UNITED STATES
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Washington, D.C. 20549
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FORM
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CURRENT REPORT
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
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On August 9, 2021, Alignment Healthcare, Inc. issued a press release announcing its financial results for its second quarter ended June 30, 2021. A copy of the press release is furnished herewith as Exhibit 99.1 and incorporated herein by reference.
The information contained in this Current Report on Form 8-K and in the accompanying exhibit are “furnished” and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, and shall not be incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act regardless of any general incorporation language in such filing, unless expressly incorporated by specific reference in such filing.
(d) Exhibits
| Exhibit Number | Description | |
| 99.1 | Press Release dated August 9, 2021 | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Alignment Healthcare, Inc. | ||
| Date: August 9, 2021 | By: | /s/ Thomas Freeman |
| Thomas Freeman | ||
| Chief Financial Officer | ||
EXHIBIT 99.1
Alignment Healthcare Reports Second Quarter 2021 Financial Results
ORANGE, Calif., Aug. 09, 2021 (GLOBE NEWSWIRE) -- Alignment Healthcare, Inc. (“Alignment Healthcare” or the “Company”) (Nasdaq: ALHC), a mission-based, tech-enabled Medicare Advantage company, today reported financial results for its second quarter ended June 30, 2021.
“Our results in the second quarter exceeded our expectations across the board including our membership, revenue, adjusted gross profit and adjusted EBITDA, leading us to raise our outlook for the full year of 2021,” said John Kao, founder and CEO. “During the quarter, the team made notable progress on our growth strategy by entering new states, expanding to contiguous markets, and developing new, innovative customer-focused plans – all of which put us in a solid position for 2022. We also expanded our provider network to support our growth in these new markets by signing several partnerships with high-quality providers. The power of our AVA technology and our expertise in Medicare Advantage offers a compelling value proposition for providers, helping them grow and gain market share.”
“The positive feedback we are receiving from our members gives me increased confidence that we are on the right track, and I believe the action we took in the second quarter should set us up to deliver sustainable long-term growth,” Kao added.
Second Quarter 2021 Financial Highlights
All comparisons, unless otherwise noted, are to the three months ended June 30, 2020.
- Health plan membership at the end of the quarter was approximately 84,700, up 32% year over year
- Total revenue was $309.0 million, up 26% year over year
- Health plan premium revenue of $293.4 million represented 32% growth year over year
- Adjusted gross profit was $37.1 million, which excludes depreciation of $0.05 million and equity-based compensation of $2.5 million from medical expense
- Medical benefits ratio based on adjusted gross profit was 88%
- Medical benefits ratio based on adjusted gross profit was 88%
Adjusted Gross Profit is reconciled as follows:
| Three Months Ended June 30, | Six Months Ended June 30, | |||||||||||||||
| 2021 | 2020 | 2021 | 2020 | |||||||||||||
| (dollars in thousands) | ||||||||||||||||
| Revenues | $ | 308,951 | $ | 244,313 | $ | 576,033 | $ | 468,946 | ||||||||
| Medical expenses | 274,385 | 194,502 | 525,480 | 387,898 | ||||||||||||
| Gross profit | 34,566 | 49,811 | 50,553 | 81,048 | ||||||||||||
| Gross profit % | 11.2 | % | 20.4 | % | 8.8 | % | 17.3 | % | ||||||||
| Add back: | ||||||||||||||||
| Equity-based compensation (medical expenses) | 2,457 | — | 9,023 | — | ||||||||||||
| Depreciation | 54 | 88 | 106 | 193 | ||||||||||||
| Total add back | 2,511 | 88 | 9,129 | 193 | ||||||||||||
| Adjusted gross profit | $ | 37,077 | $ | 49,899 | $ | 59,682 | $ | 81,241 | ||||||||
| Adjusted gross profit % | 12.0 | % | 20.4 | % | 10.4 | % | 17.3 | % | ||||||||
| Medical benefits ratio | 88.0 | % | 79.6 | % | 89.6 | % | 82.7 | % | ||||||||
- Adjusted EBITDA was ($4.7) million and net loss was ($44.8) million
Adjusted EBITDA is reconciled as follows:
| Three Months Ended June 30, | Six Months Ended June 30, | |||||||||||||||
| 2021 | 2020 | 2021 | 2020 | |||||||||||||
| (dollars in thousands) | ||||||||||||||||
| Net income (loss) | $ | (44,762 | ) | $ | 8,365 | $ | (101,636 | ) | $ | (1,707 | ) | |||||
| Add back: | ||||||||||||||||
| Interest expense | 4,329 | 4,192 | 8,577 | 8,352 | ||||||||||||
| Depreciation and amortization | 3,962 | 3,614 | 7,751 | 7,284 | ||||||||||||
| EBITDA | (36,471 | ) | 16,171 | (85,308 | ) | 13,929 | ||||||||||
| Equity-based compensation(1) | 30,887 | 350 | 62,674 | 676 | ||||||||||||
| Reorganization and transaction-related expenses(2) | 593 | — | 3,601 | — | ||||||||||||
| Acquisition expenses(3) | 301 | — | 301 | — | ||||||||||||
| Adjusted EBITDA | $ | (4,690 | ) | $ | 16,521 | $ | (18,732 | ) | $ | 14,605 | ||||||
| (1) | 2021 represents equity-based compensation related to the timing of the IPO, including the previously issued SARs liability awards, modifications related to transaction vesting units, and new grants made in conjunction with the IPO. 2020 represents equity-based compensation related to the Incentive Units. |
| (2) | Represents legal, professional, accounting and other advisory fees related to the Reorganization and the IPO that are considered non-recurring and non-capitalizable. |
| (3) | Represents acquisition-related fees, such as legal and advisory fees, that are non-recurring and non-capitalizable. |
- As of June 30, 2021, total cash was $494.6 million and debt was $152.0 million (excluding unamortized debt issuance costs)
Outlook for Third Quarter and Fiscal Year 2021
| Three Months Ending September 30, 2021 | Twelve Months Ending December 31, 2021 | |||
| $ Millions | Low | High | Low | High |
| Health Plan Membership | 84,800 | 85,200 | 85,000 | 85,800 |
| Revenue | $270 | $275 | $1,105 | $1,120 |
| Adjusted Gross Profit1 | $30 | $32 | $117 | $123 |
| Adjusted EBITDA2 | ($19) | ($17) | ($55) | ($50) |
_______________________
- Adjusted gross profit is a non-GAAP financial measure that is presented as supplemental disclosure, that we define as revenue less medical expenses before depreciation and amortization and equity-based compensation expense. We cannot reconcile our estimated ranges for adjusted gross profit to gross profit, the most directly comparable GAAP measure, and cannot provide estimated ranges for gross profit, without unreasonable efforts because of the uncertainty around certain items that may impact gross profit, including equity-based compensation expense and depreciation and amortization, that are not within our control or cannot be reasonably predicted.
- Adjusted EBITDA is a non-GAAP financial measure that is presented as supplemental disclosure, that we define as net income (loss) before interest expense, income taxes, depreciation and amortization expense, reorganization and transaction-related expenses and equity-based compensation expense. We cannot reconcile our estimated ranges for Adjusted EBITDA to net loss, the most directly comparable GAAP measure, and cannot provide estimated ranges for net loss, without unreasonable efforts because of the uncertainty around certain items that may impact net loss, including equity-based compensation expense and depreciation and amortization, that are not within our control or cannot be reasonably predicted.
Conference Call Details
The company will host a conference call at 5 p.m. E.T. today to discuss these results and management’s outlook for future financial and operational performance. The conference call can be accessed by dialing (833) 607-1669 for U.S. participants, or (914) 987-7881 for international participants, and referencing participant code 8778115. A live audio webcast will be available online at https://ir.alignmenthealthcare.com/. A replay of the call will be available via webcast for on-demand listening shortly after the completion of the call, at the same web link, and will remain available for approximately 12 months.
About Alignment Healthcare
Alignment Healthcare is a consumer-centric platform delivering customized health care in the United States to seniors and those who need it most, the chronically ill and frail, through its Medicare Advantage plans. Alignment Healthcare provides partners and patients with customized care and service where they need it and when they need it, including clinical coordination, risk management and technology facilitation. Alignment Healthcare offers health plan options through Alignment Health Plan, and also partners with select health plans to help deliver better benefits at lower costs.
Forward Looking Statements
This release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, and the Private Securities Litigation Reform Act of 1995, as amended. These forward-looking statements include statements regarding our future growth and our financial outlook for the third quarter ended September 30, 2021 and year ended December 31, 2021. Forward-looking statements are subject to risks and uncertainties and are based on assumptions that may prove to be inaccurate, which could cause actual results to differ materially from those expected or implied by the forward-looking statements. Actual results may differ materially from the results predicted, and reported results should not be considered as an indication of future performance. For a detailed discussion of the risk factors that could affect our actual results, please refer to the risk factors identified in our SEC reports, including our amended registration statement relating to our initial public offering, filed with the Securities and Exchange Commission (the “SEC”) on March 23, 2021 and our quarterly report on Form 10-Q for the quarter ended June 30, 2021, filed with the SEC on August 9, 2021. All information provided in this release and in the attachments is as of the date hereof, and we undertake no duty to update or revise this information unless required by law.
Condensed Consolidated Balance Sheets
(in thousands, except par value and share amounts)
(Unaudited)
| June 30, 2021 | December 31, 2020 (1) | |||||||
| Assets | ||||||||
| Current Assets: | ||||||||
| Cash | $ | 494,618 | $ | 207,311 | ||||
| Accounts receivable (less allowance for credit losses of $46 at June 30, 2021 and $0 at December 31, 2020, respectively) | 66,472 | 40,140 | ||||||
| Prepaid expenses and other current assets | 31,801 | 17,225 | ||||||
| Total current assets | 592,891 | 264,676 | ||||||
| Property and equipment, net | 29,532 | 27,145 | ||||||
| Right of use asset, net | 8,876 | 9,888 | ||||||
| Goodwill and intangible assets, net | 35,310 | 34,645 | ||||||
| Other assets | 3,447 | 2,148 | ||||||
| Total assets | $ | 670,056 | $ | 338,502 | ||||
| Liabilities and Stockholders' Equity | ||||||||
| Current Liabilities: | ||||||||
| Medical expenses payable | $ | 136,478 | $ | 112,605 | ||||
| Accounts payable and accrued expenses | 14,615 | 15,675 | ||||||
| Accrued compensation | 22,643 | 25,172 | ||||||
| Total current liabilities | 173,736 | 153,452 | ||||||
| Long-term debt, net of debt issuance costs | 147,333 | 144,168 | ||||||
| Long-term portion of lease liabilities | 8,607 | 10,271 | ||||||
| Total liabilities | 329,676 | 307,891 | ||||||
| Commitments and Contingencies (Note 12) | ||||||||
| Stockholders' Equity: | ||||||||
| Preferred stock, $.001 par value; 100,000,000 and 0 shares authorized as of June 30, 2021 and December 31, 2020 respectively; no shares issued and outstanding as of June 30, 2021 and December 31, 2020 | — | — | ||||||
| Common stock, $.001 par value; 1,000,000,000 and 164,063,787 shares authorized as of June 30, 2021 and December 31, 2020 respectively; 187,273,782 and 164,063,787 shares issued and outstanding as of June 30, 2021 and December 31, 2020, respectively | 188 | 164 | ||||||
| Additional paid-in capital | 821,384 | 410,018 | ||||||
| Accumulated deficit | (481,207 | ) | (379,571 | ) | ||||
| Total Alignment Healthcare, Inc. stockholders' equity | 340,365 | 30,611 | ||||||
| Noncontrolling interest | 15 | — | ||||||
| Total stockholders' equity | 340,380 | 30,611 | ||||||
| Total liabilities and stockholders' equity | $ | 670,056 | $ | 338,502 | ||||
| (1) | The condensed consolidated balance sheet as of December 31, 2020 was derived from the audited consolidated financial statements as of that date and was retroactively adjusted, including shares and per share amounts, as a result of the Reorganization. See Form 10-Q for additional details. |
Condensed Consolidated Statements of Operations
(in thousands, except per share amounts)
(Unaudited)
| Three Months Ended June 30, | Six Months Ended June 30, | |||||||||||||||
| 2021 | 2020 | 2021 | 2020 | |||||||||||||
| Revenues: | ||||||||||||||||
| Earned premiums | $ | 308,739 | $ | 243,956 | $ | 575,739 | $ | 468,222 | ||||||||
| Other | 212 | 357 | 294 | 724 | ||||||||||||
| Total revenues | 308,951 | 244,313 | 576,033 | 468,946 | ||||||||||||
| Expenses: | ||||||||||||||||
| Medical expenses | 274,385 | 194,502 | 525,480 | 387,898 | ||||||||||||
| Selling, general, and administrative expenses | 71,150 | 33,698 | 136,064 | 66,485 | ||||||||||||
| Depreciation and amortization | 3,908 | 3,526 | 7,645 | 7,091 | ||||||||||||
| Total expenses | 349,443 | 231,726 | 669,189 | 461,474 | ||||||||||||
| Income (loss) from operations | (40,492 | ) | 12,587 | (93,156 | ) | 7,472 | ||||||||||
| Other expenses: | ||||||||||||||||
| Interest expense | 4,329 | 4,192 | 8,577 | 8,352 | ||||||||||||
| Other (income) expenses | (59 | ) | 30 | (97 | ) | 827 | ||||||||||
| Total other expenses | 4,270 | 4,222 | 8,480 | 9,179 | ||||||||||||
| Income (loss) before income taxes | (44,762 | ) | 8,365 | (101,636 | ) | (1,707 | ) | |||||||||
| Provision for income taxes | — | — | — | — | ||||||||||||
| Net income (loss) attributable to Alignment Healthcare, Inc. | $ | (44,762 | ) | $ | 8,365 | $ | (101,636 | ) | $ | (1,707 | ) | |||||
| Total weighted-average common shares outstanding - basic and diluted(1) | 176,842,122 | 153,185,039 | 165,698,982 | 146,974,618 | ||||||||||||
| Net income (loss) per share - basic and diluted | $ | (0.25 | ) | $ | 0.05 | $ | (0.61 | ) | $ | (0.01 | ) | |||||
| (1) | The weighted-average shares used in computing net loss per share, basic and diluted were retroactively adjusted as a result of the Reorganization. See Form 10-Q for additional details. |
Condensed Consolidated Statements of Cash Flows
(in thousands)
(Unaudited)
| Six Months Ended June 30, | ||||||||
| 2021 | 2020 | |||||||
| Operating Activities: | ||||||||
| Net loss | $ | (101,636 | ) | $ | (1,707 | ) | ||
| Adjustments to reconcile net loss to net cash used in operating activities: | ||||||||
| Provision for credit loss | 46 | 35 | ||||||
| Depreciation and amortization | 7,751 | 7,284 | ||||||
| Amortization-debt issuance costs and investment discount | 1,110 | 1,082 | ||||||
| Payment-in-kind interest | 2,054 | 1,974 | ||||||
| Loss on disposal of property and equipment | — | 990 | ||||||
| Equity-based compensation and common stock payments | 51,275 | 676 | ||||||
| Non-cash lease expense | 1,314 | 1,151 | ||||||
| Changes in operating assets and liabilities: | ||||||||
| Accounts receivable | (25,503 | ) | (18,674 | ) | ||||
| Prepaid expenses and other current assets | (14,393 | ) | (6,729 | ) | ||||
| Other assets | 6 | 35 | ||||||
| Medical expenses payable | 23,105 | (1,108 | ) | |||||
| Accounts payable and accrued expenses | (2,368 | ) | 6,408 | |||||
| Accrued compensation | (2,529 | ) | 1,052 | |||||
| Lease liabilities | (1,788 | ) | 3,140 | |||||
| Noncurrent liabilities | — | (3,941 | ) | |||||
| Net cash used in operating activities | (61,556 | ) | (8,332 | ) | ||||
| Investing Activities: | ||||||||
| Asset acquisition, net of cash received | (1,405 | ) | — | |||||
| Purchase of investments | (800 | ) | (1,000 | ) | ||||
| Sale of investments | 800 | 250 | ||||||
| Acquisition of property and equipment | (9,462 | ) | (6,725 | ) | ||||
| Proceeds from the sale of property and equipment | — | 100 | ||||||
| Net cash used in investing activities | (10,867 | ) | (7,375 | ) | ||||
| Financing Activities: | ||||||||
| Purchase of noncontrolling interest | 15 | — | ||||||
| Equity repurchase | (1,474 | ) | (1,023 | ) | ||||
| Issuance of common stock | 390,600 | 135,000 | ||||||
| Common stock issuance costs | (29,011 | ) | (3,371 | ) | ||||
| Net cash provided by financing activities | 360,130 | 130,606 | ||||||
| Net increase in cash | 287,707 | 114,899 | ||||||
| Cash and restricted cash at beginning of period | 207,811 | 86,484 | ||||||
| Cash and restricted cash at end of period | $ | 495,518 | $ | 201,383 | ||||
| Supplemental disclosure of cash flow information: | ||||||||
| Cash paid for interest | $ | 5,413 | $ | 5,293 | ||||
| Supplemental non-cash investing and financing activities: | ||||||||
| Acquisition of property in accounts payable | $ | 418 | $ | 258 | ||||
| The following table provides a reconciliation of cash and restricted cash reported within the consolidated balance sheets to the total above | ||||||||
| Cash | $ | 494,618 | $ | 200,883 | ||||
| Restricted cash in other assets | 900 | 500 | ||||||
| Total | $ | 495,518 | $ | 201,383 | ||||
Non-GAAP Financial Measures
Certain of these financial measures are considered “non-GAAP” financial measures within the meaning of Item 10 of Regulation S-K promulgated by the SEC. We believe that non-GAAP financial measures provide an additional way of viewing aspects of our operations that, when viewed with the GAAP results, provide a more complete understanding of our results of operations and the factors and trends affecting our business. These non-GAAP financial measures are also used by our management to evaluate financial results and to plan and forecast future periods. However, non-GAAP financial measures should be considered as a supplement to, and not as a substitute for, or superior to, the corresponding measures calculated in accordance with GAAP. Non-GAAP financial measures used by us may differ from the non-GAAP measures used by other companies, including our competitors. To supplement our consolidated financial statements presented on a GAAP basis, we disclose the following Non-GAAP measures: Medical Benefits Ratio, Adjusted EBITDA and Adjusted Gross Profit as these are performance measures that our management uses to assess our operating performance. Because these measures facilitate internal comparisons of our historical operating performance on a more consistent basis, we use these measures for business planning purposes and in evaluating acquisition opportunities.
Adjusted EBITDA
Adjusted EBITDA is a non-GAAP financial measure that we define as net income (loss) before interest expense, income taxes, depreciation and amortization expense, reorganization and transaction-related expenses and equity-based compensation expense.
Adjusted EBITDA should not be considered in isolation of, or as an alternative to, measures prepared in accordance with GAAP. There are a number of limitations related to the use of Adjusted EBITDA in lieu of net income (loss), which is the most directly comparable financial measure calculated in accordance with GAAP.
Our use of the term Adjusted EBITDA may vary from the use of similar terms by other companies in our industry and accordingly may not be comparable to similarly titled measures used by other companies.
Medical Benefits Ratio (MBR)
We calculate our MBR by dividing total medical expenses excluding depreciation and equity-based compensation by total revenues in a given period.
Adjusted Gross Profit
Adjusted Gross Profit is a non-GAAP financial measure that we define as revenue less medical expenses before depreciation and amortization and equity-based compensation expense.
Adjusted Gross Profit should not be considered in isolation of, or as an alternative to, measures prepared in accordance with GAAP. There are a number of limitations related to the use of Adjusted Gross Profit in lieu of gross profit, which is the most directly comparable financial measure calculated in accordance with GAAP.
Our use of the term Adjusted Gross Profit may vary from the use of similar terms by other companies in our industry and accordingly may not be comparable to similarly titled measures used by other companies.
Investor Contact
Bob East
ICR Westwicke for Alignment Healthcare
AlignmentIR@westwicke.com
(443) 213-0500
Media Contact
Maggie Habib
mPR, Inc. for Alignment Healthcare
alignment@mpublicrelations.com