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Related Party Transactions
12 Months Ended
Dec. 31, 2019
Related Party Transactions [Abstract]  
Related Party Transactions Related Party Transactions
 
Clinic Loan Assignment and Term Loan Holdings LLC Distribution
 
The Company partly finances clinic development costs of some of its JV subsidiaries by providing intercompany term loans and revolving loans through its wholly owned operating subsidiary American Renal Associates LLC (“ARA OpCo”). On April 26, 2016, the Company transferred substantially all of the then existing intercompany term loans (“Assigned Clinic Loans”) provided to its JV subsidiaries by ARA OpCo to a newly formed entity, Term Loan Holdings LLC (“Term Loan Holdings”), which ownership interest was distributed to pre-IPO stockholders (affiliates of Centerbridge and certain of the Company’s current and former directors and executive officers) pro rata in accordance with their then ownership in the Company (the “Term Loan Holdings Distribution”).

Each assigned clinic loan is guaranteed by the Company and the applicable joint venture partner or partners in proportion to their respective ownership interests in the applicable JV. These guarantees would become payable if the joint venture fails to meet its obligations under the applicable Assigned Clinic Loan. Assigned Clinic Loans are reflected on the Consolidated Balance Sheet as $866 and $5,078 as of December 31, 2019 and 2018, respectively, and had maturities ranging from January 2020 to July 2020, with a weighted average maturity of approximately 0.3 years (April 2020), and interest rates ranging from 4.33% to 8.08%, with a weighted average interest rate of 5.31%. Fixed principal and interest payments with respect to such Assigned Clinic Loans are payable monthly. The pro rata share of the guarantee was $478 and $2,813 as of December 31, 2019 and 2018, respectively.

The Company administers and manages the Assigned Clinic Loans as servicer pursuant to the terms of a loan servicing agreement as entered into between the Company and Term Loan Holdings. The Company is paid a quarterly fee for its services based on its reasonable costs and expenses, plus a specified percentage of such costs and expenses, which may be adjusted annually based on negotiations between the Company and Term Loan Holdings. The fee charged for the year ended December 31, 2019 is immaterial. See “Note 14—Debt.”

Income Tax Receivable Agreement
 
On April 26, 2016, the Company entered into the Income Tax Receivable Agreement (“TRA”) for the benefit of its pre-IPO stockholders, including Centerbridge and its executive officers.  The TRA provides for the Company to pay its pre-IPO stockholders on a pro rata basis of 85% of the amount of cash savings, if any, in U.S. federal, state and local income tax that are actually realized as a result of any deductions (including net operating losses resulting from such deductions) attributable to the exercise of (or any payment, including any dividend equivalent right or payment, in respect of ) any compensatory stock option issued by us that is outstanding (whether vested or unvested) as of April 20, 2016, which is the record date set by the board of directors of the Company for this distribution. The Company recorded an estimated liability of $23,400 based on the fair value of the TRA as of April 20, 2016. As of December 31, 2019, the Company’s total liability under the TRA is estimated to be $3,451, including the fair value of the financial instrument of $3,000 as well as $451 of accrued but unpaid obligations, included as a component of other accrued expenses on the Consolidated Balance Sheet. During the years ended December 31, 2019 and 2018 the Company paid $1,280 and $6,376, respectively, relating to the TRA. See “Note 6—Fair Value Measurements.”

Due from Related Party
 
The Company entered into a sublease agreement with a clinic group, the members of which are also noncontrolling interest shareholders, to provide for various facility buildouts. In connection with this agreement, the Company provided financing in the initial total amount of $2,609. As of December 31, 2019, the loans had maturities ranging from March 2026 to September 2033 and interest rates ranging from 6.0% to 8.1%, with a weighted average interest rate of 6.1%. Fixed principal and interest payments with respect to such loans are payable monthly. As of December 31, 2019, the remaining balance to be paid to the Company was $2,609, of which $182 is included in Prepaid expenses and other current assets and $2,427 is included in Other long-term assets on the Consolidated Balance Sheet. 

Transactions with Executive Officer

The Company licenses software relating to electronic medical record solutions from Kinetic Decision Solutions LLC (“Kinetic”), which is owned 51% by an executive officer of the Company, and 2.5% by his spouse. The executive is also Co-Founder, Chief Executive Officer and Managing Partner of Kinetic. Under the terms of this arrangement, the Company paid to Kinetic $322 and $318 during the year ended December 31, 2019 and 2018, respectively.

The executive officer and his spouse, through a trust in which the executive officer's spouse is trustee and beneficiary, are partners in certain of the Company’s clinic JVs. The clinics in which the executive officer and/or his spousal trust have an ownership interest all receive intercompany revolving loans made through the Company, and have a portion of their financing in the form of term loans held by Term Loan Holdings. As of December 31, 2019 and 2018, the aggregate principal amount outstanding of the intercompany revolving loans and assigned clinic loans made to the Company’s joint ventures in which the executive officer and/or his spousal trust have an ownership interest was approximately $2,320 and $4,065, respectively. As of December 31, 2019, such loans had maturities ranging from January 2020 to August 2024, with a weighted average maturity of approximately 3.6 years (August 2023), and interest rates ranging from 4.33% to 6.30%, with a weighted average interest rate of 4.92%. Fixed principal and interest payments with respect to such loans are payable monthly. Each loan is secured by the assets of the applicable joint venture clinic and is, and will continue to be, guaranteed by the Company and the executive officer and/or his spousal trust in proportion to each party’s ownership interests in the applicable joint venture. Based on their proportionate ownership interest in such joint ventures, the executive officer and/or his spousal trust guaranteed approximately $501 of such outstanding loans as of December 31, 2019.
Consulting Agreement with Board Member

On March 25, 2019, the Company entered into an independent contractor’s agreement with ECG Ventures, Inc., an entity wholly owned by a member of the Board. The board member has provided consulting services to the Company on a month-to-month basis subject to the terms set forth in the agreement. The agreement may be terminated by either party on 30 days’ prior written notice, subject to Board approval in the event of a termination by the Company. The agreement provided for a base fee of $100 per month during the term of the agreement, plus both a restatement fee and a performance fee, as well as reimbursement for travel and certain legal expenses. Although the Consulting Agreement has not been formally terminated, the Company and ECG Ventures, Inc. agreed to suspend the Consulting Agreement, effective October 31, 2019, and the board member is no longer receiving any amounts thereunder. The Company incurred expenses of $1,456 during the year ended December 31, 2019 relating to services provided under this consulting agreement.