as of the date of acquisition, with the remainder recorded as goodwill. Intangible assets are initially valued at fair value using generally accepted valuation methods appropriate for the type of intangible asset. Intangible assets with definite lives are amortized over their estimated useful lives and are reviewed for impairment if indicators of impairment arise. Goodwill is tested for impairment annually as of October 1, and whenever indicators of impairment arise . Derivatives The Company uses derivative financial instruments, such as interest rate swaps. Interest rate swaps are used to manage interest risk exposures and have been designated as cash flow hedges. The changes in the fair value of derivatives that qualify for hedge accounting as cash flow hedges are recorded in Accumulated other comprehensive loss. Amounts are reclassified from Accumulated other comprehensive loss into earnings when the hedge exposure affects earnings. The Company discontinues hedge accounting prospectively when: (1) the derivative expires or is sold, terminated, or exercised; (2) the qualifying criteria are no longer met; or (3) management removes the designation of the hedging relationship. Foreign Currency Certain of the Company’s non-U.S. operations use their respective local currency as their functional currency. The operations that do not have the U.S. dollar as their functional currency translate their financial statements at the current exchange rates in effect at the balance sheet date and revenues and expenses using rates that approximate those in effect during the period. The resulting translation adjustments are included in net foreign currency translation adjustments within the Condensed Consolidated Statements of Stockholders’ Equity. Gains and losses from the remeasurement of monetary assets and liabilities that are denominated in a non-functional currency are included in Other expense, net within the Condensed Consolidated Statements of Comprehensive Income (Loss). The impact of the foreign exchange gains and losses for the Successor three months ended September 30, 2021 was a gain of $1 million. The impact of the foreign exchange gains and losses for the Predecessor six months ended June 30, 2021 and three and nine months ended September 30, 2020 were a loss of $9 million, a loss of $3 million, and a gain of $2 million, respectively. Share-Based Compensation Costs Share-based payments to employees, including grants of restricted share units (“RSUs”) and performance-based restricted share units (“PRSUs”), for both the Predecessor and Successor periods, are measured based on their estimated grant date fair value. The Company recognizes compensation expense on a straight-line basis over the requisite service period for awards expected to ultimately vest. Forfeitures are estimated on the date of grant and revised if actual or expected forfeiture activity differs materially from original estimates. Earnings Per Share Basic earnings per share is calculated by dividing the net loss attributable to Alight, Inc. by the weighted average number of shares of Class A Common Stock issued and outstanding for the Successor period. The computation of diluted earnings per share reflects the potential dilution that could occur if dilutive securities and other contracts to issue shares were exercised or converted into shares or resulted in the issuance of shares that would then share in the net income of the Alight, Inc. Warrants Warrant agreements related to warrants to purchase the Company’s Class A Common Stock are accounted for as liabilities at fair value within Financial instruments on the Condensed Consolidated Balance Sheets and are subject to remeasurement at each balance sheet date. Any change in fair value is recognized within the Condensed Consolidated Statements of Comprehensive Income (Loss). Tax Receivable Agreement In connection with the Business Combination, we entered into a Tax Receivable Agreement (the “TRA”) with certain of our pre-Business Combination owners that provides for the payment by Alight to such owners of 85% of the benefits that Alight is deemed to realize as a result of the Company’s share of existing tax basis acquired in the Business Combination and other tax benefits related to entering into the TRA. The Company accounts for the TRA as a liability at fair value and is subject to remeasurement at each balance sheet date. Any change in fair value is recognized within the Condensed Consolidated Statements of Comprehensive Income (Loss). Seller Earnouts Upon completion of the Business Combination, we executed a contingent consideration agreement (the “Seller Earnouts”) that results in the issuance of non-voting shares of Class B-1 and Class B-2 Common Stock, which automatically converts into Class A Common Stock upon the achievement of certain criteria. The majority of the Seller Earnouts are accounted for as a contingent consideration liability at fair value within Financial instruments on the Condensed Consolidated Balance Sheets and are subject to remeasurement at each balance sheet date. Any change in fair value is recognized within the Condensed Consolidated Statements of Comprehensive Income (Loss). Noncontrolling Interest Noncontrolling interest represents the Company’s noncontrolling interest in consolidated subsidiaries which are not attributable, directly or indirectly, to the controlling Class A Common Stock ownership of the Company. Net (loss) income is reduced by the portion of net (loss) income that is attributable to noncontrolling interests. These noncontrolling interests are convertible into Class A Common Stock of the Company at the holder’s discretion. Income Taxes During the Predecessor periods, a portion of the Company’s earnings were subject to certain U.S. federal, state and foreign taxes. During the Successor period, the portion of earnings allocable to the Company is subject to corporate level tax rates at the U.S. federal, state and local levels. Therefore, the amount of income taxes recorded in the Predecessor periods are not representative of the expenses expected in the future. The computation of the effective tax rate and provision at each interim period requires the use of certain estimates and significant judgment including, but not limited to, the expected operating income for the year, projections of the proportion of income that is subject to tax, permanent differences between the Company’s U.S. GAAP earnings and taxable income, and the likelihood of recovering deferred tax assets existing as of the balance sheet date. The estimates used to compute the provision for income taxes may change throughout the year as new events occur, additional information is obtained or as tax laws and regulations change. Accordingly, the effective tax rate for future interim periods may vary materially. The Company accounts for income taxes pursuant to the asset and liability method which requires it to recognize current tax liabilities or receivables for the amount of taxes it estimates are payable or refundable for the current year, deferred tax assets and liabilities for the expected future tax consequences attributable to temporary differences between the financial statement carrying amounts and their respective tax bases of assets and liabilities and the expected benefits of net operating loss and credit carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in operations in the period enacted. A valuation allowance is provided when it is more likely than not that a portion or all of a deferred tax asset will not be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income and the reversal of deferred tax liabilities during the period in which related temporary differences become deductible. The Company recognizes the benefits of tax return positions in the financial statements if it is “more-likely-than-not” they will be sustained by a taxing authority. The measurement of a tax position meeting the more-likely-than-not criteria is based on the largest benefit that is more than 50 percent likely to be realized. Only information that is available at the reporting date is considered in the Company’s recognition and measurement analysis and events or changes in facts and circumstances are accounted for in the period in which the event or change in circumstance occurs. New Accounting Pronouncements: Recently Adopted Reference Rate Reform In March 2020, the FASB issued ASU 2020-04, “ Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting debt securities, and hedging relationships entered into or evaluated after December 31, 2022. At the time of adoption, there was no impact to our Condensed Consolidated Financial Statements. The Company will continue to assess the impact as the reference rate transition occurs over the next two years. Callable Debt Securities In October 2020, the FASB issued ASU 2020-08, “ Codification Improvements to Subtopic 310-20 – Receivables – Nonrefundable Fees and Other Costs. |
Revenue from Contracts with Cus
Revenue from Contracts with Customers | 9 Months Ended |
Sep. 30, 2021 | |
Revenue From Contract With Customer [Abstract] | |
Revenue from Contracts with Customers | 3. Revenue from Contracts with Customers The majority of the Company’s revenue is highly recurring and is derived from contracts with customers to provide integrated, cloud-based human capital solutions that empower clients and their employees to manage their health, wealth and HR needs. The Company’s revenues are disaggregated by recurring and project revenues within each reportable segment. Recurring revenues are typically longer term in nature and more predictable on an annual basis, while project revenues consist of project work of a shorter duration. See Note 12 “Segment Reporting” for quantitative disclosures of recurring and project revenues by reportable segment. The Company’s reportable segments are Employer Solutions, Professional Services and Hosted Business. Employer Solutions are driven by our digital, software and AI-led capabilities and spanning total employee wellbeing and engagement, including integrated employee wellness, benefits administration, healthcare navigation and financial health. Professional Services includes our cloud deployment, advisory and application management services. The Company believes these revenue categories depict how the nature, amount, timing, and uncertainty of its revenue and cash flows are affected by economic factors. Revenues are recognized when control of the promised services is transferred to the customer in the amount that best reflects the consideration to which the Company expects to be entitled in exchange for those services. The majority of the Company’s revenue is recognized over time as the customer simultaneously receives and consumes the benefits of our services. On occasion, we may be entitled to a fee based on achieving certain performance criteria or contract milestones. To the extent that we cannot estimate with reasonable assurance the likelihood that we will achieve the performance target, we will constrain this portion of the transaction price and recognize it when or as the uncertainty is resolved. Any taxes assessed on revenues relating to services provided to our clients are recorded on a net basis. All of the Company’s revenues are described in more detail below. Administrative Services We provide benefits, human resource and payroll administration services across all of our solutions, which are highly recurring. The Company’s contracts may include administration services across one or multiple solutions and typically have three to five-year These contracts typically consist of an implementation phase and an ongoing administration phase: Implementation phase – In connection with the Company’s long-term agreements, highly customized implementation efforts are often necessary to set up clients and their human resource, payroll or benefit programs on the Company’s systems and operating processes. Work performed during the implementation phase is considered a set-up activity because it does not transfer a service to the customer. Therefore, it is not a separate performance obligation. As these agreements are longer term in nature, our contracts generally provide that if the client terminates a contract, we are entitled to an additional payment for services performed through the termination date designed to recover our up-front costs of implementation. Any fees received from the customer as part of the implementation are in effect, an advance payment for the future ongoing administration services to be provided. Ongoing administration services phase – For all solutions, the ongoing administration phase includes a variety of plan and payroll administration services and system support services. More specifically, these services include data management, calculations, reporting, fulfillment/communications, compliance services, call center support, and in our Health solutions agreements, annual on-boarding and enrollment support. While there are a variety of activities performed across all solutions, the overall nature of the obligation is to provide integrated administration solutions to the customer. The agreement represents a stand-ready obligation to perform these activities across all solutions on an as-needed basis. The customer obtains value from each period of service, and each time increment (i.e., each month, or each benefit cycle in the case of our Health solutions arrangements) is distinct and substantially the same. Accordingly, the ongoing administration services for each solution represents a series and each series (i.e., each month, or each benefit cycle including the enrollment period in the case of our Health solutions arrangements) of distinct services are deemed to be a single performance obligation. In agreements that include multiple performance obligations, the transaction price related to each performance obligation is based on a relative stand-alone selling price basis. We establish the stand-alone selling price using observable market prices that the Company charges separately for similar solutions to similar customers. Our contracts with our clients specify the terms and conditions upon which the services are based. Fees for these services are primarily based on a contracted fee charged per participant per period (e.g., monthly or annually, as applicable). These contracts may also include fixed components, including lump-sum implementation fees. Our fees are not typically payable until the commencement of the ongoing administration phase. Once fees become payable, payment is typically due on a monthly basis as we perform under the contract, and we are entitled to be reimbursed for work performed to date in the event of termination. For Health solutions administration services, each benefits cycle inclusive of the enrollment period represents a time increment under the series guidance and is a single performance obligation. Although ongoing fees are typically not payable until the commencement of the ongoing administrative phase, we begin transferring services to our customers approximately four months prior to payments being due as part of our annual enrollment services. Although our per-participant fees are considered variable, they are typically predictable in nature, and therefore we do not generally constrain any portion of our transaction price estimates. We use an input method based on the labor costs incurred relative to total labor costs as the measure of progress in satisfying our Health solutions performance obligation commencing when the customer’s annual enrollment services begin. Given that the Health solutions enrollment and administrative services are stand-ready in nature, it can be difficult to estimate the total expected efforts or hours we will incur for a particular benefits cycle. Therefore, the input measure is based on the historical effort expended each month, which is measured as labor cost. For all other benefits administration, human resources and payroll services where each month represents a distinct time increment under the series guidance, we allocate the transaction price to the month we are performing our services. Therefore, the amount recognized each month is the variable consideration related to that month plus any fixed monthly or annual fee, which is recognized on a straight-line basis. Revenue for these types of arrangements are therefore more consistent throughout the year. In the normal course of business, we enter into change orders or other contract modifications to add or modify services provided to the customer. We evaluate whether these modifications should be accounted for as separate contracts or a modification to an existing contract. To the extent that the modification changes a promise that forms part of the underlying series, the modification is not accounted for as a separate contract. Other Contracts In addition to the ongoing administration services, the Company also has services across all solutions that represent separate performance obligations and that are often shorter in duration, such as our cloud deployment services, cloud advisory services, participant financial advisory services, and enrollment services not bundled with ongoing administration services. Fee arrangements can be in the form of fixed-fee, time-and-materials, or fees based on assets under management. Payment is typically due on a monthly basis as we perform under the contract, and we are entitled to be reimbursed for work performed to date in the event of termination. Services may represent stand-ready obligations that meet the series provision, in which case all variable consideration is allocated to each distinct time increment. Other services are recognized over-time based on a method that faithfully depicts the transfer of value to the customer, which may be based on the value of labor hours worked or time elapsed, depending on the facts and circumstances. A portion of the fees for enrollment services not bundled with ongoing administration services may be in the form of commissions received from carriers and are variable in nature. These annual enrollment services are typically completed over a short period. However, the Company may continue to receive commissions from carriers until the respective policy lapses or is cancelled. The Company bases the estimates of total transaction price on supportable evidence from an analysis of past transactions, and only includes amounts that are probable of being received or not refunded. This is an area requiring significant judgement and as a result, the estimated total transaction price may be lower than the ultimate amount of commissions we may collect. Consequently, the estimate of total transaction price is adjusted over time as the Company receives confirmation of cash received, or as other information becomes available. The Company has elected to apply practical expedients to not disclose the revenue related to unsatisfied performance obligations if (1) the contract has an original duration of one year or less, or (2) the variable consideration is allocated entirely to an unsatisfied performance obligation which is recognized as a series of distinct goods and services that form a single performance obligation. Contract Costs Costs to obtain a Contract The Company capitalizes incremental costs to obtain a contract with a customer that are expected to be recovered. Assets recognized for the costs to obtain a contract, which primarily includes sales commissions paid in relation to the initial contract, are amortized over the expected life of the underlying customer relationships, which is 7 years for our payroll and cloud solutions and 15 years for all of our other solutions. Commissions paid in relation to contract renewals were immaterial for all periods. The expected life of the underlying customer relationships considers the initial contract terms, which range from 3-5 years as well as expected renewals. For situations where the duration of the contract is 1 year or less, the Company has applied a practical expedient and recognized the costs of obtaining a contract as an expense when incurred. These costs are recorded in Cost of services, exclusive of depreciation and amortization in the Condensed Consolidated Statements of Comprehensive Income (Loss). Costs to fulfill a Contract The Company capitalizes costs to fulfill contracts which includes highly customized implementation efforts to set up clients and their human resource, payroll or benefit programs. Assets recognized for the costs to fulfill a contract are amortized on a systematic basis over the expected life of the underlying customer relationships, which is 7 years for our payroll and cloud solutions and 15 years for all of our other solutions. Amortization for all contracts costs are recorded in Cost of services, exclusive of depreciation and amortization in the Condensed |
Acquisitions
Acquisitions | 9 Months Ended |
Sep. 30, 2021 | |
Business Combinations [Abstract] | |
Acquisitions | 4. Acquisitions 2021 Acquisitions Alight Business Combination On July 2, 2021, the Company completed the Business Combination for consideration transferred of approximately $5.0 billion. The Business Combination was accounted for using the acquisition method under Accounting Standards Codification Topic 805, Business Combinations On the Closing Date, the Company paid $36 million of deferred underwriting costs related to FTAC’s initial public offering and $37 million of fees related to the PIPE Investment, which were treated as a reduction of equity. Approximately $21 million of the Company’s acquisition-related costs were paid on the Closing Date. Additionally, $39 million of seller transaction costs were paid on the Closing Date, including $36 million in advisory and investment banker fees that were contingent upon the consummation of the Business Combination. As these fees are considered success fees in nature, they are considered to have been incurred “on the line”, and therefore, were not recognized in the Condensed Consolidated Statements of Comprehensive Income (Loss) in either the Predecessor or Successor periods. On the Closing Date, approximately $36 million of certain executive compensation related expenses that were contingent upon the closing of the Business Combination were triggered. As these expenses were contingent upon the change-in-control event, they are considered to have been incurred “on the line”, and therefore, were not recognized in the Condensed Consolidated Statements of Comprehensive Income (Loss) in either the Predecessor or Successor periods. The following table summarizes the preliminary consideration transferred (in millions): Cash consideration to prior equityholders (1) $ 1,055 Repayment of debt 1,814 Total cash consideration $ 2,869 Continuing unitholders rollover equity into the Company (2) 1,414 Contingent consideration - Tax Receivable Agreement (3) 578 Contingent consideration - Seller Earnouts (3) 109 Total consideration transferred $ 4,970 Noncontrolling interest (4) $ 838 (1) ( 2 ) ( 3 ) ( 4 ) The following table summarizes the preliminary purchase price allocation (in millions): Cash and cash equivalents $ 460 Receivables 486 Fiduciary assets 1,015 Other current assets 159 Fixed assets 206 Deferred tax assets, net 4 Other assets 440 Accounts payable and accrued liabilities (327 ) Fiduciary liabilities (1,015 ) Other current liabilities (302 ) Debt assumed (2,370 ) Other liabilities (381 ) Intangible assets 4,078 Total identifiable net assets $ 2,453 Goodwill $ 3,356 Intangible Assets Intangible assets were identified that met either the separability criterion or the contractual-legal criterion described in ASC 805. The trade name intangible asset represents the corporate Alight tradename, which was valued using the relief-from-royalty method. The technology related intangible assets represent software developed by Alight Holdings to differentiate its product/service offerings for its customers, valued using the relief-from-royalty method. The customer related and contract based intangible assets represent strong, long-term relationships with customers, valued using the multi-period excess earnings method. The preliminary values allocated to identifiable intangible assets and their estimated useful lives are as follows: Fair value Useful life Identifiable intangible assets (in millions) (in years) Definite lived trade names $ 400 15 Technology related intangibles $ 222 6 Customer related and contract based intangibles $ 3,456 15 Goodwill Approximately $3.4 billion has been preliminarily allocated to goodwill. Goodwill represents the excess of the gross consideration transferred over the fair value of the underlying net tangible and identifiable definite-lived intangible assets acquired. Qualitative factors that contribute to the recognition of goodwill include certain intangible assets that are not recognized as separate identifiable intangible assets apart from goodwill, including assembled workforce and expected future market conditions. Pro Forma Financial Information The following unaudited pro forma financial information presents the results of operations as if the Business Combination had occurred on January 1, 2020. The unaudited pro forma results may not necessarily reflect the actual results of operations that would have been achieved nor are they necessarily indicative of future results of operations. The unaudited pro forma financial information is as follows (in millions): Three Months Ended Nine Months Ended September 30, September 30, 2021 2020 2021 2020 Pro forma revenue $ 690 $ 668 $ 2,051 $ 2,008 Pro forma net loss $ (111 ) $ (70 ) $ (121 ) $ (136 ) Pro forma net loss attributable to controlling interest $ (99 ) $ (56 ) $ (107 ) $ (111 ) Pro forma net loss attributable to noncontrolling interest $ (12 ) $ (14 ) $ (14 ) $ (25 ) The unaudited pro forma financial information does not assume any impacts from revenue, cost or other operating synergies that could be generated as a result of the Business Combination. The unaudited pro forma financial information is for informational purposes only and is not indicative of the results of operations that would have been achieved had the Business Combination been consummated on January 1, 2020. The Successor and Predecessor periods have been combined in the pro forma financial information for the three and nine months ended September 30, 2021 and 2020 and include adjustments to reflect intangible asset amortization based on the economic values derived from definite-lived intangible assets and a reduction in interest expense related to the repayment of existing debt. Additionally, the unaudited pro forma financial information includes nonrecurring, direct transaction costs incurred in connection with the Business Combination of approximately $11 million for the nine months ended September 30, 2020. These adjustments are net of taxes. 2020 Acquisition The Company completed one acquisition during the year ended December 31, 2020. The acquisition was not material to the Company’s results of operations, financial position, or cash flows. The Company accounted for the acquisition as a business combination under ASC 805. The goodwill identified by this acquisition is primarily attributed to the synergies that are expected to be realized as well as intangible assets that do not qualify for separate recognition, such as assembled workforce. Goodwill is not amortized and is deductible for tax purposes. Upon completion of this acquisition, the business is now wholly-owned by the Company. |
Other Financial Data
Other Financial Data | 9 Months Ended |
Sep. 30, 2021 | |
Other Financial Data [Abstract] | |
Other Financial Data | 5. Other Financial Data Condensed Consolidated Balance Sheets Information Receivables, net The components of Receivables, net are as follows (in millions): Successor Predecessor September 30, December 31, 2021 2020 Billed and unbilled receivables $ 509 $ 547 Allowance for expected credit losses (4 ) (15 ) Balance at end of period $ 505 $ 532 As a result of the Business Combination, all receivables acquired were recorded at preliminary fair value and allowance for expected credit losses previously recorded by the Predecessor was reduced to zero as of July 1, 2021 (see Note 4 “Acquisitions”). The Company has not experienced significant write-downs in its receivable balances. Other current assets The components of Other current assets are as follows (in millions): Successor Predecessor September 30, December 31, 2021 2020 Deferred project costs $ 39 $ 53 Prepaid expenses 65 57 Commissions receivable 35 32 Other 33 21 Total $ 172 $ 163 Other assets The components of Other assets are as follows (in millions): Successor Predecessor September 30, December 31, 2021 2020 Deferred project costs $ 252 $ 228 Operating lease right of use asset 144 129 Commissions receivable 33 25 Other 27 26 Total $ 456 $ 408 The current and non-current portions of deferred project costs relate to costs to obtain and fulfill contracts (see Note 3 “Revenue from Contracts with Customers”). During the Successor three months ended September 30, 2021 and the Predecessor six months ended June 30, 2021 and three and nine months ended September 30, 2020, total amortization expense of $17 million, $33 million, $15 million and $47 million was recorded in Cost of services, exclusive of depreciation and amortization in the Condensed Consolidated Statements of Comprehensive Income (Loss), respectively. Other assets include the fair value of outstanding derivative instruments related to interest rate swaps. The balance in Other assets as of September 30, 2021 was $5 million (see Note 13 “Derivative Financial Instruments” for further information). Fixed assets, net The components of Fixed assets, net are as follows (in millions): Successor Predecessor September 30, December 31, 2021 2020 Capitalized software $ 40 $ 242 Leasehold improvements 39 63 Computer equipment 98 192 Furniture, fixtures and equipment 12 21 Construction in progress 44 28 Total Fixed assets, gross 233 546 Less: Accumulated depreciation 14 212 Fixed assets, net $ 219 $ 334 As a result of the Business Combination, all fixed assets acquired were recorded at preliminary fair value and accumulated depreciation previously recorded by the Predecessor was reduced to zero as of July 1, 2021 (see Note 4 “Acquisitions”). In addition, as part of the purchase price accounting for the Business Combination, Capitalized software related to internally developed software in-service as of the Closing Date was reclassified and included in the preliminary fair value of the Technology related intangible assets acquired. Included in Computer equipment are assets under finance leases. The balances as of September 30, 2021 and December 31, 2020, net of accumulated depreciation related to these assets, were $67 million and $83 million, respectively. Other current liabilities The components of Other current liabilities are as follows (in millions): Successor Predecessor September 30, December 31, 2021 2020 Deferred revenue $ 123 $ 148 Operating lease liabilities 53 41 Finance lease liabilities 28 28 Other 85 107 Total $ 289 $ 324 Other liabilities The components of Other liabilities are as follows (in millions): Successor Predecessor September 30, December 31, 2021 2020 Deferred revenue $ 54 $ 60 Operating lease liabilities 132 155 Finance lease liabilities 40 59 Unrecognized tax positions 49 48 Other 83 125 Total $ 358 $ 447 The current and non-current portions of deferred revenue relates to consideration received in advance of performance under client contracts. During the Successor three months ended September 30, 2021 and the Predecessor six months ended June 30, 2021 and nine months ended September 30, 2020, revenue of approximately $22 million, $101 million, and $152 million was recognized that was recorded as deferred revenue at the beginning of each period, respectively. Other current liabilities and Other liabilities include the fair value of outstanding derivative instruments related to interest rate swaps. The balances in Other current liabilities as of September 30, 2021 and December 31, 2020 were $12 million and $28 million, respectively. The balances in Other liabilities as of September 30, 2021 and December 31, 2020 were $1 million and $19 million, respectively (see Note 13 “Derivative Financial Instruments” for further information). |
Goodwill and Intangible Assets,
Goodwill and Intangible Assets, Net | 9 Months Ended |
Sep. 30, 2021 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets, Net | 6. Goodwill and Intangible assets, net The changes in the net carrying amount of goodwill are as follows (in millions): Predecessor Employer Professional Solutions Services Total Balance as of December 31, 2020 $ 1,985 $ 260 $ 2,245 Measurement period adjustments 2 — 2 Foreign currency translation 2 1 3 Balance as of June 30, 2021 $ 1,989 $ 261 $ 2,250 The preliminary Successor goodwill at both July 1, 2021 and September 30, 2021 was $3.4 billion and $36 million for Employer Solutions and Professional Services, respectively. Of the preliminary Successor goodwill established during the period, $1.5 billion of the goodwill was tax deductible. The Company did not identify any impairment for the Successor period from July 1, 2021 to September 30, 2021, nor the Predecessor period December 31, 2020 to June 30, 2021. Goodwill is reviewed for impairment utilizing a qualitative assessment or a quantitative goodwill impairment test and the Company determined that it was more likely than not that no impairment of goodwill existed as of the evaluation date. Intangible assets by asset class are as follows (in millions): Successor Predecessor September 30, 2021 December 31, 2020 Gross Net Gross Carrying Accumulated Carrying Carrying Accumulated Net Carrying Amount Amortization Amount Amount Amortization Amount Intangible assets: Customer related and contract based intangibles $ 3,456 $ 58 $ 3,398 $ 2,078 $ 486 $ 1,592 Technology related intangibles 222 9 213 316 180 136 Trade name (finite life) 400 7 393 8 6 2 Trade name (indefinite life) — — — 3 — 3 Total $ 4,078 $ 74 $ 4,004 $ 2,405 $ 672 $ 1,733 The net carrying amount of Intangible assets as of September 30, 2021 includes the preliminary fair values for customer related and contract based identifiable intangible assets, technology related intangible assets and tradename assets based on management’s preliminary estimate of fair value (see Note 4 “Acquisitions” for further information). As a result of the Business Combination, all accumulated amortization previously recorded by the Predecessor was reduced to zero as of July 1, 2021. Amortization expense from finite-lived intangible assets for the Successor three months ended September 30, 2021 and the Predecessor six months ended June 30, 2021 and three and nine months ended September 30, 2020 was $74 million, $100 million, $51 million and $151 million, respectively, which was recorded in Depreciation and intangible amortization in the Condensed Consolidated Statements of Comprehensive Income (Loss). Subsequent to September 30, 2021, the annual amortization expense is expected to be as follows (in millions): Customer Related Technology Trade and Contract Based Related Name Intangibles Intangibles Intangible Remainder of 2021 (October - December) $ 58 $ 10 $ 6 2022 230 37 27 2023 230 37 27 2024 230 37 27 2025 230 37 27 Thereafter 2,420 55 279 Total amortization expense $ 3,398 $ 213 $ 393 |
Income Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2021 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 7. Income Taxes The Company’s effective tax rate for the Successor three months ended September 30, 2021 was 0%, and for the Predecessor six months ended June 30, 2021 was 17%. The Company’s effective tax rate for the Predecessor three months ended September 2020 was 74% and for the Predecessor nine months ended September 30, 2020 was 16%. The change in the effective tax rate is primarily driven by the Business Combination as the Predecessor and certain of its subsidiaries operated in the U.S. as partnerships for income tax purposes and generally as corporate entities in non-U.S. jurisdictions. The Predecessor effective tax rate for the applicable periods was substantially lower due to the fact that certain subsidiaries are subject to federal, state, local and foreign income taxes (as applicable). The effective tax rate for the Successor three months ended September 30, 2021 is lower than the 21% U.S. statutory corporate income tax rate primarily due to non-recurring non-deductible items related to the Business Combination. |
Debt
Debt | 9 Months Ended |
Sep. 30, 2021 | |
Debt Disclosure [Abstract] | |
Debt | 8. Debt Debt outstanding consisted of the following (in millions): Predecessor December 31, Maturity Date 2020 Term Loan May 1, 2024 $ 634 Term Loan, Amended October 31, 2026 1,976 Secured Senior Notes June 1, 2025 300 Unsecured Senior Notes June 1, 2025 1,230 $24m Revolving Credit Facility May 1, 2022 — $226m Revolving Credit Facility, Amended October 31, 2024 — Other December 31, 2021 10 Total gross debt 4,150 Less: term loan and senior note financing fees and premium, net (72 ) Total debt, net 4,078 Less: current portion of long term debt, net (37 ) Total long term debt, net $ 4,041 Successor September 30, Maturity Date 2021 Term Loan May 1, 2024 $ 73 Term Loan, Amended October 31, 2026 1,963 Term Loan, Third Incremental (1) August 31, 2028 519 Secured Senior Notes June 1, 2025 315 $294m Revolving Credit Facility, Amended August 31, 2026 — Other December 31, 2021 12 Total debt, net 2,882 Less: current portion of long term debt, net (43 ) Total long term debt, net $ 2,839 (1) Purchase Accounting As part of purchase accounting for the Business Combination, the debt obligations assumed were recorded at fair value, under ASC 805, which resulted in an aggregate increase in the debt liability of $60 million. The fair value increase will be amortized over the respective terms of the debt obligations and recorded in Interest expense on the Condensed Consolidated Statements of Comprehensive Income (Loss) (See Note 4 “Acquisitions”). Term Loan In May 2017, the Company entered into a 7-year Initial Term Loan. During November 2017 and November 2019, the Company entered into Incremental Term Loans under identical terms as the Initial Term Loan. In August 2020, the Company refinanced the Term Loan by paying down $270 million of principal using the proceeds from the August 2020 Unsecured Senior Notes issuance, extending the maturity date on $1,986 million of the balance to October 31, 2026, and adding an interest rate floor of 50 bps. As part of the consideration transferred in the Business Combination, $556 million of principal was repaid on the portion of the Term Loan that was not amended. In August 2021, the Company entered into a new Third Incremental Term Loan facility for $525 million that matures August 31, 2028. Interest rates on the Term Loan borrowings are based on the London Interbank Offered Rate (“LIBOR”) subject to a 50 bps interest rate floor in respect of the Amended and Third Incremental Loans, plus a margin based on defined ratios; 275 or 300 bps for the Term Loan, 325 or 350 bps for the amended Term Loan, and 300 bps for the Third Incremental Term Loan. The Company used the 1‑month LIBOR rate for all periods presented. The Company is required to make principal payments at the end of each fiscal quarter based on defined terms in the agreement with the remaining principal balances due on the maturity dates. The first mandatory principal payment for the Third Incremental Term Loan is due December 31, 2021. During the Successor three months ended September 30, 2021 and the Predecessor six months ended June 30, 2021, and three and nine months ended September 30, 2020, the Company made total principal payments of $563 million, $13 million, $277 million and $291 million. The Company utilized swap agreements to fix a portion of the floating interest rates to May 2024 (see Note 13 “Derivative Financial Instruments”). Secured Senior Notes During May 2020, the Company issued $300 million of Secured Senior Notes. These Secured Senior Notes have a maturity date of June 1, 2025 and accrue interest at a fixed rate of 5.75% per annum, payable semi-annually on June 1 and December 1 of each year, beginning on December 1, 2020. Unsecured Senior Notes In May 2017, the Company issued $500 million of Initial Unsecured Senior Notes. During November 2017, July 2019, and August 2020, the Company issued additional Unsecured Senior Notes under identical terms as the Initial Unsecured Senior Notes for $180 million, $280 million, and $270 million, respectively (collectively “Unsecured Senior Notes”). The Unsecured Senior Notes had a maturity date of June 1, 2025 and accrue interest at a fixed rate of 6.750% per annum, payable semi-annually on June 1 and December 1 of each year. As part of the consideration transferred in the Business Combination, the Unsecured Senior Notes were fully redeemed. Revolving Credit Facility In May 2017, the Company entered into a 5-year $250 million Revolver with a multi-bank syndicate with a maturity date of May 1, 2022. During August 2020, the Company extended the maturity date for $226 million of the Revolver to October 31, 2024. In August 2021, the Company replaced and refinanced the Revolver s with a $ 294 million Revolver with a maturity date of August 31, 2026 . At September 3 0 , 2021, $ 4 million of unused letters of credit related to various insurance policies and real estate leases were issued under the Revolver and there were no additional borrowings. The Company is required to make periodic payments for commitment fees and interest related to the Revolver and outstanding letters of credit. During the Successor three months ended September 3 0 , 2021 and the Predecessor six months ended June 30, 2021 and the three and nine months ended September 30, 2020 the Company made immaterial payments related to these fees. As part of the acquisition of NGA HR during the year ended December 31, 2019, the Company acquired a revolving credit facility of approximately $21 million secured on the accounts receivable balance of NGA HR. As of September 30, 2021, the outstanding borrowings under this facility were $12 million, which are reflected in Other in the table above. The facility matures on December 31, 2021, at which time any outstanding borrowings are repayable in full, with interest payable monthly. Interest is calculated as LIBOR plus 3.5% per annum. Financing Fees, Premiums and Interest Expense The Company capitalized financing fees and premiums related to the Term Loan, Revolver and Secured Senior Notes issued. These financing fees and premiums were recorded as an offset to the aggregate debt balances and are being amortized over the respective loan terms. The unamortized financing fees and premiums related to the $556 million payment of the Term Loan in July 2021 and the redemption of the Unsecured Senior Notes in July 2021, were written down as part of the purchase accounting for the Business Combination. For the Successor three months ended September 30, 2021, a $1 million benefit was recorded, for the Predecessor six months ended June 30, 2021, and three and nine months ended September 30, 2020, expenses of $8 million, $4 million and $13 million, respectively, were amortized and recorded in Interest expense in the Condensed Consolidated Statements of Comprehensive Income (Loss). As part of the purchase accounting for the Business Combination, the unamortized financing fees related to the Revolver were written off. In August 2021, $1 million of fees associated with the refinanced Revolver were capitalized. As the Revolver has no outstanding balance as of September 30, 2021, the related $1 million of financing fees are recorded in Other assets and are being amortized on a straight-line basis over the term of the Revolver. The straight-line amortization is immaterial each year. Amortization for all periods was recorded in Interest expense in the Condensed Consolidated Statements of Comprehensive Income (Loss). As of September 30, 2021, immaterial and $1 million of unamortized financing fees related to the Revolver are recorded in Other current assets and Other assets, respectively, on the Condensed Consolidated Balance Sheets. As of December 31, 2020, $1 million and $1 million of unamortized financing fees related to the Revolver are recorded in Other current assets and Other assets, respectively, on the Condensed Consolidated Balance Sheets. Total interest expense related to the debt instruments for the Successor three months ended September 30, 2021 and Predecessor six months ended June 30, 2021 and three and nine months ended September 30, 2020 was $25 million, $105 million, $51 million and $151 million, respectively, which included amortization of financing fees of $1 million benefit for the Successor three months ended September 30, 2021 and expenses of approximately $8 million, $4 million and $13 million, for the Predecessor six months ended June 30, 2020 and three and nine months ended September 30, 2020, respectively. Interest expense is recorded in Interest expense in the Condensed Consolidated Statements of Comprehensive Income (Loss). Principal Payments Aggregate contractual principal payments as of September 30, 2021 are as follows (in millions): Remainder of 2021 (October - December) $ 19 2022 32 2023 32 2024 84 2025 325 Thereafter 2,378 Total payments $ 2,870 |
Stockholders' and Members' Equi
Stockholders' and Members' Equity | 9 Months Ended |
Sep. 30, 2021 | |
Equity [Abstract] | |
Stockholders' and Members' Equity | 9. Stockholders’ and Members’ Equity Predecessor Equity Class A Common Units There were no grants of Class A common units during the six months ended June 30, 2021 or the nine months ended September 30, 2020. Each holder of Class A common units is entitled to one vote per unit. Class A-1 Common Units During the six months ended June 30, 2021, the Company granted 643 Restricted Class A-1 common units. There were no grants of Class A-1 common units during the nine months ended September 30, 2020. Holders of Class A-1 common units are not entitled to voting rights. Class B Common Units During the six months ended June 30, 2021 there were no grants of Class B common units, and during the nine months ended September 30, 2020 the Company granted 6,409 units. Holders of Class B common units are not entitled to voting rights. Successor Equity Preferred Stock Upon the Closing of the Business Combination, 1,000,000 preferred shares, par value $0.0001, were authorized. There are no preferred shares issued and outstanding as of September 30, 2021. Class A Common Stock As of September 30, 2021, 446,802,741 Class A common shares, including 7,821,091 of unvested Class A common shares, were legally issued and outstanding, par value $0.0001. Holders of Class A Common Shares are entitled to one vote per share, and together with the holders of shares of Company Class B Common Stock, will participate ratably in any dividends that may be declared by the Company’s Board of Directors. Class B Common Stock Upon the Closing of the Business Combination, the Seller Earnouts resulted in the issuance of a total of 14,999,998 Class B instruments (including 850,416 Unvested Class B common shares related to employee compensation) to the equityholders of the Predecessor. The equityholders of the Predecessor that exchanged their Predecessor Class A units for Alight Class A common shares in the Business Combination received Class B common shares, and the equityholders of the Predecessor that continue to hold Class A units of Alight Holdings (“Continuing Unitholders”) received Class B common units of Alight Holdings. The Class B Common Stock and Class B common units are not entitled to a vote and accrue dividends equal to amounts declared per corresponding Class A common share and Class A unit; however, such dividends are paid if and when such Class B share or Class B unit converts into a Class A share or Class A unit. If any of the Class B common shares or Class B common units do not vest on or before the seventh anniversary of the Closing Date, such shares or units will be automatically forfeited and T hese Class B instruments (excluding the Unvested B common shares related to employee compensation) are liability classified; refer to Note 14 “Financial Instruments” for additional information. As further described below, there are two series of Class B instruments outstanding. Class B-1 As of September 30, 2021, 4,990,453 Class B-1 common shares were legally issued and outstanding, par value of $0.0001, including 425,208 Unvested Class B-1 common shares related to employee compensation. Class B-1 common shares vest and automatically convert into shares of Class A Common Stock on a 1-for-1 basis if the volume weighted average price (“VWAP”) of the Class A common shares equals or exceeds $12.50 per share for 20 or more trading days within a consecutive 30-trading day period (or in the event of a change of control or liquidation event that implies a $12.50 per share valuation on a diluted basis). To the extent any Unvested Class B-1 common share automatically converts into a share of Class A Common Stock, (i) such share or unit shall remain unvested in accordance with the terms and conditions of the applicable award agreement until it vests or is forfeited in accordance with the terms thereof and (ii) such share or unit shall be treated as Unvested Class A consideration as if such share or unit was part of the Unvested Class A consideration as of the Closing Date. As of September 30, 2021, 2,509,546 Class B-1 common units of Alight Holdings were legally issued and outstanding. Class B-1 common units vest and automatically convert into Class A common units of Alight Holdings on a 1-for-1 basis if the VWAP of the Class A common shares equals or exceeds $ 12.50 per share for 20 or more trading days within a consecutive 30 -trading day period (or in the event of a change of control or liquidation event that implies a $ 12.50 per share valuation on a diluted basis) . Class B-2 As of September 30, 2021, 4,990,453 Class B-2 common shares were legally issued and outstanding, par value of $0.0001, including 425,208 Unvested Class B-2 common shares related to employee compensation. Class B-2 common shares vest and automatically convert into shares of Class A common shares on a 1-for-1 basis if the VWAP of the Class A common shares equals or exceeds $15.00 per share for 20 or more trading days within a consecutive 30-trading day period (or in the event of a change of control or liquidation event that implies a $15.00 per share valuation on a diluted basis). To the extent any Unvested Class B-2 common share automatically converts into a share of Class A Common Stock, (i) such share or unit shall remain unvested in accordance with the terms and conditions of the applicable award agreement until it vests or is forfeited in accordance with the terms thereof and (ii) such share or unit shall be treated as Unvested Class A consideration as if such share or unit was part of the Unvested Class A consideration as of the Closing Date. As of September 30, 2021, 2,509,546 Class B-2 common units of Alight Holdings were legally issued and outstanding. Class B-2 common units vest and automatically convert into Class A common units of Alight Holdings on a 1-for-1 basis if the VWAP of the Class A common shares equals or exceeds $15.00 per share for 20 or more trading days within a consecutive 30-trading day period (or in the event of a change of control or liquidation event that implies a $15.00 per share valuation on a diluted basis). Class B-3 Upon the Closing of the Business Combination, 10,000,000 Class B-3 common shares, par value $0.0001 per share, were authorized. There are no Class B-3 common shares issued and outstanding as of September 30, 2021. Class V Common Stock As of September 30, 2021, 77,459,687 Class V common shares were legally issued and outstanding, par value of $0.0001. Holders of Class V Common Stock are entitled to one vote per share and have no economic rights. The Class V Common Stock is held on a 1-for-1 basis with Class A Units in Alight Holdings held by Continuing Unitholders. The Class A Units, together with an equal number of shares of Company Class V Common Stock, can be exchanged for an equal number of shares of Company Class A Common Stock. Class Z Common Stock Upon the Closing of the Business Combination, a total of 8,671,507 Class Z instruments were issued to the equityholders of the Predecessor. The equityholders of the Predecessor that exchanged their Predecessor Class A units for Alight Class A common shares in the Business Combination received Class Z common shares, and the Continuing Unitholders received Class Z common units of Alight Holdings. The Class Z instruments were issued to the equityholders of the Predecessor to allow for the re-allocation of the consideration paid to the holders of unvested management equity (i.e., the Unvested Class A, Unvested Class B-1, and Unvested Class B-2 common shares) to the equityholders of the Predecessor in the event such equity is forfeited under the terms of the applicable award agreement and will only vest in connection with any such forfeiture. As of September 30, 2021, 5,595,577 Class Z common shares (5,046,819 Class Z-A, 274,379 Class Z-B-1, and 274,379 Class Z-B-2) were legally issued and outstanding, par value of $0.0001. Holders of Class Z-A, Class Z-B-1 and Class Z-B-2 common shares are not entitled to voting rights. A portion automatically converts into shares of Company Class A Common Stock, Company Class B-1 or Company Class B-2 Common Stock, as applicable, in connection with the forfeiture of the Unvested Class A, Unvested Class B-1, and Unvested Class B-2 common shares issued to participating management holders. As of September 30, 2021, 3,075,930 Class Z common units (2,774,272 Class Z-A, 150,829 Class Z-B-1, and 150,829 Class Z-B-2) were legally issued and outstanding. Holders of Class Z-A, Class Z-B-1 and Class Z-B-2 common units are not entitled to voting rights. A portion automatically converts into units of Alight Holdings Class A common units, Alight Holdings Class B-1 or Alight Holdings Class B-2 common units, as applicable, in connection with the forfeiture of the Unvested Class A, Unvested Class B-1, and Unvested Class B-2 common shares issued to participating management holders. Class A Units Holders of Alight Holdings Class A units can exchange all or any portion of their Class A units, together with the cancellation of an equal number of shares of Alight Class V Common Stock, for a number of shares of Alight Class A Common Stock equal to the number of exchanged Class A units. Alight has the option to cash settle any future exchange. The Continuing Unitholders’ ownership of Class A units represents the noncontrolling interest of the Company, which is accounted for as permanent equity on the Condensed Consolidated Balance Sheets. As of September 30, 2021, there were 524,262,428 Class A Units outstanding, of which 446,802,741 are held by the Company and 77,459,687 are held by the noncontrolling interest of the Company. The Alight Holdings Operating Agreement contains provisions which require that a one-to-one ratio is maintained between each class of Alight Holdings units held by Alight and its subsidiaries (including the FTAC Surviving Corporation and the Alight Blockers, but excluding subsidiaries of Alight Holdings) and the number of outstanding shares of the corresponding class of Alight common stock, subject to certain exceptions (including in respect of management equity in the form of options, rights or other securities which have not been converted into or exercised for Alight common stock). In addition, the Alight Holdings Operating Agreement permits Alight, in its capacity as the managing member of Alight Holdings, to take actions to maintain such ratio, including undertaking stock splits, combinations, recapitalizations and exercises of the exchange rights of holders of Alight Holdings units. The following table reflects the changes in our outstanding stock: Successor Class A Class B-1 Class B-2 Class V Class Z Balance at July 1, 2021 438,968,920 4,990,453 4,990,453 77,459,687 5,595,577 Issuance for compensation to non-employees (1) 12,730 — — — — Balance at September 30, 2021 438,981,650 4,990,453 4,990,453 77,459,687 5,595,577 ( 1 ) Dividends There were no dividends declared during the Successor three months ended September 30, 2021. Accumulated Other Comprehensive Loss As of September 30, 2021, the Accumulated other comprehensive loss balance included unrealized losses for interest rate swaps and foreign currency translation adjustments related to our foreign subsidiaries that do not have the U.S. dollar as their functional currency. The tax effect for all periods presented was immaterial. Changes in accumulated other comprehensive loss, net of non-controlling interests and tax, are as follows (in millions): Predecessor Foreign Currency Interest Translation Rate Adjustments Swaps (1) Total Balance at December 31, 2020 $ 5 $ (47 ) $ (42 ) Other comprehensive income before reclassifications, net of tax 4 10 14 Amounts reclassified from accumulated other comprehensive loss, net of tax — 7 7 Net current period other comprehensive income, net of tax 4 17 21 Balance at March 31, 2021 $ 9 $ (30 ) $ (21 ) Other comprehensive income (loss) before reclassifications, net of tax 4 (1 ) 3 Amounts reclassified from accumulated other comprehensive loss, net of tax — 7 7 Net current period other comprehensive income, net of tax 4 6 10 Balance at June 30, 2021 $ 13 $ (24 ) $ (11 ) Successor Foreign Currency Interest Translation Rate Adjustments Swaps (1) Total Balance at July 1, 2021 $ — $ — $ — Other comprehensive loss before reclassifications, net of tax 2 1 3 Amounts reclassified from accumulated other comprehensive loss, net of tax — — — Net current period other comprehensive loss, net of tax 2 1 3 Balance at September 30, 2021 $ 2 $ 1 $ 3 (1) |
Share-Based Compensation Expens
Share-Based Compensation Expense | 9 Months Ended |
Sep. 30, 2021 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Share-Based Compensation Expense | 10. Share-Based Compensation Expense Predecessor Plans Prior to the Business Combination, share-based payments to employees include grants of restricted share units (“RSUs”) and performance based restricted share units (“PRSUs”), which consist of both Class A-1 and Class B common units in each type, are measured based on their estimated grant date fair value. The Company recognizes compensation expense on a straight-line basis over the requisite service period for awards expected to ultimately vest. As a result of the change in control related to the Business Combination, the vesting of the time-based RSU Class B units accelerated on the Closing Date. The remaining unvested PRSU Class B units have vesting conditions that are contingent upon the achievement of defined internal rates of return and multiples on invested capital occurrence and of certain liquidity events. The Class A-1 RSUs and PRSUs that were unvested as of the Closing Date have time-based and/or vesting conditions that are contingent upon the achievement of defined internal rates of return and multiples on invested capital occurrence and of certain liquidity events. Both the unvested Class A-1 and Class B units were replaced with unvested Alight common shares as discussed below. The following tables summarizes the unit activity related to the RSUs and PRSUs during the Predecessor six months ended June 30, 2021: Weighted Weighted Average Average Grant Date Grant Date Fair Value Fair Value Predecessor RSUs Per Unit PRSUs Per Unit Balance as of December 31, 2020 2,999 $ 4,563 9,223 $ 4,015 Granted 254 28,875 389 24,420 Vested (517 ) 5,459 - - Forfeited (121 ) 4,527 (567 ) 2,626 Balance as of June 30, 2021 2,614 $ 6,741 9,045 $ 4,888 Successor Plans Predecessor Replacement Awards In connection with the Business Combination, the holders of certain unvested awards under the Predecessor plans were granted replacement awards in the Successor company. • Class B units: The unvested Class B units of Alight Holdings were granted replacement Unvested Class A common shares, Unvested Class B-1 common shares, and Unvested Class B-2 common shares of the Company that ultimately vest on the third anniversary of the Closing Date, but could vest earlier based on market-based vesting terms consistent to those under the Predecessor Plan. • Class A-1 units: The unvested Class A-1 units were granted replacement Unvested Class A common shares, Unvested Class B common shares, and Unvested Class B-2 common shares of the Company on an equivalent fair value basis. The time and market-based vesting conditions are consistent with those under the Predecessor Plan. The Class B and Class A-1 units that were replaced represent the Unvested Class A, Unvested Class B-1 and Unvested Class B-2 common shares subject to the forfeiture re-allocation provision per the Class Z instruments discussed in Note 9 “Stockholders’ and Members’ Equity”. These unvested shares are accounted for as restricted stock in accordance with ASC 718. Successor Awards In connection with the Business Combination, the Company adopted the Alight, Inc. 2021 Omnibus Incentive Plan. Under this plan, for grants issued during the Successor three months ended September 30, 2021, approximately 50% of the units are subject to time-based vesting requirements and approximately 50% are subject to performance-based vesting requirements. The majority of the time-based RSUs vest ratably each December 31 over a three-year The aggregate grant date fair value of RSUs and PRSUs granted during the Successor period three months ended September 30, 2021 was $116 million and $114 million, respectively. Restricted Share Units and Performance Based Restricted Share Units The following tables summarizes the unit activity related to the RSUs and PRSUs during the Successor three months ended September 30, 2021 Weighted Weighted Average Average Grant Date Grant Date Fair Value Fair Value Successor RSUs (1) Per Unit PRSUs (1) Per Unit Balance as of July 1, 2021 854,764 $ 9.91 7,816,743 $ 9.99 Granted 9,178,145 12.64 9,045,415 12.64 Vested (12,730 ) 11.48 — — Balance as of September 30, 2021 10,020,179 $ 12.41 16,862,158 $ 11.41 (1) Share-based Compensation The Company recorded the share-based compensation costs related to the RSUs and PRSUs for the Successor three months ended September 30, 2021, the Predecessor six months ended June 30, 2021, and three and nine months ended September 2020 of $15 million, $5 million, $1 million and $5 million, respectively. As of September 30, 2021, total future compensation expense related to unvested RSUs was $116 million which will be recognized over a remaining weighted-average amortization period of approximately 2.3 years. As of September 30, 2021, total future compensation expense related to PRSUs was $161 million which will be recognized over approximately the next 2.4 years. |
Earnings Per Share
Earnings Per Share | 9 Months Ended |
Sep. 30, 2021 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | 11. Earnings Per Share Basic earnings per share is calculated by dividing the net loss attributable to Alight, Inc. by the weighted average number of shares of Class A Common Stock issued and outstanding for the Successor period. The computation of diluted earnings per share reflects the potential dilution that could occur if dilutive securities and other contracts to issue shares were exercised or converted into shares or resulted in the issuance of shares that then would then share in the net income of Alight, Inc. The Company’s Class V Common Stock and Class Z Common Stock do not participate in the earnings or losses of the Company and are therefore not participating securities and have not been included in either the basic or diluted earnings per share calculations. In conjunction with the Business Combination, the Company issued Seller Earnouts contingent consideration, which is payable in the Company’s common stock when the related market conditions are achieved. As the related conditions to pay the consideration had not been satisfied as of the end of the Successor period, the Seller Earnouts were excluded from the diluted earnings per share calculations. Basic and diluted earnings per share are as follows (in millions, except for share and per share amounts): Successor Three Months Ended September 30, 2021 Basic and diluted net loss per share: Numerator Net loss attributable to Alight, Inc. - basic and diluted $ (107 ) Denominator Weighted average shares outstanding - basic and diluted 438,968,920 Basic and diluted net loss per share $ (0.24 ) For the Successor three months ended September 30, 2021, 77,459,687 units related to noncontrolling interests, 59,633,274 warrants, and 9,988,297 unvested RSUs, were not included in the computation of diluted shares outstanding as their impact would have been anti-dilutive. In addition, 14,999,998 shares related to the Seller Earnouts and 16,043,624 unvested PRSUs were excluded from the calculation of basic and diluted earnings per share as the market and performance conditions had not yet been met as of the end of the period . |
Segment Reporting
Segment Reporting | 9 Months Ended |
Sep. 30, 2021 | |
Segment Reporting [Abstract] | |
Segment Reporting | 12. Segment Reporting The Company’s reportable segments have been determined using a management approach, which is consistent with the basis and manner in which the Company’s chief operating decision maker (“CODM”) uses financial information for the purposes of allocating resources and evaluating performance. The Company’s CODM is its Chief Executive Officer. The CODM evaluates the performance of the Company based on its total revenue and segment profit. The CODM also uses revenue and segment profit to manage and evaluate our business, make planning decisions, and as performance measures for Company-wide bonus plans. These key financial measures provide an additional view of our operational performance over the long-term and provide useful information that we use in order to maintain and grow our business. The accounting policies of the segments are the same as those described in Note 2 “Accounting Policies and Practices.” The Company does not report assets by reportable segments as this information is not reviewed by the CODM on a regular basis. Information regarding the Company’s current reportable segments is as follows (in millions): Revenue Successor Predecessor Three Months Ended Six Months Ended Three Months Ended Nine Months Ended September 30, June 30, September 30, September 30, 2021 2021 2020 2020 Employer Solutions Recurring $ 522 $ 1,049 $ 498 $ 1,516 Project 65 107 61 162 Total Employer Solutions 587 1,156 559 1,678 Professional Services Recurring 32 60 28 78 Project 61 124 65 194 Total Professional Services 93 184 93 272 Hosted Business 10 21 16 58 Total $ 690 $ 1,361 $ 668 $ 2,008 Segment Profit Successor Predecessor Three Months Ended Six Months Ended Three Months Ended Nine Months Ended September 30, June 30, September 30, September 30, 2021 2021 2020 2020 Employer Solutions $ 151 $ 274 $ 120 $ 389 Professional Services 4 7 12 23 Hosted Business (2 ) (3 ) — 4 Total of all reportable segments 153 278 132 416 Share-based compensation 15 5 1 5 Transaction and integration 3 — — — Non-recurring professional expenses (1) 17 18 — — Transformation initiatives (2) — — — 11 Restructuring 3 9 10 57 Other (3) 2 (5 ) 4 28 Depreciation 14 49 24 66 Intangible amortization 74 100 51 151 Operating Income 25 102 42 98 Loss from change in fair value of financial instruments 90 — — — Loss from change in fair value of tax receivable agreement 27 — — — Interest expense 28 123 61 172 Other expense (income), net — 9 3 (1 ) Loss Before Income Tax (Benefit) Expense $ (120 ) $ (30 ) $ (22 ) $ (73 ) (1) Non-recurring professional expenses primarily includes external advisor costs related to the Company’s Business Combination completed in the third quarter of 2021. (2) Transformation initiatives in fiscal year 2020 includes expenses related to enhancing our data center. (3) Other primarily includes long-term incentive expenses and expenses related to acquisitions in fiscal year 2020, offset by Other expense (income), net. There was no single client who accounted for more than 10% of the Company’s revenues in any of the periods presented. |
Derivative Financial Instrument
Derivative Financial Instruments | 9 Months Ended |
Sep. 30, 2021 | |
Derivative Instruments And Hedging Activities Disclosure [Abstract] | |
Derivative Financial Instruments | 13. Derivative Financial Instruments The Company is exposed to market risks, including changes in interest rates. To manage the risk related to these exposures, the Company has entered into various derivative instruments that reduce these risks by creating offsetting exposures. Interest Rate Swaps The Company has utilized swap agreements that will fix the floating interest rates associated with its Term Loan as shown in the following table: Designation Date Effective Date Initial Notional Amount Notional Amount Outstanding as of September 30, 2021 Fixed Rate Expiration Date July 2021 August 2020 557,500,000 557,500,000 2.5070 % May 2022 July 2021 August 2020 89,863,420 98,078,920 3.0854 % February 2023 July 2021 August 2020 181,205,050 168,155,300 0.7775 % May 2024 July 2021 August 2020 388,877,200 373,963,200 0.7430 % May 2024 July 2021 May 2022 220,130,318 n/a 0.5170 % May 2024 July 2021 May 2022 306,004,562 n/a 0.5127 % May 2024 Concurrent with execution of the Business Combination and the $556 million pay down of the Term Loan, three hedges were terminated, and two previously unfloored hedges were amended to incorporate an interest rate floor of 50 bps. All interest rate swaps were redesignated as cash flow hedges in accordance with ASC 805. Our swap agreements amortize or accrete based on achieving targeted hedge ratios. All interest rate swaps have been designated as cash flow hedges. As a result of the amendment, the fair value of the instruments at the time of re-designation are being amortized into interest expense over the remaining life of the instruments. Financial Instrument Presentation The fair values and location of outstanding derivative instruments recorded in the Condensed Consolidated Balance Sheets are as follows (in millions): Successor Predecessor September 30, December 31, 2021 2020 Assets Other assets $ 5 $ — Total $ 5 $ — Liabilities Other current liabilities $ 12 $ 28 Other liabilities 1 19 Total $ 13 $ 47 The Company estimates that approximately $2 million of derivative losses included in Accumulated other comprehensive loss as of September 30, 2021 will be reclassified into earnings over the next twelve months. |
Financial Instruments
Financial Instruments | 9 Months Ended |
Sep. 30, 2021 | |
Financial Instruments [Abstract] | |
Financial Instruments | 14. Financial Instruments Seller Earnouts Upon completion of the Business Combination, the equity owners of Alight Holdings received an earnout in the form of non-voting shares of Class B-1 and Class B-2 Common Stock, which automatically convert into Class A Common Stock if, at any time during the seven years following the Closing Date certain criteria a re achieved. See Note 9 “Stockholders’ and Members’ Equity” for additional information regarding the Seller Earnout s . The portion of the Seller Earnouts related to employee compensation is accounted for as share-based compensation. See Note 10 “Share-Based Compensation Expense” for additional information. The majority of the Seller Earnouts, which are not related to employee compensation, are accounted for as a contingent consideration liability at fair value within Financial instruments on the Condensed Consolidated Balance Sheets because the Seller Earnouts do not meet the criteria for classification within equity. This portion of the Seller Earnouts are subject to remeasurement at each balance sheet date and as of September 30, 2021, the Seller Earnouts had a fair value of $144 million. For the Successor three months ended September 30, 2021, a loss of $35 million was recorded in Loss from change in fair value of financial instruments in the Condensed Consolidated Statements of Comprehensive Income (Loss) . Warrants In connection with the Business Combination, the Company has issued and outstanding warrants to purchase Class A common shares at a price of $11.50 per share, subject to adjustment for stock splits and/or extraordinary dividends, as described in the warrant agreement, including 10,000,000 warrants that were issued as a result of the consummation of the Forward Purchase Agreements (“Forward Purchase Warrants”). As of September 30, 2021, there were 59,633,274 warrants outstanding, which includes 34,499,941 Public Warrants, 10,000,000 Forward Purchase Warrants, and 15,133,333 Private Warrants that were exchanged for an equivalent number of Class C Units representing limited liability company interests of Alight Holdings and will have the same terms as the Private Warrants. Each of the Public Warrants, Forward Purchase Warrants and Class C Units (collectively the “Warrants”) are exercisable for one share of Alight, Inc. Class A Common Stock. The Warrants will expire July 2, 2026, 5 years after the completion of the Business Combination and are exercisable beginning after certain lock-up periods as described in the warrant agreement. Once the warrants become exercisable, the Company may redeem for $0.01 per warrant the outstanding Public Warrants if the Company’s Class A Share price equals or exceeds $18.00 per share, subject to certain conditions and adjustments. If the Company’s Class A Share price is greater than $10.00 per share but less than $18.00 per share, then the Company may redeem Warrants for $0.10 per warrant, subject to certain conditions and adjustments. Holders may elect to exercise their warrants on a cashless basis. The Company accounts for Warrants as liabilities at fair value within Financial instruments on the Condensed Consolidated Balance Sheets because the Warrants do not meet the criteria for classification within equity. The Warrants are subject to remeasurement at each balance sheet date. Loss from change in fair value of financial instruments in the Condensed Consolidated Statements of Comprehensive Income (Loss) |
Fair Value Measurement
Fair Value Measurement | 9 Months Ended |
Sep. 30, 2021 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurement | 15. Fair Value Measurement Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The accounting standards related to fair value measurements include a hierarchy for information and valuations used in measuring fair value that is broken down into three levels based on reliability, as follows: • Level 1 – observable inputs such as quoted prices in active markets for identical assets and liabilities; • Level 2 – inputs other than quoted prices for identical assets in active markets that are observable either directly or indirectly; and • Level 3 – unobservable inputs in which there is little or no market data which requires the use of valuation techniques and the development of assumptions. The Company’s financial assets and liabilities measured at fair value on a recurring basis are as follows (in millions): Successor September 30, 2021 Level 1 Level 2 Level 3 Total Assets Interest rate swaps $ — $ 5 $ — $ 5 Total assets recorded at fair value $ — $ 5 $ — $ 5 Liabilities Interest rate swaps $ — $ 13 $ — $ 13 Contingent consideration liability — — 29 29 Seller Earnouts liability — — 144 144 Warrant liability 182 — — 182 Tax receivable agreement liability — — 605 605 Total liabilities recorded at fair value $ 182 $ 13 $ 778 $ 973 Predecessor December 31, 2020 Level 1 Level 2 Level 3 Total Liabilities Interest rate swaps $ — $ 47 $ — $ 47 Foreign currency hedges — — — — Contingent consideration liability — — 26 26 Total liabilities recorded at fair value $ — $ 47 $ 26 $ 73 Derivatives The valuations of the derivatives intended to mitigate our interest rate risk are determined using widely accepted valuation techniques, including discounted cash flow analysis on the expected cash flows of each instrument. This analysis utilizes observable market-based inputs, including interest rate curves, interest rate volatility, or spot and forward exchange rates, and reflects the contractual terms of these instruments, including the period to maturity. In addition, credit valuation adjustments, which consider the impact of any credit enhancements to the contracts, are incorporated in the fair values to account for potential non-performance risk. Warrants The Company accounts for the Warrants for the Company’s Class A Common Stock as liabilities at fair value because the warrants do not meet the criteria for classification within equity. The provisions of all warrant agreements provide similar value to its holders; therefore, all Warrants are valued based on the closing market price of the applicable date of the Condensed Consolidated Balance Sheets, within Financial instruments. The change in the fair value of the Warrant liability is recorded in Loss from change in fair value of financial instruments in the Condensed Consolidated Statements of Comprehensive Income (Loss). Contingent Consideration The contingent consideration liabilities relate to acquisitions completed during the years ended December 31, 2020 and 2018, and are included in Other current liabilities and Other liabilities on the Condensed Consolidated Balance Sheets. The fair value of these liabilities is determined using a discounted cash flow analysis. Changes in the fair value of the liabilities are included in Other expense, net in the Condensed Consolidated Statements of Comprehensive Income (Loss). Significant unobservable inputs are used in the assessment of fair value, including assumptions regarding discount rates and probability assessments based on the likelihood of reaching the various targets set out in the acquisition agreements. The following table summarizes the changes in deferred contingent consideration liabilities (in millions): Successor Predecessor Three Months Ended Six Months Ended Three Months Ended Nine Months Ended September 30, June 30, September 30, September 30, 2021 2021 2020 2020 Beginning balance $ 29 $ 26 $ 22 $ 22 Acquisitions — 2 3 3 Accretion of contingent consideration — 1 — — Ending Balance $ 29 $ 29 $ 25 $ 25 Seller Earnouts The Company accounts for the Seller Earnouts as contingent consideration liabilities at fair value in Financial Instruments in the Condensed Consolidated Balance Sheets. The fair value of the Seller Earnouts is determined using Monte Carlo simulation and Option Pricing Methods. Changes in the fair value of the liability is included in Loss from change in fair value of financial instruments in the Condensed Consolidated Statements of Comprehensive Income (Loss). Significant unobservable inputs are used in the assessment of fair value, including the following assumptions: volatility, risk-free interest rate, expected holding period and probability assessments based on the likelihood of reaching the performance targets defined in the Business Combination. Tax Receivable Agreement In connection with the Business Combination, Alight entered into the Tax Receivable Agreement (the “TRA”) with certain owners of Alight Holdings prior to the Business Combination. Pursuant to the TRA, we will pay certain sellers, as applicable, 85% of the tax benefits, of any savings that we realize, calculated using certain assumptions, as a result of (i) tax basis adjustments from sales and exchanges of Alight Holdings equity interests in connection with or following the Business Combination and certain distributions with respect to Alight Holdings equity interests, (ii) our utilization of certain tax attributes, and (iii) certain other tax benefits related to entering into the TRA. Actual tax benefits realized by Alight may differ from tax benefits calculated under the TRA as a result of the use of certain assumptions in the TRA, including the use of an assumed weighted-average state and local income tax rate to calculate tax benefits. While the amount of existing tax basis, the anticipated tax basis adjustments and the actual amount and utilization of tax attributes, as well as the amount and timing of any payments under the TRA, will vary depending upon a number of factors, we expect that the payments that Alight may make under the TRA may be substantial. The Company’s TRA liability and Seller Earnouts liability are measured at fair value on a recurring basis using significant unobservable inputs (Level 3). The fair value of the TRA and Seller Earnouts are preliminary and the final fair value could have a material impact on the preliminary purchase price allocation disclosed. The fair values will be finalized as soon as practicable, but no later than one year from the acquisition date. The following table provides a reconciliation of the TRA liability and Seller Earnout liability for the Successor three months ended September 30, 2021: Successor TRA Seller Earnouts Liability Liability Balance at July 1, 2021 $ 578 $ 109 Loss from change in fair value of TRA 27 — Loss from change in fair value of Seller Earnouts — 35 Balance at September 30, 2021 $ 605 $ 144 Non-Recurring Fair Value Measurements The Company’s financial liabilities not measured at fair value on a recurring basis are as follows (in millions): Successor Predecessor September 30, 2021 December 31, 2020 Carrying Value Fair Value Carrying Value Fair Value Liabilities Current portion of long term debt, net $ 43 $ 43 $ 37 $ 37 Long term debt, net 2,839 2,848 4,041 4,090 Total $ 2,882 $ 2,891 $ 4,078 $ 4,127 The carrying value of the Term Loan, Secured Senior Notes and Unsecured Senior Notes include the outstanding principal balances, less any unamortized discount or premium. The carrying value of the Term Loan approximates fair value as it bears interest at variable rates and we believe our credit risk is consistent with when the debt originated. The outstanding balances under the Senior Notes have fixed interest rates and the fair value is classified as Level 2 within the fair value hierarchy and corroborated by observable market data (see Note 8 “Debt”). The carrying amounts of Cash and cash equivalents, Receivables, net and Accounts payable and accrued liabilities approximate their fair values due to the short-term maturities of these instruments. During the Successor three months ended September 30, 2021 and the Predecessor six months ended June 30, 2021, and three and nine months ended September 30, 2020 there were no |
Restructuring and Integration
Restructuring and Integration | 9 Months Ended |
Sep. 30, 2021 | |
Restructuring And Related Activities [Abstract] | |
Restructuring and Integration | 16. Restructuring and Integration During the third quarter of 2019, management initiated a restructuring and integration plan (“the Plan”) following the completion of the Hodges acquisition and in anticipation of the NGA HR acquisition, which was completed on November 1, 2019. The Plan is intended to integrate and streamline operations across the Company and is expected to generate cost reductions related to position eliminations and facility and system rationalizations. The Company expects to incur costs related to severance, contract and lease exits and other related costs. The Company expects these restructuring and integration activities and related expenses to affect continuing operations through the first quarter of 2022. The Plan is expected to result in cumulative costs of approximately $135 million through the end of the plan, consisting of approximately $80 million in severance and related benefits, and approximately $55 million in other costs, including technology realization, lease consolidation costs, advisory and consulting fees. The Plan is expected to generate annual cost savings of approximately $196 million by 2022. From the inception of the Plan through September 30, 2021, the Company has incurred total expenses of $103 million. These charges are recorded in Cost of services, exclusive of depreciation and amortization and Selling, general and administrative expenses in the Condensed Consolidated Statements of Comprehensive Income (Loss). The following table summarizes restructuring costs by type that have been incurred through September 30, 2021 and are estimated to be incurred through the end of the Plan. Estimated costs by type may be revised in future periods as these assumptions are updated: Successor Predecessor Three Months Ended Six Months Ended Estimated Estimated September 30, June 30, Inception to Remaining Total 2021 2021 Date Costs Cost (1) Employer Solutions Severance and Related Benefits $ 1 $ 6 $ 46 $ 21 $ 67 Other Restructuring Costs (2) 2 2 44 4 48 Total Employer Solutions $ 3 $ 8 $ 90 $ 25 $ 115 Professional Services Severance and Related Benefits $ — $ 1 $ 8 $ 5 $ 13 Other Restructuring Costs (2) — — 5 2 7 Total Professional Services $ — $ 1 $ 13 $ 7 $ 20 Total Restructuring Costs $ 3 $ 9 $ 103 $ 32 $ 135 (1) Actual costs, when incurred, may vary due to changes in the assumptions built into the Plan. Significant assumptions that may change when plans are finalized and implemented include, but are not limited to, changes in severance calculations, changes in the assumptions underlying sublease loss calculations due to changing market conditions, and changes in the overall analysis that might cause the Company to add or cancel component initiatives. (2) Other costs associated with the Plan primarily include consulting and legal fees and lease consolidation. As of September 30, 2021, approximately $4 million of the restructuring liability is unpaid and is recorded in Accounts payable and accrued liabilities on the Condensed Consolidated Balance Sheets. Predecessor Severance and Related Benefits Other Restructuring Costs Total Accrued restructuring liability as of December 31, 2020 $ 12 $ 3 $ 15 Restructuring charges 7 2 9 Cash payments (13 ) (5 ) (18 ) Accrued restructuring liability as of June 30, 2021 $ 6 $ — $ 6 Successor Severance and Related Benefits Other Restructuring Costs Total Accrued restructuring liability as of July 1, 2021 $ 6 $ — $ 6 Restructuring charges 1 2 3 Cash payments (3 ) (2 ) (5 ) Accrued restructuring liability as of September 30, 2021 $ 4 $ — $ 4 |
Employee Benefits
Employee Benefits | 9 Months Ended |
Sep. 30, 2021 | |
Compensation And Retirement Disclosure [Abstract] | |
Employee Benefits | 17. Employee Benefits Defined Contribution Savings Plans Certain of the Company’s employees participate in a defined contribution savings plan sponsored by the Company. For the Successor three months ended September 30, 2021 and the Predecessor six months ended June 30, 2021 and three and nine months ended September 30, 2020, expenses were $11 million, $31 million, $9 million and $38 million, respectively. Expenses were recognized in Cost of services, exclusive of depreciation and amortization and Selling, general and administrative expenses in the Condensed Consolidated Statements of Comprehensive Income (Loss). |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2021 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 18. Commitments and Contingencies Legal The Company is subject to various claims, tax assessments, lawsuits, and proceedings that arise in the ordinary course of business relating to the delivery of our services and the effectiveness of our technologies. The damages claimed in these matters are or may be substantial. Accruals for any exposures, and related insurance or other receivables, when applicable, are included on the Condensed Consolidated Balance Sheets and have been recognized in Selling, general and administrative expenses in the Condensed Consolidated Statements of Comprehensive Income (Loss) to the extent that losses are deemed probable and are reasonably estimable. These amounts are adjusted from time to time as developments warrant. Management believes that the reserves established are appropriate based on the facts currently known. The reserves recorded at September 30, 2021 and December 31, 2020 were not significant. Guarantees and Indemnifications The Company provides a variety of service performance guarantees and indemnifications to its clients. The maximum potential amount of future payments represents the notional amounts that could become payable under the guarantees and indemnifications if there were a total default by the guaranteed parties, without consideration of possible recoveries under recourse provisions or other methods. These notional amounts may bear no relationship to the future payments that may be made, if any, for these guarantees and indemnifications. To date, the Company has not been required to make any payment under any client arrangement as described above. The Company has assessed the current status of performance risk related to the client arrangements with performance guarantees and believes that any potential payments would be immaterial to the Condensed Consolidated Financial Statements. Purchase Obligations The Company’s expected cash outflow for non-cancellable purchase obligations related to purchases of information technology assets and services is $6 million, $26 million, $26 million, $27 million, $9 million, and $7 million, for the remainder of 2021 and the years ended 2022, 2023, 2024, 2025, and thereafter, respectively. Service Obligations On September 1, 2018, the Company executed an agreement to form a strategic partnership with Wipro, a leading global information technology, consulting and business process services company. The Company’s expected cash outflow for non-cancellable service obligations related to our strategic partnership with Wipro is $34 million, $141 million, $147 million, $154 million, $162 million and $502 million for the remainder of 2021 and the years ended 2022, 2023, 2024, 2025 and thereafter, respectively. The Company may terminate its arrangement with Wipro for cause or for the Company’s convenience. In the case of a termination for convenience, the Company would be required to pay a termination fee, including certain of Wipro’s unamortized costs, plus 25% of any remaining portion of the minimum level of services the Company agreed to purchase from Wipro over the course of 10 years. |
Subsequent Events
Subsequent Events | 9 Months Ended |
Sep. 30, 2021 | |
Subsequent Events [Abstract] | |
Subsequent Events | 19. Subsequent Events In October 2021 In October 2021 In August 2021, the Company entered into an incremental Term Loan facility in the amount of $525 million to be used for both acquisitions and general corporate purposes, as disclosed in the notes above. Events and transactions occurring through the date of issuance of these financial statements have been evaluated by management and, when appropriate, recognized or disclosed in the financial statements or the notes to the Condensed Consolidated Financial Statements. |
Accounting Policies and Pract_2
Accounting Policies and Practices (Policies) | 9 Months Ended |
Sep. 30, 2021 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation As a result of the Business Combination, for accounting purposes, the Company is the acquirer and Alight Holdings is the acquiree and accounting predecessor. While the Closing Date was July 2, 2021, we have determined that as the impact of one day would be immaterial to the results of operations, we will utilize July 1, 2021 as the date of the Business Combination for accounting purposes. Therefore, the financial statement presentation includes the financial statements of Alight Holdings as Predecessor for the periods prior to July 1, 2021 and the Company as Successor for the periods after July 1, 2021, including the consolidation of Alight Holdings. The accompanying unaudited Condensed Consolidated Financial Statements have been prepared in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”) for interim financial information and should be read in conjunction with the Consolidated Financial Statements contained in the Company’s Registration Statement on Form S-1 filed on August 2, 2021, as amended. In the opinion of management, all adjustments, including normal recurring adjustments, considered necessary for a fair presentation have been included. All significant intercompany transactions and balances have been eliminated upon consolidation. The results of operations for interim periods are not necessarily indicative of the results to be expected for future quarters or for the full fiscal year ending December 31, 2021. |
Use of Estimates | Use of Estimates The preparation of the accompanying Condensed Consolidated Financial Statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosures of contingent assets and liabilities at the date of the financial statements, and the reported amounts of reserves and expenses. These estimates and assumptions are based on management’s best estimates and judgments. Management evaluates its estimates and assumptions on an ongoing basis using historical experience and other factors, including the current economic environment. Management believes its estimates to be reasonable given the current facts available. Management adjusts such estimates and assumptions when facts and circumstances dictate. Illiquid credit markets, volatile equity markets, and foreign currency exchange rate movements increase the uncertainty inherent in such estimates and assumptions. As future events and their effects cannot be predicted with certainty, actual results could differ significantly from these estimates. Changes in estimates resulting from continuing changes in the economic environment would, if applicable, be reflected in the financial statements in future periods. |
Concentration of Risk | Concentration of Risk The Company has no significant off-balance sheet risks related to foreign exchange contracts or other foreign hedging arrangements. Management believes that its account receivable credit risk exposure is limited, and the Company has not experienced significant write-downs in its accounts receivable balances. Additionally, there was no single client who accounted for more than 10% of the Company’s revenues in any of the periods presented. |
Cash and Cash Equivalents | Cash and Cash Equivalents Cash and cash equivalents include cash balances. At September 30, 2021 and December 31, 2020, Cash and cash equivalents totaled $769 million and $506 million, respectively, and none of the balances were restricted as to its use. |
Fiduciary Assets and Liabilities | Fiduciary Assets and Liabilities Some of the Company’s agreements require it to hold funds to pay certain obligations on behalf of its clients. Funds held on behalf of clients are segregated from Company funds, and their use is restricted to the payment of obligations on behalf of clients. There is typically a short period of time between when the Company receives funds and when it pays obligations on behalf of clients. These funds are recorded as Fiduciary assets with the related obligation recorded as Fiduciary liabilities in the Condensed Consolidated Balance Sheets. |
Commissions Receivable | Commissions Receivable Commissions receivable, which is recorded in Other current assets and Other assets in the Condensed Consolidated Balance Sheets, are contract assets that represent estimated variable consideration for commissions to be received from insurance carriers for performance obligations that have been satisfied. The current portion of Commissions receivable is expected to be received within one year, while the non-current portion of Commissions receivable is expected to be received beyond one year. |
Allowance for Expected Credit Losses | Allowance for Expected Credit Losses The Company’s allowance for expected credit losses with respect to trade receivables and contract assets is based on a combination of factors, including evaluation of historical write-offs, current conditions and reasonable economic forecasts that affect collectability and other qualitative and quantitative analysis. Receivables, net included an allowance for expected credit losses of $4 million and $15 million at September 30, 2021 and December 31, 2020, respectively. |
Fixed Assets, Net | Fixed Assets, Net The Company records fixed assets at cost. We compute depreciation and amortization using the straight-line method on the estimated useful lives of the assets, which are generally as follows: Asset Description Asset Life Capitalized software Lesser of the life of an associated license, or 4 to 7 years Leasehold improvements Lesser of estimated useful life or lease term, not to exceed 10 years Furniture, fixtures and equipment 4 to 10 years Computer equipment 4 to 6 years |
Goodwill and Intangible Assets, Net | Goodwill and Intangible Assets, Net In applying the acquisition method of accounting for business combinations, amounts assigned to identifiable assets and liabilities acquired were based on estimated fair values as of the date of acquisition, with the remainder recorded as goodwill. Intangible assets are initially valued at fair value using generally accepted valuation methods appropriate for the type of intangible asset. Intangible assets with definite lives are amortized over their estimated useful lives and are reviewed for impairment if indicators of impairment arise. Goodwill is tested for impairment annually as of October 1, and whenever indicators of impairment arise . |
Derivatives | Derivatives The Company uses derivative financial instruments, such as interest rate swaps. Interest rate swaps are used to manage interest risk exposures and have been designated as cash flow hedges. The changes in the fair value of derivatives that qualify for hedge accounting as cash flow hedges are recorded in Accumulated other comprehensive loss. Amounts are reclassified from Accumulated other comprehensive loss into earnings when the hedge exposure affects earnings. The Company discontinues hedge accounting prospectively when: (1) the derivative expires or is sold, terminated, or exercised; (2) the qualifying criteria are no longer met; or (3) management removes the designation of the hedging relationship. |
Foreign Currency | Foreign Currency Certain of the Company’s non-U.S. operations use their respective local currency as their functional currency. The operations that do not have the U.S. dollar as their functional currency translate their financial statements at the current exchange rates in effect at the balance sheet date and revenues and expenses using rates that approximate those in effect during the period. The resulting translation adjustments are included in net foreign currency translation adjustments within the Condensed Consolidated Statements of Stockholders’ Equity. Gains and losses from the remeasurement of monetary assets and liabilities that are denominated in a non-functional currency are included in Other expense, net within the Condensed Consolidated Statements of Comprehensive Income (Loss). The impact of the foreign exchange gains and losses for the Successor three months ended September 30, 2021 was a gain of $1 million. The impact of the foreign exchange gains and losses for the Predecessor six months ended June 30, 2021 and three and nine months ended September 30, 2020 were a loss of $9 million, a loss of $3 million, and a gain of $2 million, respectively. |
Share-Based Compensation Costs | Share-Based Compensation Costs Share-based payments to employees, including grants of restricted share units (“RSUs”) and performance-based restricted share units (“PRSUs”), for both the Predecessor and Successor periods, are measured based on their estimated grant date fair value. The Company recognizes compensation expense on a straight-line basis over the requisite service period for awards expected to ultimately vest. Forfeitures are estimated on the date of grant and revised if actual or expected forfeiture activity differs materially from original estimates. |
Earnings Per Share | Earnings Per Share Basic earnings per share is calculated by dividing the net loss attributable to Alight, Inc. by the weighted average number of shares of Class A Common Stock issued and outstanding for the Successor period. The computation of diluted earnings per share reflects the potential dilution that could occur if dilutive securities and other contracts to issue shares were exercised or converted into shares or resulted in the issuance of shares that would then share in the net income of the Alight, Inc. |
Warrants | Warrants Warrant agreements related to warrants to purchase the Company’s Class A Common Stock are accounted for as liabilities at fair value within Financial instruments on the Condensed Consolidated Balance Sheets and are subject to remeasurement at each balance sheet date. Any change in fair value is recognized within the Condensed Consolidated Statements of Comprehensive Income (Loss). |
Tax Receivable Agreement | Tax Receivable Agreement In connection with the Business Combination, we entered into a Tax Receivable Agreement (the “TRA”) with certain of our pre-Business Combination owners that provides for the payment by Alight to such owners of 85% of the benefits that Alight is deemed to realize as a result of the Company’s share of existing tax basis acquired in the Business Combination and other tax benefits related to entering into the TRA. The Company accounts for the TRA as a liability at fair value and is subject to remeasurement at each balance sheet date. Any change in fair value is recognized within the Condensed Consolidated Statements of Comprehensive Income (Loss). |
Seller Earnouts | Seller Earnouts Upon completion of the Business Combination, we executed a contingent consideration agreement (the “Seller Earnouts”) that results in the issuance of non-voting shares of Class B-1 and Class B-2 Common Stock, which automatically converts into Class A Common Stock upon the achievement of certain criteria. The majority of the Seller Earnouts are accounted for as a contingent consideration liability at fair value within Financial instruments on the Condensed Consolidated Balance Sheets and are subject to remeasurement at each balance sheet date. Any change in fair value is recognized within the Condensed Consolidated Statements of Comprehensive Income (Loss). |
Noncontrolling Interest | Noncontrolling Interest Noncontrolling interest represents the Company’s noncontrolling interest in consolidated subsidiaries which are not attributable, directly or indirectly, to the controlling Class A Common Stock ownership of the Company. Net (loss) income is reduced by the portion of net (loss) income that is attributable to noncontrolling interests. These noncontrolling interests are convertible into Class A Common Stock of the Company at the holder’s discretion. |
Income Taxes | Income Taxes During the Predecessor periods, a portion of the Company’s earnings were subject to certain U.S. federal, state and foreign taxes. During the Successor period, the portion of earnings allocable to the Company is subject to corporate level tax rates at the U.S. federal, state and local levels. Therefore, the amount of income taxes recorded in the Predecessor periods are not representative of the expenses expected in the future. The computation of the effective tax rate and provision at each interim period requires the use of certain estimates and significant judgment including, but not limited to, the expected operating income for the year, projections of the proportion of income that is subject to tax, permanent differences between the Company’s U.S. GAAP earnings and taxable income, and the likelihood of recovering deferred tax assets existing as of the balance sheet date. The estimates used to compute the provision for income taxes may change throughout the year as new events occur, additional information is obtained or as tax laws and regulations change. Accordingly, the effective tax rate for future interim periods may vary materially. The Company accounts for income taxes pursuant to the asset and liability method which requires it to recognize current tax liabilities or receivables for the amount of taxes it estimates are payable or refundable for the current year, deferred tax assets and liabilities for the expected future tax consequences attributable to temporary differences between the financial statement carrying amounts and their respective tax bases of assets and liabilities and the expected benefits of net operating loss and credit carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in operations in the period enacted. A valuation allowance is provided when it is more likely than not that a portion or all of a deferred tax asset will not be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income and the reversal of deferred tax liabilities during the period in which related temporary differences become deductible. The Company recognizes the benefits of tax return positions in the financial statements if it is “more-likely-than-not” they will be sustained by a taxing authority. The measurement of a tax position meeting the more-likely-than-not criteria is based on the largest benefit that is more than 50 percent likely to be realized. Only information that is available at the reporting date is considered in the Company’s recognition and measurement analysis and events or changes in facts and circumstances are accounted for in the period in which the event or change in circumstance occurs. |
New Accounting Pronouncements: Recently Adopted | New Accounting Pronouncements: Recently Adopted Reference Rate Reform In March 2020, the FASB issued ASU 2020-04, “ Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting debt securities, and hedging relationships entered into or evaluated after December 31, 2022. At the time of adoption, there was no impact to our Condensed Consolidated Financial Statements. The Company will continue to assess the impact as the reference rate transition occurs over the next two years. Callable Debt Securities In October 2020, the FASB issued ASU 2020-08, “ Codification Improvements to Subtopic 310-20 – Receivables – Nonrefundable Fees and Other Costs. |
Fair Value Measurement | Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The accounting standards related to fair value measurements include a hierarchy for information and valuations used in measuring fair value that is broken down into three levels based on reliability, as follows: • Level 1 – observable inputs such as quoted prices in active markets for identical assets and liabilities; • Level 2 – inputs other than quoted prices for identical assets in active markets that are observable either directly or indirectly; and • Level 3 – unobservable inputs in which there is little or no market data which requires the use of valuation techniques and the development of assumptions. |
Accounting Policies and Pract_3
Accounting Policies and Practices (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Accounting Policies [Abstract] | |
Summary of Estimated Useful Lives of Assets | The Company records fixed assets at cost. We compute depreciation and amortization using the straight-line method on the estimated useful lives of the assets, which are generally as follows: Asset Description Asset Life Capitalized software Lesser of the life of an associated license, or 4 to 7 years Leasehold improvements Lesser of estimated useful life or lease term, not to exceed 10 years Furniture, fixtures and equipment 4 to 10 years Computer equipment 4 to 6 years |
Acquisitions (Tables)
Acquisitions (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Business Combinations [Abstract] | |
Summary of Preliminary Consideration Transferred | The following table summarizes the preliminary consideration transferred (in millions): Cash consideration to prior equityholders (1) $ 1,055 Repayment of debt 1,814 Total cash consideration $ 2,869 Continuing unitholders rollover equity into the Company (2) 1,414 Contingent consideration - Tax Receivable Agreement (3) 578 Contingent consideration - Seller Earnouts (3) 109 Total consideration transferred $ 4,970 Noncontrolling interest (4) $ 838 (1) ( 2 ) ( 3 ) ( 4 ) |
Summary of Preliminary Purchase Price allocation | The following table summarizes the preliminary purchase price allocation (in millions): Cash and cash equivalents $ 460 Receivables 486 Fiduciary assets 1,015 Other current assets 159 Fixed assets 206 Deferred tax assets, net 4 Other assets 440 Accounts payable and accrued liabilities (327 ) Fiduciary liabilities (1,015 ) Other current liabilities (302 ) Debt assumed (2,370 ) Other liabilities (381 ) Intangible assets 4,078 Total identifiable net assets $ 2,453 Goodwill $ 3,356 |
Summary of Preliminary Values Allocated to Identifiable Intangible Assets and Estimated Useful Lives | Intangible assets were identified that met either the separability criterion or the contractual-legal criterion described in ASC 805. The trade name intangible asset represents the corporate Alight tradename, which was valued using the relief-from-royalty method. The technology related intangible assets represent software developed by Alight Holdings to differentiate its product/service offerings for its customers, valued using the relief-from-royalty method. The customer related and contract based intangible assets represent strong, long-term relationships with customers, valued using the multi-period excess earnings method. The preliminary values allocated to identifiable intangible assets and their estimated useful lives are as follows: Fair value Useful life Identifiable intangible assets (in millions) (in years) Definite lived trade names $ 400 15 Technology related intangibles $ 222 6 Customer related and contract based intangibles $ 3,456 15 |
Summary of Unaudited Pro forma Financial Information | The unaudited pro forma financial information is as follows (in millions): Three Months Ended Nine Months Ended September 30, September 30, 2021 2020 2021 2020 Pro forma revenue $ 690 $ 668 $ 2,051 $ 2,008 Pro forma net loss $ (111 ) $ (70 ) $ (121 ) $ (136 ) Pro forma net loss attributable to controlling interest $ (99 ) $ (56 ) $ (107 ) $ (111 ) Pro forma net loss attributable to noncontrolling interest $ (12 ) $ (14 ) $ (14 ) $ (25 ) |
Other Financial Data (Tables)
Other Financial Data (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Other Financial Data [Abstract] | |
Summary of Components of Receivables, Net | The components of Receivables, net are as follows (in millions): Successor Predecessor September 30, December 31, 2021 2020 Billed and unbilled receivables $ 509 $ 547 Allowance for expected credit losses (4 ) (15 ) Balance at end of period $ 505 $ 532 |
Summary of Components of Other Current Assets | The components of Other current assets are as follows (in millions): Successor Predecessor September 30, December 31, 2021 2020 Deferred project costs $ 39 $ 53 Prepaid expenses 65 57 Commissions receivable 35 32 Other 33 21 Total $ 172 $ 163 |
Summary of Components of Other Assets | The components of Other assets are as follows (in millions): Successor Predecessor September 30, December 31, 2021 2020 Deferred project costs $ 252 $ 228 Operating lease right of use asset 144 129 Commissions receivable 33 25 Other 27 26 Total $ 456 $ 408 |
Summary of Components of Fixed Assets, Net | The components of Fixed assets, net are as follows (in millions): Successor Predecessor September 30, December 31, 2021 2020 Capitalized software $ 40 $ 242 Leasehold improvements 39 63 Computer equipment 98 192 Furniture, fixtures and equipment 12 21 Construction in progress 44 28 Total Fixed assets, gross 233 546 Less: Accumulated depreciation 14 212 Fixed assets, net $ 219 $ 334 |
Summary of Components of Other Current Liabilities | The components of Other current liabilities are as follows (in millions): Successor Predecessor September 30, December 31, 2021 2020 Deferred revenue $ 123 $ 148 Operating lease liabilities 53 41 Finance lease liabilities 28 28 Other 85 107 Total $ 289 $ 324 |
Summary of Components of Other Liabilities | The components of Other liabilities are as follows (in millions): Successor Predecessor September 30, December 31, 2021 2020 Deferred revenue $ 54 $ 60 Operating lease liabilities 132 155 Finance lease liabilities 40 59 Unrecognized tax positions 49 48 Other 83 125 Total $ 358 $ 447 |
Goodwill and Intangible Asset_2
Goodwill and Intangible Assets, Net (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Summary of Changes in Net Carrying Amount of Goodwill | The changes in the net carrying amount of goodwill are as follows (in millions): Predecessor Employer Professional Solutions Services Total Balance as of December 31, 2020 $ 1,985 $ 260 $ 2,245 Measurement period adjustments 2 — 2 Foreign currency translation 2 1 3 Balance as of June 30, 2021 $ 1,989 $ 261 $ 2,250 |
Schedule of Intangible Assets by Asset Class | Intangible assets by asset class are as follows (in millions): Successor Predecessor September 30, 2021 December 31, 2020 Gross Net Gross Carrying Accumulated Carrying Carrying Accumulated Net Carrying Amount Amortization Amount Amount Amortization Amount Intangible assets: Customer related and contract based intangibles $ 3,456 $ 58 $ 3,398 $ 2,078 $ 486 $ 1,592 Technology related intangibles 222 9 213 316 180 136 Trade name (finite life) 400 7 393 8 6 2 Trade name (indefinite life) — — — 3 — 3 Total $ 4,078 $ 74 $ 4,004 $ 2,405 $ 672 $ 1,733 |
Schedule of Intangible Assets Expected Annual Amortization Expense | Subsequent to September 30, 2021, the annual amortization expense is expected to be as follows (in millions): Customer Related Technology Trade and Contract Based Related Name Intangibles Intangibles Intangible Remainder of 2021 (October - December) $ 58 $ 10 $ 6 2022 230 37 27 2023 230 37 27 2024 230 37 27 2025 230 37 27 Thereafter 2,420 55 279 Total amortization expense $ 3,398 $ 213 $ 393 |
Debt (Tables)
Debt (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Debt Disclosure [Abstract] | |
Schedule of Debt Outstanding | Debt outstanding consisted of the following (in millions): Predecessor December 31, Maturity Date 2020 Term Loan May 1, 2024 $ 634 Term Loan, Amended October 31, 2026 1,976 Secured Senior Notes June 1, 2025 300 Unsecured Senior Notes June 1, 2025 1,230 $24m Revolving Credit Facility May 1, 2022 — $226m Revolving Credit Facility, Amended October 31, 2024 — Other December 31, 2021 10 Total gross debt 4,150 Less: term loan and senior note financing fees and premium, net (72 ) Total debt, net 4,078 Less: current portion of long term debt, net (37 ) Total long term debt, net $ 4,041 Successor September 30, Maturity Date 2021 Term Loan May 1, 2024 $ 73 Term Loan, Amended October 31, 2026 1,963 Term Loan, Third Incremental (1) August 31, 2028 519 Secured Senior Notes June 1, 2025 315 $294m Revolving Credit Facility, Amended August 31, 2026 — Other December 31, 2021 12 Total debt, net 2,882 Less: current portion of long term debt, net (43 ) Total long term debt, net $ 2,839 (1) |
Schedule of Aggregate Contractual Principal Payments | Aggregate contractual principal payments as of September 30, 2021 are as follows (in millions): Remainder of 2021 (October - December) $ 19 2022 32 2023 32 2024 84 2025 325 Thereafter 2,378 Total payments $ 2,870 |
Stockholders' and Members' Eq_2
Stockholders' and Members' Equity (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Equity [Abstract] | |
Schedule of Changes in Outstanding Stock | The following table reflects the changes in our outstanding stock: Successor Class A Class B-1 Class B-2 Class V Class Z Balance at July 1, 2021 438,968,920 4,990,453 4,990,453 77,459,687 5,595,577 Issuance for compensation to non-employees (1) 12,730 — — — — Balance at September 30, 2021 438,981,650 4,990,453 4,990,453 77,459,687 5,595,577 ( 1 ) |
Schedule of Changes in Accumulated Other Comprehensive Income (Loss) by Component | Changes in accumulated other comprehensive loss, net of non-controlling interests and tax, are as follows (in millions): Predecessor Foreign Currency Interest Translation Rate Adjustments Swaps (1) Total Balance at December 31, 2020 $ 5 $ (47 ) $ (42 ) Other comprehensive income before reclassifications, net of tax 4 10 14 Amounts reclassified from accumulated other comprehensive loss, net of tax — 7 7 Net current period other comprehensive income, net of tax 4 17 21 Balance at March 31, 2021 $ 9 $ (30 ) $ (21 ) Other comprehensive income (loss) before reclassifications, net of tax 4 (1 ) 3 Amounts reclassified from accumulated other comprehensive loss, net of tax — 7 7 Net current period other comprehensive income, net of tax 4 6 10 Balance at June 30, 2021 $ 13 $ (24 ) $ (11 ) Successor Foreign Currency Interest Translation Rate Adjustments Swaps (1) Total Balance at July 1, 2021 $ — $ — $ — Other comprehensive loss before reclassifications, net of tax 2 1 3 Amounts reclassified from accumulated other comprehensive loss, net of tax — — — Net current period other comprehensive loss, net of tax 2 1 3 Balance at September 30, 2021 $ 2 $ 1 $ 3 (1) |
Share-Based Compensation Expe_2
Share-Based Compensation Expense (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Summary of Unit Activity | The following tables summarizes the unit activity related to the RSUs and PRSUs during the Predecessor six months ended June 30, 2021: Weighted Weighted Average Average Grant Date Grant Date Fair Value Fair Value Predecessor RSUs Per Unit PRSUs Per Unit Balance as of December 31, 2020 2,999 $ 4,563 9,223 $ 4,015 Granted 254 28,875 389 24,420 Vested (517 ) 5,459 - - Forfeited (121 ) 4,527 (567 ) 2,626 Balance as of June 30, 2021 2,614 $ 6,741 9,045 $ 4,888 The following tables summarizes the unit activity related to the RSUs and PRSUs during the Successor three months ended September 30, 2021 Weighted Weighted Average Average Grant Date Grant Date Fair Value Fair Value Successor RSUs (1) Per Unit PRSUs (1) Per Unit Balance as of July 1, 2021 854,764 $ 9.91 7,816,743 $ 9.99 Granted 9,178,145 12.64 9,045,415 12.64 Vested (12,730 ) 11.48 — — Balance as of September 30, 2021 10,020,179 $ 12.41 16,862,158 $ 11.41 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Earnings Per Share [Abstract] | |
Summary of Basic and Diluted Earnings Per Share | Basic and diluted earnings per share are as follows (in millions, except for share and per share amounts): Successor Three Months Ended September 30, 2021 Basic and diluted net loss per share: Numerator Net loss attributable to Alight, Inc. - basic and diluted $ (107 ) Denominator Weighted average shares outstanding - basic and diluted 438,968,920 Basic and diluted net loss per share $ (0.24 ) |
Segment Reporting (Tables)
Segment Reporting (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Segment Reporting [Abstract] | |
Schedule of Current Reportable Segments | Information regarding the Company’s current reportable segments is as follows (in millions): Revenue Successor Predecessor Three Months Ended Six Months Ended Three Months Ended Nine Months Ended September 30, June 30, September 30, September 30, 2021 2021 2020 2020 Employer Solutions Recurring $ 522 $ 1,049 $ 498 $ 1,516 Project 65 107 61 162 Total Employer Solutions 587 1,156 559 1,678 Professional Services Recurring 32 60 28 78 Project 61 124 65 194 Total Professional Services 93 184 93 272 Hosted Business 10 21 16 58 Total $ 690 $ 1,361 $ 668 $ 2,008 Segment Profit Successor Predecessor Three Months Ended Six Months Ended Three Months Ended Nine Months Ended September 30, June 30, September 30, September 30, 2021 2021 2020 2020 Employer Solutions $ 151 $ 274 $ 120 $ 389 Professional Services 4 7 12 23 Hosted Business (2 ) (3 ) — 4 Total of all reportable segments 153 278 132 416 Share-based compensation 15 5 1 5 Transaction and integration 3 — — — Non-recurring professional expenses (1) 17 18 — — Transformation initiatives (2) — — — 11 Restructuring 3 9 10 57 Other (3) 2 (5 ) 4 28 Depreciation 14 49 24 66 Intangible amortization 74 100 51 151 Operating Income 25 102 42 98 Loss from change in fair value of financial instruments 90 — — — Loss from change in fair value of tax receivable agreement 27 — — — Interest expense 28 123 61 172 Other expense (income), net — 9 3 (1 ) Loss Before Income Tax (Benefit) Expense $ (120 ) $ (30 ) $ (22 ) $ (73 ) (1) Non-recurring professional expenses primarily includes external advisor costs related to the Company’s Business Combination completed in the third quarter of 2021. (2) Transformation initiatives in fiscal year 2020 includes expenses related to enhancing our data center. (3) Other primarily includes long-term incentive expenses and expenses related to acquisitions in fiscal year 2020, offset by Other expense (income), net. |
Derivative Financial Instrume_2
Derivative Financial Instruments (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Derivative Instruments And Hedging Activities Disclosure [Abstract] | |
Schedule of Swap Agreements That Will Fix the Floating Interest Rates Associated With Its Term Loan | The Company has utilized swap agreements that will fix the floating interest rates associated with its Term Loan as shown in the following table: Designation Date Effective Date Initial Notional Amount Notional Amount Outstanding as of September 30, 2021 Fixed Rate Expiration Date July 2021 August 2020 557,500,000 557,500,000 2.5070 % May 2022 July 2021 August 2020 89,863,420 98,078,920 3.0854 % February 2023 July 2021 August 2020 181,205,050 168,155,300 0.7775 % May 2024 July 2021 August 2020 388,877,200 373,963,200 0.7430 % May 2024 July 2021 May 2022 220,130,318 n/a 0.5170 % May 2024 July 2021 May 2022 306,004,562 n/a 0.5127 % May 2024 |
Schedule of Fair Values and Location of Outstanding Derivative Instruments Recorded in the Condensed Consolidated Balance Sheets | The fair values and location of outstanding derivative instruments recorded in the Condensed Consolidated Balance Sheets are as follows (in millions): Successor Predecessor September 30, December 31, 2021 2020 Assets Other assets $ 5 $ — Total $ 5 $ — Liabilities Other current liabilities $ 12 $ 28 Other liabilities 1 19 Total $ 13 $ 47 |
Fair Value Measurement (Tables)
Fair Value Measurement (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Fair Value Disclosures [Abstract] | |
Schedule of Financial Assets and Liabilities Measured at Fair Value on Recurring Basis | The Company’s financial assets and liabilities measured at fair value on a recurring basis are as follows (in millions): Successor September 30, 2021 Level 1 Level 2 Level 3 Total Assets Interest rate swaps $ — $ 5 $ — $ 5 Total assets recorded at fair value $ — $ 5 $ — $ 5 Liabilities Interest rate swaps $ — $ 13 $ — $ 13 Contingent consideration liability — — 29 29 Seller Earnouts liability — — 144 144 Warrant liability 182 — — 182 Tax receivable agreement liability — — 605 605 Total liabilities recorded at fair value $ 182 $ 13 $ 778 $ 973 Predecessor December 31, 2020 Level 1 Level 2 Level 3 Total Liabilities Interest rate swaps $ — $ 47 $ — $ 47 Foreign currency hedges — — — — Contingent consideration liability — — 26 26 Total liabilities recorded at fair value $ — $ 47 $ 26 $ 73 |
Summary of Changes in Deferred Contingent Consideration Liabilities | The following table summarizes the changes in deferred contingent consideration liabilities (in millions): Successor Predecessor Three Months Ended Six Months Ended Three Months Ended Nine Months Ended September 30, June 30, September 30, September 30, 2021 2021 2020 2020 Beginning balance $ 29 $ 26 $ 22 $ 22 Acquisitions — 2 3 3 Accretion of contingent consideration — 1 — — Ending Balance $ 29 $ 29 $ 25 $ 25 |
Reconciliation of TRA Liability and Seller Earnout Liability | The following table provides a reconciliation of the TRA liability and Seller Earnout liability for the Successor three months ended September 30, 2021 Successor TRA Seller Earnouts Liability Liability Balance at July 1, 2021 $ 578 $ 109 Loss from change in fair value of TRA 27 — Loss from change in fair value of Seller Earnouts — 35 Balance at September 30, 2021 $ 605 $ 144 |
Schedule of Financial Liabilities Not Measured at Fair Value on Recurring Basis | The Company’s financial liabilities not measured at fair value on a recurring basis are as follows (in millions): Successor Predecessor September 30, 2021 December 31, 2020 Carrying Value Fair Value Carrying Value Fair Value Liabilities Current portion of long term debt, net $ 43 $ 43 $ 37 $ 37 Long term debt, net 2,839 2,848 4,041 4,090 Total $ 2,882 $ 2,891 $ 4,078 $ 4,127 |
Restructuring and Integration (
Restructuring and Integration (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Restructuring And Related Activities [Abstract] | |
Summary of Restructuring Costs | The following table summarizes restructuring costs by type that have been incurred through September 30, 2021 and are estimated to be incurred through the end of the Plan. Estimated costs by type may be revised in future periods as these assumptions are updated: Successor Predecessor Three Months Ended Six Months Ended Estimated Estimated September 30, June 30, Inception to Remaining Total 2021 2021 Date Costs Cost (1) Employer Solutions Severance and Related Benefits $ 1 $ 6 $ 46 $ 21 $ 67 Other Restructuring Costs (2) 2 2 44 4 48 Total Employer Solutions $ 3 $ 8 $ 90 $ 25 $ 115 Professional Services Severance and Related Benefits $ — $ 1 $ 8 $ 5 $ 13 Other Restructuring Costs (2) — — 5 2 7 Total Professional Services $ — $ 1 $ 13 $ 7 $ 20 Total Restructuring Costs $ 3 $ 9 $ 103 $ 32 $ 135 (1) Actual costs, when incurred, may vary due to changes in the assumptions built into the Plan. Significant assumptions that may change when plans are finalized and implemented include, but are not limited to, changes in severance calculations, changes in the assumptions underlying sublease loss calculations due to changing market conditions, and changes in the overall analysis that might cause the Company to add or cancel component initiatives. (2) Other costs associated with the Plan primarily include consulting and legal fees and lease consolidation. |
Schedule of Accrued Restructuring Liability | As of September 30, 2021, approximately $4 million of the restructuring liability is unpaid and is recorded in Accounts payable and accrued liabilities on the Condensed Consolidated Balance Sheets. Predecessor Severance and Related Benefits Other Restructuring Costs Total Accrued restructuring liability as of December 31, 2020 $ 12 $ 3 $ 15 Restructuring charges 7 2 9 Cash payments (13 ) (5 ) (18 ) Accrued restructuring liability as of June 30, 2021 $ 6 $ — $ 6 Successor Severance and Related Benefits Other Restructuring Costs Total Accrued restructuring liability as of July 1, 2021 $ 6 $ — $ 6 Restructuring charges 1 2 3 Cash payments (3 ) (2 ) (5 ) Accrued restructuring liability as of September 30, 2021 $ 4 $ — $ 4 |
Basis of Presentation and Nat_2
Basis of Presentation and Nature of Business - Additional Information (Details) | Jul. 02, 2021 | Sep. 30, 2021 |
Basis Of Presentation And Nature Of Business [Line Items] | ||
Date of incorporation | Mar. 26, 2020 | |
Foley Trasimene Acquisition Corp | ||
Basis Of Presentation And Nature Of Business [Line Items] | ||
Business combination, closing date of acquisition | Jul. 2, 2021 | |
Foley Trasimene Acquisition Corp | Alight Holdings | ||
Basis Of Presentation And Nature Of Business [Line Items] | ||
Non-voting ownership percentage held by noncontrolling interest | 15.00% | |
Alight | Foley Trasimene Acquisition Corp | Alight Holdings | ||
Basis Of Presentation And Nature Of Business [Line Items] | ||
Percentage of economic interest | 85.00% | |
Business combination, percentage of voting power | 100.00% |
Accounting Policies and Pract_4
Accounting Policies and Practices - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | 9 Months Ended | ||||
Sep. 30, 2021 | Sep. 30, 2020 | Jun. 30, 2021 | Sep. 30, 2021 | Sep. 30, 2020 | Jul. 01, 2021 | Dec. 31, 2020 | |
Accounting Policies And Practices [Line Items] | |||||||
Cash and cash equivalents | $ 769 | $ 769 | $ 506 | ||||
Allowance for expected credit losses | 4 | $ 4 | $ 0 | $ 15 | |||
Foreign exchange gains (losses) | $ 1 | $ (3) | $ (9) | $ 2 | |||
Business combination tax receivable agreement percentage of benefit deemed to realize | 85.00% | ||||||
Minimum percentage of unrecognized tax benefit likely to be realized | 50.00% | ||||||
ASU 2020-04 | |||||||
Accounting Policies And Practices [Line Items] | |||||||
Change in accounting principle, accounting standards update, adopted [true false] | true | true | |||||
Change in accounting principle, accounting standards update, adoption date | Mar. 12, 2020 | Mar. 12, 2020 | |||||
Change in accounting principle, accounting standards update, immaterial effect [true false] | true | true | |||||
ASU 2020-08 | |||||||
Accounting Policies And Practices [Line Items] | |||||||
Change in accounting principle, accounting standards update, adopted [true false] | true | true | |||||
Change in accounting principle, accounting standards update, adoption date | Jan. 1, 2021 | Jan. 1, 2021 | |||||
Change in accounting principle, accounting standards update, immaterial effect [true false] | true | true |
Accounting Policies and Pract_5
Accounting Policies and Practices - Summary of Estimated Useful Lives of Assets (Details) | 9 Months Ended |
Sep. 30, 2021 | |
Capitalized Software | |
Property Plant And Equipment [Line Items] | |
Estimated useful life | Lesser of the life of an associated license, or 4 to 7 years |
Capitalized Software | Minimum | |
Property Plant And Equipment [Line Items] | |
Estimated useful life | 4 years |
Capitalized Software | Maximum | |
Property Plant And Equipment [Line Items] | |
Estimated useful life | 7 years |
Leasehold Improvements | |
Property Plant And Equipment [Line Items] | |
Estimated useful life | Lesser of estimated useful life or lease term, not to exceed 10 years |
Leasehold Improvements | Maximum | |
Property Plant And Equipment [Line Items] | |
Estimated useful life | 10 years |
Furniture, Fixtures and Equipment | Minimum | |
Property Plant And Equipment [Line Items] | |
Estimated useful life | 4 years |
Furniture, Fixtures and Equipment | Maximum | |
Property Plant And Equipment [Line Items] | |
Estimated useful life | 10 years |
Computer Equipment | Minimum | |
Property Plant And Equipment [Line Items] | |
Estimated useful life | 4 years |
Computer Equipment | Maximum | |
Property Plant And Equipment [Line Items] | |
Estimated useful life | 6 years |
Revenue from Contracts with C_2
Revenue from Contracts with Customers - Additional Information (Details) | 9 Months Ended |
Sep. 30, 2021 | |
Disaggregation Of Revenue [Line Items] | |
Revenue related to unsatisfied performance obligations, description | The Company has elected to apply practical expedients to not disclose the revenue related to unsatisfied performance obligations if (1) the contract has an original duration of one year or less, or (2) the variable consideration is allocated entirely to an unsatisfied performance obligation which is recognized as a series of distinct goods and services that form a single performance obligation. |
Customer Relationships | |
Disaggregation Of Revenue [Line Items] | |
Practical expedient description | For situations where the duration of the contract is 1 year or less, the Company has applied a practical expedient and recognized the costs of obtaining a contract as an expense when incurred. These costs are recorded in Cost of services, exclusive of depreciation and amortization in the Condensed Consolidated Statements of Comprehensive Income (Loss) |
Payroll and Cloud Solutions | Customer Relationships | |
Disaggregation Of Revenue [Line Items] | |
Capitalized costs, amortization period | 7 years |
Other Solutions | Customer Relationships | |
Disaggregation Of Revenue [Line Items] | |
Capitalized costs, amortization period | 15 years |
Minimum | |
Disaggregation Of Revenue [Line Items] | |
Revenue recognition contract terms | 3 years |
Minimum | Customer Relationships | |
Disaggregation Of Revenue [Line Items] | |
Expected life of the underlying customer relationships | 3 years |
Maximum | |
Disaggregation Of Revenue [Line Items] | |
Revenue recognition contract terms | 5 years |
Maximum | Customer Relationships | |
Disaggregation Of Revenue [Line Items] | |
Expected life of the underlying customer relationships | 5 years |
Acquisitions - Additional Infor
Acquisitions - Additional Information (Details) $ in Millions | Jul. 02, 2021USD ($) | Sep. 30, 2020USD ($) | Dec. 31, 2020USD ($)Acquisition | Sep. 30, 2021USD ($) | Jun. 30, 2021USD ($) |
Business Acquisition [Line Items] | |||||
Goodwill | $ 2,245 | $ 3,356 | $ 2,250 | ||
Number of business acquisition completed | Acquisition | 1 | ||||
Foley Trasimene Acquisition Corp | |||||
Business Acquisition [Line Items] | |||||
Consideration transferred | $ 4,970 | ||||
Business combination, deferred underwriting costs related to initial public offering | 36 | ||||
Business combination, fees related to PIPE Investment | 37 | ||||
Business combination, acquisition-related costs | 21 | ||||
Business combination, seller transaction costs | 39 | ||||
Business combination, advisory and investment banker fees | 36 | ||||
Business combination, certain executive compensation related expenses | 36 | ||||
Goodwill | $ 3,356 | ||||
Business acquisition, pro forma nonrecurring, direct transaction costs | $ 11 |
Acquisitions - Summary of Preli
Acquisitions - Summary of Preliminary Consideration Transferred (Details) - Foley Trasimene Acquisition Corp $ in Millions | Jul. 02, 2021USD ($) |
Business Acquisition [Line Items] | |
Cash consideration to prior equityholders | $ 1,055 |
Repayment of debt | 1,814 |
Total cash consideration | 2,869 |
Continuing unitholders rollover equity into the Company | 1,414 |
Consideration transferred | 4,970 |
Noncontrolling interest | 838 |
Tax Receivable Agreement | |
Business Acquisition [Line Items] | |
Contingent consideration | 578 |
Seller Earnouts | |
Business Acquisition [Line Items] | |
Contingent consideration | $ 109 |
Acquisitions - Summary of Pre_2
Acquisitions - Summary of Preliminary Consideration Transferred (Parenthetical) (Details) - Foley Trasimene Acquisition Corp $ / shares in Units, shares in Millions, $ in Billions | Jul. 02, 2021USD ($)$ / sharesshares |
Business Acquisition [Line Items] | |
Business acquisition, equity interest issued, number of shares | shares | 141 |
Business acquisition, equity interest issued, total fair value | $ | $ 1.4 |
Business acquisition, equity interest issued, share price per share | $ / shares | $ 10 |
Acquisitions - Summary of Pre_3
Acquisitions - Summary of Preliminary Purchase Price allocation (Details) - USD ($) $ in Millions | Sep. 30, 2021 | Jul. 02, 2021 | Jun. 30, 2021 | Dec. 31, 2020 |
Business Acquisition [Line Items] | ||||
Goodwill | $ 3,356 | $ 2,250 | $ 2,245 | |
Foley Trasimene Acquisition Corp | ||||
Business Acquisition [Line Items] | ||||
Cash and cash equivalents | $ 460 | |||
Receivables | 486 | |||
Fiduciary assets | 1,015 | |||
Other current assets | 159 | |||
Fixed assets | 206 | |||
Deferred tax assets, net | 4 | |||
Other assets | 440 | |||
Accounts payable and accrued liabilities | (327) | |||
Fiduciary liabilities | (1,015) | |||
Other current liabilities | (302) | |||
Debt assumed | (2,370) | |||
Other liabilities | (381) | |||
Intangible assets | 4,078 | |||
Total identifiable net assets | 2,453 | |||
Goodwill | $ 3,356 |
Acquisitions - Summary of Pre_4
Acquisitions - Summary of Preliminary Values Allocated to Identifiable Intangible Assets and Estimated Useful Lives (Details) - Foley Trasimene Acquisition Corp $ in Millions | Jul. 02, 2021USD ($) |
Definite Lived Trade Names | |
Acquired Finite Lived Intangible Assets [Line Items] | |
Identifiable intangible assets, Fair value | $ 400 |
Identifiable intangible assets, Useful life | 15 years |
Technology Related Intangibles | |
Acquired Finite Lived Intangible Assets [Line Items] | |
Identifiable intangible assets, Fair value | $ 222 |
Identifiable intangible assets, Useful life | 6 years |
Customer Related and Contract Based Intangibles | |
Acquired Finite Lived Intangible Assets [Line Items] | |
Identifiable intangible assets, Fair value | $ 3,456 |
Identifiable intangible assets, Useful life | 15 years |
Acquisitions - Summary of Unaud
Acquisitions - Summary of Unaudited Pro forma Financial Information (Details) - Foley Trasimene Acquisition Corp - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Business Acquisition [Line Items] | ||||
Pro forma revenue | $ 690 | $ 668 | $ 2,051 | $ 2,008 |
Pro forma net loss | (111) | (70) | (121) | (136) |
Pro forma net loss attributable to controlling interest | (99) | (56) | (107) | (111) |
Pro forma net loss attributable to noncontrolling interest | $ (12) | $ (14) | $ (14) | $ (25) |
Other Financial Data - Summary
Other Financial Data - Summary of Components of Receivables, Net (Details) - USD ($) $ in Millions | Sep. 30, 2021 | Jul. 01, 2021 | Dec. 31, 2020 |
Other Financial Data [Abstract] | |||
Billed and unbilled receivables | $ 509 | $ 547 | |
Allowance for expected credit losses | (4) | $ 0 | (15) |
Balance at end of period | $ 505 | $ 532 |
Other Financial Data - Addition
Other Financial Data - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | 9 Months Ended | |||
Sep. 30, 2021 | Sep. 30, 2020 | Jun. 30, 2021 | Sep. 30, 2020 | Jul. 01, 2021 | Dec. 31, 2020 | |
Other Financial Data [Line Items] | ||||||
Allowance for expected credit losses | $ 4 | $ 0 | $ 15 | |||
Business combination, fixed assets acquired, accumulated depreciation | 0 | |||||
Fixed assets, net | 219 | 334 | ||||
Contract with customer, liability, revenue recognized | 22 | $ 101 | $ 152 | |||
Finance Leased Assets Included in Computer Equipment | ||||||
Other Financial Data [Line Items] | ||||||
Fixed assets, net | 67 | 83 | ||||
Interest Rate Swaps | ||||||
Other Financial Data [Line Items] | ||||||
Derivative asset, noncurrent | 5 | |||||
Derivative liability, current | 12 | 28 | ||||
Derivative liability, noncurrent | 1 | $ 19 | ||||
Cost of Services, Exclusive of Depreciation and Amortization | ||||||
Other Financial Data [Line Items] | ||||||
Amortization expense | $ 17 | $ 15 | $ 33 | $ 47 |
Other Financial Data - Summar_2
Other Financial Data - Summary of Components of Other Current Assets (Details) - USD ($) $ in Millions | Sep. 30, 2021 | Dec. 31, 2020 |
Other Financial Data [Abstract] | ||
Deferred project costs | $ 39 | $ 53 |
Prepaid expenses | 65 | 57 |
Commissions receivable | 35 | 32 |
Other | 33 | 21 |
Total | $ 172 | $ 163 |
Other Financial Data - Summar_3
Other Financial Data - Summary of Components of Other Assets (Details) - USD ($) $ in Millions | Sep. 30, 2021 | Dec. 31, 2020 |
Other Financial Data [Abstract] | ||
Deferred project costs | $ 252 | $ 228 |
Operating lease right of use asset | 144 | 129 |
Commissions receivable | 33 | 25 |
Other | 27 | 26 |
Total | $ 456 | $ 408 |
Other Financial Data - Summar_4
Other Financial Data - Summary of Components of Fixed Assets, Net (Details) - USD ($) $ in Millions | Sep. 30, 2021 | Dec. 31, 2020 |
Property Plant And Equipment [Line Items] | ||
Total Fixed assets, gross | $ 233 | $ 546 |
Less: Accumulated depreciation | 14 | 212 |
Fixed assets, net | 219 | 334 |
Capitalized Software | ||
Property Plant And Equipment [Line Items] | ||
Total Fixed assets, gross | 40 | 242 |
Leasehold Improvements | ||
Property Plant And Equipment [Line Items] | ||
Total Fixed assets, gross | 39 | 63 |
Computer Equipment | ||
Property Plant And Equipment [Line Items] | ||
Total Fixed assets, gross | 98 | 192 |
Furniture, Fixtures and Equipment | ||
Property Plant And Equipment [Line Items] | ||
Total Fixed assets, gross | 12 | 21 |
Construction in Progress | ||
Property Plant And Equipment [Line Items] | ||
Total Fixed assets, gross | $ 44 | $ 28 |
Other Financial Data - Summar_5
Other Financial Data - Summary of Components of Other Current Liabilities (Details) - USD ($) $ in Millions | Sep. 30, 2021 | Dec. 31, 2020 |
Other Financial Data [Abstract] | ||
Deferred revenue | $ 123 | $ 148 |
Operating lease liabilities | 53 | 41 |
Finance lease liabilities | 28 | 28 |
Other | 85 | 107 |
Total | $ 289 | $ 324 |
Other Financial Data - Summar_6
Other Financial Data - Summary of Components of Other Liabilities (Details) - USD ($) $ in Millions | Sep. 30, 2021 | Dec. 31, 2020 |
Other Financial Data [Abstract] | ||
Deferred revenue | $ 54 | $ 60 |
Operating lease liabilities | 132 | 155 |
Finance lease liabilities | 40 | 59 |
Unrecognized tax positions | 49 | 48 |
Other | 83 | 125 |
Total | $ 358 | $ 447 |
Goodwill and Intangible Asset_3
Goodwill and Intangible Assets, Net - Summary of Changes in Net Carrying Amount of Goodwill (Details) $ in Millions | 6 Months Ended |
Jun. 30, 2021USD ($) | |
Goodwill [Line Items] | |
Balance as of December 31, 2020 | $ 2,245 |
Measurement period adjustments | 2 |
Foreign currency translation | 3 |
Balance as of June 30, 2021 | 2,250 |
Employer Solutions | |
Goodwill [Line Items] | |
Balance as of December 31, 2020 | 1,985 |
Measurement period adjustments | 2 |
Foreign currency translation | 2 |
Balance as of June 30, 2021 | 1,989 |
Professional Services | |
Goodwill [Line Items] | |
Balance as of December 31, 2020 | 260 |
Foreign currency translation | 1 |
Balance as of June 30, 2021 | $ 261 |
Goodwill and Intangible Asset_4
Goodwill and Intangible Assets, Net - Additional Information (Details) - USD ($) | 3 Months Ended | 6 Months Ended | 9 Months Ended | ||||
Sep. 30, 2021 | Sep. 30, 2020 | Jun. 30, 2021 | Sep. 30, 2021 | Sep. 30, 2020 | Jul. 01, 2021 | Dec. 31, 2020 | |
Finite Lived Intangible Assets [Line Items] | |||||||
Goodwill | $ 3,356,000,000 | $ 2,250,000,000 | $ 3,356,000,000 | $ 2,245,000,000 | |||
Non-taxable portion of goodwill acquired during period | 1,500,000,000 | ||||||
Impairment of goodwill | 0 | 0 | 0 | ||||
Amortization of intangible assets | 74,000,000 | $ 51,000,000 | 100,000,000 | $ 151,000,000 | |||
Accumulated amortization | 74,000,000 | 74,000,000 | $ 0 | $ 672,000,000 | |||
Employer Solutions | |||||||
Finite Lived Intangible Assets [Line Items] | |||||||
Goodwill | $ 3,400,000,000 | ||||||
Professional Services | |||||||
Finite Lived Intangible Assets [Line Items] | |||||||
Goodwill | $ 36,000,000 | $ 36,000,000 |
Goodwill and Intangible Asset_5
Goodwill and Intangible Assets, Net - Schedule of Intangible Assets by Asset Class (Details) - USD ($) | Sep. 30, 2021 | Jul. 01, 2021 | Dec. 31, 2020 |
Intangible Assets | |||
Intangible assets, Gross Carrying Amount | $ 4,078,000,000 | $ 2,405,000,000 | |
Intangible assets, Accumulated Amortization | 74,000,000 | $ 0 | 672,000,000 |
Intangible assets, Net Carrying Amount | 4,004,000,000 | 1,733,000,000 | |
Customer Related and Contract Based Intangibles | |||
Intangible Assets | |||
Intangible assets, Gross Carrying Amount | 3,456,000,000 | 2,078,000,000 | |
Intangible assets, Accumulated Amortization | 58,000,000 | 486,000,000 | |
Intangible assets, Net Carrying Amount | 3,398,000,000 | 1,592,000,000 | |
Technology Related Intangibles | |||
Intangible Assets | |||
Intangible assets, Gross Carrying Amount | 222,000,000 | 316,000,000 | |
Intangible assets, Accumulated Amortization | 9,000,000 | 180,000,000 | |
Intangible assets, Net Carrying Amount | 213,000,000 | 136,000,000 | |
Trade Name | |||
Intangible Assets | |||
Intangible assets, Gross Carrying Amount | 400,000,000 | 8,000,000 | |
Intangible assets, Accumulated Amortization | 7,000,000 | 6,000,000 | |
Intangible assets, Net Carrying Amount | $ 393,000,000 | 2,000,000 | |
Trade Name | |||
Intangible Assets | |||
Intangible assets, Carrying Amount | $ 3,000,000 |
Goodwill and Intangible Asset_6
Goodwill and Intangible Assets, Net - Schedule of Intangible Assets Expected Annual Amortization Expense (Details) - USD ($) $ in Millions | Sep. 30, 2021 | Dec. 31, 2020 |
Customer Related and Contract Based Intangibles | ||
Finite Lived Intangible Assets [Line Items] | ||
Remainder of 2021 (October - December) | $ 58 | |
2022 | 230 | |
2023 | 230 | |
2024 | 230 | |
2025 | 230 | |
Thereafter | 2,420 | |
Intangible assets, Net Carrying Amount | 3,398 | $ 1,592 |
Technology Related Intangibles | ||
Finite Lived Intangible Assets [Line Items] | ||
Remainder of 2021 (October - December) | 10 | |
2022 | 37 | |
2023 | 37 | |
2024 | 37 | |
2025 | 37 | |
Thereafter | 55 | |
Intangible assets, Net Carrying Amount | 213 | 136 |
Trade Name | ||
Finite Lived Intangible Assets [Line Items] | ||
Remainder of 2021 (October - December) | 6 | |
2022 | 27 | |
2023 | 27 | |
2024 | 27 | |
2025 | 27 | |
Thereafter | 279 | |
Intangible assets, Net Carrying Amount | $ 393 | $ 2 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Details) | 3 Months Ended | 6 Months Ended | 9 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | Jun. 30, 2021 | Sep. 30, 2020 | |
Income Tax Disclosure [Abstract] | ||||
Effective tax rate | 0.00% | 74.00% | 17.00% | 16.00% |
U.S. statutory corporate income tax rate | 21.00% |
Debt - Schedule of Debt Outstan
Debt - Schedule of Debt Outstanding (Details) - USD ($) $ in Millions | 1 Months Ended | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||
Aug. 31, 2021 | Aug. 31, 2020 | May 31, 2020 | May 31, 2017 | Sep. 30, 2021 | Sep. 30, 2021 | Dec. 31, 2020 | |
Debt Instrument [Line Items] | |||||||
Gross debt | $ 2,870 | $ 2,870 | $ 4,150 | ||||
Less: term loan and senior note financing fees and premium, net | (72) | ||||||
Total debt, net | 2,882 | 2,882 | 4,078 | ||||
Less: current portion of long term debt, net | (43) | (43) | (37) | ||||
Long term debt | 2,839 | 2,839 | 4,041 | ||||
Term Loan | |||||||
Debt Instrument [Line Items] | |||||||
Gross debt | $ 73 | 73 | $ 634 | ||||
Maturity Date | May 1, 2024 | May 1, 2024 | |||||
Term Loan, Amended | |||||||
Debt Instrument [Line Items] | |||||||
Gross debt | $ 1,963 | 1,963 | $ 1,976 | ||||
Total debt, net | $ 1,986 | ||||||
Maturity Date | Oct. 31, 2026 | Oct. 31, 2026 | Oct. 31, 2026 | ||||
Term Loan, Third Incremental | |||||||
Debt Instrument [Line Items] | |||||||
Gross debt | $ 519 | 519 | |||||
Total debt, net | $ 525 | ||||||
Maturity Date | Aug. 31, 2028 | Aug. 31, 2028 | |||||
Secured Senior Notes | |||||||
Debt Instrument [Line Items] | |||||||
Gross debt | $ 315 | 315 | $ 300 | ||||
Maturity Date | Jun. 1, 2025 | Jun. 1, 2025 | Jun. 1, 2025 | ||||
Unsecured Senior Notes | |||||||
Debt Instrument [Line Items] | |||||||
Gross debt | $ 1,230 | ||||||
Maturity Date | Jun. 1, 2025 | Jun. 1, 2025 | |||||
$24m Revolving Credit Facility | |||||||
Debt Instrument [Line Items] | |||||||
Maturity Date | May 1, 2022 | ||||||
$226m Revolving Credit Facility, Amended | |||||||
Debt Instrument [Line Items] | |||||||
Maturity Date | Oct. 31, 2024 | ||||||
$294m Revolving Credit Facility, Amended | |||||||
Debt Instrument [Line Items] | |||||||
Maturity Date | Aug. 31, 2026 | Oct. 31, 2024 | Aug. 31, 2026 | ||||
Other | |||||||
Debt Instrument [Line Items] | |||||||
Line of credit | $ 12 | $ 12 | $ 10 | ||||
Maturity Date | Dec. 31, 2021 | Dec. 31, 2021 | Dec. 31, 2021 |
Debt - Schedule of Debt Outst_2
Debt - Schedule of Debt Outstanding (Parenthetical) (Details) - USD ($) | Sep. 30, 2021 | Aug. 31, 2021 | Dec. 31, 2020 | Aug. 31, 2020 |
Term Loan, Third Incremental | ||||
Debt Instrument [Line Items] | ||||
Unamortized debt issuance costs | $ 6,000,000 | |||
$24m Revolving Credit Facility | ||||
Debt Instrument [Line Items] | ||||
Line of credit, maximum borrowing capacity | $ 24,000,000 | |||
$226m Revolving Credit Facility, Amended | ||||
Debt Instrument [Line Items] | ||||
Line of credit, maximum borrowing capacity | $ 226,000,000 | |||
$294m Revolving Credit Facility, Amended | ||||
Debt Instrument [Line Items] | ||||
Line of credit, maximum borrowing capacity | $ 294,000,000 | $ 294,000,000 | $ 226,000,000 |
Debt - Additional Information (
Debt - Additional Information (Details) - USD ($) | 1 Months Ended | 3 Months Ended | 6 Months Ended | 9 Months Ended | 12 Months Ended | |||||||||||
Aug. 31, 2021 | Jul. 31, 2021 | Aug. 31, 2020 | May 31, 2020 | May 31, 2017 | Sep. 30, 2021 | Jun. 30, 2021 | Sep. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | Jul. 31, 2019 | Nov. 30, 2017 | |
Debt Instrument [Line Items] | ||||||||||||||||
Aggregate increase in debt liability | $ 60,000,000 | |||||||||||||||
Debt balance | $ 2,882,000,000 | 2,882,000,000 | $ 4,078,000,000 | |||||||||||||
Amortization of financing fees and benefits | (1,000,000) | |||||||||||||||
Interest expense related to debt instruments | 25,000,000 | $ 51,000,000 | $ 105,000,000 | $ 151,000,000 | ||||||||||||
Interest Expense | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Amortization of financing fees and benefits | (1,000,000) | 4,000,000 | 8,000,000 | $ 8,000,000 | 13,000,000 | |||||||||||
Revolving Credit Facility | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Debt term | 5 years | |||||||||||||||
Maturity Date | May 1, 2022 | |||||||||||||||
Line of credit, maximum borrowing capacity | $ 250,000,000 | |||||||||||||||
Line of credit | 0 | 0 | ||||||||||||||
Capitalized financing fees | $ 1,000,000 | |||||||||||||||
Revolving Credit Facility | Other Assets | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Unamortized financing fees | 1,000,000 | 1,000,000 | ||||||||||||||
Unamortized financing fees | $ 1,000,000 | 1,000,000 | 1,000,000 | |||||||||||||
Revolving Credit Facility | Other Current Assets | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Unamortized financing fees | $ 1,000,000 | |||||||||||||||
Amended Revolving Credit Facility | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Maturity Date | Aug. 31, 2026 | Oct. 31, 2024 | Aug. 31, 2026 | |||||||||||||
Line of credit, maximum borrowing capacity | $ 294,000,000 | $ 226,000,000 | $ 294,000,000 | 294,000,000 | ||||||||||||
Unused letters of credit | $ 4,000,000 | 4,000,000 | ||||||||||||||
Proceeds from Lines of Credit | $ 0 | |||||||||||||||
Other | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Maturity Date | Dec. 31, 2021 | Dec. 31, 2021 | Dec. 31, 2021 | |||||||||||||
Revolving credit facility acquired | $ 21,000,000 | |||||||||||||||
Line of credit | $ 12,000,000 | $ 12,000,000 | $ 10,000,000 | |||||||||||||
LIBOR | Other | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Debt instrument, variable interest rate | 3.50% | |||||||||||||||
Term Loan | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Debt term | 7 years | |||||||||||||||
Repayments of principal to refinance debt | $ 270,000,000 | |||||||||||||||
Maturity Date | May 1, 2024 | May 1, 2024 | ||||||||||||||
Repayment of principal | $ 556,000,000 | |||||||||||||||
Term Loan | LIBOR | Minimum | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Debt instrument, variable interest rate | 2.75% | |||||||||||||||
Term Loan | LIBOR | Maximum | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Debt instrument, variable interest rate | 3.00% | |||||||||||||||
Term Loan, Amended | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Debt balance | $ 1,986,000,000 | |||||||||||||||
Maturity Date | Oct. 31, 2026 | Oct. 31, 2026 | Oct. 31, 2026 | |||||||||||||
Debt instrument, variable interest rate basis | 1‑month | |||||||||||||||
Payment terms | The Company is required to make principal payments at the end of each fiscal quarter based on defined terms in the agreement with the remaining principal balances due on the maturity dates. | |||||||||||||||
Principal payment | $ 563,000,000 | $ 277,000,000 | $ 13,000,000 | $ 291,000,000 | ||||||||||||
Swap agreement expiration period | 2024-05 | |||||||||||||||
Term Loan, Amended | Minimum | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Debt instrument, variable interest rate | 0.50% | |||||||||||||||
Term Loan, Amended | LIBOR | Minimum | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Debt instrument, variable interest rate | 3.25% | |||||||||||||||
Term Loan, Amended | LIBOR | Maximum | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Debt instrument, variable interest rate | 3.50% | |||||||||||||||
Term Loan, Third Incremental | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Debt balance | $ 525,000,000 | |||||||||||||||
Maturity Date | Aug. 31, 2028 | Aug. 31, 2028 | ||||||||||||||
First mandatory principal payment due | Dec. 31, 2021 | |||||||||||||||
Term Loan, Third Incremental | LIBOR | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Debt instrument, variable interest rate | 0.50% | 3.00% | ||||||||||||||
Amended Term Loan, Third Incremental | LIBOR | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Debt instrument, variable interest rate | 0.50% | |||||||||||||||
Secured Senior Notes | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Maturity Date | Jun. 1, 2025 | Jun. 1, 2025 | Jun. 1, 2025 | |||||||||||||
Payment terms | interest at a fixed rate of 5.75% per annum, payable semi-annually on June 1 and December 1 of each year | |||||||||||||||
Face amount | $ 300,000,000 | |||||||||||||||
Interest rate | 5.75% | |||||||||||||||
Debt payment beginning date | Dec. 1, 2020 | |||||||||||||||
Unsecured Senior Notes | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Maturity Date | Jun. 1, 2025 | Jun. 1, 2025 | ||||||||||||||
Payment terms | interest at a fixed rate of 6.750% per annum, payable semi-annually on June 1 and December 1 of each year. | |||||||||||||||
Face amount | $ 270,000,000 | $ 500,000,000 | $ 280,000,000 | $ 180,000,000 | ||||||||||||
Interest rate | 6.75% |
Debt - Schedule of Aggregate Co
Debt - Schedule of Aggregate Contractual Principal Payments (Details) - USD ($) $ in Millions | Sep. 30, 2021 | Dec. 31, 2020 |
Debt Disclosure [Abstract] | ||
Remainder of 2021 (October - December) | $ 19 | |
2022 | 32 | |
2023 | 32 | |
2024 | 84 | |
2025 | 325 | |
Thereafter | 2,378 | |
Total payments | $ 2,870 | $ 4,150 |
Stockholders' and Members' Eq_3
Stockholders' and Members' Equity - Additional Information (Details) | 6 Months Ended | 9 Months Ended | ||
Jun. 30, 2021shares | Sep. 30, 2021Vote$ / sharesshares | Sep. 30, 2020shares | Dec. 31, 2020shares | |
Class Of Stock [Line Items] | ||||
Preferred stock, authorized | 1,000,000 | |||
Preferred stock, par value | $ / shares | $ 0.0001 | |||
Preferred stock, issued | 0 | |||
Preferred stock, outstanding | 0 | |||
Class A Common Stock | ||||
Class Of Stock [Line Items] | ||||
Common stock, shares issued | 446,802,741 | |||
Common stock, shares outstanding | 446,802,741 | |||
Common stock, par value | $ / shares | $ 0.0001 | |||
Common stock, shares authorized | 1,000,000,000 | |||
Unvested Class A common stock | ||||
Class Of Stock [Line Items] | ||||
Common stock, shares issued | 7,821,091 | |||
Common stock, shares outstanding | 7,821,091 | |||
Common stock, par value | $ / shares | $ 0.0001 | |||
Class B Common Stock | ||||
Class Of Stock [Line Items] | ||||
Common stock, shares issued | 9,980,906 | |||
Common stock, shares outstanding | 9,980,906 | |||
Common stock, par value | $ / shares | $ 0.0001 | |||
Issuance of common units | 14,999,998 | |||
Common stock, shares authorized | 20,000,000 | |||
Unvested Common Class B | ||||
Class Of Stock [Line Items] | ||||
Issuance of employee compensation | 850,416 | |||
Class B-1 Common Stock | ||||
Class Of Stock [Line Items] | ||||
Common stock, shares issued | 4,990,453 | |||
Common stock, shares outstanding | 4,990,453 | |||
Common stock, par value | $ / shares | $ 0.0001 | |||
Common stock shares related to employee compensation, unvested | 425,208 | |||
Common stock conversion, description | Class B-1 common shares vest and automatically convert into shares of Class A Common Stock on a 1-for-1 basis if the volume weighted average price (“VWAP”) of the Class A common shares equals or exceeds $12.50 per share for 20 or more trading days within a consecutive 30-trading day period (or in the event of a change of control or liquidation event that implies a $12.50 per share valuation on a diluted basis). | |||
Common stock shares conversion ratio | 1 | |||
Common stock shares convertible stock price trigger | $ / shares | $ 12.50 | |||
Common stock shares convertible threshold trading days | 20 days | |||
Common stock shares convertible threshold consecutive trading days | 30 days | |||
Common stock shares convertible stock valuation price on diluted basis | $ / shares | $ 12.50 | |||
Class B-1 Common Shares | Alight Holdings | ||||
Class Of Stock [Line Items] | ||||
Common stock, shares issued | 2,509,546 | |||
Common stock, shares outstanding | 2,509,546 | |||
Common stock conversion, description | Class B-1 common units vest and automatically convert into Class A common units of Alight Holdings on a 1-for-1 basis if the VWAP of the Class A common shares equals or exceeds $12.50 per share for 20 or more trading days within a consecutive 30-trading day period (or in the event of a change of control or liquidation event that implies a $12.50 per share valuation on a diluted basis). | |||
Common stock shares conversion ratio | 1 | |||
Common stock shares convertible stock price trigger | $ / shares | $ 12.50 | |||
Common stock shares convertible threshold trading days | 20 days | |||
Common stock shares convertible threshold consecutive trading days | 30 days | |||
Common stock shares convertible stock valuation price on diluted basis | $ / shares | $ 12.50 | |||
Class B-2 Common Stock | ||||
Class Of Stock [Line Items] | ||||
Common stock, shares issued | 4,990,453 | |||
Common stock, shares outstanding | 4,990,453 | |||
Common stock, par value | $ / shares | $ 0.0001 | |||
Common stock shares related to employee compensation, unvested | 425,208 | |||
Common stock conversion, description | Class B-2 common shares vest and automatically convert into shares of Class A common shares on a 1-for-1 basis if the VWAP of the Class A common shares equals or exceeds $15.00 per share for 20 or more trading days within a consecutive 30-trading day period (or in the event of a change of control or liquidation event that implies a $15.00 per share valuation on a diluted basis). | |||
Common stock shares conversion ratio | 1 | |||
Common stock shares convertible stock price trigger | $ / shares | $ 15 | |||
Common stock shares convertible threshold trading days | 20 days | |||
Common stock shares convertible threshold consecutive trading days | 30 days | |||
Common stock shares convertible stock valuation price on diluted basis | $ / shares | $ 15 | |||
Class B-2 Common Units | Alight Holdings | ||||
Class Of Stock [Line Items] | ||||
Common stock, shares issued | 2,509,546 | |||
Common stock, shares outstanding | 2,509,546 | |||
Common stock conversion, description | Class B-2 common units vest and automatically convert into Class A common units of Alight Holdings on a 1-for-1 basis if the VWAP of the Class A common shares equals or exceeds $15.00 per share for 20 or more trading days within a consecutive 30-trading day period (or in the event of a change of control or liquidation event that implies a $15.00 per share valuation on a diluted basis). | |||
Common stock shares conversion ratio | 1 | |||
Common stock shares convertible stock price trigger | $ / shares | $ 15 | |||
Common stock shares convertible threshold trading days | 20 days | |||
Common stock shares convertible threshold consecutive trading days | 30 days | |||
Common stock shares convertible stock valuation price on diluted basis | $ / shares | $ 15 | |||
Class B-3 Common Stock | ||||
Class Of Stock [Line Items] | ||||
Common stock, shares issued | 0 | |||
Common stock, shares outstanding | 0 | |||
Common stock, par value | $ / shares | $ 0.0001 | |||
Common stock, shares authorized | 10,000,000 | |||
Class V Common Stock | ||||
Class Of Stock [Line Items] | ||||
Common stock, shares issued | 77,459,687 | |||
Common stock, shares outstanding | 77,459,687 | |||
Common stock, par value | $ / shares | $ 0.0001 | |||
Common stock shares conversion ratio | 1 | |||
Common stock, shares authorized | 175,000,000 | |||
Common shares, votes per share | Vote | 1 | |||
Shares, outstanding | 77,459,687 | 77,459,687 | ||
Class Z Common Stock | ||||
Class Of Stock [Line Items] | ||||
Common stock, shares issued | 5,595,577 | 8,671,507 | ||
Common stock, shares outstanding | 5,595,577 | |||
Common stock, par value | $ / shares | $ 0.0001 | |||
Common stock, shares authorized | 12,900,000 | |||
Shares, outstanding | 5,595,577 | 5,595,577 | ||
Class Z-A Common Stock | ||||
Class Of Stock [Line Items] | ||||
Common stock, shares issued | 5,046,819 | |||
Common stock, shares outstanding | 5,046,819 | |||
Common stock, par value | $ / shares | $ 0.0001 | |||
Class Z-B-1 Common Stock | ||||
Class Of Stock [Line Items] | ||||
Common stock, shares issued | 274,379 | |||
Common stock, shares outstanding | 274,379 | |||
Common stock, par value | $ / shares | $ 0.0001 | |||
Class Z-B-2 Common Stock | ||||
Class Of Stock [Line Items] | ||||
Common stock, shares issued | 274,379 | |||
Common stock, shares outstanding | 274,379 | |||
Common stock, par value | $ / shares | $ 0.0001 | |||
Class Z Common Units | ||||
Class Of Stock [Line Items] | ||||
Common stock, shares issued | 3,075,930 | |||
Common stock, shares outstanding | 3,075,930 | |||
Class Z-A Common Units | ||||
Class Of Stock [Line Items] | ||||
Common stock, shares issued | 2,774,272 | |||
Common stock, shares outstanding | 2,774,272 | |||
Class Z-B-1 Common Units | ||||
Class Of Stock [Line Items] | ||||
Common stock, shares issued | 150,829 | |||
Common stock, shares outstanding | 150,829 | |||
Class Z-B-2 Common Units | ||||
Class Of Stock [Line Items] | ||||
Common stock, shares issued | 150,829 | |||
Common stock, shares outstanding | 150,829 | |||
Class A Units | ||||
Class Of Stock [Line Items] | ||||
Common stock, shares outstanding | 524,262,428 | |||
Shares, outstanding | 446,802,741 | |||
Held by non controlling interest | 77,459,687 | |||
Common Class A Units | ||||
Class Of Stock [Line Items] | ||||
Common units granted | 0 | 0 | ||
Common units/stock voting rights | Each holder of Class A common units is entitled to one vote per unit. | |||
Common Class A-1 Units | ||||
Class Of Stock [Line Items] | ||||
Common units granted | 643 | 0 | ||
Common units/stock voting rights | Holders of Class A-1 common units are not entitled to voting rights. | |||
Common Class B Units | ||||
Class Of Stock [Line Items] | ||||
Common units granted | 0 | 6,409 | ||
Common units/stock voting rights | Holders of Class B common units are not entitled to voting rights. |
Stockholders' and Members' Eq_4
Stockholders' and Members' Equity - Schedule of Changes in Outstanding Stock (Details) | 3 Months Ended |
Sep. 30, 2021shares | |
Common Class A Units | |
Class Of Stock [Line Items] | |
Balance, Shares | 438,968,920 |
Balance, Shares | 438,981,650 |
Common Class A Units | Board of Directors | |
Class Of Stock [Line Items] | |
Issuance for compensation to non-employees | 12,730 |
Common Class B1 | |
Class Of Stock [Line Items] | |
Balance, Shares | 4,990,453 |
Balance, Shares | 4,990,453 |
Common Class B2 | |
Class Of Stock [Line Items] | |
Balance, Shares | 4,990,453 |
Balance, Shares | 4,990,453 |
Class V Common Stock | |
Class Of Stock [Line Items] | |
Balance, Shares | 77,459,687 |
Balance, Shares | 77,459,687 |
Class Z Common Stock | |
Class Of Stock [Line Items] | |
Balance, Shares | 5,595,577 |
Balance, Shares | 5,595,577 |
Stockholders' and Members' Eq_5
Stockholders' and Members' Equity - Schedule of Changes in Accumulated Other Comprehensive Income (Loss) by Component (Details) - USD ($) $ in Millions | 3 Months Ended | ||
Sep. 30, 2021 | Jun. 30, 2021 | Mar. 31, 2021 | |
Accumulated Other Comprehensive Income Loss [Line Items] | |||
Balance | $ 691 | $ 683 | $ 683 |
Balance | 691 | 683 | |
Foreign Currency Translation Adjustments | |||
Accumulated Other Comprehensive Income Loss [Line Items] | |||
Balance | 13 | 9 | 5 |
Other comprehensive income (loss) before reclassifications, net of tax | 2 | 4 | 4 |
Net current period other comprehensive income, net of tax | 2 | 4 | 4 |
Balance | 2 | 13 | 9 |
Interest Rate Swaps | |||
Accumulated Other Comprehensive Income Loss [Line Items] | |||
Balance | (24) | (30) | (47) |
Other comprehensive income (loss) before reclassifications, net of tax | 1 | (1) | 10 |
Amounts reclassified from accumulated other comprehensive loss, net of tax | 7 | 7 | |
Net current period other comprehensive income, net of tax | 1 | 6 | 17 |
Balance | 1 | (24) | (30) |
Accumulated Other Comprehensive (Loss) Income | |||
Accumulated Other Comprehensive Income Loss [Line Items] | |||
Balance | (11) | (21) | (42) |
Other comprehensive income (loss) before reclassifications, net of tax | 3 | 3 | 14 |
Amounts reclassified from accumulated other comprehensive loss, net of tax | 7 | 7 | |
Net current period other comprehensive income, net of tax | 3 | 10 | 21 |
Balance | $ 3 | $ (11) | $ (21) |
Share-Based Compensation Expe_3
Share-Based Compensation Expense - Summary of Unit Activity related to RSUs (Details) - $ / shares | 3 Months Ended | 6 Months Ended |
Sep. 30, 2021 | Jun. 30, 2021 | |
RSUs [Member] | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Beginning Balance | 854,764 | |
Granted | 9,178,145 | |
Vested | (12,730) | |
Ending Balance | 10,020,179 | 854,764 |
Weighted Average Grant Date Fair Value Per Unit, Beginning Balance | $ 9.91 | |
Weighted Average Grant Date Fair Value Per Unit, Granted | 12.64 | |
Weighted Average Grant Date Fair Value Per Unit, Vested | 11.48 | |
Weighted Average Grant Date Fair Value Per Unit, Ending Balance | $ 12.41 | $ 9.91 |
RSUs [Member] | Predecessor Plans [Member] | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Beginning Balance | 2,614 | 2,999 |
Granted | 254 | |
Vested | (517) | |
Forfeited | (121) | |
Ending Balance | 2,614 | |
Weighted Average Grant Date Fair Value Per Unit, Beginning Balance | $ 6,741 | $ 4,563 |
Weighted Average Grant Date Fair Value Per Unit, Granted | 28,875 | |
Weighted Average Grant Date Fair Value Per Unit, Vested | 5,459 | |
Weighted Average Grant Date Fair Value Per Unit, Forfeited | 4,527 | |
Weighted Average Grant Date Fair Value Per Unit, Ending Balance | $ 6,741 | |
Performance-based RSUs [Member] | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Beginning Balance | 7,816,743 | |
Granted | 9,045,415 | |
Ending Balance | 16,862,158 | 7,816,743 |
Weighted Average Grant Date Fair Value Per Unit, Beginning Balance | $ 9.99 | |
Weighted Average Grant Date Fair Value Per Unit, Granted | 12.64 | |
Weighted Average Grant Date Fair Value Per Unit, Ending Balance | $ 11.41 | $ 9.99 |
Performance-based RSUs [Member] | Predecessor Plans [Member] | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Beginning Balance | 9,045 | 9,223 |
Granted | 389 | |
Forfeited | (567) | |
Ending Balance | 9,045 | |
Weighted Average Grant Date Fair Value Per Unit, Beginning Balance | $ 4,888 | $ 4,015 |
Weighted Average Grant Date Fair Value Per Unit, Granted | 24,420 | |
Weighted Average Grant Date Fair Value Per Unit, Forfeited | 2,626 | |
Weighted Average Grant Date Fair Value Per Unit, Ending Balance | $ 4,888 |
Share-Based Compensation Expe_4
Share-Based Compensation Expense - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Jun. 30, 2021 | Sep. 30, 2021 | Sep. 30, 2020 | |
Performance-based RSUs [Member] | |||||
Class Of Stock [Line Items] | |||||
Aggregate grant date fair value | $ 114 | ||||
Total future compensation expense | 161 | $ 161 | |||
Remaining weighted-average amortization period | 2 years 4 months 24 days | ||||
RSUs [Member] | |||||
Class Of Stock [Line Items] | |||||
Aggregate grant date fair value | 116 | ||||
Total future compensation expense | 116 | $ 116 | |||
Remaining weighted-average amortization period | 2 years 3 months 18 days | ||||
RSUs and PRSUs[Member] | |||||
Class Of Stock [Line Items] | |||||
Share-based compensation | $ 15 | $ 1 | $ 5 | $ 5 | |
2021 Omnibus Incentive Plan | Time-based RSUs [Member] | |||||
Class Of Stock [Line Items] | |||||
Vesting period | 3 years | ||||
Percentage of units granted subject to vesting requirements | 50.00% | 50.00% | |||
2021 Omnibus Incentive Plan | Performance-based RSUs [Member] | |||||
Class Of Stock [Line Items] | |||||
Percentage of units granted subject to vesting requirements | 50.00% | 50.00% |
Earnings Per Share - Summary of
Earnings Per Share - Summary of Basic and Diluted Earnings Per Share (Details) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | 6 Months Ended | 9 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | Jun. 30, 2021 | Sep. 30, 2020 | |
Numerator | ||||
Net loss attributable to Alight, Inc. - basic and diluted | $ (107) | $ (39) | $ (25) | $ (85) |
Denominator | ||||
Weighted average shares outstanding - basic and diluted | 438,968,920 | |||
Basic and diluted net loss per share | $ (0.24) |
Earnings Per Share - Additional
Earnings Per Share - Additional Information (Details) | 3 Months Ended |
Sep. 30, 2021shares | |
Warrants | |
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | |
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 59,633,274 |
RSUs [Member] | |
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | |
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 9,988,297 |
Seller Earnouts | |
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | |
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 14,999,998 |
Performance-based RSUs [Member] | |
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | |
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 16,043,624 |
Noncontrolling Interest | |
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | |
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 77,459,687 |
Segment Reporting - Schedule of
Segment Reporting - Schedule of Current Reportable Segments by Revenue (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | 9 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | Jun. 30, 2021 | Sep. 30, 2020 | |
Segment Reporting Information [Line Items] | ||||
Revenue | $ 690 | $ 668 | $ 1,361 | $ 2,008 |
Employer Solutions | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 587 | 559 | 1,156 | 1,678 |
Employer Solutions | Recurring | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 522 | 498 | 1,049 | 1,516 |
Employer Solutions | Project | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 65 | 61 | 107 | 162 |
Professional Services | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 93 | 93 | 184 | 272 |
Professional Services | Recurring | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 32 | 28 | 60 | 78 |
Professional Services | Project | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 61 | 65 | 124 | 194 |
Hosted Business | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | $ 10 | $ 16 | $ 21 | $ 58 |
Segment Reporting - Schedule _2
Segment Reporting - Schedule of Current Reportable Segments by Segment Profit (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | 9 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | Jun. 30, 2021 | Sep. 30, 2020 | |
Segment Reporting Information [Line Items] | ||||
Segment Profit | $ 153 | $ 132 | $ 278 | $ 416 |
Share-based compensation | 15 | 1 | 5 | 5 |
Transaction and integration | 3 | |||
Non-recurring professional expenses | 17 | 18 | ||
Transformation initiatives | 11 | |||
Restructuring | 3 | 10 | 9 | 57 |
Other | 2 | 4 | (5) | 28 |
Depreciation | 14 | 24 | 49 | 66 |
Intangible amortization expense | 74 | 51 | 100 | 151 |
Operating Income | 25 | 42 | 102 | 98 |
Loss from change in fair value of financial instruments | 90 | |||
Loss from change in fair value of tax receivable agreement | 27 | |||
Interest expense | 28 | 61 | 123 | 172 |
Other expense (income), net | 3 | 9 | (1) | |
Loss Before Income Tax (Benefit) Expense | (120) | (22) | (30) | (73) |
Employer Solutions | ||||
Segment Reporting Information [Line Items] | ||||
Segment Profit | 151 | 120 | 274 | 389 |
Professional Services | ||||
Segment Reporting Information [Line Items] | ||||
Segment Profit | 4 | $ 12 | 7 | 23 |
Hosted Business | ||||
Segment Reporting Information [Line Items] | ||||
Segment Profit | $ (2) | $ (3) | $ 4 |
Segment Reporting - Additional
Segment Reporting - Additional Information (Details) - Customer | 9 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | |
Segment Reporting [Abstract] | ||
Number of single client comprising more than 10% of revenues | 0 | 0 |
Derivative Financial Instrume_3
Derivative Financial Instruments - Schedule of Swap Agreements That Will Fix the Floating Interest Rates Associated With Its Term Loan (Details) - Interest Rate Swaps | 9 Months Ended |
Sep. 30, 2021USD ($) | |
July 2021 Term Loan One | |
Derivatives Fair Value [Line Items] | |
Designation Date | 2021-07 |
Effective Date | 2020-08 |
Initial Notional Amount | $ 557,500,000 |
Notional Amount Outstanding as of September 30, 2021 | $ 557,500,000 |
Fixed Rate | 2.507% |
Expiration Date | 2022-05 |
July 2021 Term Loan Two | |
Derivatives Fair Value [Line Items] | |
Designation Date | 2021-07 |
Effective Date | 2020-08 |
Initial Notional Amount | $ 89,863,420 |
Notional Amount Outstanding as of September 30, 2021 | $ 98,078,920 |
Fixed Rate | 3.0854% |
Expiration Date | 2023-02 |
July 2021 Term Loan Three | |
Derivatives Fair Value [Line Items] | |
Designation Date | 2021-07 |
Effective Date | 2020-08 |
Initial Notional Amount | $ 181,205,050 |
Notional Amount Outstanding as of September 30, 2021 | $ 168,155,300 |
Fixed Rate | 0.7775% |
Expiration Date | 2024-05 |
July 2021 Term Loan Four | |
Derivatives Fair Value [Line Items] | |
Designation Date | 2021-07 |
Effective Date | 2020-08 |
Initial Notional Amount | $ 388,877,200 |
Notional Amount Outstanding as of September 30, 2021 | $ 373,963,200 |
Fixed Rate | 0.743% |
Expiration Date | 2024-05 |
July 2021 Term Loan Five | |
Derivatives Fair Value [Line Items] | |
Designation Date | 2021-07 |
Effective Date | 2022-05 |
Initial Notional Amount | $ 220,130,318 |
Fixed Rate | 0.517% |
Expiration Date | 2024-05 |
July 2021 Term Loan Six | |
Derivatives Fair Value [Line Items] | |
Designation Date | 2021-07 |
Effective Date | 2022-05 |
Initial Notional Amount | $ 306,004,562 |
Fixed Rate | 0.5127% |
Expiration Date | 2024-05 |
Derivative Financial Instrume_4
Derivative Financial Instruments - Additional Information (Details) $ in Millions | 1 Months Ended | 9 Months Ended |
Jul. 31, 2021USD ($)Hedge | Sep. 30, 2021USD ($) | |
Derivative [Line Items] | ||
Number of hedges terminated | Hedge | 3 | |
Number of previously unfloored hedges amended | Hedge | 2 | |
Interest rate floor basis points | 0.50% | |
Derivative losses included in Accumulated other comprehensive loss to be reclassified into earnings over next twelve months | $ | $ 2 | |
Term Loan | ||
Derivative [Line Items] | ||
Repayment of principal | $ | $ 556 |
Derivative Financial Instrume_5
Derivative Financial Instruments - Schedule of Fair Values and Location of Outstanding Derivative Instruments Recorded in the Condensed Consolidated Balance Sheets (Details) - USD ($) $ in Millions | Sep. 30, 2021 | Dec. 31, 2020 |
Derivatives Fair Value [Line Items] | ||
Total Assets | $ 5 | |
Total Liabilities | 13 | $ 47 |
Other Assets | ||
Derivatives Fair Value [Line Items] | ||
Total Assets | 5 | |
Other Current Liabilities | ||
Derivatives Fair Value [Line Items] | ||
Total Liabilities | 12 | 28 |
Other Liabilities | ||
Derivatives Fair Value [Line Items] | ||
Total Liabilities | $ 1 | $ 19 |
Financial Instruments - Seller
Financial Instruments - Seller Earnouts - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended |
Sep. 30, 2021 | Sep. 30, 2021 | |
Financial Instruments [Abstract] | ||
Fair value of seller earnouts | $ 144 | |
Loss (gain) from change in fair value of seller earnouts | $ 35 |
Financial Instruments - Warrant
Financial Instruments - Warrants - Additional Information (Details) - USD ($) $ / shares in Units, $ in Millions | May 26, 2020 | Sep. 30, 2021 | Sep. 30, 2021 |
Class Of Warrant Or Right [Line Items] | |||
Warrants outstanding | 59,633,274 | 59,633,274 | |
Warrants expiration date | Jul. 2, 2026 | Jul. 2, 2026 | |
Warrants expiration term | 5 years | 5 years | |
Fair value of warrants | $ 182 | $ 182 | |
Loss (gain) from change in fair value of warrant liabilities | $ 55 | ||
Redemption of Warrants When the Price per Share of Class A Common Stock Equals or Exceeds $18.00 | |||
Class Of Warrant Or Right [Line Items] | |||
Redemption price per warrant (in dollars per share) | $ 0.01 | ||
Stock price trigger for redemption of warrants (in dollars per share) | 18 | ||
Redemption of Warrants When Price per Share of Class A Common Stock Greater than 10.00 but Less than 18.00 | |||
Class Of Warrant Or Right [Line Items] | |||
Redemption price per warrant (in dollars per share) | 0.10 | ||
Redemption of Warrants When Price per Share of Class A Common Stock Greater than 10.00 but Less than 18.00 | Minimum | |||
Class Of Warrant Or Right [Line Items] | |||
Stock price trigger for redemption of warrants (in dollars per share) | 10 | ||
Redemption of Warrants When Price per Share of Class A Common Stock Greater than 10.00 but Less than 18.00 | Maximum | |||
Class Of Warrant Or Right [Line Items] | |||
Stock price trigger for redemption of warrants (in dollars per share) | $ 18 | ||
Private Placement Warrants | |||
Class Of Warrant Or Right [Line Items] | |||
Number of shares issuable per warrant | 1 | 1 | |
Private Placement Warrants | Class A Common Stock | |||
Class Of Warrant Or Right [Line Items] | |||
Share price per share | $ 11.50 | $ 11.50 | |
FTAC | Private Placement Warrants | |||
Class Of Warrant Or Right [Line Items] | |||
Number of warrants issued | 15,133,333 | ||
FTAC | Public Warrants | |||
Class Of Warrant Or Right [Line Items] | |||
Number of warrants issued | 34,499,941 | ||
FTAC | Forward Purchase Warrants | |||
Class Of Warrant Or Right [Line Items] | |||
Number of warrants to be purchased | 10,000,000 |
Fair Value Measurement - Schedu
Fair Value Measurement - Schedule of Financial Assets and Liabilities Measured at Fair Value on Recurring Basis (Details) - Measured at Fair Value on Recurring Basis - USD ($) $ in Millions | Sep. 30, 2021 | Dec. 31, 2020 |
Assets | ||
Total assets recorded at fair value | $ 5 | |
Liabilities | ||
Total liabilities recorded at fair value | 973 | $ 73 |
Interest Rate Swaps | ||
Assets | ||
Total assets recorded at fair value | 5 | |
Liabilities | ||
Total liabilities recorded at fair value | 13 | 47 |
Contingent Consideration Liability | ||
Liabilities | ||
Total liabilities recorded at fair value | 29 | 26 |
Seller Earnouts Liability | ||
Liabilities | ||
Total liabilities recorded at fair value | 144 | |
Warrant Liability | ||
Liabilities | ||
Total liabilities recorded at fair value | 182 | |
Tax Receivable Agreement Liability | ||
Liabilities | ||
Total liabilities recorded at fair value | 605 | |
Level 1 | ||
Liabilities | ||
Total liabilities recorded at fair value | 182 | |
Level 1 | Warrant Liability | ||
Liabilities | ||
Total liabilities recorded at fair value | 182 | |
Level 2 | ||
Assets | ||
Total assets recorded at fair value | 5 | |
Liabilities | ||
Total liabilities recorded at fair value | 13 | 47 |
Level 2 | Interest Rate Swaps | ||
Assets | ||
Total assets recorded at fair value | 5 | |
Liabilities | ||
Total liabilities recorded at fair value | 13 | 47 |
Level 3 | ||
Liabilities | ||
Total liabilities recorded at fair value | 778 | 26 |
Level 3 | Contingent Consideration Liability | ||
Liabilities | ||
Total liabilities recorded at fair value | 29 | $ 26 |
Level 3 | Seller Earnouts Liability | ||
Liabilities | ||
Total liabilities recorded at fair value | 144 | |
Level 3 | Tax Receivable Agreement Liability | ||
Liabilities | ||
Total liabilities recorded at fair value | $ 605 |
Fair Value Measurement - Summar
Fair Value Measurement - Summary of Changes in Deferred Contingent Consideration Liabilities (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | 9 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | Jun. 30, 2021 | Sep. 30, 2020 | |
Fair Value Disclosures [Abstract] | ||||
Beginning balance | $ 29 | $ 29 | $ 26 | $ 22 |
Acquisitions | 0 | 3 | 2 | 3 |
Accretion of contingent consideration | 0 | 0 | 1 | 0 |
Ending Balance | $ 29 | $ 25 | $ 29 | $ 25 |
Fair Value Measurement - Reconc
Fair Value Measurement - Reconciliation of TRA Liability and Seller Earnout Liability (Details) $ in Millions | 3 Months Ended |
Sep. 30, 2021USD ($) | |
Tax Receivable Agreement Liability | |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |
Beginning Balance | $ 578 |
Loss from change in fair value of TRA | 27 |
Ending Balance | 605 |
Seller Earnouts Liability | |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |
Beginning Balance | 109 |
Loss from change in fair value of Seller Earnouts | 35 |
Ending Balance | $ 144 |
Fair Value Measurement - Sche_2
Fair Value Measurement - Schedule of Financial Liabilities Not Measured at Fair Value on Recurring Basis (Details) - USD ($) $ in Millions | Sep. 30, 2021 | Dec. 31, 2020 |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Current portion of long term debt | $ 43 | $ 37 |
Long term debt | 2,839 | 4,041 |
Total debt, net | 2,882 | 4,078 |
Carrying Value [Member] | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Current portion of long term debt | 43 | 37 |
Long term debt | 2,839 | 4,041 |
Total debt, net | 2,882 | 4,078 |
Fair Value [Member] | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Current portion of long term debt | 43 | 37 |
Long term debt | 2,848 | 4,090 |
Total debt, net | $ 2,891 | $ 4,127 |
Fair Value Measurement - Additi
Fair Value Measurement - Additional Information (Details) - USD ($) | 3 Months Ended | 6 Months Ended | 9 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | Jun. 30, 2021 | Sep. 30, 2020 | |
Fair Value Disclosures [Abstract] | ||||
Fair value, assets, Level 1 to Level 2 transfers, amount | $ 0 | $ 0 | $ 0 | $ 0 |
Fair value, assets, Level 2 to Level 1 transfers, amount | 0 | 0 | 0 | |
Fair value, liabilities, Level 1 to Level 2 transfers, amount | 0 | 0 | 0 | 0 |
Fair value, liabilities, Level 2 to Level 1 transfers, amount | 0 | 0 | 0 | |
Fair value, measurement with unobservable inputs reconciliation, liability, transfers into Level 3 | $ 0 | 0 | 0 | 0 |
Fair Value, measurement with unobservable inputs reconciliation, liability, transfers out of Level 3 | $ 0 | $ 0 | $ 0 |
Restructuring and Integration -
Restructuring and Integration - Additional Information (Details) - USD ($) $ in Millions | Sep. 30, 2021 | Jun. 30, 2021 | Mar. 31, 2021 | Dec. 31, 2020 |
Restructuring Cost And Reserve [Line Items] | ||||
Expected cumulative costs | $ 135 | |||
Total expenses | 103 | |||
Accrued restructuring liability | 4 | $ 6 | $ 15 | |
Severance and Related Benefits | ||||
Restructuring Cost And Reserve [Line Items] | ||||
Accrued restructuring liability | 4 | $ 6 | 12 | |
Other Restructuring Costs | ||||
Restructuring Cost And Reserve [Line Items] | ||||
Accrued restructuring liability | $ 3 | |||
The Plan [Member] | ||||
Restructuring Cost And Reserve [Line Items] | ||||
Expected cumulative costs | $ 135 | |||
Expected annual cost savings by 2022 | 196 | |||
Total expenses | $ 103 | |||
The Plan [Member] | Severance and Related Benefits | ||||
Restructuring Cost And Reserve [Line Items] | ||||
Expected cumulative costs | 80 | |||
The Plan [Member] | Other Restructuring Costs | ||||
Restructuring Cost And Reserve [Line Items] | ||||
Expected cumulative costs | $ 55 |
Restructuring and Integration_2
Restructuring and Integration - Summary of Restructuring Costs (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended |
Sep. 30, 2021 | Jun. 30, 2021 | |
Restructuring Cost And Reserve [Line Items] | ||
Restructuring Costs | $ 3 | $ 9 |
Inception to Date | 103 | |
Estimated Remaining Costs | 32 | |
Estimated Total Cost | 135 | |
Employer Solutions | ||
Restructuring Cost And Reserve [Line Items] | ||
Restructuring Costs | 3 | 8 |
Inception to Date | 90 | |
Estimated Remaining Costs | 25 | |
Estimated Total Cost | 115 | |
Employer Solutions | Severance and Related Benefits | ||
Restructuring Cost And Reserve [Line Items] | ||
Restructuring Costs | 1 | 6 |
Inception to Date | 46 | |
Estimated Remaining Costs | 21 | |
Estimated Total Cost | 67 | |
Employer Solutions | Other Restructuring Costs | ||
Restructuring Cost And Reserve [Line Items] | ||
Restructuring Costs | 2 | 2 |
Inception to Date | 44 | |
Estimated Remaining Costs | 4 | |
Estimated Total Cost | 48 | |
Professional Services | ||
Restructuring Cost And Reserve [Line Items] | ||
Restructuring Costs | 1 | |
Inception to Date | 13 | |
Estimated Remaining Costs | 7 | |
Estimated Total Cost | 20 | |
Professional Services | Severance and Related Benefits | ||
Restructuring Cost And Reserve [Line Items] | ||
Restructuring Costs | $ 1 | |
Inception to Date | 8 | |
Estimated Remaining Costs | 5 | |
Estimated Total Cost | 13 | |
Professional Services | Other Restructuring Costs | ||
Restructuring Cost And Reserve [Line Items] | ||
Inception to Date | 5 | |
Estimated Remaining Costs | 2 | |
Estimated Total Cost | $ 7 |
Restructuring and Integration_3
Restructuring and Integration - Schedule of Accrued Restructuring Liability (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | 9 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | Jun. 30, 2021 | Sep. 30, 2020 | |
Restructuring Cost And Reserve [Line Items] | ||||
Accrued restructuring liability, Beginning balance | $ 6 | $ 15 | ||
Restructuring charges | 3 | $ 10 | 9 | $ 57 |
Cash payments | (5) | (18) | ||
Accrued restructuring liability, Ending Balance | 4 | 6 | ||
Severance and Related Benefits | ||||
Restructuring Cost And Reserve [Line Items] | ||||
Accrued restructuring liability, Beginning balance | 6 | 12 | ||
Restructuring charges | 1 | 7 | ||
Cash payments | (3) | (13) | ||
Accrued restructuring liability, Ending Balance | 4 | 6 | ||
Other Restructuring Costs | ||||
Restructuring Cost And Reserve [Line Items] | ||||
Accrued restructuring liability, Beginning balance | 3 | |||
Restructuring charges | 2 | 2 | ||
Cash payments | $ (2) | $ (5) |
Employee Benefits - Additional
Employee Benefits - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | 9 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | Jun. 30, 2021 | Sep. 30, 2020 | |
Compensation And Retirement Disclosure [Abstract] | ||||
Defined contribution savings plan expenses | $ 11 | $ 9 | $ 31 | $ 38 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Details) $ in Millions | 9 Months Ended |
Sep. 30, 2021USD ($) | |
Purchase Obligations | |
Commitment And Contingencies [Line Items] | |
Purchase obligation, remainder of 2021 | $ 6 |
Purchase obligation, 2022 | 26 |
Purchase obligation, 2023 | 26 |
Purchase obligation, 2024 | 27 |
Purchase obligation, 2025 | 9 |
Purchase obligation, thereafter | 7 |
Service Obligations | |
Commitment And Contingencies [Line Items] | |
Service obligation, remainder of 2021 | 34 |
Service obligation, 2022 | 141 |
Service obligation, 2023 | 147 |
Service obligation, 2024 | 154 |
Service obligation, 2025 | 162 |
Service obligation, thereafter | $ 502 |
Service obligation agreement termination fees percentage | 25.00% |
Service obligation maturity period | 10 years |
Subsequent Events - Additional
Subsequent Events - Additional Information (Details) - USD ($) $ in Millions | 1 Months Ended | |||
Oct. 31, 2021 | Sep. 30, 2021 | Aug. 31, 2021 | Dec. 31, 2020 | |
Subsequent Event [Line Items] | ||||
Debt balance | $ 2,882 | $ 4,078 | ||
Term Loan, Third Incremental | ||||
Subsequent Event [Line Items] | ||||
Debt balance | $ 525 | |||
Aon Retiree Health Exchange | Subsequent Event | ||||
Subsequent Event [Line Items] | ||||
Business combination, date of acquisition agreement | Oct. 31, 2021 | |||
Consideration transferred | $ 200 | |||
Consumer Medical, Inc | Subsequent Event | ||||
Subsequent Event [Line Items] | ||||
Business combination, date of acquisition agreement | Oct. 31, 2021 |