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Variable Interest Entities (VIEs)
9 Months Ended
Sep. 30, 2024
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
Variable Interest Entities (VIEs)
16.
Variable Interest Entities (VIEs)

The Company’s condensed consolidated financial statements include its subsidiaries and consolidated VIEs. A VIE is defined as a legal entity whose equity owners do not have sufficient equity at risk, or, as a group, the holders of the equity investment at risk lack any of the following three characteristics: decision-making rights, the obligation to absorb losses, or the right to receive the expected residual returns of the entity. The primary beneficiary is identified as the variable interest holder that has both the power to direct the activities of the VIE that most significantly affect the entity’s economic performance and the obligation to absorb expected losses or the right to receive benefits from the entity that could potentially be significant to the VIE.

Certain state laws prohibit a professional corporation that has more than one shareholder from being a shareholder in another professional corporation. As a result, the Company cannot directly own shares in other professional corporations. However, an exception to this regulation permits a professional corporation that has only one shareholder to own shares in another professional corporation. In reliance on this exception, the Company designated certain key personnel as the nominee shareholders of professional corporations that hold controlling and non-controlling ownership interests in several medical corporations. Via a Physician Shareholder Agreement with the nominee shareholder, the Company has the ability to designate another person to be the equity holder of the professional corporation. In addition, these entities are managed by the Company’s wholly owned MSOs via MSA. In accordance with relevant accounting guidance, the professional corporations and their consolidated medical corporations are consolidated by the Company in the accompanying condensed financial statements.

Due to corporate practice of medicine laws, the Company operates by maintaining long-term MSAs with its affiliated IPAs and medical groups, each of which is owned and operated by physicians only, and employs or contracts with additional physicians to provide medical services. AHM is a wholly owned subsidiary of the Company and has entered into MSAs with several affiliated IPAs, including APC. APC arranges for the delivery of healthcare services by contracting with physicians or professional medical corporations for primary care and specialty care services. The physicians in the IPA are exclusively in control of, and responsible for, all aspects of the practice of medicine for enrolled patients. In accordance with relevant accounting guidance, APC has been determined to be a VIE of AHM, as AHM is its primary beneficiary with the ability, through majority representation on the APC Joint Planning Board and otherwise, to direct the activities (excluding clinical decisions) that most significantly affect APC’s economic performance. Therefore, APC and its wholly owned subsidiaries and VIEs are consolidated in the accompanying financial statements.

Astrana Medical and Astrana Care Partners Medical were formed in May 2019 and July 2021, respectively, as designated shareholder professional corporations. The Company’s Vice Chairman is the sole shareholder of Astrana Medical and Astrana Care Partners Medical. Via a Physician Shareholder Agreement, Astrana makes all the decisions on behalf of Astrana Medical and Astrana Care Partners Medical. Astrana has the obligation to absorb losses of, or the right to receive benefits from, Astrana Medical and Astrana Care Partners Medical. Therefore, Astrana Medical and Astrana Care Partners Medical are controlled by and consolidated by Astrana as the primary beneficiary of the VIEs.

On January 1, 2024, a 25% equity interest of Eleanor Leung M.D. was re-acquired by the Company. As a result, Astrana Care Partners Medical now owns 100% of Eleanor Leung M.D.

 

The following table includes assets that can only be used to settle the liabilities of the Company’s VIEs, and to which the creditors of Astrana have no recourse, and liabilities to which the creditors of the Company’s VIEs have no recourse to the general credit of Astrana, as the primary beneficiary of the VIEs. These assets and liabilities, with the exception of investments in affiliates and amounts due to, or from, affiliates, which are eliminated upon consolidation, are included in the accompanying condensed consolidated balance sheets (in thousands).

 

 

September 30, 2024

 

 

December 31, 2023

 

Assets

 

 

 

 

 

 

Current assets

 

 

 

 

 

 

Cash and cash equivalents

 

$

181,340

 

 

$

184,078

 

Investment in marketable securities

 

 

2,233

 

 

 

 

Receivables, net

 

 

54,356

 

 

 

21,120

 

Receivables, net – related party

 

 

76,010

 

 

 

58,707

 

Income taxes receivable

 

 

 

 

 

1,600

 

Other receivables

 

 

385

 

 

 

454

 

Prepaid expenses and other current assets

 

 

9,763

 

 

 

9,991

 

Total current assets

 

 

324,087

 

 

 

275,950

 

 

 

 

 

 

 

 

Non-current assets

 

 

 

 

 

 

Land, property and equipment, net

 

 

5,619

 

 

 

5,306

 

Intangible assets, net

 

 

82,264

 

 

 

60,906

 

Goodwill

 

 

235,638

 

 

 

140,157

 

Income taxes receivable, non-current

 

 

15,943

 

 

 

15,943

 

Investments in other entities – equity method

 

 

14,338

 

 

 

12,114

 

Investment in affiliates*

 

 

413,269

 

 

 

273,182

 

Investment in a privately held entity

 

 

405

 

 

 

405

 

Restricted cash

 

 

40

 

 

 

40

 

Operating lease right-of-use assets

 

 

21,648

 

 

 

28,796

 

Other assets

 

 

1,147

 

 

 

1,149

 

 

 

 

 

 

 

 

Total non-current assets

 

 

790,311

 

 

 

537,998

 

 

 

 

 

 

 

 

Total assets

 

$

1,114,398

 

 

$

813,948

 

 

 

 

 

 

 

 

Current liabilities

 

 

 

 

 

 

Accounts payable and accrued expenses

 

$

41,416

 

 

$

32,707

 

Fiduciary accounts payable

 

 

6,041

 

 

 

7,737

 

Medical liabilities

 

 

75,648

 

 

 

55,157

 

Dividend payable

 

 

638

 

 

 

638

 

Income tax payable

 

 

26,105

 

 

 

 

Finance lease liabilities

 

 

520

 

 

 

646

 

Operating lease liabilities

 

 

3,434

 

 

 

3,305

 

Amount due to affiliates*

 

 

76,294

 

 

 

107,340

 

Other liabilities

 

 

11,139

 

 

 

8,542

 

 

 

 

 

 

 

 

Total current liabilities

 

 

241,235

 

 

 

216,072

 

 

 

 

 

 

 

 

Non-current liabilities

 

 

 

 

 

 

Finance lease liabilities, net of current portion

 

 

649

 

 

 

1,033

 

Operating lease liabilities, net of current portion

 

 

21,054

 

 

 

28,675

 

Deferred tax liability

 

 

7,198

 

 

 

7,284

 

Other long-term liabilities

 

 

299

 

 

 

230

 

 

 

 

 

 

 

 

Total non-current liabilities

 

 

29,200

 

 

 

37,222

 

 

 

 

 

 

 

 

Total liabilities

 

$

270,435

 

 

$

253,294

 

 

*Investment in affiliates includes the Company’s VIEs’ investment in Astrana, which is reflected as treasury shares and eliminated upon consolidation. Amounts due to, or from, affiliates are receivables with Astrana’s subsidiaries. As a result, these balances are eliminated upon consolidation and are not reflected on Astrana’s condensed consolidated balance sheets as of September 30, 2024 and December 31, 2023.