XML 80 R23.htm IDEA: XBRL DOCUMENT v3.20.1
Subsequent Events
3 Months Ended
Mar. 31, 2020
Subsequent Events [Abstract]  
Subsequent Events
Subsequent Events
Universal Care Inc.

On December 31, 2019, UCAP, entered into an SPA among UCAP, Bright, Bright Health, Inc., UCI, Howard E. And Elaine H. Davis Family Trust, Howard E. And Elaine H. Davis Grandchildren’s Trust, Jeffrey V. Davis, Jay B. Davis, Laura Davis-Loschiavo, Marc M. Davis, Peter And Helen Lee Family Trust, and, in their respective capacities as seller representatives, Kenneth Sim, M.D., Thomas Lam, M.D., Jay Davis and Jeffrey Davis. Pursuant to the SPA, UCAP and all of the other shareholders of UCI agreed to sell to Bright all of their respective shares of capital stock in UCI.

On April 30, 2020, the Closing Date, and pursuant to the SPA, UCAP and all of the other shareholders of UCI sold to Bright all of their respective shares of capital stock in UCI. In connection with such sale, on the Closing Date, APC received approximately $69.2 million in cash proceeds (including $16.5 million as repayment of indebtedness owed to APC), plus non-cash consideration consisting of shares of Bright Health, Inc.’s preferred stock having a stipulated value of approximately $33.3 million. In addition, pursuant to the terms of the SPA, upon release from escrow, APC is entitled to receive all or that portion of the following escrowed amounts that have not been offset or reserved for claims: (i) cash consideration of approximately $15.6 million, plus (ii) non-cash consideration consisting of shares of Bright Health, Inc.’s preferred stock having a stipulated value of approximately $5.9 million.

Dividends

On May 4, 2020 APC’s board of directors approved a dividend distribution on a pro rata basis to APC’s shareholders totaling $20.0 million, which was paid on May 6, 2020.