View:
United States securities and exchange commission logo
January 28, 2021
John Kao
Chief Executive Officer
Alignment Healthcare, Inc.
1100 W. Town and Country Road, Suite 1600
Orange, CA 92868
Re: Alignment
Healthcare, Inc.
Amendment No. 1 to
Draft Registration Statement on Form S-1
Submitted January
11, 2021
CIK No. 0001832466
Dear Mr. Kao:
We have reviewed your amended draft registration statement and
have the following
comments. In some of our comments, we may ask you to provide us with
information so we
may better understand your disclosure.
Please respond to this letter by providing the requested
information and either submitting
an amended draft registration statement or publicly filing your
registration statement on
EDGAR. If you do not believe our comments apply to your facts and
circumstances or do not
believe an amendment is appropriate, please tell us why in your
response.
After reviewing the information you provide in response to these
comments and your
amended draft registration statement or filed registration statement, we
may have additional
comments.
Amendment No. 1 to Draft Registration Statement on Form S-1
Prospectus Summary
Alignment's Virtuous Cycle, page 6
1. Refer to your response
to comment 3. Please revise to clarify that the average cost of a
nurse visit and
hospitalization are derived from your own internal calculations.
2. Refer to your response
to comment 4. Please revise to disclose your membership numbers
for the fiscal years
ended December 31, 2019 and December 31, 2020.
Richest coverage and benefits, page 7
3. Refer to your response
to comment 1. Please clarify what you mean by the statement that
John Kao
Alignment Healthcare, Inc.
January 28, 2021
Page 2
your Medicare Advantage plans were "rated" in the top three for
benefit richness and more
clearly describe what you mean by "richness."
Business, page 102
4. Refer to comments 9 and 11. Please disclose the material terms of your
CMS agreements,
including the length of the agreement, the types of benefits you are
required to provide to
members, the member enrollment requirements, the benefit and price bid
proposals you
are required to submit to CMS and the termination provisions. In
addition, please disclose
your overall Star rating in California and, if true, that the payments
in Nevada and North
Carolina, which do not yet have independent Star ratings due to your
limited operating
history in those markets, will be based on your California Star rating
for the next several
years.
Our Growth Strategy
Expand into new markets, page 120
5. Refer to your response to comment 12 and your disclosure that you have
identified
additional markets for potential expansion in 2022 and beyond to
continue to your growth
strategy. Please disclose the areas of the country you have
identified, such as the
Northeast or the South, and whether the identified markets are rural,
suburban or urban.
Partner with providers to accelerate growth and improve operational
performance, page 121
6. Refer to your response to comment 13. Please revise to disclose the
different types of
payment models and agreements, including your VIE agreements, you have
with medical
providers and medical organizations.
You may contact Rolf Sundwall at 202-551-3105 or Sharon Blume at
202-551-3474 if
you have questions regarding comments on the financial statements and related
matters. Please
contact Sonia Bednarowski at 202-551-3666 or Justin Dobbie, Legal Branch Chief,
at 202-551-
3469 with any other questions.
FirstName LastNameJohn Kao Sincerely,
Comapany NameAlignment Healthcare, Inc.
Division of
Corporation Finance
January 28, 2021 Page 2 Office of Finance
FirstName LastName