alhc-20240331

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

_______________________________________

FORM 10-Q

_______________________________________

(Mark One)


x			QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended March 31, 2024


o			TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

Commission File Number: 001-40295

_______________________________________

ALIGNMENT HEALTHCARE, INC.

(Exact Name of Registrant as Specified in its Charter)

_______________________________________


Delaware			46-5596242
(State or other jurisdiction of incorporation or organization)			(I.R.S. Employer Identification No.)
1100 W. Town and Country Road, Suite 1600 Orange, California			92868
(Address of principal executive offices)			(Zip Code)

Registrant’s telephone number, including area code: (844) 310-2247

_______________________________________

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading

Symbol(s)

Name of each exchange on which registered

Common Stock, par value $0.001 per share

ALHC

The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes x No o

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes x No o

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated Filer

Accelerated filer

Non-accelerated filer

Smaller reporting company

Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes o No x

As of April 29, 2024, the registrant had 191,198,265 shares of common stock, $0.001 par value per share, outstanding.


		Page

PART I.	Financial Information	4

Item 1.	Financial Statements (Unaudited):	4
	Condensed Consolidated Balance Sheets	4
	Condensed Consolidated Statements of Operations	5
	Condensed Consolidated Statements of Stockholders' Equity	6
	Condensed Consolidated Statements of Cash Flows	7
	Notes to Unaudited Condensed Consolidated Financial Statements	9
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	25
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	36
Item 4.	Controls and Procedures	36

PART II.	Other Information	37

Item 1.	Legal Proceedings	37
Item 1A.	Risk Factors	37
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	37
Item 3.	Defaults Upon Senior Securities	37
Item 4.	Mine Safety Disclosures	37
Item 5.	Other Information	37
Item 6.	Exhibits	39
Signatures		40


	March 31, 2024		December 31, 2023
Assets
Current Assets:
Cash and cash equivalents	$	238,903	$	202,904
Accounts receivable (less allowance for credit losses of $0 at March 31, 2024 and December 31, 2023)	165,071		119,749
Investments - current	62,809		115,914
Prepaid expenses and other current assets	53,856		44,970
Total current assets	520,639		483,537
Property and equipment, net	57,211		51,901
Right of use asset, net	8,549		9,959
Goodwill	34,826		34,826
Intangible Assets, net	5,224		5,252
Other assets	6,781		6,405
Total assets	$	633,230	$	591,880
Liabilities and Stockholders' Equity
Current Liabilities:
Medical expenses payable	$	276,464	$	205,399
Accounts payable and accrued expenses	22,671		23,511
Accrued compensation	31,607		34,112
Total current liabilities	330,742		263,022
Long-term debt, net of debt issuance costs	162,030		161,813
Long-term portion of lease liabilities	8,441		8,974
Total liabilities	501,213		433,809
Commitments and Contingencies (Note 12)
Stockholders' Equity:
Preferred stock, $.001 par value; 100,000,000 shares authorized as of March 31, 2024 and December 31, 2023, respectively; no shares issued and outstanding as of March 31, 2024 and December 31, 2023	—		—
Common stock, $.001 par value; 1,000,000,000 shares authorized as of March 31, 2024 and December 31, 2023; 191,156,569 and 188,951,643 shares issued and outstanding as of March 31, 2024 and December 31, 2023, respectively	191		189
Additional paid-in capital	1,057,519		1,037,015
Accumulated deficit	(926,779)		(880,258)
Total Alignment Healthcare, Inc. stockholders' equity	130,931		156,946
Noncontrolling interest	1,086		1,125
Total stockholders' equity	132,017		158,071
Total liabilities and stockholders' equity	$	633,230	$	591,880


	Three Months Ended March 31,
	2024		2023
Revenues:
Earned premiums	$	621,556	$	434,812
Other	7,045		4,343
Total revenues	628,601		439,155
Expenses:
Medical expenses	573,218		396,315
Selling, general, and administrative expenses	90,512		70,408
Depreciation and amortization	5,977		4,921
Total expenses	669,707		471,644
Loss from operations	(41,106)		(32,489)
Other expenses:
Interest expense	5,427		5,019
Other expenses (income)	42		(138)
Total other expenses	5,469		4,881
Loss before income taxes	(46,575)		(37,370)
Provision for income taxes	—		1
Net loss	$	(46,575)	$	(37,371)
Less: Net loss attributable to noncontrolling interest	54		87
Net loss attributable to Alignment Healthcare, Inc.	$	(46,521)	$	(37,284)
Total weighted-average common shares outstanding - basic and diluted	189,005,394		183,113,945
Net loss per share - basic and diluted	$	(0.25)	$	(0.20)


	Common Stock
	Shares	Amount		Additional Paid-In Capital		Accumulated Deficit		Noncontrolling interest		Total
Balance at December 31, 2023	188,951,643	$	189	$	1,037,015	$	(880,258)	$	1,125	$	158,071
Net loss	—	—		—		(46,521)		(54)		(46,575)
Issuance of common stock upon vesting of restricted stock units	2,277,545	2		—		—		—		2
Forfeitures	(2,799)	—		—		—		—		—
Shares withheld related to net restricted stock settlement	(69,820)	—		(350)		—		—		(350)
Equity-based compensation	—	—		20,854		—		—		20,854
Noncontrolling interest attributable to subsidiary	—	—		—		—		15		15
Balance at March 31, 2024	191,156,569	$	191	$	1,057,519	$	(926,779)	$	1,086	$	132,017


	March 31, 2024		March 31, 2023
Cash and cash equivalents	$	238,903	$	384,261
Restricted cash in other assets	2,183		1,750
Total	$	241,086	$	386,011


	Three Months Ended March 31,
	2024		2023
Premium	$	619,722	$	399,740
Capitation	1,834		35,072
Total	$	621,556	$	434,812


Description			Estimated Service Lives (years)
Computer and equipment			5
Office equipment and furniture			5-7
Software			3-5
Leasehold improvements			15 (or lease term, if shorter)


	March 31,
	2024	2023
Stock options	9,023,343	10,584,124
Restricted stock units	22,767,035	10,004,845
Total	31,790,378	20,588,969


	March 31, 2024
			Fair Value
	Carrying Value		Level 1		Level 2		Level 3
U.S. Treasury bills	$	82,489	$	82,414	$	—	$	—
Certificate of deposits	2,320		—		2,320		—
Total	$	84,809	$	82,414	$	2,320	$	—


	December 31, 2023
			Fair Value
	Carrying Value		Level 1		Level 2		Level 3
U.S. Treasury bills	$	117,337	$	117,310	$	—	$	—
Certificate of deposits	1,755		—		1,755		—
Total	$	119,092	$	117,310	$	1,755	$	—


	Three Months Ended March 31,
	2024		2023
Operating Activities:
Net loss	$	(46,575)	$	(37,371)
Adjustments to reconcile net loss to net cash (used in) provided by operating activities:
Provision for credit loss	—		1
Loss on right of use assets	143		—
Depreciation and amortization	6,029		4,982
Amortization-investment discount	(1,153)		(351)
Amortization-debt issuance costs	520		305
Equity-based compensation	20,854		21,978
Non-cash lease expense	472		717
Changes in operating assets and liabilities:
Accounts receivable	(45,322)		(32,387)
Prepaid expenses and other current assets	(8,886)		(15,786)
Other assets	(114)		4
Medical expenses payable	71,065		15,535
Accounts payable and accrued expenses	48		(9,211)
Deferred premium revenue	(59)		140,773
Accrued compensation	(2,505)		(2,966)
Lease liabilities	(755)		(1,113)
Net cash (used in) provided by operating activities	(6,238)		85,110
Investing Activities:
Purchase of investments	(21,564)		(104,243)
Maturities of investments	75,390		1,100
Acquisition of property and equipment	(11,121)		(7,285)
Net cash provided by (used in) investing activities	42,705		(110,428)
Financing Activities:
Payment of employment taxes related to release of restricted stock	(350)		—
Contributions from noncontrolling interest holders	15		30
Net cash (used in) provided by financing activities	(335)		30
Net increase (decrease) in cash	36,132		(25,288)
Cash, cash equivalents and restricted cash at beginning of period	204,954		411,299
Cash, cash equivalents and restricted cash at end of period	$	241,086	$	386,011
Supplemental disclosure of cash flow information:
Cash paid for interest	$	5,175	$	4,277
Supplemental non-cash investing and financing activities:
Acquisition of property in accounts payable	$	156	$	10


	March 31, 2024		December 31, 2023
Computers and equipment	$	11,830	$	11,447
Office equipment and furniture	4,397		4,396
Software	157,305		148,864
Leasehold improvements	6,347		6,347
Construction in progress	6,984		4,532
Subtotal	186,863		175,586
Less accumulated depreciation	(129,652)		(123,685)
Property and equipment-net	$	57,211	$	51,901


	March 31, 2024
	Gross Carrying Value		Accumulated Amortization		Net Carrying Value		Weighted Average Life
Goodwill	$	34,826	$	—	$	34,826	—
License (indefinite lived)	4,967		—		4,967		—
Plan member relationships	2,700		(2,700)		—		9 years
Other	1,050		(793)		257		2 - 10 years
Total	$	43,543	$	(3,493)	$	40,050


	December 31, 2023
	Gross Carrying Value		Accumulated Amortization		Net Carrying Value		Weighted Average Life
Goodwill	$	34,826	$	—	$	34,826	—
License (indefinite lived)	4,967		—		4,967		—
Plan member relationships	2,700		(2,700)		—		9 years
Other	1,050		(765)		285		2 - 10 years
Total	$	43,543	$	(3,465)	$	40,078


	March 31, 2024		December 31, 2023
Government receivables	$	70,106	$	35,529
Pharmacy rebate receivables	84,422		75,894
Other receivables	10,543		8,326
Total accounts receivable	165,071		119,749
Allowance for credit losses	—		—
Accounts receivable, net	$	165,071	$	119,749


	March 31, 2024		December 31, 2023
Claims incurred but not paid	$	129,245	$	95,664
Capitation and risk-sharing payable	71,946		50,894
Other