10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM 10-Q

(Mark One)

☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended March 31, 2022

OR

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

Commission File Number: 001-39299

Alight, Inc.

(Exact Name of Registrant as Specified in its Charter)

Delaware	86-1849232
( State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)
4 Overlook Point Lincolnshire, IL	60069
(Address of principal executive offices)	(Zip Code)

(224) 737-7000

(Registrant’s telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Class A Common Stock, par value $0.0001 per share	ALIT	New York Stock Exchange

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer	☒	Accelerated filer	☐
Non-accelerated filer	☐	Smaller reporting company	☐
Emerging growth company	☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

As of May 5, 2022, the registrant had 465,225,352 shares of Class A Common Stock, par value $0.0001 per share, 4,990,453 shares of Class B-1 Common Stock, par value $0.0001 per share, 4,990,453 shares of Class B-2 Common Stock, par value $0.0001 per share, 76,220,431 shares of Class V Common Stock, par value $0.0001 per share, 5,046,819 shares of Class Z-A Common Stock, par value $0.0001 per share, 274,379 shares of Class Z-B-1 Common Stock, par value $0.0001 per share, and 274,379 shares of Class Z-B-2 Common Stock, par value $0.0001 per share, outstanding.

Table of Contents

		Page
	Explanatory Note	1
	Forward-Looking Statements	1
PART I.	FINANCIAL INFORMATION
Item 1.	Financial Statements	3
	Condensed Consolidated Balance Sheets	3
	Condensed Consolidated Statements of Comprehensive Income (Loss)	4
	Condensed Consolidated Statements of Stockholders’ and Members’ Equity	5
	Condensed Consolidated Statements of Cash Flows	6
	Notes to Unaudited Condensed Consolidated Financial Statements	7
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	29
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	40
Item 4.	Controls and Procedures	40
PART II.	OTHER INFORMATION
Item 1.	Legal Proceedings	42
Item 1A.	Risk Factors	42
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	42
Item 3.	Defaults Upon Senior Securities	42
Item 4.	Mine Safety Disclosures	42
Item 5.	Other Information	42
Item 6.	Exhibits	43
Signatures		44

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Explanatory Note

This Quarterly Report on Form 10-Q includes information pertaining to periods prior to the closing of the Alight Business Combination (as defined below). Refer to Note 1 “Basis of Presentation and Nature of Business”, for further information regarding the basis of presentation.

Forward-Looking Statements

This Quarterly Report on Form 10-Q 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 (the "Exchange Act"). These forward-looking statements include, but are not limited to, statements that relate to expectations regarding future financial performance, and business strategies or expectations for our business. Forward-looking statements can often be identified by the use of words such as “anticipate,” “appear,” “approximate,” “believe,” “continue,” “could,” “estimate,” “expect,” “foresee,” “intends,” “may,” “might,” “plan,” “possible,” “potential,” “predict,” “project,” “seek,” “should,” “would” or similar expressions or the negative thereof. These forward-looking statements are based on information available as of the date of this report and the Company’s management’s current expectations, forecasts and assumptions, and involve a number of judgments, known and unknown risks and uncertainties and other factors, many of which are outside the control of the Company and its directors, officers and affiliates. Accordingly, forward-looking statements should not be relied upon as representing the Company’s views as of any subsequent date. The Company does not undertake any obligation to update, add or otherwise correct any forward-looking statements contained herein to reflect events or circumstances after the date they were made, whether as a result of new information, future events, inaccuracies that become apparent after the date hereof or otherwise, except as may be required by law.

As a result of a number of known and unknown risks and uncertainties, our actual results or performance may be materially different from those expressed or implied by these forward-looking statements. Some factors that could cause actual results to differ include:

•the possibility that the Company may be adversely affected by other economic, business or competitive factors;

•the ongoing COVID-19 pandemic and future outbreak of any other highly infectious or contagious disease, including the global economic uncertainty and measures taken in response;

•risks associated with competition with the Company’s competitors;

•cyber attacks and security vulnerabilities and other significant disruptions in the Company’s information technology systems and networks that could expose the Company to legal liability, impair its reputation or have a negative effect on the Company’s results of operations;

•our handling of confidential, personal or proprietary data;

•changes in applicable laws or regulations;

•an inability to successfully execute on operational and technological enhancements designed to drive value for our clients or drive internal efficiencies;

•claims (particularly professional liability claims), litigation or other proceedings against us;

•the inability to adequately protect key intellectual property rights or proprietary technology;

•past and prospective acquisitions, including the failure to successfully integrate operations, personnel, systems, technologies and products of the acquired companies, adverse tax consequences of acquisitions, greater than expected liabilities of the acquired companies and charges to earnings from acquisitions;

•the success of our strategic partnerships with third parties;

•the possibility of a decline in continued interest in outsourced services;

•our inability to retain and attract experienced and qualified personnel;

•recovery following a disaster or other business continuity problem;

•our inability to deliver a satisfactory product to our clients;

•damage to our reputation;

•our reliance on third-party licenses and service providers;

•our handling of client funds;

•changes in regulations that could have an adverse effect on the Company’s business;

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•the Company’s international operations;

•the profitability of our engagements due to unexpected circumstances;

•changes in accounting principles or treatment;

•contracting with government clients;

•the significant control the certain existing investors have over us;

•the potential for conflicts of interest arising out of any members of our board of directors allocating their time to other businesses and not exclusively to us, and that our charter contains a corporate opportunities waiver so directors will not be required to present potential business opportunities to us;

•the incurrence of increased costs and becoming subject to additional regulations and requirements as a result of being a public company;

•changes in our capital structure, including from the issuance of new shares by us or sales of shares by existing investors, which could adversely affect the market price of our stock;

•our obligations under the Tax Receivable Agreement (as defined below); and

•changes to our credit ratings or interest rates which could affect our financial resources, ability to raise additional capital, generate sufficient cash flows, or generally maintain operations; and other risks and uncertainties indicated in this report and our other public filings, including those set forth under the section entitled “Risk Factors” in our Annual Report on Form 10-K, filed with the Securities and Exchange Commission (the "SEC") on March 10, 2022 (the "Annual Report").

These risk factors do not identify all risks that we face, and our business, financial condition and results of operations could also be affected by factors, events or uncertainties that are not presently known to us or that we currently do not consider to present material risks.

Website and Social Media Disclosure

We use our website (www.alight.com) and our corporate Facebook (http://www.facebook.com/AlightGlobal), LinkedIn (www.linkedin.com/company/alightsolutions), and YouTube (www.youtube.com/c/AlightSolutions) accounts as channels of distribution of Company information. The information we post through these channels may be deemed material. Accordingly, investors should monitor these channels, in addition to following our press releases, SEC filings and public conference calls and webcasts. The contents of our website and social media channels are not, however, a part of this Quarterly Report on Form 10-Q.

 

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PART I—FINANCIAL INFORMATION

Item 1. Financial Statements.

Alight, Inc.

Condensed Consolidated Balance Sheets

	March 31,			December 31,
	2022			2021
(in millions, except share and per share amounts)	(Unaudited)
Assets
Current Assets
Cash and cash equivalents	$	326		$	372
Receivables, net		546			515
Other current assets		254			302
Total Current Assets Before Fiduciary Assets		1,126			1,189
Fiduciary assets		1,607			1,280
Total Current Assets		2,733			2,469
Goodwill		3,627			3,638
Intangible assets, net		4,090			4,170
Fixed assets, net		257			236
Deferred tax assets, net		4			3
Other assets		510			472
Total Assets	$	11,221		$	10,988
Liabilities and Stockholders' Equity
Liabilities
Current Liabilities
Accounts payable and accrued liabilities	$	319		$	406
Current portion of long-term debt		40			38
Other current liabilities		394			401
Total Current Liabilities Before Fiduciary Liabilities		753			845
Fiduciary liabilities		1,607			1,280
Total Current Liabilities		2,360			2,125
Deferred tax liabilities		52			36
Long-term debt		2,818			2,830
Tax receivable agreement		574			581
Financial instruments		122			135
Other liabilities		311			353
Total Liabilities	$	6,237		$	6,060
Commitments and Contingencies (Note 19)
Stockholders' Equity
Class A Common Stock; $0.0001 par value, 1,000,000,000 shares authorized; 465,225,352 issued and outstanding as of March 31, 2022	$	—		$	—
Class B Common Stock; $0.0001 par value, 20,000,000 shares authorized; 9,980,906 issued and outstanding as of March 31, 2022		—			—
Class V Common Stock; $0.0001 par value, 175,000,000 shares authorized; 76,220,431 issued and outstanding as of March 31, 2022		—			—
Class Z Common Stock; $0.0001 par value, 12,900,000 shares authorized; 5,595,577 issued and outstanding as of March 31, 2022		—			—
Additional paid-in-capital		4,267			4,228
Retained deficit		(107	)		(96	)
Accumulated other comprehensive income		44			8
Total Alight, Inc. Equity	$	4,204		$	4,140
Noncontrolling interest		780			788
Total Stockholders' Equity	$	4,984		$	4,928
Total Liabilities and Stockholders' Equity	$	11,221		$	10,988

The accompanying Notes are an integral part of these condensed consolidated financial statements.

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Alight, Inc.

Condensed Consolidated Statements of Comprehensive Income (Loss)

(Unaudited)

	Successor			Predecessor
	Three Months Ended			Three Months Ended
	March 31,			March 31,
(in millions, except per share amounts)	2022			2021
Revenue	$	725		$	689
Cost of services, exclusive of depreciation and amortization		491			452
Depreciation and amortization		11			19
Gross Profit		223			218
Operating Expenses
Selling, general and administrative		140			117
Depreciation and intangible amortization		85			55
Total operating expenses		225			172
Operating (Loss) Income		(2	)		46
Other Expense
Gain from change in fair value of financial instruments		(13	)		—
Gain from change in fair value of tax receivable agreement		(5	)		—
Interest expense		29			62
Other (income) expense, net		(1	)		8
Total other expense, net		10			70
Loss Before Income Tax Expense (Benefit)		(12	)		(24	)
Income tax expense (benefit)		1			(3	)
Net Loss		(13	)		(21	)
Net loss attributable to noncontrolling interests		(2	)		—
Net Loss Attributable to Alight, Inc.	$	(11	)	$	(21	)
Earnings Per Share
Basic net loss per share	$	(0.02	)
Diluted net loss per share	$	(0.02	)
Net Loss	$	(13	)	$	(21	)
Other comprehensive income, net of tax:
Change in fair value of derivatives		47			17
Foreign currency translation adjustments		(3	)		4
Total other comprehensive income, net of tax:		44			21
Comprehensive Income Before Noncontrolling Interests		31			—
Comprehensive income attributable to noncontrolling interests		6			—
Comprehensive Income Attributable to Alight, Inc.	$	25		$	—

The accompanying Notes are an integral part of these condensed consolidated financial statements.

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Alight, Inc.

Condensed Consolidated Statements of Stockholders’ Equity

(Unaudited)

	Successor
									Accumulated
			Additional						Other		Total						Total
	Common		Paid-in			Retained			Comprehensive		Alight, Inc.			Noncontrolling			Stockholders'
(in millions)	Stock		Capital			Deficit			Income		Equity			Interest			Equity
Balance at December 31, 2021	$	—	$	4,228		$	(96	)	$	8	$	4,140		$	788		$	4,928
Net loss		—		—			(11	)		—		(11	)		(2	)		(13	)
Other comprehensive income, net		—		—			—			36		36			8			44
Measurement period adjustment		—		—			—			—		—			(1	)		(1	)
Conversion of noncontrolling interest		—		7			—			—		7			(13	)		(6	)
Share-based compensation expense		—		33			—			—		33			—			33
Shares vested, net of shares withheld in lieu of taxes		—		(1	)		—			—		(1	)		—			(1	)
Balance at March 31, 2022	$	—	$	4,267		$	(107	)	$	44	$	4,204		$	780		$	4,984

Condensed Consolidated Statements of Members' Equity

(Unaudited)

	Predecessor
																		Accumulated
	Members' Equity																	Other
	Class A Units					Class A-1 Units						Class B Units						Comprehensive
(in millions, except unit amounts)	Units		Amount			Units			Amount			Units			Amount			(Loss) Income			Total
Balance at December 31, 2020		123,700	$	699			1,800		$	12			1,736		$	14		$	(42	)	$	683
Comprehensive (loss) income, net of tax		—		(21	)		—			—			—			—			21			—
Restricted share units vested, net of units withheld in lieu of taxes		—		—			1			—			50			—			—			—
Unit repurchases		—		—			(75	)		(1	)		(89	)		(1	)		—			(2	)
Share-based compensation expense		—		—			—			—			—			2			—			2
Balance at March 31, 2021		123,700	$	678			1,726		$	11			1,697		$	15		$	(21	)	$	683

The accompanying Notes are an integral part of these condensed consolidated financial statements.

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Alight, Inc.

Condensed Consolidated Statements of Cash Flows

(Unaudited)

	Successor			Predecessor
	Three Months Ended			Three Months Ended
	March 31,			March 31,
(in millions)	2022			2021
Cash flows from operating activities
Net loss	$	(13	)	$	(21	)
Adjustments to reconcile net loss to net cash provided by operations:
Depreciation		17			24
Intangible amortization expense		79			50
Noncash lease expense		7			4
Financing fee and premium amortization		(1	)		5
Share-based compensation expense		33			2
Gain from change in fair value of financial instruments		(13	)		—
Gain from change in fair value of tax receivable agreement		(5	)		—
Other		3			1
Change in assets and liabilities:
Receivables		(37	)		52
Accounts payable and accrued liabilities		(82	)		(31	)
Other assets and liabilities		31			(47	)
Cash provided by operating activities	$	19		$	39
Cash flows from investing activities
Capital expenditures		(41	)		(27	)
Cash used for investing activities	$	(41	)	$	(27	)
Cash flows from financing activities
Net increase in fiduciary liabilities		327			179
Members' equity unit repurchase		—			(2	)
Borrowings from banks		54			54
Financing fees		(3	)		—
Repayments to banks		(60	)		(62	)
Principal payments on finance lease obligations		(8	)		(6	)
Settlements of interest rate swaps		(4	)		(7	)
Tax payment for shares/units withheld in lieu of taxes		(1	)		—
Contingent consideration payments		—			(1	)
Cash provided by financing activities	$	305		$	155
Effect of exchange rate changes on cash, cash equivalents and restricted cash		(2	)		1
Net increase in cash, cash equivalents and restricted cash		281			168
Cash, cash equivalents and restricted cash at beginning of period		1,652			1,536
Cash, cash equivalents and restricted cash at end of period	$	1,933		$	1,704
Reconciliation of cash, cash equivalents, and restricted cash to the Consolidated Balance Sheets
Cash and cash equivalents	$	326		$	495
Restricted cash included in fiduciary assets		1,607			1,209
Total cash, cash equivalents and restricted cash	$	1,933		$	1,704
Supplemental disclosures:
Interest paid	$	27		$	31
Income taxes paid		1			3
Supplemental disclosure of non-cash financing activities:
Fixed asset additions acquired through finance leases	$	2		$	1
Right of use asset additions acquired through operating leases		1			(3	)

The accompanying Notes are an integral part of these condensed consolidated financial statements.

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Alight, Inc.

Notes to Unaudited Condensed Consolidated Financial Statements

1. Basis of Presentation and Nature of Business

Foley Trasimene Acquisition Corp. (“FTAC”) was incorporated in Delaware on March 26, 2020. FTAC was formed for the purpose of effecting a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination with one or more businesses.

On July 2, 2021 (the “Closing Date”), FTAC completed the business combination (the “Business Combination”) with Alight Holding Company, LLC (f/k/a Tempo Holding Company, LLC) (“Alight Holdings” or the “Predecessor”) contemplated by the Business Combination Agreement (as amended and restated as of April 29, 2021) between FTAC, Alight Holdings and other interested parties (the “Business Combination Agreement”). On the Closing Date, pursuant to the Business Combination Agreement, FTAC became a wholly owned subsidiary of Alight, Inc. (“Alight”, “the Company”, “we” “us” “our” or the “Successor”) and was renamed Alight Group, Inc. As a result of the Business Combination, and by virtue of such series of mergers and related transactions, the combined company is now organized in an “Up-C” structure, in which substantially all of the assets and business of Alight are held by Alight Holdings, of which Alight is the managing member pursuant to the terms of the Second Amended and Restated Limited Liability Company Agreement of Alight Holdings that went into effect upon the completion of the Business Combination. As of March 31, 2022, Alight owns approximately 86% of the economic interest in Alight Holdings, but has 100% of the voting power and controls the management of Alight Holdings. As of March 31, 2022, the non-voting ownership percentage held by noncontrolling interest was approximately 14% (see Note 9 "Stockholders' and Members' Equity" for additional information).

Basis of Presentation

As a result of the Business Combination, for accounting purposes, the Company is the acquirer and Alight Holdings is the acquiree and accounting predecessor. While the Closing Date was July 2, 2021, we determined that as the impact of one day would be immaterial to the results of operations, we utilized July 1, 2021 as the date of the Business Combination for accounting purposes. Therefore, the financial statement presentation includes the financial statements of Alight Holdings as Predecessor for the periods prior to July 1, 2021 and the Company as Successor for the periods including and after July 1, 2021, including the consolidation of Alight Holdings.

The accompanying unaudited Condensed Consolidated Financial Statements have been prepared in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”) for interim financial information and should be read in conjunction with the Consolidated Financial Statements contained in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2021, filed with the Securities and Exchange Commission (“SEC”) on March 10, 2022. In the opinion of management, all adjustments, including normal recurring adjustments, considered necessary for a fair presentation have been included. All significant intercompany transactions and balances have been eliminated upon consolidation. The results of operations for interim periods are not necessarily indicative of the results to be expected for future quarters or for the full fiscal year ending December 31, 2022.

Nature of Business

We are a leading cloud-based provider of integrated digital human capital and business solutions. We have an unwavering belief that a company’s success starts with its people, and our solutions connect human insights with technology. The Alight Worklife® employee engagement platform provides a seamless customer experience by combining content, plus artificial intelligence (“AI”) and data analytics to enable Alight's business process as a service ("BPaaS") model. Our mission-critical solutions enable employees to enrich their health, wealth and wellbeing which helps global organizations achieve a high-performance culture. Our solutions include:

•Employer Solutions: driven by our digital, software and AI-led capabilities powered by the Alight Worklife® platform and spanning total employee wellbeing and engagement, including integrated benefits administration, healthcare navigation, financial health, employee wellbeing and payroll. These solutions are designed to support employers in effectively managing their workforce through a seamless, integrated platform. We leverage data across all interactions and activities to improve the employee experience, reduce operational costs and better inform management processes and decision-making. In addition, employees benefit from an integrated platform and user experience, coupled with a full-service client care center, helping them manage the full life cycle of their health, wealth and careers.

•Professional Services: includes our project-based cloud deployment and consulting offerings that provide expertise with both human capital and financial platforms. Specifically, this includes cloud advisory and deployment, and optimization services for cloud platforms such as Workday, SAP SuccessFactors, Oracle, and Cornerstone OnDemand.

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2. Accounting Policies and Practices

Use of Estimates

The preparation of the accompanying Condensed Consolidated Financial Statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosures of contingent assets and liabilities at the date of the financial statements, and the reported amounts of reserves and expenses.

These estimates and assumptions are based on management’s best estimates and judgments. Management evaluates its estimates and assumptions on an ongoing basis using historical experience and other factors, including the current economic environment. Management believes its estimates to be reasonable given the current facts available. Management adjusts such estimates and assumptions when facts and circumstances dictate. Illiquid credit markets, volatile equity markets, and foreign currency exchange rate movements increase the uncertainty inherent in such estimates and assumptions. As future events and their effects cannot be predicted with certainty, actual results could differ significantly from these estimates. Changes in estimates resulting from continuing changes in the economic environment would, if applicable, be reflected in the financial statements in future periods.

Tax Receivable Agreement

In connection with the Business Combination, we entered into a Tax Receivable Agreement (the “TRA”) with certain of our pre-Business Combination owners that provides for the payment by Alight to such owners of 85% of the benefits that Alight is deemed to realize as a result of the Company’s share of existing tax basis acquired in the Business Combination and other tax benefits related to entering into the TRA. The Company accounts for the TRA as a liability at fair value and is subject to remeasurement at each balance sheet date. Any change in fair value is recognized within the Condensed Consolidated Statements of Comprehensive Income (Loss).

Subsequent to the Business Combination, upon equity exchanges of the noncontrolling interests, the Company records obligations under the TRA at the gross undiscounted amount of the expected future payments as an increase to the liability with an offset to Additional paid-in capital.

New Accounting Pronouncements

There are no pending accounting pronouncements that are expected to have a material impact upon our Consolidated Financial Statements.

3. Revenue from Contracts with Customers

The majority of the Company’s revenue is highly recurring and is derived from contracts with customers to provide integrated, cloud-based human capital solutions that empower clients and their employees to manage their health, wealth and HR needs. The Company’s revenues are disaggregated by recurring and project revenues within each reportable segment. Recurring revenues are typically longer term in nature and more predictable on an annual basis, while project revenues consist of project work of a shorter duration. See Note 12 “Segment Reporting” for quantitative disclosures of recurring and project revenues by reportable segment. The Company’s reportable segments are Employer Solutions, Professional Services and Hosted Business. Employer Solutions are driven by our digital, software and AI-led capabilities powered by the Alight Worklife® platform and spanning total employee wellbeing and engagement, including integrated benefits administration, healthcare navigation, financial health, and employee wellbeing and payroll. Professional Services includes project-based cloud deployment and consulting offerings. The Company believes these revenue categories depict how the nature, amount, timing, and uncertainty of its revenue and cash flows are affected by economic factors.

Revenues are recognized when control of the promised services is transferred to the customer in the amount that best reflects the consideration to which the Company expects to be entitled in exchange for those services. The majority of the Company’s revenue is recognized over time as the customer simultaneously receives and consumes the benefits of our services. On occasion, we may be entitled to a fee based on achieving certain performance criteria or contract milestones. To the extent that we cannot estimate with reasonable assurance the likelihood that we will achieve the performance target, we will constrain this portion of the transaction price and recognize it when or as the uncertainty is resolved. Any taxes assessed on revenues relating to services provided to our clients are recorded on a net basis. All of the Company’s revenues are described in more detail below.

Administrative Services

We provide benefits, human resource and payroll administration services across all of our solutions, which are highly recurring. The Company’s contracts may include administration services across one or multiple solutions and typically have three to five-year terms with mutual renewal options.

These contracts typically consist of an implementation phase and an ongoing administration phase:

Implementation phase – In connection with the Company’s long-term agreements, highly customized implementation efforts are often necessary to set up clients and their human resource, payroll or benefit programs on the Company’s systems and operating processes. Work performed during the implementation phase is considered a set-up activity because it does not transfer a service to the

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customer. Therefore, it is not a separate performance obligation. As these agreements are longer term in nature, our contracts generally provide that if the client terminates a contract, we are entitled to an additional payment for services performed through the termination date designed to recover our up-front costs of implementation. Any fees received from the customer as part of the implementation are, in effect, an advance payment for the future ongoing administration services to be provided.

Ongoing administration services phase – For all solutions, the ongoing administration phase includes a variety of plan and payroll administration services and system support services. More specifically, these services include data management, calculations, reporting, fulfillment/communications, compliance services, call center support, and in our Health solutions agreements, annual on-boarding and enrollment support. While there are a variety of activities performed across all solutions, the overall nature of the obligation is to provide integrated administration solutions to the customer. The agreement represents a stand-ready obligation to perform these activities across all solutions on an as-needed basis. The customer obtains value from each period of service, and each time increment (i.e., each month, or each benefit cycle in the case of our Health solutions arrangements) is distinct and substantially the same. Accordingly, the ongoing administration services for each solution represents a series and each series (i.e., each month, or each benefit cycle including the enrollment period in the case of our Health solutions arrangements) of distinct services are deemed to be a single performance obligation. In agreements that include multiple performance obligations, the transaction price related to each performance obligation is based on a relative stand-alone selling price basis. We establish the stand-alone selling price using observable market prices that the Company charges separately for similar solutions to similar customers.

Our contracts with our clients specify the terms and conditions upon which the services are based. Fees for these services are primarily based on a contracted fee charged per participant per period (e.g., monthly or annually, as applicable). These contracts may also include fixed components, including lump-sum implementation fees. Our fees are not typically payable until the commencement of the ongoing administration phase. Once fees become payable, payment is typically due on a monthly basis as we perform under the contract, and we are entitled to be reimbursed for work performed to date in the event of termination.

For Health solutions administration services, each benefits cycle inclusive of the enrollment period represents a time increment under the series guidance and is a single performance obligation. Although ongoing fees are typically not payable until the commencement of the ongoing administrative phase, we begin transferring services to our customers approximately four months prior to payments being due as part of our annual enrollment services. Although our per-participant fees are considered variable, they are typically predictable in nature, and therefore we do not generally constrain any portion of our transaction price estimates. We use an input method based on the labor costs incurred relative to total labor costs as the measure of progress in satisfying our Health solutions performance obligation commencing when the customer’s annual enrollment services begin. Given that the Health solutions enrollment and administrative services are stand-ready in nature, it can be difficult to estimate the total expected efforts or hours we will incur for a particular benefits cycle. Therefore, the input measure is based on the historical effort expended each month, which is measured as labor cost.

For all other benefits administration, human resources and payroll services where each month represents a distinct time increment under the series guidance, we allocate the transaction price to the month we are performing our services. Therefore, the amount recognized each month is the variable consideration related to that month plus any fixed monthly or annual fee, which is recognized on a straight-line basis. Revenue for these types of arrangements are therefore more consistent throughout the year.

In the normal course of business, we enter into change orders or other contract modifications to add or modify services provided to the customer. We evaluate whether these modifications should be accounted for as separate contracts or a modification to an existing contract. To the extent that the modification changes a promise that forms part of the underlying series, the modification is not accounted for as a separate contract.

Other Contracts

In addition to the ongoing administration services, the Company also has services across all solutions that represent separate performance obligations and that are often shorter in duration, such as our cloud deployment services, cloud advisory services, participant financial advisory services, and enrollment services not bundled with ongoing administration services.

Fee arrangements can be in the form of fixed-fee, time-and-materials, or fees based on assets under management. Payment is typically due on a monthly basis as we perform under the contract, and we are entitled to be reimbursed for work performed to date in the event of termination.

Services may represent stand-ready obligations that meet the series provision, in which case all variable consideration is allocated to each distinct time increment.

Other services are recognized over-time based on a method that faithfully depicts the transfer of value to the customer, which may be based on the value of labor hours worked or time elapsed, depending on the facts and circumstances.

The majority of the fees for enrollment services not bundled with ongoing administration services may be in the form of commissions received from insurance carriers for policy placement and are variable in nature. These annual enrollment services include both employer-sponsored arrangements that place both retiree Medicare coverage and voluntary benefits and

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direct-to-consumer Medicare placement. Our performance obligations under these annual enrollment services are typically completed over a short period upon which a respective policy is placed or confirmed with no ongoing fulfillment obligations. For both the employer-sponsored and direct-to-consumer arrangements, we recognize the majority of the placement revenue in the fourth quarter of the calendar year, which is when most of the placement or renewal activity occurs. However, the Company may continue to receive commissions from carriers until the respective policy lapses or is cancelled. The Company bases the estimates of total transaction price on supportable evidence from an analysis of past transactions, and only includes amounts that are probable of being received or not refunded.

As it relates to the direct-to-consumer arrangements, because our obligation is complete upon placement of the policy, we recognize revenue at that date, which includes both compensation due to us in the first year as well as an estimate of the total renewal commissions that will be received over the lifetime of the policy. The variable consideration estimate requires significant judgement, and will vary based on product type, estimated commission rates and the expected lives of the respective policies and other factors.

For both the employer-sponsored and direct-to-customer arrangements, the estimated total transaction price may differ from the ultimate amount of commissions we may collect. Consequently, the estimate of total transaction price is adjusted over time as the Company receives confirmation of cash received, or as other information becomes available.

The Company has elected to apply practical expedients to not disclose the revenue related to unsatisfied performance obligations if (1) the contract has an original duration of one year or less, or (2) the variable consideration is allocated entirely to an unsatisfied performance obligation which is recognized as a series of distinct goods and services that form a single performance obligation.

Contract Costs

Costs to obtain a Contract

The Company capitalizes incremental costs to obtain a contract with a customer that are expected to be recovered. Assets recognized for the costs to obtain a contract, which primarily includes sales commissions paid in relation to the initial contract, are amortized over the expected life of the underlying customer relationships, which is 7 years for our payroll and cloud solutions and 15 years for all of our other solutions. For situations where the duration of the contract is 1 year or less, the Company has applied a practical expedient and recognized the costs of obtaining a contract as an expense when incurred. These costs are recorded in Cost of services, exclusive of depreciation and amortization in the Condensed Consolidated Statements of Comprehensive Income (Loss).

Costs to fulfill a Contract

The Company capitalizes costs to fulfill contracts which includes highly customized implementation efforts to set up clients and their human resource, payroll or benefit programs. Assets recognized for the costs to fulfill a contract are amortized on a systematic basis over the expected life of the underlying customer relationships, which is 7 years for our payroll and cloud solutions and 15 years for all of our other solutions.

Amortization for all contracts costs are recorded in Cost of services, exclusive of depreciation and amortization in the Condensed Consolidated Statements of Comprehensive Income (Loss) (see Note 5 “Other Financial Data”).

4. Acquisitions

2021 Acquisitions

Alight Business Combination

On July 2, 2021, the Company completed the Business Combination for consideration transferred of approximately $5.0 billion. The Business Combination was accounted for using the acquisition method under Accounting Standards Codification Topic 805, Business Combinations (“ASC 805”), which requires, among other things, that most assets acquired and liabilities assumed be recognized at their fair values as of the acquisition date. The preliminary consideration and allocation of the purchase price to the fair value of the combined assets acquired and liabilities assumed is presented below. The preliminary measurement of consideration transferred, including noncontrolling interest, and the allocations reflect the best estimates of the valuations currently available and are subject to change once additional analyses are completed. The accounting for the Business Combination is not complete and the allocation will be finalized as soon as practicable, but no later than one year from the acquisition date.

On the Closing Date, the Company paid $36 million of deferred underwriting costs related to FTAC’s initial public offering and $37 million of fees related to the private placement transaction, which were treated as a reduction of equity. Approximately $21 million of the Company’s acquisition-related costs were paid on the Closing Date. Additionally, $39 million of seller transaction costs were paid on the Closing Date, including $36 million in advisory and investment banker fees that were contingent upon the consummation of the Business Combination. As these fees are considered success fees in nature, they are considered to have been incurred “on the line”, and therefore, were not recognized in the Condensed Consolidated Statements of Comprehensive Income (Loss) in either the Predecessor or Successor periods.

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On the Closing Date, approximately $36 million of certain executive compensation related expenses that were contingent upon the closing of the Business Combination were triggered. As these expenses were contingent upon the change-in-control event, they are considered to have been incurred “on the line”, and therefore, were not recognized in the Condensed Consolidated Statements of Comprehensive Income (Loss) in either the Predecessor or Successor periods.

The following table summarizes the preliminary consideration transferred (in millions):

Cash consideration to prior equityholders(1)	$	1,055
Repayment of debt		1,814
Total cash consideration	$	2,869
Continuing unitholders rollover equity into the Company(2)		1,414
Contingent consideration - Tax Receivable Agreement(3)		610
Contingent consideration - Seller Earnouts(3)		109
Total consideration transferred	$	5,002
Noncontrolling interest(4)	$	799

(1)Includes cash consideration paid to reimburse seller for certain transaction expenses.

(2)The Company issued approximately 141 million shares of Class A Common Stock that had a total fair value of approximately $1.4 billion based on the price of $10 per share on July 2, 2021, the acquisition date.

(3)The TRA and Seller Earnouts represent liability classified contingent consideration. The estimated fair value of the TRA is preliminary and subject to adjustments in subsequent periods. Refer to Note 9 “Stockholders’ and Members’ Equity”, Note 14 “Financial Instruments” and Note 15 “Tax Receivable Agreement” for further discussion.

(4)The fair value of the noncontrolling interest is estimated based on the fair value of acquired business, which was determined based on the price of the Company's Class A Common Stock at the July 2, 2021 Closing Date, plus the contingent consideration related to the Seller Earnouts. The fair value of the noncontrolling interest is preliminary and subject to adjustments in subsequent periods. The noncontrolling interest is exchangeable for Class A Common Stock at the option of the holder. Refer to Note 9 “Stockholders’ and Members’ Equity” for additional information.

The following table summarizes the preliminary purchase price allocation (in millions):

Cash and cash equivalents	$	460
Receivables		484
Fiduciary assets		1,015
Other current assets		162
Fixed assets		205
Other assets		425
Accounts payable and accrued liabilities		(327	)
Fiduciary liabilities		(1,015	)
Other current liabilities		(291	)
Debt assumed		(2,370	)
Deferred tax liabilities		(3	)
Other liabilities		(396	)
Intangible assets		4,078
Total identifiable net assets	$	2,427
Goodwill	$	3,374

Measurement Period Adjustments

During the first quarter of 2022, the Company recorded measurement period adjustments to its initial allocation of purchase price as a result of ongoing valuation procedures on assets acquired and liabilities assumed, including (i) a decrease in Receivables of $2 million, (ii) a decrease in Other current liabilities of $2 million, (iii) a decrease in consideration transferred of $8 million due to an updated TRA valuation, and (iv) a decrease of $1 million in noncontrolling interest due to the change in consideration transferred. The impact of these measurement period adjustments on the Condensed Consolidated Statements of Comprehensive Income (Loss) was not material.

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Intangible Assets

Intangible assets were identified that met either the separability criterion or the contractual-legal criterion described in ASC 805. The trade name intangible asset represents the corporate Alight tradename, which was valued using the relief-from-royalty method. The technology related intangible assets represent software developed by Alight Holdings to differentiate its product/service offerings for its customers, valued using the relief-from-royalty method. The customer-related and contract-based intangible assets represent strong, long-term relationships with customers, valued using the multi-period excess earnings method. The values allocated to identifiable intangible assets and their estimated useful lives are as follows:

	Fair value		Useful life
Identifiable intangible assets	(in millions)		(in years)
Definite lived trade names	$	400		15
Technology related intangibles	$	222		6
Customer-related and contract-based intangibles	$	3,456		15

Goodwill

Approximately $3.4 billion has been preliminarily allocated to goodwill. Goodwill represents the excess of the gross consideration transferred over the fair value of the underlying net tangible and identifiable definite-lived intangible assets acquired. Qualitative factors that contribute to the recognition of goodwill include certain intangible assets that are not recognized as separate identifiable intangible assets apart from goodwill, including assembled workforce and expected future market conditions. Of the preliminary goodwill established, $1.6 billion was tax deductible.
 

Retiree Health Exchange

On October 1, 2021, the Company completed the acquisition for consideration transferred of approximately $199 million. The acquisition was accounted for using the acquisition method under ASC 805, which requires, among other things, that most assets acquired and liabilities assumed be recognized at their fair values as of the acquisition date. The preliminary consideration and allocation of the purchase price to the fair value of the combined assets acquired and liabilities assumed is presented below. The preliminary measurement of consideration transferred and the allocations reflect the best estimates of the valuations currently available and are subject to change once additional analyses are completed. The accounting for the acquisition is not complete as the valuation for acquired assets and liabilities have not been finalized and these final valuations of the assets and liabilities could have a material impact on the preliminary purchase price allocation disclosed below. The allocation will be finalized as soon as practicable, but no later than one year from the acquisition date.

The following table summarizes the preliminary purchase price allocation (in millions):

Receivables	$	1
Other current assets		29
Accounts payable and accrued liabilities		(13	)
Intangible assets		104
Fair value of net assets acquired and liabilities assumed		121
Goodwill		78
Total consideration	$	199

Intangible assets include customer-related and contract-based intangibles and technology with estimated useful lives of 13 years and 5 years, respectively. Approximately $78 million has been preliminarily allocated to goodwill, all of which was tax deductible.
 

5. Other Financial Data

Condensed Consolidated Balance Sheets Information

Receivables, net

The components of Receivables, net are as follows (in millions):

	March 31,			December 31,
	2022			2021
Billed and unbilled receivables	$	553		$	520
Allowance for expected credit losses		(7	)		(5	)
Balance at end of period	$	546		$	515

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Other current assets

The components of Other current assets are as follows (in millions):

	March 31,		December 31,
	2022		2021
Deferred project costs	$	40	$	39
Prepaid expenses		60		66
Commissions receivable		95		148
Other		59		49
Total	$	254	$	302

Other assets

The components of Other assets are as follows (in millions):

	March 31,		December 31,
	2022		2021
Deferred project costs	$	295	$	274
Operating lease right of use asset		106		120
Commissions receivable		28		34
Other		81		44
Total	$	510	$	472

The current and non-current portions of deferred project costs relate to costs to obtain and fulfill contracts (see Note 3 “Revenue from Contracts with Customers”). During the Successor three months ended March 31, 2022 and the Predecessor three months ended March 31, 2021, total amortization expense of $12 million and $16 million was recorded in Cost of services, exclusive of depreciation and amortization in the Condensed Consolidated Statements of Comprehensive Income (Loss), respectively.

Other current assets and Other assets include the fair value of outstanding derivative instruments related to interest rate swaps. The balances in Other current assets as of March 31, 2022 and December 31, 2021 were $18 million and $1 million, respectively. The balances in Other assets as of March 31, 2022 and December 31, 2021 were $58 million and $16 million, respectively (see Note 13 “Derivative Financial Instruments” for additional information).

Other current liabilities

The components of Other current liabilities are as follows (in millions):

	March 31,		December 31,
	2022		2021
Deferred revenue	$	154	$	148
Operating lease liabilities		45		44
Finance lease liabilities		26		27
Other		169		182
Total	$	394	$	401

Other liabilities

The components of Other liabilities are as follows (in millions):

	March 31,		December 31,
	2022		2021
Deferred revenue	$	54	$	55
Operating lease liabilities		113		139
Finance lease liabilities		29		34
Unrecognized tax positions		44		44
Other		71		81
Total	$	311	$	353

The current and non-current portions of deferred revenue relates to consideration received in advance of performance under client contracts. During both the Successor three months ended March 31, 2022 and the Predecessor three months ended March 31, 2021, revenue of approximately $79 million was recognized that was recorded as deferred revenue at the beginning of each period.

Other current liabilities as of both March 31, 2022 and December 31, 2021 include a deferred consideration payment of $83 million related to an acquisition completed in the fourth quarter of 2021.

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Other current liabilities and Other liabilities include the fair value of outstanding derivative instruments related to interest rate swaps. The balances in Other current liabilities as of March 31, 2022 and December 31, 2021 were $3 million and $8 million, respectively. The balances in Other liabilities at both March 31, 2022 and December 31, 2021 were $1 million (see Note 13 “Derivative Financial Instruments” for additional information).

6. Goodwill and Intangible assets, net

The changes in the net carrying amount of goodwill are as follows (in millions):

	Employer			Professional
	Solutions			Services		Total
Balance as of December 31, 2021	$	3,564			74		3,638
Measurement period adjustments		(10	)		—		(10	)
Foreign currency translation		(1	)		—		(1	)
Balance as of March 31, 2022	$	3,553			74		3,627

Intangible assets by asset class are as follows (in millions):

	March 31, 2022						December 31, 2021
	Gross				Net		Gross				Net
	Carrying		Accumulated		Carrying		Carrying		Accumulated		Carrying
	Amount		Amortization		Amount		Amount		Amortization		Amount
Intangible assets:
Customer-related and contract based    intangibles	$	3,661		180		3,481	$	3,662	$	119	$	3,543
Technology related intangibles		254		31		223		254		20		234
Trade name (finite life)		407		21		386		407		14		393
Total	$	4,322		232		4,090	$	4,323	$	153	$	4,170

The net carrying amount of Intangible assets as of March 31, 2022 includes preliminary fair values for certain customer-related and contract-based identifiable intangible assets, technology-related intangible assets and tradename assets based on management’s preliminary estimate of fair value (see Note 4 “Acquisitions” for additional information).

The change in gross carrying amounts for customer-related and contract-based intangibles also relates to the unfavorable impact of foreign currency translation adjustments.

Amortization expense from finite-lived intangible assets for the Successor three months ended March 31, 2022 and the Predecessor three months ended March 31, 2021 was $79 million and $50 million, respectively, which was recorded in Depreciation and intangible amortization in the Condensed Consolidated Statements of Comprehensive Income (Loss).

The following table reflects intangible assets net carrying amount and weighted-average remaining useful lives as of March 31, 2022 (in millions, except for years):

	Net		Weighted-Average
	Carrying		Remaining
	Amount		Useful Lives
Intangible assets at March 31, 2022:
Customer-related and contract-based    intangibles	$	3,481		14.2
Technology-related intangibles		223		5.2
Trade name (finite life)		386		14.1
Total	$	4,090

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Subsequent to March 31, 2022, the annual amortization expense is expected to be as follows (in millions):

	Customer-Related		Technology		Trade
	and Contract Based		Related		Name
	Intangibles		Intangibles		Intangible
2022 (April - December)	$	183	$	32	$	21
2023		245		43		28
2024		245		43		28
2025		245		43		28
2026		245		42		27
Thereafter		2,318		20		254
Total amortization expense	$	3,481	$	223	$	386

7. Income Taxes

The Company’s effective tax rate for the Successor three months ended March 31, 2022 was (12%), and for the Predecessor three months ended March 31, 2021 was 14%.

The change in the effective tax rate is primarily driven by the Business Combination as the Predecessor and certain of its subsidiaries operated in the U.S. as partnerships for income tax purposes and generally as corporate entities in non-U.S. jurisdictions. The Predecessor effective tax rate for the applicable periods was substantially higher due to certain non-recurring items included in pre-tax and tax expense during the Successor period.

The effective tax rate for the Successor three months ended March 31, 2022 is lower than the 21% U.S. statutory corporate income tax rate primarily due to losses in certain non-U.S. jurisdictions for which a tax benefit has not been recorded.

8. Debt

Debt outstanding consisted of the following (in millions):

		March 31,			December 31,
	Maturity Date	2022			2021
Term Loan	May 1, 2024	$	70		$	72
Term Loan, Amended	October 31, 2026		—			1,958
Term Loan, Third Incremental(1)	August 31, 2028		—			517
Term Loan, B-1(2)	August 31, 2028		2,466			—
Secured Senior Notes	June 1, 2025		313			314
$294m Revolving Credit Facility, Amended	August 31, 2026		—			—
Other	June 30, 2022		9			7
Total debt, net			2,858			2,868
Less: current portion of long-term debt, net			(40	)		(38	)
Total long-term debt, net		$	2,818		$	2,830

(1)The net balance for the Third Incremental Term Loan at December 31, 2021 includes unamortized debt issuance costs of $6 million.

(2)The net balance for the B-1 Term Loan at March 31, 2022 includes unamortized debt issuance costs of $9 million.

Term Loan

In May 2017, the Company entered into a 7-year Initial Term Loan. During November 2017 and November 2019, the Company entered into Incremental Term Loans under identical terms as the Initial Term Loan. In August 2020, the Company refinanced the Term Loan by paying down $270 million of principal using the proceeds from the August 2020 Unsecured Senior Notes issuance, extending the maturity date on $1,986 million of the balance to October 31, 2026, and adding an interest rate floor of 50 bps (the "Amended Term Loan"). As part of the consideration transferred in the Business Combination, $556 million of principal was repaid on the portion of the Term Loan that was not amended. In August 2021, the Company entered into a new Third Incremental Term Loan facility for $525 million that matures August 31, 2028. In January 2022, the Company refinanced the Amended Term Loan and the Third Incremental Term Loan to have a concurrent maturity date of August 31, 2028 and updated interest rate terms as described below (the "B-1 Term Loan").

Interest rates on the original Term Loan borrowings are based on the London Interbank Offered Rate (“LIBOR”) plus a margin based on defined ratios (275 or 300 bps). The Company used the 1‑month LIBOR rate for all periods presented. Interest rates on the B-1 Term Loan borrowings are based on the Secured Overnight Financing Rate ("SOFR") plus a margin of 300 bps. The Company is required to make principal payments at the end of each fiscal quarter based on defined terms in the agreement with the remaining principal balances due on the maturity dates.

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During the Successor three months ended March 31, 2022 and the Predecessor three months ended March 31, 2021, the Company made total principal payments of $8 million and $7 million, respectively. The Company utilized swap agreements to fix a portion of the floating interest rates through December 2026 (see Note 13 “Derivative Financial Instruments”).

Secured Senior Notes

In May 2020, the Company issued $300 million of Secured Senior Notes. These Secured Senior Notes have a maturity date of June 1, 2025 and accrue interest at a fixed rate of 5.75% per annum, payable semi-annually on June 1 and December 1 of each year, beginning on December 1, 2020.

Revolving Credit Facility

In May 2017, the Company entered into a 5-year $250 million revolving credit facility with a multi-bank syndicate with a maturity date of May 1, 2022. During August 2020, the Company extended the maturity date for $226 million of the revolving credit facility to October 31, 2024. In August 2021, the Company replaced and refinanced the revolving credit facilities with a $294 million revolving credit facility with a maturity date of August 31, 2026. At March 31, 2022, $4 million of unused letters of credit related to various insurance policies and real estate leases were issued under the revolving credit facility and there were no additional borrowings. The Company is required to make periodic payments for commitment fees and interest related to the revolving credit facility and outstanding letters of credit. During the Successor three months ended March 31, 2022 and the Predecessor three months ended March 31, 2021, the Company made immaterial payments related to these fees.

As part of the acquisition of NGA Human Resources ("NGA HR") during the year ended December 31, 2019, the Company acquired a revolving credit facility of approximately $20 million secured on the accounts receivable balance of NGA HR. As of March 31, 2022, the outstanding borrowings under this facility were $9 million, which are reflected in Other in the table above. During the three months ended March 31, 2022, the Company made principal payments of $52 million, offset by borrowings of $54 million. The facility matures on June 30, 2022, at which time any outstanding borrowings are repayable in full, with interest payable monthly. Interest is calculated based on an applicable reference rate plus a margin.

Financing Fees, Premiums and Interest Expense

The Company capitalized financing fees and premiums related to the Term Loan, Revolver and Secured Senior Notes issued. These financing fees and premiums were recorded as an offset to the aggregate debt balances and are being amortized over the respective loan terms.

Total interest expense related to the debt instruments for the Successor three months ended March 31, 2022 and Predecessor three months ended March 31, 2021 was $27 million and $53 million, respectively, which included amortization of financing fees of $1 million benefit for the Successor three months ended March 31, 2022 and expenses of approximately $4 million for the Predecessor three months ended March 31, 2021. Interest expense is recorded in Interest expense in the Condensed Consolidated Statements of Comprehensive Income (Loss).

Principal Payments

Aggregate contractual principal payments as of March 31, 2022 are as follows (in millions):

Remainder of 2022 (April - December)	$	33
2023		31
2024		83
2025		325
2026		25
Thereafter		2,356
Total payments	$	2,853

9. Stockholders’ and Members’ Equity

Predecessor Equity

Class A Common Units

There were no grants of Class A common units during the three months ended March 31, 2021. Each holder of Class A common units is entitled to one vote per unit.

Class A-1 Common Units

During the three months ended March 31, 2021, the Company granted 643 Restricted Class A-1 common units. Holders of Class A-1 common units are not entitled to voting rights.

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Class B Common Units

During the three months ended March 31, 2021, there were no grants of Class B common units. Holders of Class B common units are not entitled to voting rights.

Successor Equity

Preferred Stock

Upon the Closing of the Business Combination, 1,000,000 preferred shares, par value $0.0001 per share, were authorized. There were no preferred shares issued and outstanding as of March 31, 2022.

Class A Common Stock

As of March 31, 2022, 465,225,352 shares of Class A Common Stock, including 7,583,284 of shares of unvested Class A Common Stock, were legally issued and outstanding. Holders of shares of Class A Common Stock are entitled to one vote per share, and together with the holders of shares of Class B Common Stock, will participate ratably in any dividends that may be declared by the Company’s Board of Directors.

Class B Common Stock

Upon the Closing of the Business Combination, the Seller Earnouts resulted in the issuance of a total of 14,999,998 Class B instruments (including 808,276 unvested shares of Class B Common Stock related to employee compensation) to the equityholders of the Predecessor. The equityholders of the Predecessor that exchanged their Predecessor Class A units for shares of Class A Common Stock in the Business Combination received shares of Class B Common Stock, and the equityholders of the Predecessor that continue to hold Class A units of Alight Holdings (“Continuing Unitholders”) received Class B common units of Alight Holdings.

The Class B Common Stock and Class B common units are not entitled to a vote and accrue dividends equal to amounts declared per corresponding share of Class A Common Stock and Class A unit; however, such dividends are paid if and when such share of Class B Common Stock or Class B unit converts into a share of Class A Common Stock or Class A unit. If any of the shares of Class B Common Stock or Class B common units do not vest on or before the seventh anniversary of the Closing Date, such shares or units will be automatically forfeited and cancelled for no consideration and will not be entitled to receive any cumulative dividend payments.

These Class B instruments (excluding the unvested shares of Class B Common Stock related to employee compensation) are liability classified; refer to Note 14 “Financial Instruments” for additional information.

As further described below, there are two series of Class B instruments outstanding.

Class B-1

As of March 31, 2022, 4,990,453 shares of Class B-1 Common Stock were legally issued and outstanding, including 404,138 unvested shares of Class B-1 Common Stock related to employee compensation. Shares of Class B-1 Common Stock vest and automatically convert into shares of Class A Common Stock on a 1-for-1 basis if the volume weighted average price (“VWAP”) of the shares of Class A Common Stock equals or exceeds $12.50 per share for 20 or more trading days within a consecutive 30-trading day period (or in the event of a change of control or liquidation event that implies a $12.50 per share valuation on a diluted basis).

To the extent any unvested share of Class B-1 Common Stock automatically converts into a share of Class A Common Stock, (i) such share or unit shall remain unvested in accordance with the terms and conditions of the applicable award agreement until it vests or is forfeited in accordance with the terms thereof and (ii) such share or unit shall be treated as unvested Class A consideration as if such share or unit was part of the unvested Class A consideration as of the Closing Date.

As of March 31, 2022, 2,509,546 Class B-1 common units of Alight Holdings were legally issued and outstanding. Class B-1 common units vest and automatically convert into Class A common units of Alight Holdings on a 1-for-1 basis if the VWAP of the shares of Class A Common Stock equals or exceeds $12.50 per share for 20 or more trading days within a consecutive 30-trading day period (or in the event of a change of control or liquidation event that implies a $12.50 per share valuation on a diluted basis).

Class B-2

As of March 31, 2022, 4,990,453 shares of Class B-2 Common Stock were legally issued and outstanding, including 404,138 unvested shares of Class B-2 Common Stock related to employee compensation. Shares of Class B-2 Common Stock vest and automatically convert into shares of Class A Common Stock on a 1-for-1 basis if the VWAP of the shares of Class A Common Stock equals or exceeds $15.00 per share for 20 or more trading days within a consecutive 30-trading day period (or in the event of a change of control or liquidation event that implies a $15.00 per share valuation on a diluted basis).

To the extent any unvested share of Class B-2 Common Stock automatically converts into a share of Class A Common Stock, (i) such share or unit shall remain unvested in accordance with the terms and conditions of the applicable award agreement until it vests

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or is forfeited in accordance with the terms thereof and (ii) such share or unit shall be treated as unvested Class A consideration as if such share or unit was part of the unvested Class A consideration as of the Closing Date.

As of March 31, 2022, 2,509,546 Class B-2 common units of Alight Holdings were legally issued and outstanding. Class B-2 common units vest and automatically convert into Class A common units of Alight Holdings on a 1-for-1 basis if the VWAP of the shares of Class A Common Stock equals or exceeds $15.00 per share for 20 or more trading days within a consecutive 30-trading day period (or in the event of a change of control or liquidation event that implies a $15.00 per share valuation on a diluted basis).

Class B-3

Upon the Closing of the Business Combination, 10,000,000 shares of Class B-3 Common Stock, par value $0.0001, were authorized. There are no shares of Class B-3 Common Stock issued and outstanding as of March 31, 2022.

Class V Common Stock

As of March 31, 2022, 76,220,431 shares of Class V Common Stock were legally issued and outstanding. Holders of Class V Common Stock are entitled to one vote per share and have no economic rights. The Class V Common Stock is held on a 1-for-1 basis with Class A Units in Alight Holdings held by Continuing Unitholders. The Class A Units, together with an equal number of shares of Class V Common Stock, can be exchanged for an equal number of shares of Class A Common Stock.

Class Z Common Stock

Upon the Closing of the Business Combination, a total of 8,671,507 Class Z instruments were issued to the equityholders of the Predecessor. The equityholders of the Predecessor that exchanged their Predecessor Class A units for shares of Class A Common Stock in the Business Combination received shares of Class Z Common Stock, and the Continuing Unitholders received Class Z common units of Alight Holdings. The Class Z instruments were issued to the equityholders of the Predecessor to allow for the re-allocation of the consideration paid to the holders of unvested management equity (i.e., the unvested shares of Class A, Class B-1, and Class B-2 Common Stock) to the equityholders of the Predecessor in the event such equity is forfeited under the terms of the applicable award agreement and will only vest in connection with any such forfeiture.

As of March 31, 2022, 5,595,577 shares of Class Z Common Stock (5,046,819 Class Z-A, 274,379 Class Z-B-1, and 274,379 Class Z-B-2) were legally issued and outstanding. Holders of shares of Class Z-A, Class Z-B-1 and Class Z-B-2 Common Stock are not entitled to voting rights. The Class Z shares convert into shares of Class A Common Stock, Class B-1 Common Stock or Class B-2 Common Stock, as applicable, in connection with the ultimate forfeiture of the shares of unvested Class A, unvested Class B-1, and unvested Class B-2 common stock issued to participating management holders.

As of March 31, 2022, 3,075,930 Class Z common units (2,774,272 Class Z-A, 150,829 Class Z-B-1, and 150,829 Class Z-B-2) were legally issued and outstanding. Holders of Class Z-A, Class Z-B-1 and Class Z-B-2 common units are not entitled to voting rights. The Class Z units convert into units of Alight Holdings Class A common units, Alight Holdings Class B-1 or Alight Holdings Class B-2 common units, as applicable, in connection with the ultimate forfeiture of the shares of unvested Class A, unvested Class B-1, and unvested Class B-2 common stock issued to participating management holders.

Class A Units

Holders of Alight Holdings Class A units can exchange all or any portion of their Class A units, together with the cancellation of an equal number of shares of Class V Common Stock, for a number of shares of Class A Common Stock equal to the number of exchanged Class A units. Alight has the option to cash settle any future exchange.

The Continuing Unitholders’ ownership of Class A units represents the noncontrolling interest of the Company, which is accounted for as permanent equity on the Condensed Consolidated Balance Sheets. As of March 31, 2022, there were 541,445,783 Class A Units outstanding, of which 465,225,352 are held by the Company and 76,220,431 are held by the noncontrolling interest of the Company.

The Alight Holdings limited liability company agreement contains provisions which require that a one-to-one ratio is maintained between each class of Alight Holdings units held by Alight and its subsidiaries (including the Alight Group, Inc. and certain tax blocker entities, but excluding subsidiaries of Alight Holdings) and the number of outstanding shares of the corresponding class of Alight common stock, subject to certain exceptions (including in respect of management equity in the form of options, rights or other securities which have not been converted into or exercised for Alight common stock). In addition, the Alight Holdings limited liability company agreement permits Alight, in its capacity as the managing member of Alight Holdings, to take actions to maintain such ratio, including undertaking stock splits, combinations, recapitalizations and exercises of the exchange rights of holders of Alight Holdings units.

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Exchange of Class A Units

During the first quarter of 2022, 1,239,256 Class A units and a corresponding number of shares of Class V Common Stock were exchanged for Class A Common Stock. As a result of the exchanges, Alight, Inc. increased its ownership in Alight Holdings and accordingly increased its equity by approximately $13 million, recorded in Additional paid-in capital. Pursuant to the TRA, described in Note 15 "Tax Receivable Agreement," the Class A unit exchange created an additional TRA liability of $6 million, with an offset to Additional paid-in-capital.

The following table reflects the changes in our outstanding stock:

	Class A		Class B-1		Class B-2		Class V			Class Z
Balance at December 31, 2021		456,282,881		4,990,453		4,990,453		77,459,687			5,595,577
Conversion of noncontrolling interest		1,239,256		—		—		(1,239,256	)		—
Shares granted upon vesting		106,188		—		—		—			—
Issuance for compensation to non-employees(1)		13,743		—		—		—			—
Balance at March 31, 2022		457,642,068		4,990,453		4,990,453		76,220,431			5,595,577

(1)Issued to certain members of the Board of Directors in lieu of cash retainer.

Dividends

There were no dividends declared during the Successor three months ended March 31, 2022.

Accumulated Other Comprehensive Income

As of March 31, 2022, the Accumulated other comprehensive income balance included unrealized losses for interest rate swaps and foreign currency translation adjustments related to our foreign subsidiaries that do not have the U.S. dollar as their functional currency.

Changes in accumulated other comprehensive income, net of noncontrolling interests and tax, are as follows (in millions):

	Foreign
	Currency			Interest
	Translation			Rate
	Adjustments			Swaps(1)			Total
Balance at December 31, 2021	$	—		$	8		$	8
Other comprehensive (loss) income before reclassifications		(4	)		53			49
Tax expense (benefit)		1			(14	)		(13	)
Other comprehensive (loss) income before reclassifications, net of tax		(3	)		39			36
Amounts reclassified from accumulated other comprehensive income		—			—			—
Tax expense		—			—			—
Amounts reclassified from accumulated other comprehensive income, net of tax		—			—			—
Net current period other comprehensive income, net of tax		(3	)		39			36
Balance at March 31, 2022	$	(3	)	$	47		$	44

(1) Reclassifications from this category are recorded in Interest expense. See Note 13 “Derivative Financial Instruments” for additional information.

10. Share-Based Compensation Expense

Share-based payments consist of grants of restricted share units (“RSUs”) and performance-based restricted share units (“PRSUs”). The Company recognizes compensation expense on a straight-line basis over the requisite service period for awards expected to ultimately vest.

Predecessor Replacement Awards

In connection with the Business Combination, the holders of certain unvested awards under the Predecessor plans were granted replacement awards in the Successor company.

•Class B units: The unvested Class B units of Alight Holdings were granted replacement shares of unvested Class A, Class B-1 and Class B-2 Common Stock and ultimately vest on the third anniversary of the Closing Date, but could vest earlier based on the achievement of certain market-based conditions.

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•Class A-1 units: The unvested Class A-1 units of Alight Holdings were granted replacement shares of unvested Class A, Class B-1 and Class B-2 Common Stock on an equivalent fair value basis. The service-based portion of the grant vests ratably over periods of two to five years and the remaining vests upon the achievement of certain market-based conditions.

The Class B and Class A-1 units that were replaced represent the unvested shares of Class A, Class B-1 and Class B-2 Common Stock subject to the forfeiture re-allocation provision per the Class Z instruments discussed in Note 9 “Stockholders’ and Members’ Equity”. These unvested shares are accounted for as restricted stock in accordance with Accounting Standards Codification Topic 718, Compensation - Stock Compensation.

Successor Awards

In connection with the Business Combination, the Company adopted the Alight, Inc. 2021 Omnibus Incentive Plan. Under this plan, for grants issued during the Successor three months ended March 31, 2022, approximately 55% of the units are subject to time-based vesting requirements and approximately 45% are subject to performance-based vesting requirements. The majority of the time-based RSUs vest ratably each March 10 over a three-year period with one-third vesting on each of March 10, 2023, 2024 and 2025. The majority of the PRSUs vest upon achievement of the Company’s performance goals, Total Revenue and Total BPaaS Revenue.

The Company begins to recognize expense associated with the PRSUs when the achievement of the performance condition is deemed probable. During the first quarter of 2022, based on management's analysis of the corresponding performance conditions, the Company increased expected achievement levels related to the PRSUs granted in 2021.

The fair value of each RSU and PRSU is based upon the grant date market price. The aggregate grant date fair value of RSUs and PRSUs granted during the Successor three months ended March 31, 2022 was $43 million and $87 million, respectively.

Restricted Share Units and Performance Based Restricted Share Units

The following tables summarizes the unit activity related to the RSUs and PRSUs during the three months ended March 31, 2022:

				Weighted					Weighted
				Average					Average
				Grant Date					Grant Date
				Fair Value					Fair Value
	RSUs(1)			Per Unit		PRSUs(1)			Per Unit
Balance as of December 31, 2021		7,148,416		$	12.27		16,743,113		$	11.20
Granted		4,705,544			9.12		7,905,475			10.99
Vested		(252,041	)		9.76		—			—
Forfeited		(323,181	)		12.64		(603,204	)		11.93
Balance as of March 31, 2022		11,278,738		$	10.98		24,045,384		$	11.05

(1) These share totals include both unvested shares and restricted stock units.

Share-based Compensation

The Company recorded share-based compensation costs related to the RSUs and PRSUs for the Successor three months ended March 31, 2022 and the Predecessor three months ended March 31, 2021 of $33 million and $2 million, respectively.

As of March 31, 2022, total future compensation expense related to unvested RSUs was $116 million, which will be recognized over a remaining weighted-average amortization period of approximately 1.6 years. As of March 31, 2022, total future compensation expense related to PRSUs was $222 million, which will be recognized over a remaining weighted-average amortization period of approximately 2.0 years.

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11. Earnings Per Share

Basic earnings per share is calculated by dividing the net loss attributable to Alight, Inc. by the weighted average number of shares of Class A Common Stock issued and outstanding for the Successor period. The computation of diluted earnings per share reflects the potential dilution that could occur if dilutive securities and other contracts to issue shares were exercised or converted into shares or resulted in the issuance of shares that then would then share in the net income of Alight, Inc. The Company’s Class V Common Stock and Class Z Common Stock do not participate in the earnings or losses of the Company and are therefore not participating securities and have not been included in either the basic or diluted earnings per share calculations.

In conjunction with the Business Combination, the Company issued Seller Earnouts contingent consideration, which is payable in the Company’s Common Stock when the related market conditions are achieved. As the related conditions to pay the consideration had not been satisfied as of March 31, 2022, the Seller Earnouts were excluded from the diluted earnings per share calculations.

Basic and diluted earnings per share are as follows (in millions, except for share and per share amounts):

	Three Months Ended
	March 31,
	2022
Basic and diluted net loss per share:
Numerator
Net loss attributable to Alight, Inc. - basic and diluted	$	(11	)
Denominator
Weighted-average shares outstanding - basic and diluted		456,838,216
Basic and diluted net loss per share	$	(0.02	)

For the Successor three months ended March 31, 2022, 76,220,431 Alight Holdings Class A units related to noncontrolling interests and 11,137,394 unvested RSUs, were not included in the computation of diluted shares outstanding as their impact would have been anti-dilutive.

In addition, 14,999,998 shares related to the Seller Earnouts and 35,501,399 unvested PRSUs, based on maximum achievement levels, were excluded from the calculation of basic and diluted earnings per share as the market and performance conditions had not yet been met as of the end of the period.

12. Segment Reporting

The Company’s reportable segments have been determined using a management approach, which is consistent with the basis and manner in which the Company’s chief operating decision maker (“CODM”) uses financial information for the purposes of allocating resources and evaluating performance. The Company’s Chief Executive Officer is its CODM. The CODM evaluates the performance of the Company based on its total revenue and segment profit.

The CODM also uses revenue and segment profit to manage and evaluate our business, make planning decisions, and as performance measures for Company-wide bonus plans. These key financial measures provide an additional view of our operational performance over the long-term and provide useful information that we use in order to maintain and grow our business.

The accounting policies of the segments are the same as those described in Note 2 “Accounting Policies and Practices.” The Company does not report assets by reportable segments as this information is not reviewed by the CODM on a regular basis.

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Information regarding the Company’s current reportable segments is as follows (in millions):

	Revenue
	Successor		Predecessor
	Three Months Ended		Three Months Ended
	March 31,		March 31,
	2022		2021
Employer Solutions
Recurring	$	570	$	533
Project		53		54
Total Employer Solutions		623		587
Professional Services
Recurring		30		29
Project		60		63
Total Professional Services		90		92
Hosted Business		12		10
Total	$	725	$	689

There was no single client who accounted for more than 10% of the Company’s revenues in any of the periods presented.

	Segment Profit
	Successor			Predecessor
	Three Months Ended			Three Months Ended
	March 31,			March 31,
	2022			2021
Employer Solutions	$	142		$	136
Professional Services		—			—
Hosted Business		—			(3	)
Total of all reportable segments		142			133
Share-based compensation		33			2
Transaction and integration expenses(1)		6			—
Non-recurring professional expenses(2)		—			9
Restructuring		6			7
Other(3)		3			(5	)
Depreciation		17			24
Intangible amortization		79			50
Operating (Loss) Income		(2	)		46
Gain from change in fair value of financial instruments		(13	)		—
Gain from change in fair value of tax receivable agreement		(5	)		—
Interest expense		29			62
Other (income) expense, net		(1	)		8
Loss Before Income Tax Expense (Benefit)	$	(12	)	$	(24	)

(1)Transaction and integration expenses related to acquisition activity.

(2)Non-recurring professional expenses includes external advisor and legal costs related to the Company’s Business Combination completed in 2021.

(3)For the three months ended March 31, 2022, other primarily includes expenses related to debt refinancing, offset by Other income, net. For the three months ended March 31, 2021, other includes long-term incentive expenses, offset by Other expense, net.

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13. Derivative Financial Instruments

The Company is exposed to market risks, including changes in interest rates. To manage the risk related to these exposures, the Company has entered into various derivative instruments that reduce these risks by creating offsetting exposures.

Interest Rate Swaps

The Company has utilized swap agreements that will fix the floating interest rates associated with its Term Loan as shown in the following table:

Designation Date	Effective Date	Initial Notional Amount		Notional Amount Outstanding as of March 31, 2022			Fixed Rate			Expiration Date
July 2021	August 2020		557,500,000			557,500,000		2.5069	%	May 2022
July 2021	August 2020		89,863,420			101,365,120		3.0680	%	February 2023
December 2021	August 2020		181,205,050			162,935,400		0.7203	%	April 2024
December 2021	August 2020		388,877,200			367,997,600		0.6826	%	April 2024
December 2021	May 2022		220,130,318		n/a			0.4570	%	April 2024
December 2021	May 2022		306,004,562		n/a			0.4480	%	April 2024
December 2021	April 2024		871,205,040		n/a			1.6533	%	June 2025
December 2021	April 2024		435,602,520		n/a			1.6560	%	June 2025
December 2021	April 2024		435,602,520		n/a			1.6650	%	June 2025
March 2022	June 2025		1,197,000,000		n/a			2.5540	%	December 2026

Concurrent with the Term Loan refinancing, we amended our interest rate swaps to incorporate Term SOFR. In accordance with Accounting Standards Codification Topic 848, Reference Rate Reform, we did not redesignate the interest rate hedges when they were amended from LIBOR to SOFR; as we are permitted to maintain the designation through the transition. Also during the Successor three months ended March 31, 2022, we executed an additional interest rate swap, which has been designated as a cash flow hedge.

Our swap agreements amortize or accrete based on achieving targeted hedge ratios. All interest rate swaps have been designated as cash flow hedges. As a result of hedge amendments in December 2021 and July 2021, the fair value of the instruments at the time of re-designation are being amortized into interest expense over the remaining life of the instruments. The Company also entered into a new interest rate swap that will be effective June 2025 and will mature December 2026.

Financial Instrument Presentation

The fair values and location of outstanding derivative instruments recorded in the Condensed Consolidated Balance Sheets are as follows (in millions):

	March 31,		December 31,
	2022		2021
Assets
Other current assets	$	18	$	1
Other assets	$	58	$	16
Total	$	76	$	17
Liabilities
Other current liabilities	$	3	$	8
Other liabilities		1		1
Total	$	4	$	9

The Company estimates that approximately $17 million of derivative gains included in Accumulated other comprehensive income as of March 31, 2022 will be reclassified into earnings over the next twelve months.

14. Financial Instruments

Seller Earnouts

Upon completion of the Business Combination, the equity owners of Alight Holdings received an earnout in the form of non-voting shares of Class B-1 and Class B-2 Common Stock, which automatically convert into Class A Common Stock if, at any time during the seven years following the Closing Date certain criteria are achieved. See Note 9 “Stockholders’ and Members’ Equity” for additional information regarding the Seller Earnouts.

The portion of the Seller Earnouts related to employee compensation is accounted for as share-based compensation. See Note 10 “Share-Based Compensation Expense” for additional information.

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In addition, a portion of the Seller Earnouts relates to Class Z instruments that were forfeited by individual equityholders and will be re-allocated to the holders of unvested management equity upon the ultimate vesting date. See Note 9 “Stockholders’ and Members’ Equity” for additional information regarding the Class Z instruments. This portion of Seller Earnouts is accounted for as a contingent consideration liability recorded at the fair value on the individual forfeiture date. These instruments are not subject to remeasurement at each balance sheet date. As of March 31, 2022, the balance for this portion of the Seller Earnouts was $1 million, offset in Gain from change in fair value of financial instruments in the Condensed Consolidated Statements of Comprehensive Income (Loss).

The majority of the Seller Earnouts, which are not related to employee compensation, are accounted for as a contingent consideration liability at fair value within Financial instruments on the Condensed Consolidated Balance Sheets because the Seller Earnouts do not meet the criteria for classification within equity. This portion of the Seller Earnouts are subject to remeasurement at each balance sheet date. At March 31, 2022 and December 31, 2021, the Seller Earnouts had a fair value of $121 million and $135 million, respectively. For the Successor three months ended March 31, 2022, a gain of $14 million was recorded in Gain from change in fair value of financial instruments in the Condensed Consolidated Statements of Comprehensive Income (Loss).

The fair value of the Seller Earnouts is determined using Monte Carlo simulation and Option Pricing Methods (Level 3 inputs, see Note 16 "Fair Value Measurements"). Significant unobservable inputs are used in the assessment of fair value, including the following assumptions: volatility, risk-free interest rate, expected holding period and probability assessments based on the likelihood of reaching the performance targets defined in the Business Combination.

15. Tax Receivable Agreement

In connection with the Business Combination, Alight entered into the Tax Receivable Agreement (the “TRA”) with certain owners of Alight Holdings prior to the Business Combination. Pursuant to the TRA, the Company will pay certain sellers, as applicable, 85% of the tax benefits, of any savings that we realize, calculated using certain assumptions, as a result of (i) tax basis adjustments from sales and exchanges of Alight Holdings equity interests in connection with or following the Business Combination and certain distributions with respect to Alight Holdings equity interests, (ii) our utilization of certain tax attributes, and (iii) certain other tax benefits related to entering into the TRA.

Actual tax benefits realized by Alight may differ from tax benefits calculated under the TRA as a result of the use of certain assumptions in the TRA, including the use of an assumed weighted-average state and local income tax rate to calculate tax benefits. While the amount of existing tax basis, the anticipated tax basis adjustments and the actual amount and utilization of tax attributes, as well as the amount and timing of any payments under the TRA, will vary depending upon a number of factors, we expect that the payments that Alight may make under the TRA will be substantial.

The Company’s TRA liability established upon completion of the Business Combination is measured at fair value on a recurring basis using significant unobservable inputs (Level 3). The TRA liability balance at March 31, 2022 assumes: (i) a constant blended U.S. federal, state and local income tax rate of 26.17%; (ii) no material changes in tax law; (iii) the ability to utilize tax attributes based on current alternative tax forecasts; and (iv) future payments under the TRA are made when due under the TRA. The amount of the expected future payments under the TRA has been discounted to its present value using a discount rate of 7.6%.

Subsequent to the Business Combination, we will record additional liabilities under the TRA when Class A units of Alight Holdings are exchanged for Class A Common Stock. Liabilities resulting from these exchanges will be recorded on a gross undiscounted basis and are not remeasured at fair value. During the Successor three months ended March 31, 2022, an additional TRA liability of $6 million was established as a result of these exchanges.

The following table summarizes the changes in the TRA liabilities (in millions):

	Tax Receivable
	Agreement Liability
Beginning balance as of December 31, 2021	$	581
Measurement period adjustment		(8	)
Fair value remeasurement		(5	)
Conversion of noncontrolling interest		6
Ending Balance as of March 31, 2022	$	574

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16. Fair Value Measurement

Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The accounting standards related to fair value measurements include a hierarchy for information and valuations used in measuring fair value that is broken down into three levels based on reliability, as follows:

•Level 1 – observable inputs such as quoted prices in active markets for identical assets and liabilities;

•Level 2 – inputs other than quoted prices for identical assets in active markets that are observable either directly or indirectly; and

•Level 3 – unobservable inputs in which there is little or no market data which requires the use of valuation techniques and the development of assumptions.

The Company’s financial assets and liabilities measured at fair value on a recurring basis are as follows (in millions):

	March 31, 2022
	Level 1		Level 2		Level 3		Total
Assets
Interest rate swaps	$	—	$	76	$	—	$	76
Total assets recorded at fair value	$	—	$	76	$	—	$	76
Liabilities
Interest rate swaps	$	—	$	4	$	—	$	4
Contingent consideration liability		—		—		32		32
Seller Earnouts liability		—		—		121		121
Tax receivable agreement liability		—		—		568		568
Total liabilities recorded at fair value	$	—	$	4	$	721	$	725

	December 31, 2021
	Level 1		Level 2		Level 3		Total
Assets
Interest rate swaps	$	—	$	17	$	—	$	17
Total assets recorded at fair value	$	—	$	17	$	—	$	17
Liabilities
Interest rate swaps	$	—	$	9	$	—	$	9
Contingent consideration liability		—		—		33		33
Seller Earnouts liability		—		—		135		135
Tax receivable agreement liability		—		—		581		581
Total liabilities recorded at fair value	$	—	$	9	$	749	$	758

Derivatives

The valuations of the derivatives intended to mitigate our interest rate risk are determined using widely accepted valuation techniques, including discounted cash flow analysis on the expected cash flows of each instrument. This analysis utilizes observable market-based inputs, including interest rate curves, interest rate volatility, or spot and forward exchange rates, and reflects the contractual terms of these instruments, including the period to maturity. In addition, credit valuation adjustments, which consider the impact of any credit enhancements to the contracts, are incorporated in the fair values to account for potential non-performance risk.

Contingent Consideration

The contingent consideration liabilities relate to acquisitions completed during the Successor six months ended December 31, 2021, the Predecessor years ended December 31, 2020 and 2018, and are included in Other current liabilities and Other liabilities on the Condensed Consolidated Balance Sheets. The fair value of these liabilities is determined using a discounted cash flow analysis. Changes in the fair value of the liabilities are included in Other (income) expense, net in the Condensed Consolidated Statements of Comprehensive Income (Loss). Significant unobservable inputs are used in the assessment of fair value, including assumptions

25

regarding discount rates and probability assessments based on the likelihood of reaching the various targets set out in the acquisition agreements.

The following table summarizes the changes in deferred contingent consideration liabilities (in millions):

	Successor			Predecessor
	Three Months Ended			Three Months Ended
	March 31,			March 31,
	2022			2021
Beginning balance	$	33		$	26
Measurement period adjustments		(2	)		2
Accretion of contingent consideration		1			—
Ending Balance	$	32		$	28

Non-Recurring Fair Value Measurements

The Company’s financial liabilities not measured at fair value on a recurring basis are as follows (in millions):

	March 31, 2022				December 31, 2021
	Carrying Value		Fair Value		Carrying Value		Fair Value
Liabilities
Current portion of long-term debt, net	$	40	$	40	$	38	$	38
Long-term debt, net		2,818		2,799		2,830		2,834
Total	$	2,858	$	2,839	$	2,868	$	2,872

The carrying value of the Term Loan, Secured Senior Notes and Unsecured Senior Notes include the outstanding principal balances, less any unamortized discount or premium. The carrying value of the Term Loan approximates fair value as it bears interest at variable rates and we believe our credit risk is consistent with when the debt originated. The outstanding balances under the Senior Notes have fixed interest rates and the fair value is classified as Level 2 within the fair value hierarchy and corroborated by observable market data (see Note 8 “Debt”).

The carrying amounts of Cash and cash equivalents, Receivables, net and Accounts payable and accrued liabilities approximate their fair values due to the short-term maturities of these instruments.

During the Successor three months ended March 31, 2022, there were no transfers in or out of the Level 1, Level 2 or Level 3 classifications.

17. Restructuring and Integration

During the third quarter of 2019, management initiated a restructuring and integration plan (“the Plan”) following the completion of the Hodges acquisition and in anticipation of the NGA HR acquisition, which was completed on November 1, 2019. The Plan is intended to integrate and streamline operations across the Company and is expected to generate cost reductions related to position eliminations and facility and system rationalizations. The Company expects to incur costs related to severance, contract and lease exits and other related costs. The Company expects these restructuring and integration activities and related expenses to affect continuing operations through the fourth quarter of 2022.

The Plan is expected to result in cumulative costs of approximately $140 million through the end of the Plan, consisting of approximately $69 million in severance and related benefits, and approximately $71 million in other costs, including technology realization, lease consolidation costs, advisory and consulting fees. The Plan is expected to generate annual cost savings of approximately $196 million by 2022.

From the inception of the Plan through March 31, 2022, the Company has incurred total expenses of $111 million. These charges are recorded in Cost of services, exclusive of depreciation and amortization and Selling, general and administrative expenses in the Condensed Consolidated Statements of Comprehensive Income (Loss).

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The following table summarizes restructuring costs by type that have been incurred through March 31, 2022 and are estimated to be incurred through the end of the Plan. Estimated costs by type may be revised in future periods as these assumptions are updated:

	Successor
	Three Months Ended				Estimated		Estimated
	March 31,		Inception to		Remaining		Total
	2022		Date		Costs		Cost(1)
Employer Solutions
Severance and Related Benefits	$	2	$	48	$	11	$	59
Other Restructuring Costs(2)		3		48		14		62
Total Employer Solutions	$	5	$	96	$	25	$	121
Professional Services
Severance and Related Benefits	$	—	$	8	$	2	$	10
Other Restructuring Costs(2)		1		7		2		9
Total Professional Services	$	1	$	15	$	4	$	19
Total Restructuring Costs	$	6	$	111	$	29	$	140

(1)Actual costs, when incurred, may vary due to changes in the assumptions built into the Plan. Significant assumptions that may change when plans are finalized and implemented include, but are not limited to, changes in severance calculations, changes in the assumptions underlying sublease loss calculations due to changing market conditions, and changes in the overall analysis that might cause the Company to add or cancel component initiatives.

(2)Other costs associated with the Plan primarily include consulting and legal fees and lease consolidation.

As of March 31, 2022, approximately $5 million of the restructuring liability is unpaid and is recorded in Accounts payable and accrued liabilities on the Condensed Consolidated Balance Sheets.

	Severance and Related Benefits			Other Restructuring Costs			Total
Accrued restructuring liability as of December 31, 2021	$	4		$	—		$	4
Restructuring charges		2			4			6
Cash payments		(3	)		(1	)		(4	)
Non-cash charges(1)		—			(1	)		(1	)
Accrued restructuring liability as of March 31, 2022	$	3		$	2		$	5

(1)Non-cash charges relate to lease consolidation.

18. Employee Benefits

Defined Contribution Savings Plans

Certain of the Company’s employees participate in a defined contribution savings plan sponsored by the Company. For the Successor three months ended March 31, 2022 and the Predecessor three months ended March 31, 2021, expenses were $17 million and $16 million, respectively. Expenses were recognized in Cost of services, exclusive of depreciation and amortization and Selling, general and administrative expenses in the Condensed Consolidated Statements of Comprehensive Income (Loss).

19. Commitments and Contingencies

Legal

The Company is subject to various claims, tax assessments, lawsuits, and proceedings that arise in the ordinary course of business relating to the delivery of our services and the effectiveness of our technologies. The damages claimed in these matters are or may be substantial. Accruals for any exposures, and related insurance or other receivables, when applicable, are included on the Condensed Consolidated Balance Sheets and have been recognized in Selling, general and administrative expenses in the Condensed Consolidated Statements of Comprehensive Income (Loss) to the extent that losses are deemed probable and are reasonably estimable. These amounts are adjusted from time to time as developments warrant. Management believes that the reserves established are appropriate based on the facts currently known. The reserves recorded at March 31, 2022 and December 31, 2021 were not significant.

Guarantees and Indemnifications

The Company provides a variety of service performance guarantees and indemnifications to its clients. The maximum potential amount of future payments represents the notional amounts that could become payable under the guarantees and indemnifications if there were a total default by the guaranteed parties, without consideration of possible recoveries under recourse provisions or other methods. These notional amounts may bear no relationship to the future payments that may be made, if any, for these guarantees and indemnifications.

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To date, the Company has not been required to make any payment under any client arrangement as described above. The Company has assessed the current status of performance risk related to the client arrangements with performance guarantees and believes that any potential payments would be immaterial to the Condensed Consolidated Financial Statements.

Purchase Obligations

The Company’s expected cash outflow for non-cancellable purchase obligations related to purchases of information technology assets and services is $17 million, $26 million, $27 million, $9 million, $4 million and $3 million, for the remainder of 2022 and the years ended 2023, 2024, 2025, 2026 and thereafter, respectively.

Service Obligations

On September 1, 2018, the Company executed an agreement to form a strategic partnership with Wipro, a leading global information technology, consulting and business process services company.

The Company’s expected cash outflow for non-cancellable service obligations related to our strategic partnership with Wipro is $106 million, $147 million, $154 million, $162 million, $170 million and $332 million for the remainder of 2022 and the years ended 2023, 2024, 2025, 2026 and thereafter, respectively.

The Company may terminate its arrangement with Wipro for cause or for the Company’s convenience. In the case of a termination for convenience, the Company would be required to pay a termination fee, including certain of Wipro’s unamortized costs, plus 25% of any remaining portion of the minimum level of services the Company agreed to purchase from Wipro over the course of 10 years.

20. Subsequent Events

The Company has evaluated subsequent events through the filing of this Quarterly Report on Form 10-Q, and determined that there have been no events that have occurred that would require adjustments to our disclosures in the consolidated financial statements except for the transaction described below.

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Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.

The following discussion and analysis of our financial condition and results of operations should be read in conjunction with the audited consolidated financial statements which are included in the Company's Annual Report on Form 10K for the fiscal year ended December 31, 2021 (the "Annual Report"). In addition to historical information, the following discussion contains forward-looking statements that involve risks, uncertainties and assumptions. Our actual results could differ materially from those discussed in the forward-looking statements as a result of many factors.

BUSINESS

Overview

We are a leading cloud-based provider of integrated digital human capital and business solutions. We have an unwavering belief that a company’s success starts with its people, and our solutions connect human insights with technology. The Alight Worklife® employee engagement platform provides a seamless customer experience by combining content, plus AI and data analytics to enable Alight's Business Process as a Service ("BPaaS") model. Our mission-critical solutions enable employees to enrich their health, wealth and wellbeing which helps global organizations achieve a high-performance culture.

On July 2, 2021 (the “Closing Date”), Foley Trasimene Acquisition Corp. ("FTAC") completed the business combination (the “Business Combination”) with Alight Holding Company, LLC (f/k/a Tempo Holding Company, LLC) (“Alight Holdings” or the “Predecessor”) contemplated by the Business Combination Agreement (as amended and restated as of April 29, 2021) between FTAC, Alight Holdings and other interested parties (the “Business Combination Agreement”). On the Closing Date, pursuant to the Business Combination Agreement, FTAC became a wholly owned subsidiary of Alight, Inc. (“Alight”, “the Company”, “we” “us” “our” or the “Successor”) and was renamed Alight Group, Inc. As a result of the Business Combination, and by virtue of such series of mergers and related transactions, the combined company is now organized in an “Up-C” structure, in which substantially all of the assets and business of Alight are held by Alight Holdings, of which Alight is the managing member pursuant to the terms of the Second Amended and Restated Limited Liability Company Agreement of Alight Holdings that went into effect upon the completion of the Business Combination. As of March 31, 2022, Alight owns approximately 86% of the economic interest in Alight Holdings, but has 100% of the voting power and controls the management of Alight Holdings. As of March 31, 2022, the non-voting ownership percentage held by noncontrolling interest was approximately 14%.

Principal Services and Segments

We currently report our results of operations in three segments: Employer Solutions, Professional Services and Hosted Business. Employer Solutions, Professional Services and Hosted Business accounted for approximately 86%, 12% and 2% and 85%, 13% and 2% of consolidated revenue for the Successor three months ended March 31, 2022 and the Predecessor three months ended March 31, 2021, respectively.

•Employer Solutions: driven by our digital, software and AI-led capabilities powered by the Alight Worklife® platform and spanning total employee wellbeing and engagement, including integrated benefits administration, healthcare navigation, financial health, employee wellbeing and payroll. These solutions are designed to support employers in effectively managing their workforce through a seamless, integrated platform. We leverage data across all interactions and activities to improve the employee experience, reduce operational costs and better inform management processes and decision-making. In addition, employees benefit from an integrated platform and user experience, coupled with a full-service client care center, helping them manage the full life cycle of their health, wealth and careers.

•Professional Services: includes our project-based cloud deployment and consulting offerings that provide expertise with both human capital and financial platforms. Specifically, this includes cloud advisory and deployment, and optimization services for cloud platforms such as Workday, SAP SuccessFactors, Oracle, and Cornerstone OnDemand.

Revenue and Compensation

Revenues are principally derived from fees paid by clients for services. Payment terms are consistent with current industry practice.

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Technology

We deliver our solutions through a set of proprietary and partner technologies, a well-developed network of providers and a structured approach to instill and sustain enterprise-wide practices of excellence. With this in mind, there are four layers to our technology strategy, all reinforced with a critical security framework:

•Omnichannel customer experience layer that drives a personalized approach for customers.

•AI and analytics layer that uses data from our transactional systems, combined with client and third-party data to drive insights for clients.

•Core transaction layer that powers our health, wealth and payroll systems.

•Infrastructure layer to provide security, stability and performance across our application landscape.

Seasonality

Due to buying patterns and delivery of certain products in the markets we serve, particularly given the timing of annual benefits enrollment, our revenues tend to be higher in the third and fourth quarters of each year.

Licensing and Regulation

Our business activities are subject to licensing requirements and extensive regulation under the laws of countries in which we operate, including United States (“U.S.”) federal and state laws. See the discussion contained in the "Risk Factors" section of our Annual Report, for information regarding how actions by regulatory authorities or changes in legislation and regulation in the jurisdictions in which we operate may have an adverse effect on our business.

Clients

We serve a broad range of clients, including Fortune 500 companies and mid-market businesses, and seek to establish high-quality, strong, long-term relationships with our clients. We proactively solicit client feedback through ongoing surveys and client councils held throughout the year, and we use this critical feedback to enhance our client services and correct course when necessary. Through these surveys, we have learned that clients value the strength and depth of our relationships, scale and breadth of our solutions and our commitment to innovation and continuous improvement.

Competition

The markets for our solutions are competitive, rapidly evolving and fragmented. Our business faces competition from other global and national companies. The market for our solutions is subject to change as a result of economic, regulatory and legislative changes, technological developments, shifting client needs and increased competition from established and new competitors.

We do not believe there is any single competitor with the breadth of our solutions, and thus our competitors vary for each of our solutions. Our primary competitors include Accenture, Accolade, ADP, Benefitfocus, bswift, Businessolver, Cognizant, Conduent, Deloitte, eHealth, Empower, Fidelity, GoHealth, Grand Rounds, HealthEquity, Mercer, OneSource Virtual, Quantum Health, SD Worx, Vanguard, Voya, Willis Towers Watson, and Workday.

We compete primarily on the basis of product and service quality, technology, breadth of offerings, ease of use and accessibility of technology, data protection, innovation, trust and reliability, price, and reputation.

FACTORS AFFECTING THE COMPARABILITY OF OUR RESULTS OF OPERATIONS

As a result of a number of factors, our historical results of operations are not comparable from period to period and may not be comparable to our financial results of operations in future periods. Set forth below is a brief discussion of the key factors that may impact the comparability of our results of operations in future operations.

Impact of the Business Combination

Alight is subject to corporate level tax rates at the federal, state and local levels. The Predecessor was and is treated as a flow-through entity for U.S. federal income tax purposes, and as such, has generally not been subject to U.S. federal income tax at the entity level. Accordingly, other than for certain consolidated subsidiaries of the Predecessor that are structured as corporations and unless otherwise specified, the historical results of operations and other financial information presented does not include any provision for U.S. federal income tax.

Alight (together with certain corporate subsidiaries through which it owns its interest in the Predecessor) pays U.S. federal and state income taxes as a corporation on its share of our taxable income. The Business Combination was accounted for as a business combination using the acquisition method of accounting. Accordingly, the assets and liabilities, including any identified intangible assets, were recorded at their preliminary fair values at the date of completion of the Business Combination, with any excess of the

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purchase price over the preliminary fair value recorded as goodwill. The application of business combination accounting required the use of significant estimates and assumptions.

As a result of the application of accounting for the Business Combination, the historical Consolidated Financial Statements of the Predecessor are not necessarily indicative of the Successor’s future results of operations, financial position and cash flows. For example, increased tangible and intangible assets resulting from adjusting the basis of tangible and intangible assets to their fair value would result in increased depreciation and amortization expense in the periods following the consummation of the Business Combination.

In connection with the Business Combination, we entered into a Tax Receivable Agreement (the “TRA”) with certain of our pre-Business Combination owners that provides for the payment by Alight to such owners of 85% of the benefits that Alight is deemed to realize as a result of the Company’s share of existing tax basis acquired in the Business Combination and other tax benefits related to entering into the TRA.

Additionally, in connection with the Business Combination, we have accounted for Seller Earnout contingent consideration as a liability that requires remeasurement to fair value at the end of each reporting period and adopted the Alight 2021 Omnibus Incentive Plan which will result in higher share-based compensation expenses. Lastly, the redemption of our Unsecured Senior Notes and partial paydown of the Term Loan in conjunction with the Business Combination, resulted in lower interest expense.

Impact of Becoming a Public Company

As a result of becoming a public company, we incur additional costs related to human resources, legal, consulting, regulatory, insurance, accounting, investor relations and other expenses that we did not incur as a private company.

EXECUTIVE SUMMARY OF FINANCIAL RESULTS

We prepared our discussion of the results of operations by comparing the results of the Successor three months ended March 31, 2022 to the results of the Predecessor three months ended March 31, 2021. The core business operations of the Predecessor and Successor were not significantly impacted by the consummation of the Business Combination.

The following table sets forth our historical results of operations for the periods indicated below:

	Successor			Predecessor
	Three Months Ended			Three Months Ended
	March 31,			March 31,
(in millions)	2022			2021
Revenue	$	725		$	689
Cost of services, exclusive of depreciation and amortization		491			452
Depreciation and amortization		11			19
Gross Profit		223			218
Operating Expenses
Selling, general and administrative		140			117
Depreciation and intangible amortization		85			55
Total operating expenses		225			172
Operating (Loss) Income		(2	)		46
Other Expense
Gain from change in fair value of financial instruments		(13	)		—
Gain from change in fair value of tax receivable agreement		(5	)		—
Interest expense		29			62
Other (income) expense, net		(1	)		8
Total other expense, net		10			70
Loss Before Income Tax Expense (Benefit)		(12	)		(24	)
Income tax expense (benefit)		1			(3	)
Net Loss		(13	)		(21	)
Net loss attributable to noncontrolling interests		(2	)		—
Net Loss Attributable to Alight, Inc.	$	(11	)	$	(21	)

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REVIEW OF RESULTS

Key Components of Our Operations

Revenue

Our clients’ demand for our services ultimately drives our revenues. We generate primarily all of our revenue, which is highly recurring, from fees for services provided from contracts across all solutions, which is primarily based on a contracted fee charged per participant per period (e.g., monthly or annually, as applicable). Our contracts typically have three to five-year terms for ongoing services with mutual renewal options. The majority of the Company’s revenue is recognized over time when control of the promised services is transferred and the customers simultaneously receive and consume the benefits of our services. Payment terms are consistent with industry practice. We calculate growth rates for each of our solutions in relation to recurring revenues and revenues from project work. One of the components of our growth in recurring revenues is the increase in net commercial activity which reflects items such as client wins and losses (“Net Commercial Activity”). We define client wins as sales to new clients and sales of new solutions to existing clients. We define client losses as instances where clients do not renew or terminate their arrangements in relation to individual solutions or all of the solutions that we provide.

Cost of Services, exclusive of Depreciation and Amortization

Cost of services, exclusive of depreciation and amortization includes compensation-related and vendor costs directly attributable to client-related services and costs related to application development and client-related infrastructure.

Depreciation and Amortization

Depreciation and amortization expenses include the depreciation and amortization related to our hardware, software and application development. Depreciation and amortization may increase or decrease in absolute dollars in future periods depending on the future level of capital investments in hardware, software and application development.

Selling, General and Administrative

Selling, general and administrative expenses include compensation-related costs for administrative and management employees, system and facilities expenses, and costs for external professional and consulting services.

Depreciation and Intangible Amortization

Depreciation and intangible amortization expenses consist of charges relating to the depreciation of the property and equipment used in our business and the amortization of acquired customer-related and contract-based intangible assets and technology related intangible assets. Depreciation and intangible amortization may increase or decrease in absolute dollars in future periods depending on the future level of capital investments in hardware and other equipment as well as amortization expense associated with future acquisitions.

Gain from Change in Fair Value of Financial Instruments

Gain from change in fair value of financial instruments includes the impact of the revaluation to fair value at the end of each reporting period for the Seller Earnouts contingent consideration.

Gain from Change in Fair Value of Tax Receivable Agreement

Gain from change in fair value of Tax Receivable Agreement includes the impact of the revaluation to fair value at the end of each reporting period.

Interest Expense

Interest expense primarily includes interest expense related to our outstanding debt.

Other (Income) Expense, net

Other (income) expense, net includes non-operating expenses and income, including realized currency translation.

Results of Operations for the Three Months Ended March 31, 2022 (Successor) Compared to the Three Months Ended March 31, 2021 (Predecessor)

Revenue

Revenues were $725 million for the Successor three months ended March 31, 2022 as compared to $689 million for the Predecessor prior year period. The increase of $36 million reflects growth of 6% in our Employer Solutions segment and 20% in our Hosted Business Segment, partially offset by a decline of 2% in our Professional Services segment. We measure revenue growth as it relates to the cloud-based products and solutions that are central to our Alight Worklife® platform and next generation product suite, BPaaS Solutions. These products capitalize on our robust data combined with AI & analytics to deliver greater employee engagement

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and employer outcomes. BPaaS products and services span across both the Employer Solutions and Professional Services segments and for the Successor three months ended March 31, 2022, we recorded BPaaS revenue of $114 million, which represents growth of 23% compared to the Predecessor prior year period.

In addition, we also consider BPaaS bookings, defined as total contract value for BPaaS customer agreements executed in the period, to be a key indicator of future revenue growth and used as a metric of commercial activity by management and investors. For the Successor three months ended March 31, 2022, BPaaS bookings of $122 million represents growth of 205% compared to the Predecessor prior year period.

Recurring revenues increased by $40 million, or 7%, from $572 million to $612 million and are related to growth in all three segments. Growth in Employer Solutions is a result of higher revenues related to acquisitions, increased volumes and increases in Net Commercial Activity. Growth in Professional Services is a result of increases in Net Commercial Activity. Project revenues decreased by $4 million, or 3%, from $117 million to $113 million and are related to a decline in both Professional Services and Employer Solutions.

In addition, a majority of our revenue is generated in the U.S., which reflected 87% of the total revenue increase for the Successor three months ended March 31, 2022 compared to the Predecessor prior year period.

Cost of Services, exclusive of Depreciation and Amortization

Cost of services, exclusive of depreciation and amortization, increased $39 million, or 9%, for the Successor three months ended March 31, 2022 as compared to the Predecessor prior year period. The increase was primarily driven by recent acquisitions in the fourth quarter of 2021 and higher costs related to growth in current and future revenues, including investments in key resources.

Selling, General and Administrative

Selling, general and administrative expenses increased $23 million, or 20%, for the Successor three months ended March 31, 2022 as compared to the Predecessor prior year period. The increase was primarily driven by compensation expenses related to awards issued beginning in the second half of 2021.

Depreciation and Intangible Amortization

Depreciation and intangible amortization expenses increased $30 million, or 55%, for the Successor three months ended March 31, 2022 as compared to the Predecessor prior year period. The increase was primarily driven by amortization related to the identifiable intangible assets acquired in conjunction with the Business Combination completed in the third quarter of 2021 and acquisitions completed during the fourth quarter of 2021.

Gain from Change in Fair Value of Financial Instruments

A gain from a change in the fair value of financial instruments of $13 million was recorded for the Successor three months ended March 31, 2022. The gain is due to the revaluation of our financial instruments, which we are required to revalue at the end of each reporting period. We did not have outstanding financial instruments in the Predecessor period prior to the Business Combination.

Change in Fair Value of Tax Receivable Agreement

A gain from the change in the fair value of the tax receivable agreement of $5 million was recorded for the Successor three months ended March 31, 2022. The revaluation gain is due to changes in the discount rate, partially offset by accretion of interest and changes in the Company's assumptions related to the timing of the utilization of the tax attributes during the term of the TRA, which we are required to revalue at the end of each reporting period. We did not have a tax receivable agreement in the Predecessor period prior to the Business Combination.

Interest Expense

Interest expense decreased $33 million, or 53%, for the Successor three months ended March 31, 2022 as compared to the Predecessor prior year period. The decrease was primarily due to the redemption of our Unsecured Senior Notes and partial paydown of the Term Loan in conjunction with the Business Combination completed during the third quarter of 2021. See Note 8 “Debt” for additional information.

Loss before Income Tax Expense (Benefit)

Loss before income tax expense (benefit) was $12 million for the Successor three months ended March 31, 2022, an improvement of $12 million compared to $24 million for the Predecessor three months ended March 31, 2021, due to the drivers identified above.

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Income Tax Expense (Benefit)

Income tax expense was $1 million for the Successor three months ended March 31, 2022, as compared to an income tax benefit of $3 million in the Predecessor prior year period. The effective tax rate of (12%) for the Successor three months ended March 31, 2022 is lower than the 21% U.S. statutory corporate income tax rate primarily due to losses in certain non-U.S. jurisdictions for which a tax benefit has not been recorded. The effective tax rate of 14% for the Predecessor three months ended March 31, 2021 was primarily driven by foreign and state income taxes payable in jurisdictions where the Company had operations that generated operating income. See Note 7 “Income Taxes” for additional information.

Non-GAAP Financial Measures

The presentation of non-GAAP financial measures is used to enhance our management and stakeholders understanding of certain aspects of our financial performance. This discussion is not meant to be considered in isolation, superior to, or as a substitute for the directly comparable financial measures prepared in accordance with U.S. GAAP. Management also uses supplemental non-GAAP financial measures to manage and evaluate the business, make planning decisions, allocate resources and as performance measures for Company-wide bonus plans. These key financial measures provide an additional view of our operational performance over the long-term and provide useful information that we use in order to maintain and grow our business.

The measures referred to as “adjusted”, have limitations as analytical tools, and such measures should not be considered either in isolation or as a substitute for net income or other methods of analyzing our results as reported under U.S. GAAP. Some of the limitations are:

•Measure does not reflect changes in, or cash requirements for, our working capital needs or contractual commitments;

•Measure does not reflect our interest expense or the cash requirements to service interest or principal payments on our indebtedness;

•Measure does not reflect our tax expense or the cash requirements to pay our taxes, including payments related to the Tax Receivable Agreement;

•Measure does not reflect the impact on earnings or changes resulting from matters that we consider not to be indicative of our future operations;

•Although depreciation and amortization are non-cash charges, the assets being depreciated or amortized will often need to be replaced in the future, and the adjusted measure does not reflect any cash requirements for such replacements; and

•Other companies may calculate adjusted measures differently, limiting its usefulness as a comparative measure.

Adjusted Net Income and Adjusted Diluted Earnings Per Share

Adjusted Net Income, which is defined as net loss attributable to Alight, Inc. adjusted for intangible amortization and the impact of certain non-cash items that we do not consider in the evaluation of ongoing operational performance, is a non-GAAP financial measure used solely for the purpose of calculating Adjusted Diluted Earnings Per Share.

Adjusted Diluted Earnings Per Share is defined as Adjusted Net Income divided by the adjusted weighted-average number of shares of common stock, diluted. The adjusted weighted shares calculation assumes the full exchange of the noncontrolling interest units and non-vested time-based restricted units that were determined to be antidilutive and therefore excluded from the U.S. GAAP diluted earnings per share. Adjusted Diluted Earnings Per Share, including the adjusted weighted-average number of shares, is used by us and our investors to evaluate our core operating performance and to benchmark our operating performance against our competitors.

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A reconciliation of Adjusted Net Income to Net Loss Attributable to Alight, Inc. and the computation of Adjusted Diluted Earnings Per Share is as follows:

	Three Months Ended
	March 31,
(in millions, except share and per share amounts)	2022
Numerator:
Net Loss Attributable to Alight, Inc.	$	(11	)
Conversion of noncontrolling interest		(2	)
Intangible amortization		79
Share-based compensation		33
Transaction and integration expenses		6
Restructuring		6
Gain from change in fair value of financial instruments		(13	)
Gain from change in fair value of tax receivable agreement		(5	)
Other		2
Tax effect of adjustments (1)		(28	)
Adjusted Net Income	$	67
Denominator:
Weighted average shares outstanding - basic and diluted		456,838,216
Exchange of noncontrolling interest units(2)		76,220,431
Impact of unvested RSUs(3)		11,137,394
Adjusted shares of Class A Common Stock outstanding - diluted		544,196,041
Basic and Diluted Net Loss Per Share	$	(0.02	)
Adjusted Diluted Earnings Per Share(4) (5)	$	0.12

(1)Income tax effects have been calculated based on statutory tax rates for both U.S. and foreign jurisdictions based on the Company's mix of income.

(2)Assumes the full exchange of the units held by noncontrolling interests for shares of Class A Common Stock of Alight, Inc. pursuant to the exchange agreement.

(3)Includes non-vested time-based restricted stock units that were determined to be antidilutive for U.S. GAAP diluted earnings per share purposes.

(4)Excludes two tranches of contingently issuable earnout shares: (i) 7.5 million shares will be issued if the volume-weighted average price ("VWAP") of the Company's Class A Common Stock is >$12.50 for 20 consecutive trading days; and (ii) 7.5 million shares will be issued if the VWAP of the Company's Class A Common Stock is >$15.00 for 20 consecutive trading dates. Both tranches have a seven-year duration.

(5)Excludes 35,501,399 performance-based units, which represents maximum achievement of the respective performance conditions for units granted during the year ended December 31, 2021 and the three months ended March 31, 2022.

Adjusted EBITDA and Adjusted EBITDA less Capital Expenditures

Adjusted EBITDA, which is defined as earnings before interest, taxes, depreciation and intangible amortization adjusted for the impact of certain non-cash and other items that we do not consider in the evaluation of ongoing operational performance, is a non-GAAP financial measure used by management and our stakeholders to provide useful supplemental information that enables a better comparison of our performance across periods. Both Adjusted EBITDA and Adjusted EBITDA less Capital Expenditures are non-GAAP measures that are used by management and stakeholders to evaluate our core operating performance.

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Adjusted EBITDA and Adjusted EBITDA less Capital Expenditures should not be considered as discretionary cash available to us to reinvest in the growth of our business or to distribute to stockholders or as a measure of cash that will be available to us to meet our obligations.

A reconciliation of Adjusted EBITDA and Adjusted EBITDA less Capital Expenditures to Net Loss is as follows:

	Successor			Predecessor
	Three Months Ended			Three Months Ended
	March 31,			March 31,
(in millions)	2022			2021
Net Loss	$	(13	)	$	(21	)
Interest expense		29			62
Income tax expense (benefit)		1			(3	)
Depreciation		17			24
Intangible amortization		79			50
EBITDA		113			112
Share-based compensation		33			2
Transaction and integration expenses (1)		6			—
Non-recurring professional expenses(2)		—			9
Restructuring		6			7
Gain from change in fair value of financial instruments		(13	)		—
Gain from change in fair value of tax receivable agreement		(5	)		—
Other(3)		2			3
Adjusted EBITDA	$	142		$	133
Capital expenditures		(41	)		(27	)
Adjusted EBITDA less Capital Expenditures	$	101		$	106

(1)Transaction and integration expenses relate to acquisition activity.

(2)Non-recurring professional expenses includes external advisor and legal costs related to the Company’s Business Combination completed in 2021.

(3)For the three months ended March 31, 2022, other primarily includes expenses related to debt refinancing. For the three months ended March 31, 2021, other includes long-term incentive expenses.

Segment Revenue and Adjusted EBITDA

Employer Solutions Results

	Successor			Predecessor
	Three Months Ended			Three Months Ended
	March 31,			March 31,
($ in millions)	2022			2021
Employer Solutions Revenue
Recurring revenue	$	570		$	533
Project revenue		53			54
Total Employer Solutions Revenue	$	623		$	587
Employer Solutions Gross Profit	$	204		$	201
Employer Solutions Gross Profit Margin		33	%		34	%
Employer Solutions Adjusted EBITDA(1)	$	142		$	136
Employer Solutions Adjusted EBITDA Margin		23	%		23	%

(1)A reconciliation of the Company's Net loss to Adjusted EBITDA on a consolidated basis is presented above under "Non-GAAP Financial Measures."

Employer Solutions Segment Results of Operations for the Three Months Ended March 31, 2022 (Successor) Compared to the Three Months Ended March 31, 2021 (Predecessor)

Employer Solutions Revenue

Employer Solutions total revenues were $623 million for the Successor three months ended March 31, 2022 as compared to $587 million for the Predecessor prior year period. The overall increase of $36 million was due to an increase of recurring revenues of $37 million, or 7%, from $533 million to $570 million as a result of acquisitions, increased volumes and increases in Net Commercial Activity, partially offset by a decrease in project revenues of $1 million, or 2%, from $54 million to $53 million.

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Employer Solutions Gross Profit

Employer Solutions gross profit was $204 million for the Successor three months ended March 31, 2022, as compared to $201 million for the Predecessor prior year period. The increase of $3 million, or 1%, was primarily due to revenue growth as discussed above and partially offset by increases in costs associated with growth of current and future revenues.

Employer Solutions Adjusted EBITDA

Employer Solutions Adjusted EBITDA was $142 million for the Successor three months ended March 31, 2022, as compared to $136 million for the Predecessor prior year period. The increase of $6 million was primarily due to revenue growth as discussed above, partially offset by increases in costs associated with growth of current and future revenues, including investments in our commercial functions and technology. For the Successor three months ended March 31, 2022, material expenses and benefits attributable to the Employer Solutions segment that are not included in Employer Solutions Adjusted EBITDA included depreciation and intangible amortization of $92 million and share-based compensation of $29 million, partially offset by gains from change in fair values of financial instruments and TRA of $16 million. For the Predecessor three months ended March 31, 2021, material expenses attributable to the Employer Solutions segment that are not included in Employer Solutions Adjusted EBITDA included depreciation and intangible amortization of $67 million and share-based compensation of $2 million.

Professional Services Results

	Successor			Predecessor
	Three Months Ended			Three Months Ended
	March 31,			March 31,
($ in millions)	2022			2021
Professional Services Revenue
Recurring revenue	$	30		$	29
Project revenue		60			63
Total Professional Services Revenue	$	90		$	92
Professional Services Gross Profit	$	19		$	20
Professional Services Gross Profit Margin		21	%		22	%
Professional Services Adjusted EBITDA(1)	$	—		$	—
Professional Services Adjusted EBITDA Margin		0	%		0	%

(1)A reconciliation of the Company's Net loss to Adjusted EBITDA on a consolidated basis is presented above under "Non-GAAP Financial Measures."

Professional Services Segment Results of Operations for the Three Months Ended March 31, 2022 (Successor) Compared to the Three Months Ended March 31, 2021 (Predecessor)

Professional Services Revenue

Professional Services total revenues were $90 million for the Successor three months ended March 31, 2022, as compared to $92 million for the Predecessor prior year period. The decrease of $2 million, or 2%, was due to a decrease in project revenues of $3 million, or 5%, from $63 million to $60 million, partially offset by an increase of recurring revenues of $1 million, or 3%, from $29 million to $30 million.

Professional Services Gross Profit

Professional Services gross profit was $19 million for the Successor three months ended March 31, 2022, as compared to $20 million for the Predecessor prior year period. The decrease of $1 million, or 5%, was primarily due to revenue declines as discussed above.

Professional Services Adjusted EBITDA

Professional Services Adjusted EBITDA was immaterial for both the Successor three months ended March 31, 2022, and the Predecessor prior year period. For the Successor three months ended March 31, 2022, material expenses and benefits attributable to the Professional Services segment that are not included in Professional Services Adjusted EBITDA included depreciation and intangible amortization of $3 million and share-based compensation of $4 million, partially offset by gains from change in fair values of financial instruments and TRA of $2 million. For the Predecessor three months ended March 31, 2021, material expenses attributable to the Professional Services segment that are not included in Professional Services Adjusted EBITDA included depreciation and intangible amortization of $6 million.

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Hosted Business Results

	Successor			Predecessor
	Three Months Ended			Three Months Ended
	March 31,			March 31,
($ in millions)	2022			2021
Hosted Business Revenue
Recurring revenue	$	12		$	10
Total Hosted Business Revenue		12		$	10
Hosted Business Gross Profit	$	—		$	(3	)
Hosted Business Gross Profit Margin		0	%		-30	%
Hosted Business Adjusted EBITDA(1)	$	—		$	(3	)
Hosted Business Adjusted EBITDA Margin		0	%		-30	%

(1)A reconciliation of the Company's Net loss to Adjusted EBITDA on a consolidated basis is presented above under "Non-GAAP Financial Measures."

Hosted Business Segment Results of Operations for the Three Months Ended March 31, 2022 (Successor) Compared to the Three Months Ended March 31, 2021 (Predecessor)

Hosted Business Revenue

Hosted Business revenues were $12 million for the Successor three months ended March 31, 2022 as compared to $10 million for the Predecessor prior year period. The increase of $2 million, or 20%, was due to volumes.

Hosted Business Gross Profit

Hosted Business gross profit was immaterial for the Successor three months ended March 31, 2022, as compared to $(3) million for the Predecessor prior year period. The increase of $3 million was primarily due to revenue growth as discussed above.

Hosted Business Adjusted EBITDA

Hosted Business Adjusted EBITDA was immaterial for the Successor three months ended March 31, 2022, as compared to $(3) million for the Predecessor prior year period. The increase of $3 million was primarily due to revenue growth as discussed above. For both the Successor three months ended March 31, 2022 and the Predecessor prior year period, material expenses attributable to the Hosted Business segment that are not included in Hosted Business Adjusted EBITDA included depreciation and intangible amortization of $1 million.

LIQUIDITY AND FINANCIAL CONDITION

Liquidity

Executive Summary

Our primary sources of liquidity include our existing cash and cash equivalents, cash flows from operations and availability under our revolving credit facility. Our primary uses of liquidity are operating expenses, funding of our debt requirements and capital expenditures.

We believe that our available cash and cash equivalents, cash flows from operations and availability under our revolving credit facility will be sufficient to meet our liquidity needs, including principal and interest payments on debt obligations, capital expenditures, payments on our Tax Receivable Agreement and anticipated working capital requirements for the foreseeable future. We believe our liquidity position at March 31, 2022 remains strong. We continue to closely monitor and proactively manage our liquidity position as economic conditions change and the potential impact of a rising interest rate environment.

Cash on our balance sheet includes funds available for general corporate purposes. Funds held on behalf of clients in a fiduciary capacity are segregated and shown in Fiduciary assets on the Condensed Consolidated Balance Sheets as of March 31, 2022 and December 31, 2021, with a corresponding amount in Fiduciary liabilities. Fiduciary funds are not used for general corporate purposes and are not a source of liquidity for us.

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The following table provides a summary of cash flows from operating, investing, and financing activities for the periods presented.

	Successor			Predecessor
	Three Months Ended			Three Months Ended
	March 31,			March 31,
(in millions)	2022			2021
Cash provided by operating activities	$	19		$	39
Cash used for investing activities		(41	)		(27	)
Cash provided by financing activities		305			155
Effect of exchange rate changes on cash, cash equivalents and restricted cash		(2	)		1
Net increase in cash, cash equivalents and restricted cash		281			168
Cash, cash equivalents, and restricted cash at end of period	$	1,933		$	1,704

Operating Activities

Net cash provided by operating activities decreased by $20 million to $19 million for the Successor three months ended March 31, 2022 from $39 million for the Predecessor prior year period, driven by increased working capital requirements, partially offset by higher non-cash items and a decrease in Net loss. Working capital requirements increased by $62 million primarily related to higher benefit-related payments, timing of billings combined with slightly lower collections and lower accrued interest related to the redemption of Unsecured Senior Notes in the second half of 2021, partially offset by cash receipts related to commissions receivable. The increase in non-cash items of $34 million is primarily due to higher intangible amortization and share-based compensation expenses, partially offset by gains from changes in fair value for both financial instruments and the tax receivable agreement, all of which were related to the Business Combination completed in the third quarter of 2021.

Investing Activities

Cash used for investing activities for the Successor three months ended March 31, 2022 was $41 million, driven by capital expenditures.

Cash used for investing activities for the Predecessor three months ended March 31, 2021 was $27 million, driven by capital expenditures.

Financing Activities

Cash provided by financing activities for the Successor three months ended March 31, 2022 was $305 million. The primary drivers of the cash provided by financing activities were a net increase in the cash flow from client funds obligations of $327 million, primarily due to timing of client funding and subsequent disbursement of payments, and borrowings of $54 million, partially offset by loan repayments of $60 million, finance lease payments of $8 million, payments for settlements related to interest rate swaps of $4 million and financing fees related to debt refinancing of $3 million.

Cash provided by financing activities for the Predecessor three months ended March 31, 2021 was $155 million. The primary drivers of the cash provided by financing activities were bank borrowings of $54 million, offset by loan repayments of $62 million, payments for settlements related to interest rate swaps of $7 million, finance lease payments of $6 million, unit repurchases of $2 million, and payments for contingent consideration of $1 million. Net cash flows from financing activities also changed due to a net increase in the cash flow from client funds obligations of $179 million, primarily due to timing of client funding and subsequent disbursement of payments.

Cash, Cash Equivalents and Fiduciary Assets

At March 31, 2022, our cash and cash equivalents were $326 million, a decrease of $46 million from December 31, 2021. Of the total balances of cash and cash equivalents as of March 31, 2022 and December 31, 2021, none of the balances were restricted as to use.

Some of our client agreements require us to hold funds on behalf of clients to pay obligations on their behalf. The levels of Fiduciary assets and liabilities can fluctuate significantly, depending on when we collect the amounts from clients and make payments on their behalf. Such funds are not available to service our debt or for other corporate purposes. There is typically a short period of time between when the Company receives funds and when it pays obligations on behalf of clients. We are entitled to retain investment income earned on fiduciary funds, when investment strategies are deployed, in accordance with industry custom and practice, which has historically been immaterial. In our Condensed Consolidated Balance Sheets, the amount we report for Fiduciary assets and Fiduciary liabilities are equal. Our Fiduciary assets included cash of $1,607 million and $1,280 million at March 31, 2022 and December 31, 2021, respectively.

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Other Liquidity Matters

Our cash flows from operations, borrowing availability and overall liquidity are subject to risks and uncertainties. For further information, see the “Risk Factors” section in our Annual Report.

We do not have any material business, operations or assets in Russia, Belarus or Ukraine and we have not been materially impacted by the actions of the Russian government. Our total revenues from these three countries are de minimis for all periods presented.

Tax Receivable Agreement

In connection with the Business Combination, we entered into the TRA with certain of our pre-Business Combination owners that provides for the payment by Alight to such owners of 85% of the benefits that Alight is deemed to realize as a result of the Company’s share of existing tax basis acquired in the Business Combination and other tax benefits related to entering into the Tax Receivable Agreement.

Actual tax benefits realized by Alight may differ from tax benefits calculated under the TRA as a result of the use of certain assumptions in the TRA, including the use of an assumed weighted-average state and local income tax rate to calculate tax benefits. While the amount of existing tax basis, the anticipated tax basis adjustments and the actual amount and utilization of tax attributes, as well as the amount and timing of any payments under the TRA, will vary depending upon a number of factors, we expect that the payments that Alight may make under the TRA will be substantial. As of March 31, 2022, we do not expect to make any material payments within the next two years, and anticipate payments to become more material beginning in 2024.

Contractual Obligations and Commitments

There have been no material changes to our obligations and commitments during the three months ended March 31, 2022.

Our material contractual obligations include debt, non-cancellable contractual service and purchase obligations and lease obligations. For additional information regarding debt and non-cancellable contractual service and purchases obligations, see the Condensed Consolidated Financial Statements within Item 1 of this Quarterly Report on Form 10-Q, Note 8 “Debt”, and Note 19 “Commitments and Contingencies”.

OFF BALANCE SHEET ARRANGEMENTS

We do not have any off balance sheet arrangements.

Critical Accounting Estimates

There were no material changes from the Critical Accounting Estimates disclosed in the Annual Report. Please refer to "Critical Accounting Estimates" described in Item 7, "Management's Discussion and Analysis of Financial Condition and Results of Operations" in Part II of the Annual Report, from which there have been no material changes.

Item 3. Quantitative and Qualitative Disclosures About Market Risk.

For quantitative and qualitative disclosures about market risk, see Item 7A. "Quantitative and Qualitative Disclosures About Market Risk" of the Annual Report. Our exposures to market risk have not changed materially since the filing of the Annual Report.

Item 4. Controls and Procedures.

Evaluation of disclosure controls and procedures

Our management, with the participation of our principal executive officer and principal financial officer, evaluated, as of the end of the period covered by this Quarterly Report on Form 10-Q, the effectiveness of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act). Management does not expect that our disclosure controls and procedures will necessarily prevent all errors and all fraud. However, management does expect the control system provides reasonable assurance that its objectives will be met. Based upon that evaluation, our principal executive officer and principal financial officer concluded that the Company’s disclosure controls and procedures are effective at a reasonable assurance level in ensuring that the information required to be included in the Company’s periodic SEC filings is recorded, processed, summarized and reported within the time periods specified in the SEC rules and forms and that such information is accumulated and communicated to management, to allow for timely decisions regarding required disclosure.

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Changes in Internal Control over Financial Reporting

There has been no change in our internal control over financial reporting that occurred during the period covered by this Quarterly Report on Form 10-Q that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

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PART II—OTHER INFORMATION

Item 1. Legal Proceedings.

We are a party to a variety of legal proceedings that arise in the normal course of our business. While the results of these legal proceedings cannot be predicted with certainty, we believe that the final outcome of these proceedings will not have a material adverse effect, individually or in the aggregate, on our results of operations or financial condition.

Item 1A. Risk Factors.

Factors that could cause our actual results to differ materially from those in this Quarterly Report on Form 10-Q are any of the risks described in our Annual Report. Any of these factors could result in a significant or material adverse effect on our results of operations or financial condition. Additional risk factors not presently known to us or that we currently deem immaterial may also impair our business or results of operations.

There have been no material changes from the risk factors previously disclosed in the Company’s filings mentioned in the aforementioned paragraph.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.

None.

Item 3. Defaults Upon Senior Securities.

None.

Item 4. Mine Safety Disclosures.

Not applicable.

Item 5. Other Information.

(a) None.

(b) None.

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Item 6. Exhibits.

Exhibit Number	Description
3.1	Amended and Restated Certificate of Incorporation of Alight, Inc. (incorporated by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K, filed with the SEC on July 12, 2021).
3.2	Amended and Restated Bylaws of Alight, Inc. (incorporated by reference to Exhibit 3.2 to the Company’s Current Report on Form 8-K, filed with the SEC on July 12, 2021).
10.1	Amendment No. 7 to Credit Agreement, dated as of January 31, 2022 (incorporated by reference to Exhibit 10.20 to the Company’s Annual Report on Form 10-K, filed with the SEC on March 10, 2022).
10.2+*	Employment Agreement, dated as of January 4, 2021, by and between Alight Solutions LLC and Cathinka Wahlstrom.
31.1*	Certification of Principal Executive Officer Pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.2*	Certification of Principal Financial Officer Pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.1**	Certification of Principal Executive Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
32.2**	Certification of Principal Financial Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
101.INS*	Inline XBRL Instance Document
101.SCH*	Inline XBRL Taxonomy Extension Schema Document
101.CAL*	Inline XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF*	Inline XBRL Taxonomy Extension Definition Linkbase Document
101.LAB*	Inline XBRL Taxonomy Extension Label Linkbase Document
101.PRE*	Inline XBRL Taxonomy Extension Presentation Linkbase Document
104*	Cover Page Interactive Data File (embedded within the Inline XBRL document)

* Filed herewith.

** Furnished herewith.

+ Indicates a management or compensatory plan.

The agreements and other documents filed as exhibits to this report are not intended to provide factual information or other disclosure other than with respect to the terms of the agreements or other documents themselves, and you should not rely on them for that purpose. In particular, any representations and warranties made by us in these agreements or other documents were made solely within the specific context of the relevant agreement or document and may not describe the actual state of affairs as of the date they were made or at any other time.

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SIGNATURES

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 thereunto duly authorized.

Alight, Inc.

(Registrant)

Date: May 9, 2022	By:	/s/ Stephan Scholl
		Stephan Scholl
		Chief Executive Officer
Date: May 9, 2022	By:	/s/ Katie Rooney
		Katie Rooney
		Chief Financial Officer

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EX-10.2

Exhibit 10.2

ALIGHT SOLUTIONS LLC

EMPLOYMENT AGREEMENT

EMPLOYMENT AGREEMENT (this “Agreement”) dated as of January 4, 2021, between Alight Solutions LLC (the “Company”)and Cathinka Wahlstrom (the “Executive”).

WITNESSETH

WHEREAS, the Company desires to employ the Executive as the President and Chief Commercial Officerof the Company; and

WHEREAS, the Company and the Executive desire to enter into this Agreement as to the terms of the Executive’s employment with the Company.

NOW, THEREFORE, in consideration of the foregoing, of the mutual promises contained herein and of other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto hereby agree as follows:

1. Position and Duties.

(a) During the Employment Term (as defined in Section 2 hereof), the Executive shall serve as the President and Chief Commercial Officer of the Company. In this capacity, the Executive shall have the duties, authorities and responsibilities as are commensurate with the Executive’s position, and such other duties, authorities and responsibilities as the Chief Executive Officer of the Company shall designate from time to time that are consistent with the Executive’s position as President and Chief Commercial Officer of the Company. During the Employment Term, the Executive shall devote all of the Executive’s business time, energy, business judgment, and knowledge to the performance of the Executive’s duties with the Company (other than during any period of paid time off); provided that the foregoing shall not prevent the Executive from (i) with the prior written approval of the board of directors of Tempo Holding Company, LLC (“THC” and such board, the “Board”), serving on the boards of directors of other business organizations, (ii) participating in charitable, civic, educational, professional, community or industry affairs, and (iii) managing the Executive’s passive personal investments, in each case, so long as such activities do not, individually or in the aggregate, interfere or conflict with the Executive's duties hereunder or create a fiduciary conflict. Notwithstanding the foregoing, it is expressly understood and agreed that during the Employment Term, the Executive shall be entitled to continue participating in the activities in which the Executive engages as of the date hereof as set forth on Schedule A attached hereto, so long as such activities do not, individually or in the aggregate, interfere or conflict with the Executive’s duties hereunder or create a fiduciary conflict.

(b) The Executive shall report directly to the Chief Executive Officer of the Company. The Executive’s principal place of employment with the Company shall be New York, New York, through May 31, 2022, at which time the Executive understands and

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agrees that the Company will review such principal place of employment and may mutually agree that the Executive relocate to the Company’s principal place of business as of such time. For the avoidance of doubt, the Executive agrees that neither such relocation request nor any related mutually agreed relocation shall constitute “Good Reason” under Section 6(e) of this Agreement. The Executive understands and agrees that the Executive may be required to travel from time to time for business purposes, including weekly travel as needed to Chicago, Illinois; provided, that until the World Health Organization or the Centers for Disease Control and Prevention has determined that the pandemic related to SARS-CoV-2 or COVID-19 has ended, the Executive may be permitted to perform her duties from the location of the Executive’s choosing, subject to the terms of this Section 1(b) with respect to any required travel for business purposes.

2. Employment Term. The Company agrees to employ the Executive pursuant to the terms of this Agreement, and the Executive agrees to be so employed, for three (3) years (the “Initial Term”) commencing as of January 16, 2021 (the “Effective Date”). On each anniversary of the Effective Date following the conclusion of the Initial Term, the term of this Agreement shall be automatically extended for successive one-year periods, provided, however, that either party hereto may elect not to extend this Agreement by giving advanced written notice to the other party at least ninety (90) days prior to any such anniversary date. Notwithstanding the foregoing, the Executive’s employment hereunder may be earlier terminated in accordance with Sections 6 and 7 hereof.The period of time between the Effective Date and the termination of the Executive’s employment hereunder shall be referred to herein as the “Employment Term.”

3. Base Salary. The Company agrees to pay the Executive a base salary at an annual rate of $500,000, payable in accordance with the regular payroll practices of the Company. The Executive’s base salary shall be subject to annual review by the Board (or a committee thereof), and may be increased (but not decreased) from time to time by the Board, and in the event of an Initial Public Offering (as such term is defined in the Incentive Unit Agreement), shall be reviewed by the Board as soon as practicable after the consummation of such Initial Public Offering in comparison to base salaries paid to similarly situated executives at the Company’s peer companies from and after such Initial Public Offering. The base salary as determined herein and as may be increased from time-to-time shall constitute “Base Salary” for purposes of this Agreement.

4. Annual Bonus. Commencing with the calendar year 2021, for each calendar year that ends during the Executive’s employment, the Executive shall be eligible to receive an annual incentive payment (the “Annual Bonus”) based on a target bonus opportunity of $1,000,000 (the “Target Bonus”) with greater or lesser amounts paid for performance above and below target, based upon the attainment of one or more performance goals established by the Board (or a committee thereof); provided, that, subject to the last sentence of this Section 4, for the calendar year 2021, the Annual Bonus (x) shall not be prorated and (y) shall be no less than the Target Bonus. Annual Bonuses, to the extent earned, will be paid no later than March 15th of the calendar year following the calendar year to which the applicable Annual Bonus relates. Except as otherwise provided in Section 7, payment of any Annual Bonus is contingent upon the Executive’s employment through the applicable bonus payment date.

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5. Executive Benefits.

(a) Benefit Plans. During the Employment Term, the Executive shall be eligible to participate in the employee benefit programs maintained by the Company from time to time, subject to satisfying the applicable eligibility requirements, except to the extent such plans are duplicative of the benefits otherwise provided hereunder. The Executive’s participation will be subject to the terms of the applicable plan documents and generally applicable Company policies. Notwithstanding the foregoing, the Company may amend, modify or terminate any employee benefit plan at any time.

(b) Vacations. During the Employment Term, the Executive shall be entitled to no less than twenty (20) days of paid vacation per calendar year (as prorated for partial years) in accordance with the Company’s policy as in effect from time to time. For the avoidance of doubt, the Executive may not carry forward unused vacation days from one calendar year to a future calendar year.

(c) Business and Entertainment Expenses. Upon presentation of reasonable substantiation and documentation as the Company may specify from time to time, the Executive shall be reimbursed in accordance with the Company’s expense reimbursement policy, for all reasonable and necessary out-of-pocket business, travel and entertainmentexpenses incurred and paid by the Executive during the Employment Term in connection with the performance of the Executive’s duties hereunder; provided, however, that the Executive shall be entitled to commercial air travel for business purposes in business or first class.

(d) Legal Fees. Upon presentation of reasonable substantiation and documentation, the Company shall pay or reimburse the Executive for all legal fees incurred by the Executive in connection with the negotiation and drafting of this Agreement and the related agreements in the amount of $60,000, which will be paid within thirty (30) days following the Effective Date, subject to the Executive’s continued employment with the Company at the time of such payment.

(e) Indemnification. The Company hereby agrees to indemnify the Executive and hold the Executive harmless to the maximum extent permitted under Delaware law and provided for under the organizational documents of the Company and Tempo Management, LLC (“TM”), as in effect on the date hereof or as may be subsequently modified from time to time, against and in respect of any and all actions, suits, proceedings, claims, demands, judgments, costs, expenses (including advancement of reasonable attorney’s fees), losses, and damages resulting from the Executive’s good faith performance of the Executive’s duties and obligations with the Company. The Company will provide coverage to the Executive under a Directors & Officers liability insurance policy covering other executives of the Company. The obligations under this Section 5(e) shall survive during the Employment Term plus the applicable statute of limitations period.

6. Termination. The Executive’s employment and the Employment Term shall terminate on the first of the following to occur:

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(a) Disability. Upon ten (10) days’ prior written notice by the Company to the Executive of termination due to Disability. For purposes of this Agreement, “Disability” shall mean “disability” pursuant to the standards set forth in, or in circumstances where the Executive qualifies for receipt of benefits under, the long-term disability plan of the Company and/or its subsidiaries. To the extent she is able, the Executive shall cooperate in all respects with the Company if a question arises as to whether the Executive has become disabled (including, without limitation, submitting to reasonable examinations by one or more medical doctors and other health care specialists selected by the Company and authorizing such medical doctors and other health care specialists to discuss the Executive’s condition with the Company).

(b) Death. Automatically upon the date of death of the Executive.

(c) Cause. Immediately upon written notice by the Company to the Executive of a termination for Cause. “Cause” shall mean (i) performing an act of fraud, theft, embezzlement or willful misappropriation involving the Executive’s employment with or service to THC, or any of its subsidiaries or affiliates; (ii) performing an act of race, sex, national origin, religion, disability, or age based discrimination in violation of any THC or Company policy or applicable law; (iii) the Executive’s willful and material violation of THC or any of its subsidiaries’ or affiliates’ material written policies and procedures including, but not limited to, the Company’s Code of Conduct; (iv) the Executive’s willful and material noncompliance with the terms of this Agreement, the Management Award and Contribution Agreement (Capital Units) entered into between the Executive, TM, and THC, dated as of January 4, 2021 (the “Incentive Unit Agreement”), the Amended and Restated Liability Company Agreement of THC (as may be amended from time to time) (the “THC LLC Agreement”), the Amended and Restated Limited Liability Company Agreement of TM (as may be amended from time to time) (the “TM LLC Agreement”), or of any material agreement with THC or any of its affiliates or subsidiaries containing, covenants regarding non-competition, non-solicitation, non-disparagement and/or non-disclosure obligations; or (v) performing any criminal act resulting in a criminal felony charge being brought (provided such charges are not dropped or otherwise reduced to a charge that does not meet these standards within sixty (60) days) against the Executive or the Executive’s criminal conviction of a crime of moral turpitude (other than conviction of a minor traffic violation); provided that no such determination may be made under clauses (iii) or (iv) above until the Executive has been given written notice detailing the specific Cause event and a period of thirty (30) days following receipt of such notice to cure such event, but only to the extent the specific Cause event is actually curable.

(d) Without Cause. Immediately upon written notice by the Company to the Executive of an involuntary termination without Cause (other than for death or Disability).

(e) Good Reason. Upon written notice by the Executive to the Company of a termination for Good Reason. “Good Reason” shall mean (i) a reduction in the Executive’s Base Salary or Target Bonus, (ii) a relocation of the Executive’s primary place of employment by more than fifty (50) miles from its then current location, (iii) the Company’s material breach of the terms of this Agreement, the Incentive Unit Agreement, the THC LLC Agreement or the TM LLC Agreement, or (iv) a reduction in title or

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reporting relationship, such that the Executive no longer reports directly to the Chief Executive Officer of the Company, or a material demotion in the Executive’s duties, authorities, or responsibilities, in each case, without the Executive’s written consent; provided that such reduction shall not constitute “Good Reason,” unless the Executive notifies the Company within thirty (30) days following the initial occurrence of such event, and the Company fails to reverse such event within thirty (30) days of the Company’s receipt of such notice. In order to invoke a termination for “Good Reason,” the Executive must terminate her employment, if at all, within ninety (90) days following the initial occurrence of the “Good Reason” event.

(f) Without Good Reason. Upon ninety (90) days’ prior written notice by the Executive to the Company of the Executive’s voluntary termination of employment without Good Reason (which the Company may, in its sole discretion, make effective earlier than any notice date).

(g) Expiration of Employment Term; Non-Extension of Agreement.Upon the expiration of the Employment Term due to a non-extension of the Agreement by the Company or the Executive pursuant to the provisions of Section 2 hereof.

7. Consequences of Termination.

(a) Death. In the event the Executive’s employment is terminated due to Executive’s death, the Company shall pay or provide to the Executive or the Executive’s estate, as the case may be, the amounts set forth below within sixty (60) days following termination of employment (or such earlier date as may be required by applicable law) (collectively, Sections 7(a)(i) through 7(a)(v) hereof shall be hereafter referred to as the “Accrued Amounts”).

(i) Any Base Salary earned, but not yet paid by the Company, through date of the Executive’s termination with the Company (such date, the “Termination Date”);

(ii) any Annual Bonus earned, but not yet paid by the Company, with respect to a year ending on or preceding the Termination Date;

(iii) any accrued but unused vacation;

(iv) reimbursement for any unreimbursed business expenses incurred through the Termination Date, provided that such expenses and required substantiation and documentation are submitted within 30 days following such termination and reimbursement under the Company’s policy; and

(v) all other payments, benefits or fringe benefits to which the Executive shall be entitled under the terms of any applicable compensation arrangement or benefit, equity or fringe benefit plan or program or grant or this Agreement.

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(b) Disability. In the event that the Executive’s employment and/or Employment Term ends on account of the Executive’s Disability, the Company shall pay or provide the Executive with the Accrued Amounts.

(c) Termination for Cause or Without Good Reason or as a Result of Executive Non-Extension of this Agreement. If the Executive’s employment is terminated (x) by the Company for Cause, (y) by the Executive without Good Reason, or (z) as a result of the Executive’s non-extension of the Employment Term as provided in Section 2 hereof, the Company shall pay to the Executive the Accrued Amounts other than the benefit described in Section 7(a)(ii) hereof.

(d) Termination Without Cause or for Good Reason or as a Result of Company Non-Extension of this Agreement. If the Executive’s employment by the Company is terminated (x) by the Company other than for Cause (and not due to the Executive’s death or Disability) or (y) by the Executive for Good Reason, the Company shall pay or provide the Executive with the following, below, subject to Executive’s continued compliance with the terms of this Agreement (including Executive’s timely execution and non-revocation of the release as set forth in Section 7(e) herein and continued compliance with Sections 8 and 9):

(i) An amount equal to two (2) times the sum of (i) the Executive’s Base Salary (at the highest rate in effect in the six (6) month period preceding the Termination Date) and (ii) the Executive’s average Annual Bonus over the two most recent full completed fiscal years immediately preceding the fiscal year in which the Termination Date occurs (provided that, (x) if the Executive was not employed by the Company during each of the two full completed fiscal years immediately preceding the fiscal year in which the Termination Date occurs, the amount shall be determined based on the Executive’s average annualized Annual Bonus received in respect of the fiscal years in which the Executive was employed; and (y) if the Executive has not received an Annual Bonus for a full completed fiscal year at any time prior to the Termination Date due to having been a new hire, the amount shall be equal to the Executive’s Target Bonus), payable in substantially equal installments in accordance with the Company’s normal payroll policies commencing on the first payroll period following the date on which the Release (as defined in Section 7(e) herein) is executed and no longer subject to revocation, and continuing for twenty-four (24) consecutive months thereafter;

(ii) a pro-rata portion of the Executive’s Annual Bonus for the year in which the Termination Date occurs based on actual results for such year (determined by multiplying the amount of such bonus which would be due for the full year by a fraction, the numerator of which is the number of full or partial months during the applicable year that the Executive is employed by the Company and the denominator of which is twelve (12)), payable in accordance with Section 4 hereof;

(iii) subject to (A) the Executive’s timely election of continuation coverage under the Consolidated Omnibus Budget Reconciliation Act of 1985, as amended (“COBRA”), (B) the Executive’s continued copayment of premiums at the same

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level and cost to the Executive as if the Executive were an employee of the Company (excluding, for purposes of calculating cost, an employee’s ability to pay premiums with pre-tax dollars), and (C) the Executive’s continued compliance with the obligations in Sections 8 and 9 hereof, continued participation in the Company’s group health plan (to the extent permitted under applicable law and the terms of such plan) which covers the Executive (and the Executive’s eligible dependents) for a period of twelve (12) months at the Company’s expense, provided that the Executive is eligible and remains eligible for COBRA coverage; provided, further, that the Company may modify the continuation coverage contemplated by this Section 7 to the extent reasonably necessary to avoid the imposition of any excise taxes on the Company for failure to comply with the nondiscrimination requirements of the Patient Protection and Affordable Care Act of 2010, as amended, and/or the Health Care and Education Reconciliation Act of 2010, as amended (to the extent applicable); and provided, further, that in the event that the Executive obtains other employment that offers group health benefits, such continuation of coverage by the Company under this Section 7 shall immediately cease; and

(iv) for twelve (12) months following the Termination Date, the Executive will have access to Company provided outplacement services at a level commensurate with the Executive’s position in accordance with the Company’s practices as in effect from time to time.

(e) Notwithstanding any provision in this Agreement to the contrary, the Executive hereby agrees that the Company’s obligations to provide the payments set forth in Section 7(d) herein (such payments, the “Severance Payments”) shall be conditioned upon the Executive’s execution and nonrevocation of, and compliance with, the Company’s release of claims contained in Exhibit A to this Agreement, as modified in the Company’s reasonable, good faith discretion to preserve the enforceability of such agreement under applicable local law (the “Release”), within twenty-eight (28) days of the Executive’s Termination Date and the Executive’s continued compliance with any other existing non-competition, non-solicitation of clients and employees, and confidentiality agreements between the Executive and the Company. Any Severance Payments payable under this Agreement shall not be paid until the first scheduled payment date following the date the Release is executed and no longer subject to revocation, with the first such payment being in an amount equal to the total amount to which the Executive would otherwise have been entitled during the period following the Termination Date if such deferral had not been required; provided, however, that any such amounts that constitute nonqualified deferred compensation within the meaning of Internal Revenue Code Section 409A and the regulations and guidance promulgated thereunder (“Section 409A”) shall not be paid until the 28th day following such termination to the extent necessary to avoid adverse tax consequences under Section 409A, and, if such payments are required to be so deferred, the first payment shall be in an amount equal to the total amount to which the Executive would otherwise have been entitled during the period following the Termination Date if such deferral had not been required; provided further that a termination of employment shall not be deemed to have occurred for purposes of any provision of this Agreement providing for the payment of any amount or benefit that constitutes nonqualified deferred

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compensation within the meaning of Section 409A upon or following a termination of employment unless such termination is also a “separation from service” within the meaning of Section 409A and, for purposes of any such provision of this Agreement, references to a “termination,” “termination of employment” or like terms shall mean “separation from service”, and if the Executive is deemed a “specified employee” within the meaning of Section 409A on the Termination Date, then any Severance Payments payable to the Executive under this Agreement during the first six months and one day following the Termination Date that constitute nonqualified deferred compensation within the meaning of Section 409A shall not be paid until the date that is six (6) months and one day following such termination to the extent necessary to avoid adverse tax consequences under Section 409A, and, if such payments are required to be so deferred, the first payment shall be in an amount equal to the total amount to which the Executive would otherwise have been entitled to during the period following the Termination Date if such deferral had not been required.

(f) In no event shall the Executive be obligated to seek other employment or take any other action by way of mitigation of the amounts payable to the Executive under any of the provisions of this Agreement, nor shall the amount of any payment hereunder be reduced by any compensation earned by Executive as a result of employment by a subsequent employer, other than as set forth in Section 7(d)(iii).The Company’s obligations to pay the Executive amounts hereunder shall not be subject to set-off, counterclaim or recoupment of amounts owed by Executive to the Company or any of its affiliates.

8. Restrictive Covenants. The Executive acknowledges and recognizes the highly competitive nature of the business of the Company, and accordingly agrees to the following restrictive covenants.

(a) Non-Competition; Non-Solicitation; Non-Disparagement.

(i) the Executive acknowledges and recognizes the highly competitive nature of the businesses of the Company and its subsidiaries, and accordingly agrees as follows:

(1) During the Employment Term and for a period of two (2) years following the date the Executive ceases to be employed by the Company (together, the “Restricted Period”), the Executive will not, whether on the Executive’s own behalf or on behalf of or in conjunction with any person, firm, partnership, joint venture, association, corporation or other business organization, entity or enterprise whatsoever (for the purposes of this Section 8, a “Person”), directly or indirectly solicit or assist in soliciting any business of the same type or kind as the Covered Business performed by the Restricted Group from or with respect to (A) clients or customers of the Restricted Group with respect to whom the Executive provided services, either alone or with others, or had a business relationship, or on whose account the Executive worked or became familiar, or supervised directly or indirectly the servicing activities with respect to that client or customer,

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during the twenty-four (24) month period prior to the Executive’s Termination Date, and further provided such clients or customers were clients or customers of the Restricted Group either on such Termination Date or during the twenty-four (24) months prior thereto, and (B) prospective clients or customers of the Restricted Group which the Executive alone, in combination with others, or in a supervisory capacity, solicited during the eighteen (18) months prior to the Executive’s Termination Date. Notwithstanding the foregoing, the provisions of this Section 8(a)(i)(1) shall not be violated by (A) general advertising or solicitation not specifically targeted at Company-related persons or entities, (B) the Executive serving solely as a reference, upon request, for any customer or client of the Company Group, or (C) actions taken by any person or entity with which the Executive is associated if the Executive is not directly or indirectly involved in the matter and has not directly or indirectly identified such Company-related person or entity for soliciting or hiring.

(2) During the Restricted Period, the Executive will not directly or indirectly, as an individual, partner, shareholder, officer, director, principal, agent, trustee or consultant:

a. engage in, or acquire a financial interest in or otherwise become actively involved with any Person engaged in, the Covered Business within any country where the Restricted Group engages, or plans to engage, in the Covered Business as of the Executive’s Termination Date; or

b. intentionally and adversely interfere with, or intentionally attempt to adversely interfere with, business relationships between the members of the Restricted Group and any of their clients, customers, suppliers, partners, members or investors.

(3) Notwithstanding anything to the contrary in this Section 8, (A) the Executive may, directly or indirectly own, solely as an investment, securities of any Person engaged in the Covered Business which are publicly traded on a national or regional stock exchange or on the over-the-counter market if the Executive (1) is not a controlling person of, or a member of a group which controls, such person and (2) does not, directly or indirectly, own 2% or more of any class of securities of such Person; and (B) the Executive may, as an employee, director, officer or consultant, (1) engage in, or otherwise become actively involved with, an affiliated group of Persons engaged in the Covered Business so long as the Executive is not directly or indirectly involved with such Covered Business; (2) supervise multiple business lines of an affiliated group of Persons engaged in Covered Businesses, so long as the Covered Businesses do not, individually or in the aggregate, constitute a material portion of the revenue or operations of the

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businesses over which the Executive has supervisory authority, as reasonably determined in good faith by the Company and/or THC; or (3) provide services to certain companies as set forth on Exhibit B attached hereto.

(4) During the Restricted Period, the Executive will not, whether on the Executive’s own behalf or on behalf of or in conjunction with any Person, directly or indirectly:

a. solicit or encourage any employee of the Restricted Group to leave the employment of the Restricted Group;

b. hire any executive-level employee (i.e., ELT or XLT member) who was employed by the Restricted Group as of the Executive’s Termination Date or who left the employment of the Restricted Group coincident with, or within one (1) year prior to, or after, the Executive’s Termination Date, excluding an executive-level employee whose employment with the Restricted Group ceased at least twelve (12) months prior to the date of such hiring; or

c. encourage any consultant of the Restricted Group to cease working with the Restricted Group.

Notwithstanding the foregoing, the provisions of this Section 8(a)(i)(4) shall not be violated by (A) general advertising or solicitation not specifically targeted at Company-related persons or entities, (B) the Executive serving solely as a reference, upon request, for any employee of the Company Group, or (C) actions taken by any person or entity with which the Executive is associated if the Executive is not directly or indirectly involved in the matter and has not directly or indirectly identified such Company-related person or entity for soliciting or hiring.

(5) For purposes of this Section 8:

a. “Covered Business” means (1) developing and implementing software and services solutions for, and providing (x) health and welfare (including participant advocacy and other ancillary point solutions services) and retirement (including any defined contribution participant financial advisory and self-directed brokerage account services and other ancillary point solutions services) benefits administration services and (y) hosted and cloud-based human resources business process outsourcing administration and implementation services (including payroll processing and financial systems implementation), and/or (2) such businesses (not described in (1) above) in which the Restricted Group engages or

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has active plans to engage in (as evidenced by the investment of time or resources therein), in each case, as of the Executive’s Termination Date.

b. “Restricted Group” means, collectively, the Company, TM, THC and their respective subsidiaries.

(ii) During the Employment Term and at all times thereafter, the Executive agrees not to make, or cause any other person to make, any communication that is intended to disparage, or has the effect of disparaging, the Company or its affiliates, subsidiaries, agents, shareholders, members, or advisors (or any of its or their respective employees, officers or directors, it being understood that communication made in the Executive’s good faith performance of the Executive’s duties hereunder shall not be deemed disparaging for purposes of this Agreement). The Company agrees to instruct the members of the applicable boards of directors or managers and the Restricted Group’s executives not to make negative comments about the Executive or otherwise disparage the Executive in any manner that is likely to be harmful to the Executive’s business reputation. Nothing set forth herein shall be interpreted to prohibit the Executive, the Restricted Group (or their respective executives) or such members of the applicable boards of directors or managers from responding truthfully to incorrect public statements, making truthful statements when required by law, subpoena or court order, from responding to any inquiry by any regulatory or investigatory organization and/or making truthful statements in connection with any legal proceeding related to the enforcement or defense of the Executive’s rights hereunder.

(b) Confidentiality; Intellectual Property.

(i) Confidentiality.

(1) The Executive will not at any time (whether during the Employment Term or thereafter) (A) retain or use for the benefit, purposes or account of the Executive or any other Person; or (B) disclose, divulge, reveal, communicate, share, transfer or provide access to any Person outside the Company and its affiliates (other than the Executive’s professional advisers who are bound by confidentiality obligations or otherwise in performance of the Executive’s duties under the Executive’s employment and pursuant to customary industry practice or information with respect to Executive’s compensation and/or restrictive covenants), any non-public, proprietary or confidential information -- including without limitation trade secrets, know-how, research and development, software, databases, inventions, processes, formulae, technology, designs and other intellectual property, information concerning finances, investments, profits, pricing, costs, products, services, vendors, customers, clients, partners, investors, personnel, compensation, recruiting, training, advertising, sales, marketing, promotions, government and regulatory activities and approvals -- concerning the past, current or future business, activities and operations of

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the Company or any of its affiliates and/or any third party that has disclosed or provided any of same to the Company or any of its affiliates or Subsidiaries on a confidential basis (“Confidential Information”), without the prior written authorization of the Board.

Notwithstanding the foregoing, the Executive may deliver or disclose Confidential Information to any federal or state regulatory authority having jurisdiction over the Executive to the extent required in connection with any audit or other legal proceeding by such authority, or to any court, arbitrator, or other tribunal (x) in response to any subpoena or other legal compulsory process or (y) in the enforcement of the Executive’s rights and remedies under this Agreement or any other agreement with the Restricted Group; provided, that the Executive will (to the extent legally permissible) promptly notify the Company in advance so that the Company may seek (at its own expense) a protective order or other appropriate remedy or waive compliance with this Section 8(b).

(2) “Confidential Information” shall not include any information that is (A) generally known to the industry or the public other than as a result of the Executive’s breach of this covenant; (B) made legitimately available to the Executive by a third party without breach of any confidentiality obligation of which the Executive has knowledge; or (C) required by law to be disclosed; provided that with respect to subsection (C) the Executive shall give prompt written notice to the Company of such requirement, disclose no more information than is so required, and reasonably cooperate with any attempts by the Company to obtain a protective order or similar treatment.

(3) Except as required by law, the Executive will not disclose to anyone, other than the Executive’s family (it being understood that, in this Agreement, the term “family” refers to the Executive, the Executive’s spouse, children, parents and spouse’s parents) and advisors, the existence or contents of this Agreement; provided that the Executive may disclose to any prospective future employer the Executive’s compensation and the provisions of this Section 8. Subsection (b)(i)(3) of this Section 8 shall terminate if any member of the Restricted Group publicly discloses a copy of this Agreement (or, publicly discloses summaries or excerpts of this Agreement, to the extent so disclosed).

(4) Upon termination of the Executive’s employment with the Company for any reason, the Executive shall (A) cease and not thereafter commence use of any Confidential Information or intellectual property (including without limitation, any patent, invention, copyright, trade secret, trademark, trade name, logo, domain name or other source indicator) owned or used by the Company or its affiliates; and (B) immediately destroy, delete, or return to the Company, at the Company’s option, all originals and copies in any form or medium (including memoranda, books, papers, plans,

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computer files, letters and other data) in the Executive’s possession or control (including any of the foregoing stored or located in the Executive’s office, home, laptop or other computer, whether or not Company property) that contain Confidential Information, except that the Executive may retain only those portions of any personal notes, notebooks and diaries that do not contain any Confidential Information and any information related to the Executive’s compensation and restrictive covenants, including a copy of this Agreement.

(5) 18 U.S.C. § 1833(b) provides: “An individual shall not be held criminally or civilly liable under any Federal or State trade secret law for the disclosure of a trade secret that (A) is made (x) in confidence to a Federal, State, or local government official, either directly or indirectly, or to an attorney; and (y) solely for the purpose of reporting or investigating a suspected violation of law; or (B) is made in a complaint or other document filed in a lawsuit or other proceeding, if such filing is made under seal.” Nothing in this Agreement is intended to conflict with 18 U.S.C. § 1833(b) or create liability for disclosures of trade secrets that are expressly allowed by 18 U.S.C. § 1833(b). Accordingly, the parties to this Agreement have the right to disclose in confidence trade secrets to federal, state, and local government officials, or to an attorney, for the sole purpose of reporting or investigating a suspected violation of law. The parties also have the right to disclose trade secrets in a document filed in a lawsuit or other proceeding, but only if the filing is made under seal and protected from public disclosure.

(6) Nothing in this Agreement shall prohibit or restrict the Executive from, or shall be interpreted so as to impede the Executive (or any other individual) from, reporting possible violations of federal law or regulation to any governmental agency or entity, including but not limited to the Department of Justice, the Securities and Exchange Commission, the Congress, and any agency Inspector General, or making other disclosures under the whistleblower provisions of federal law or regulation. The Executive does not need the prior authorization of the Company to make any such reports or disclosures, and the Executive shall not be required to notify the Company that such reports or disclosures have been made.

(ii) Intellectual Property.

(1) If the Executive creates, invents, designs, develops, contributes to or improves any works of authorship, inventions, intellectual property, materials, documents or other work product (including without limitation, research, reports, software, databases, systems, applications, presentations, textual works, content, or audiovisual materials) (“Works”), either alone or with third parties, at any time during the Executive’s employment by the Company and within the scope of such employment and/or with the use of any resources of Company or any of its affiliates

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(“Alight Works”), the Executive shall promptly and fully disclose same to the Company and hereby irrevocably assigns, transfers and conveys, to the maximum extent permitted by applicable law, all of the Executive’s right, title, and interest therein (including rights under patent, industrial property, copyright, trademark, trade secret, unfair competition, other intellectual property laws, and related laws) to the Company to the extent ownership of any such rights does not vest originally in the Company. If the Executive creates any written records (in the form of notes, sketches, drawings, or any other tangible form or media) of any Alight Works, the Executive will keep and maintain same. The records will be available to and remain the sole property and intellectual property of the Company at all times.

(2) The Executive shall take all requested actions and execute all requested documents (including any licenses or assignments required by a government contract) at the Company’s expense (but without further remuneration) to assist the Company in validating, maintaining, protecting, enforcing, perfecting, recording, patenting or registering any of the rights of the Company or its affiliates in the Alight Works.

(3) The Executive shall not improperly use for the benefit of, bring to any premises of, divulge, disclose, communicate, reveal, transfer or provide access to, or share with the Company or any of its affiliates any confidential, proprietary or non-public information or intellectual property relating to a former employer or other third party without the prior written permission of such third party. The Executive shall comply with all relevant policies and guidelines of the Company and its affiliates that are from time to time previously disclosed to the Executive, including regarding the protection of Confidential Information and intellectual property and potential conflicts of interest.

(4) The provisions of subsection (b) of this Section 8 hereof shall survive the termination of the Executive’s employment for any reason.

(c) Reasonableness of Covenants. In signing this Agreement, the Executive gives the Company assurance that the Executive has carefully read and considered all of the terms and conditions of this Agreement, including the restraints imposed under this Section 8. The Executive agrees that these restraints are necessary for the reasonable and proper protection of the Company and its affiliates and their trade secrets and confidential information and that each and every one of the restraints is reasonable in respect to subject matter, length of time and geographic area, and that these restraints, individually or in the aggregate, will not prevent the Executive from obtaining other suitable employment during the period in which the Executive is bound by the restraints. The Executive acknowledges that each of these covenants has a unique, very substantial and immeasurable value to the Company and its affiliates and that the Executive has sufficient assets and skills to provide a livelihood while such covenants remain in force. The Executive further covenants that the Executive will not challenge the reasonableness or enforceability of any of the covenants set forth in this Section 8. It is also agreed that the Company’s affiliates will

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have the right to enforce all of the Executive’s obligations to such affiliates under this Agreement, including, without limitation, pursuant to this Section 8.

(d) Reformation. If it is determined by a court of competent jurisdiction in any state that any restriction in this Section 8 is excessive in duration or scope or is unreasonable or unenforceable under applicable law, it is the intention of the parties that such restriction may be modified or amended by the court to render it enforceable to the maximum extent permitted by the laws of that state.

(e) Tolling. In the event of any violation of the provisions of this Section 8, the Executive acknowledges and agrees that the post-termination restrictions contained in this Section 8 shall be extended by a period of time equal to the period of such violation, it being the intention of the parties hereto that the running of the applicable post-termination restriction period shall be tolled during any period of such violation.

(f) Remedies. The Executive acknowledges and agrees that the Company’s remedies at law for a breach or threatened breach of any of the provisions of this Section 8 would be inadequate and, in recognition of this fact, the Executive agrees that, in the event of such a breach or threatened breach, in addition to any remedies at law, the Company, without posting any bond or other security, shall be entitled to obtain equitable relief in the form of specific performance, a temporary restraining order, a temporary or permanent injunction or any other equitable remedy which may then be available, without the necessity of showing actual monetary damages.

(g) Survival. The Executive’s obligations under Section 8 of this Agreement shall survive the termination of Executive’s employment with the Company for any reason and shall thereafter be enforceable whether or not such termination is found to be wrongful or to constitute or result in a material breach of any contract, including, but not limited to, a breach of any employment contract or of any other material duty owed or claimed to be owed to the Executive by the Company or any Company employee, agent or contractor.

9. Cooperation. Upon the receipt of reasonable notice from the Company (including outside counsel), the Executive agrees that while employed by the Company and for the five (5) year period thereafter, the Executive will respond and provide information with regard to matters in which the Executive has knowledge as a result of the Executive’s employment with the Company, and will provide reasonable assistance to the Company, its affiliates and their respective representatives in defense of any claims that may be made against the Company or its affiliates, and will assist the Company and its affiliates in the prosecution of any claims that may be made by the Company or its affiliates, to the extent that such claims may relate to the period of the Executive’s employment with the Company (collectively, the “Claims”). The Executive agrees to promptly inform the Company if the Executive becomes aware of any lawsuits involving Claims that may be filed or threatened against the Company or its affiliates. The Executive also agrees to promptly inform the Company (to the extent that the Executive is legally permitted to do so) if the Executive is asked to assist in any investigation of the Company or its affiliates (or their actions) or another party attempts to obtain information or documents from the Executive (other than in connection with any litigation or other proceeding in which the Executive is a party-in-opposition) with respect to matters the Executive believes in good faith to relate to any investigation of the

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Company or its affiliates, in each case, regardless of whether a lawsuit or other proceeding has then been filed against the Company or its affiliates with respect to such investigation, and shall do so unless legally prohibited. During the pendency of any litigation or other proceeding involving Claims, the Executive shall not communicate with anyone (other than the Executive’s attorneys and tax and/or financial advisors and except to the extent that the Executive determines in good faith is necessary in connection with the performance of the Executive’s duties hereunder) with respect to the facts or subject matter of any pending or potential litigation or regulatory or administrative proceeding involving the Company or any of its affiliates without giving prior written notice to the Company or the Company’s counsel. Upon presentation of appropriate documentation, the Company shall pay or reimburse the Executive for all reasonable out-of-pocket travel, duplicating or telephonic expenses incurred by the Executive in complying with this Section 9. It is expressly agreed that the Company’s rights to avail itself of the Executive’s advice and consultation services shall at all times be exercised in a reasonable manner (after taking into account the Executive’s reasonable personal and professional obligations) and that adequate notice shall be given to the Executive in such events. For the avoidance of doubt, and to the extent applicable, the Executive’s obligations under this Section shall be covered by Section 5(e).

10. Notice. For purposes of this Agreement, notices and all other communications provided for in this Agreement shall be in writing and shall be deemed to have been duly given (a) on the date of delivery, if delivered by hand, (b) on the date of transmission, if delivered by confirmed facsimile or electronic mail, (c) on the first business day following the date of deposit, if delivered by guaranteed overnight delivery service, or (d) on the fourth business day following the date delivered or mailed by United States registered or certified mail, return receipt requested, postage prepaid, addressed as follows:

If to the Executive:

At the address (or to the facsimile number) shown
in the books and records of the Company.

If to the Company:

Alight Solutions, LLC
4 Overlook Point
Lincolnshire, IL 60069

Email: paulette.dodson@alight.com
Attention: Paulette Dodson, General Counsel

With copies to:

The Blackstone Group L.P.
345 Park Avenue, 44th Floor
New York, NY 10154
Attention: Peter Wallace; David Kestnbaum; Vikram Suresh

Email: Vikram.Suresh@blackstone.com

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and

Kirkland & Ellis LLP
601 Lexington Avenue
New York, NY 10022
Attention: Andrew Arons, P.C.
Michael Krasnovsky, P.C.

Following the date hereof, notice may be delivered to either party at such other address as either party hereto may hereafter designate in writing to the other. Any such notice shall be deemed effective upon receipt thereof by the addressee.

11. Section Headings; Inconsistency. The section headings used in this Agreement are included solely for convenience and shall not affect, or be used in connection with, the interpretation of this Agreement. In the event of any inconsistency between the terms of this Agreement and any form, award, plan or policy of the Company, the terms of this Agreement shall govern and control.

12. Severability. The provisions of this Agreement shall be deemed severable. The invalidity or unenforceability of any provision of this Agreement in any jurisdiction shall not affect the validity, legality or enforceability of the remainder of this Agreement in such jurisdiction or the validity, legality or enforceability of any provision of this Agreement in any other jurisdiction, it being intended that all rights and obligations of the parties hereunder shall be enforceable to the fullest extent permitted by applicable law.

13. Counterparts. This Agreement may be executed in several counterparts, each of which shall be deemed to be an original but all of which together will constitute one and the same instrument.

14. Withholding. The Company may withhold from all payments due to the Executive under this letter agreement all taxes which, by applicable federal, state, local, or other law, the Company is required to withhold therefrom.

15. Section 409A.

(a) The intent of the parties is that payments and benefits under this Agreement comply with or be exempt from Section 409A and, accordingly, to the maximum extent permitted this Agreement shall be interpreted to be in compliance therewith or exempt therefrom. Neither the Company nor any of its affiliates shall be liable for any additional tax, interest or penalty that may be imposed on the Executive by Section 409A or damages for failing to comply with Section 409A.

(b) All expenses or other reimbursements under this Agreement that would constitute nonqualified deferred compensation subject to Section 409A, (i) shall be paid on or prior to the last day of the taxable year following the taxable year in which such expenses were incurred by the Executive, (ii) no such reimbursement or expenses eligible for reimbursement in any taxable year shall in any way affect the Executive’s right to reimbursement of any other expenses eligible for reimbursement in any other taxable year,

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and (iii) the Executive’s right to reimbursement shall not be subject to liquidation in exchange for any other benefit.

(c) For purposes of Section 409A, the Executive’s right to receive any installment payment pursuant to this Agreement shall be treated as a right to receive a series of separate and distinct payments.

(d) Whenever a payment under this Agreement specifies a payment period with reference to a number of days (e.g., “payment shall be made within thirty (30) days following the date of termination”), the actual date of payment within the specified period shall be within the sole discretion of the Company.

(e) Notwithstanding any other provision of this Agreement to the contrary, in no event shall any payment under this Agreement that constitutes nonqualified deferred compensation subject to Section 409A, be subject to offset, counterclaim or recoupment by any other amount payable to the Executive unless otherwise permitted by Section 409A.

16. Assignment.

(a) This Agreement is personal to the Executive and, without the prior written consent of the Company, will not be assignable by the Executive otherwise than by will or the laws of descent and distribution, and any assignment in violation of this Agreement will be void. Notwithstanding the foregoing sentence, this Agreement and all of the Executive’s rights hereunder will inure to the benefit of and be enforceable by the Executive’s personal or legal representatives, executors, administrators, successors, heirs, distributees, devisees and legatees.

(b) The Company will require any successor (whether direct or indirect, by purchase, merger, consolidation or otherwise) to all or substantially all of the business or assets of the Company (a “Successor”) to assume and agree to perform this Agreement in the same manner and to the same extent that the Company would have been required to perform it if no such succession had taken place. As used in this Agreement, the term “Company” will mean the Company as defined herein and any Successor and any permitted assignee to which this Agreement is assigned.

17. Amendment/Waiver. No provisions of this Agreement may be amended, modified, waived or discharged except by a written document signed by the Executive and a duly authorized officer of the Company. The failure of a party to insist upon strict adherence to any term of this Agreement on any occasion will not be considered a waiver of such party’s rights or deprive such party of the right thereafter to insist upon strict adherence to that term or any other term of this Agreement.

18. Entire Agreement. This Agreement sets forth the entire agreement of the parties hereto in respect of the subject matter contained herein and supersedes all prior agreements, promises, covenants, arrangements, communications, representations or warranties, whether oral or written, by any officer, employee or representative of any party hereto (other than with respect to the Incentive Unit Agreement). None of the parties will be liable or bound to any other party in

18

any manner by any representations and warranties or covenants relating to such subject matter except as specifically set forth herein.

19. Governing Law; Venue. The validity, interpretation, construction and performance of this Agreement will be governed by the laws of the State of Delaware, without giving effect to its conflicts of law. Each party hereto (i) irrevocably agrees that any legal action, suit or proceeding against it arising out of or in connection with this Agreement shall be brought exclusively in the Court of Chancery of the State of Delaware (unless the federal courts have exclusive jurisdiction, in which case each party consents to the jurisdiction of the United States District Court for the District of Delaware), (ii) unconditionally waives any objection to venue in such jurisdiction, and agrees not to plead or claim forum non conveniens, and (iii) waives their respective rights to a jury trial of any and such legal action, suit or proceeding.

20. Representations. The Executive represents and warrants to the Company that the Executive has provided to the Company all of the agreements to which the Executive is party which could prevent the Executive from entering into this Agreement or performing all of the Executive’s duties and obligations hereunder.

[REMAINDER OF PAGE INTENTIONALLY LEFT BLANK]

19

IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date first written above.

ALIGHT SOLUTIONS LLC

By: /s/ Stephan Scholl
Name: Stephan Scholl
Title: Chief Executive Officer

EXECUTIVE

/s/ Cathinka Wahlstrom

Cathinka Wahlstrom

Signature Page to Employment Agreement

EX-31.1

Exhibit 31.1

CERTIFICATION PURSUANT TO

RULES 13a-14(a) AND 15d-14(a) UNDER THE SECURITIES EXCHANGE ACT OF 1934,

AS ADOPTED PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

I, Stephan Scholl, certify that:

1. I have reviewed this Quarterly Report on Form 10-Q of Alight, Inc.;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d) Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and

5. The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

Date: May 9, 2022	By:	/s/ Stephan Scholl
		Stephan Scholl
		Chief Executive Officer

EX-31.2

Exhibit 31.2

CERTIFICATION PURSUANT TO

RULES 13a-14(a) AND 15d-14(a) UNDER THE SECURITIES EXCHANGE ACT OF 1934,

AS ADOPTED PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

I, Katie Rooney, certify that:

1.I have reviewed this Quarterly Report on Form 10-Q of Alight, Inc.;

2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4.The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a)Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b)Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c)Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d)Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and

5.The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):

(a)All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and

(b)Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

Date: May 9, 2022	By:	/s/ Katie Rooney
		Katie Rooney
		Chief Financial Officer

EX-32.1

Exhibit 32.1

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of Alight, Inc. (the “Company”) on Form 10-Q for the period ended March 31, 2022 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I certify, pursuant to 18 U.S.C. § 1350, as adopted pursuant to § 906 of the Sarbanes-Oxley Act of 2002, that:

(1) The Report fully complies with the requirements of Sections 13(a) or 15(d) of the Securities Exchange Act of 1934; and

(2) The information contained in the Report fairly presents, in all material respects, the financial condition and result of operations of the Company.

Date: May 9, 2022	By:	/s/ Stephan Scholl
		Stephan Scholl
		Chief Executive Officer

This certification accompanies each Report pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 and shall not, except to the extent required by the Sarbanes-Oxley Act of 2002, be deemed filed by the Company for purposes of Section 18 of the Securities Exchange Act of 1934, as amended.

A signed original of this written statement required by Section 906 has been provided by the Company and will be retained by the Company and furnished to the Securities and Exchange Commission or its staff upon request.

EX-32.2

Exhibit 32.2

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of Alight, Inc. (the “Company”) on Form 10-Q for the period ended March 31, 2022 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I certify, pursuant to 18 U.S.C. § 1350, as adopted pursuant to § 906 of the Sarbanes-Oxley Act of 2002, that:

(1) The Report fully complies with the requirements of Sections 13(a) or 15(d) of the Securities Exchange Act of 1934; and

(2) The information contained in the Report fairly presents, in all material respects, the financial condition and result of operations of the Company.

Date: May 9, 2022	By:	/s/ Katie Rooney
		Katie Rooney
		Chief Financial Officer

This certification accompanies each Report pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 and shall not, except to the extent required by the Sarbanes-Oxley Act of 2002, be deemed filed by the Company for purposes of Section 18 of the Securities Exchange Act of 1934, as amended.

A signed original of this written statement required by Section 906 has been provided by the Company and will be retained by the Company and furnished to the Securities and Exchange Commission or its staff upon request.

XML

Document and Entity Information - shares	3 Months Ended
	Mar. 31, 2022	May 05, 2022
Document Information [Line Items]
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Mar. 31, 2022
Document Fiscal Year Focus	2022
Document Fiscal Period Focus	Q1
Entity Registrant Name	Alight, Inc. / Delaware
Entity Central Index Key	0001809104
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Current Fiscal Year End Date	--12-31
Entity Filer Category	Large Accelerated Filer
Entity Shell Company	false
Entity Small Business	false
Entity Emerging Growth Company	false
Title of 12(b) Security	Class A Common Stock, par value $0.0001 per share
Trading Symbol	ALIT
Security Exchange Name	NYSE
Entity File Number	001-39299
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	86-1849232
Entity Address, Address Line One	4 Overlook Point
Entity Address, City or Town	Lincolnshire
Entity Address, State or Province	IL
Entity Address, Postal Zip Code	60069
City Area Code	224
Local Phone Number	737-7000
Document Quarterly Report	true
Document Transition Report	false
Class A Common Stock
Document Information [Line Items]
Entity Common Stock, Shares Outstanding		465,225,352
Class B-1 Common Stock
Document Information [Line Items]
Entity Common Stock, Shares Outstanding		4,990,453
Class B-2 Common Stock
Document Information [Line Items]
Entity Common Stock, Shares Outstanding		4,990,453
Class V Common Stock
Document Information [Line Items]
Entity Common Stock, Shares Outstanding		76,220,431
Class Z-A Common Stock
Document Information [Line Items]
Entity Common Stock, Shares Outstanding		5,046,819
Class Z-B-1 Common Stock
Document Information [Line Items]
Entity Common Stock, Shares Outstanding		274,379
Class Z-B-2 Common Stock
Document Information [Line Items]
Entity Common Stock, Shares Outstanding		274,379

XML

Condensed Consolidated Balance Sheets - USD ($) $ in Millions	Mar. 31, 2022	Dec. 31, 2021
Current Assets
Cash and cash equivalents	$ 326	$ 372
Receivables, net	546	515
Other current assets	254	302
Total Current Assets Before Fiduciary Assets	1,126	1,189
Fiduciary assets	1,607	1,280
Total Current Assets	2,733	2,469
Goodwill	3,627	3,638
Intangible assets, net	4,090	4,170
Fixed assets, net	257	236
Deferred tax assets, net	4	3
Other assets	510	472
Total Assets	11,221	10,988
Current Liabilities
Accounts payable and accrued liabilities	319	406
Current portion of long term debt	40	38
Other current liabilities	394	401
Total Current Liabilities Before Fiduciary Liabilities	753	845
Fiduciary liabilities	1,607	1,280
Total Current Liabilities	2,360	2,125
Deferred tax liabilities	52	36
Long term debt	2,818	2,830
Tax receivable agreement	574	581
Financial instruments	122	135
Other liabilities	311	353
Total Liabilities	6,237	6,060
Commitments and Contingencies (Note 19)
Stockholders' Equity
Additional paid-in-capital	4,267	4,228
Retained deficit	(107)	(96)
Accumulated other comprehensive loss	44	8
Total Alight, Inc. Equity	4,204	4,140
Noncontrolling interest	780	788
Total Stockholders' Equity	4,984	4,928
Total Liabilities and Stockholders' Equity	$ 11,221	$ 10,988

XML

Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares	Mar. 31, 2022	Jul. 02, 2021
Class A Common Stock
Common stock, par value	$ 0.0001
Common stock, shares authorized	1,000,000,000
Common stock, shares issued	465,225,352
Common stock, shares outstanding	465,225,352
Class B Common Stock
Common stock, par value	$ 0.0001
Common stock, shares authorized	20,000,000
Common stock, shares issued	9,980,906
Common stock, shares outstanding	9,980,906
Class V Common Stock
Common stock, par value	$ 0.0001
Common stock, shares authorized	175,000,000
Common stock, shares issued	76,220,431
Common stock, shares outstanding	76,220,431
Class Z Common Stock
Common stock, par value	$ 0.0001
Common stock, shares authorized	12,900,000
Common stock, shares issued	5,595,577	8,671,507
Common stock, shares outstanding	5,595,577

XML

Condensed Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
Revenue	$ 725	$ 689
Cost of services, exclusive of depreciation and amortization	491
Depreciation and amortization	11
Gross Profit	223
Operating Expenses
Selling, general and administrative	140
Depreciation and intangible amortization	85
Total operating expenses	225
Operating (Loss) Income	(2)	46
Other Expense
Gain from change in fair value of financial instruments	(13)
Gain from change in fair value of tax receivable agreement	(5)
Interest expense	29	62
Other (income) expense, net	(1)	8
Total other expense, net	10
Loss Before Income Tax Expense (Benefit)	(12)	(24)
Income tax expense (benefit)	1
Net Loss	(13)
Net loss attributable to noncontrolling interests	(2)
Net Loss Attributable to Alight, Inc.	$ (11)
Earnings Per Share
Basic net loss per share	$ (0.02)
Diluted net loss per share	$ (0.02)
Other comprehensive income, net of tax:
Change in fair value of derivatives	$ 47
Foreign currency translation adjustments	(3)
Total other comprehensive income, net of tax:	44
Comprehensive Income Before Noncontrolling Interests	31
Comprehensive income attributable to noncontrolling interests	6
Comprehensive Income Attributable to Alight, Inc.	$ 25
Alight Holdings
Revenue		689
Cost of services, exclusive of depreciation and amortization		452
Depreciation and amortization		19
Gross Profit		218
Operating Expenses
Selling, general and administrative		117
Depreciation and intangible amortization		55
Total operating expenses		172
Operating (Loss) Income		46
Other Expense
Interest expense		62
Other (income) expense, net		8
Total other expense, net		70
Loss Before Income Tax Expense (Benefit)		(24)
Income tax expense (benefit)		(3)
Net Loss		(21)
Net Loss Attributable to Alight, Inc.		(21)
Other comprehensive income, net of tax:
Change in fair value of derivatives		17
Foreign currency translation adjustments		4
Total other comprehensive income, net of tax:		$ 21

XML

Condensed Consolidated Statements of Stockholders' Equity (Unaudited) - 3 months ended Mar. 31, 2022 - USD ($) $ in Millions	Total	Additional Paid-in Capital	Retained Deficit	Accumulated Other Comprehensive Income	Total Alight, Inc. Equity	Noncontrolling Interest
Balance at Dec. 31, 2021	$ 4,928	$ 4,228	$ (96)	$ 8	$ 4,140	$ 788
Net loss	(13)		(11)		(11)	(2)
Other comprehensive income, net	44			36	36	8
Measurement period adjustment	(1)					(1)
Conversion of noncontrolling interest	(6)	7			7	(13)
Share-based compensation expense	33	33			33
Shares vested, net of shares withheld in lieu of taxes	(1)	(1)			(1)
Balance at Mar. 31, 2022	$ 4,984	$ 4,267	$ (107)	$ 44	$ 4,204	$ 780

XML

Condensed Consolidated Statements of Members' Equity (Unaudited) - USD ($) $ in Millions	Total	Common Class A	Common Class A-1 Units	Common Class B Units	Accumulated Other Comprehensive (Loss) Income
Balance at Dec. 31, 2020	$ 683	$ 699	$ 12	$ 14	$ (42)
Balance, units at Dec. 31, 2020		123,700	1,800	1,736
Comprehensive (loss) income, net of tax		$ (21)			21
Restricted share units vested, net of units withheld in lieu of taxes, units			1	50
Unit repurchases	(2)		$ (1)	$ (1)
Unit repurchases, units			(75)	(89)
Share-based compensation expense	2			$ 2
Balance at Mar. 31, 2021	683	$ 678	$ 11	$ 15	(21)
Balance, units at Mar. 31, 2021		123,700	1,726	1,697
Balance at Dec. 31, 2021					(8)
Comprehensive (loss) income, net of tax	25
Share-based compensation expense	$ 33
Balance at Mar. 31, 2022					$ (44)

XML

Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
Cash flows from operating activities
Net loss	$ (13)
Adjustments to reconcile net loss to net cash provided by operations:
Depreciation	17	$ 24
Intangible amortization expense	79	50
Noncash lease expense	7
Financing fee and premium amortization	(1)
Share-based compensation expense	33	2
Gain from change in fair value of financial instruments	(13)
Gain from change in fair value of tax receivable agreement	(5)
Other	3
Change in assets and liabilities:
Receivables	(37)
Accounts payable and accrued liabilities	(82)
Other assets and liabilities	31
Cash provided by operating activities	19
Cash flows from investing activities
Capital expenditures	(41)
Cash used for investing activities	(41)
Cash flows from financing activities
Net increase in fiduciary liabilities	327
Borrowings from banks	54
Financing fees	(3)
Repayments to banks	(60)
Principal payments on finance lease obligations	(8)
Settlements of interest rate swaps	(4)
Tax payment for shares/units withheld in lieu of taxes	(1)
Cash provided by financing activities	305
Effect of exchange rate changes on cash, cash equivalents and restricted cash	(2)
Net increase in cash, cash equivalents and restricted cash	281
Cash, cash equivalents and restricted cash at beginning of period	1,652
Cash, cash equivalents and restricted cash at end of period	1,933
Reconciliation of cash, cash equivalents, and restricted cash to the Consolidated Balance Sheets
Cash and cash equivalents	326
Restricted cash included in fiduciary assets	1,607
Total cash, cash equivalents and restricted cash	1,933
Supplemental disclosures:
Interest paid	27
Income taxes paid	1
Supplemental disclosure of non-cash financing activities:
Fixed asset additions acquired through finance leases	2
Right of use asset additions acquired through operating leases	$ 1
Alight Holdings
Cash flows from operating activities
Net loss		(21)
Adjustments to reconcile net loss to net cash provided by operations:
Depreciation		24
Intangible amortization expense		50
Noncash lease expense		4
Financing fee and premium amortization		5
Share-based compensation expense		2
Other		1
Change in assets and liabilities:
Receivables		52
Accounts payable and accrued liabilities		(31)
Other assets and liabilities		(47)
Cash provided by operating activities		39
Cash flows from investing activities
Capital expenditures		(27)
Cash used for investing activities		(27)
Cash flows from financing activities
Net increase in fiduciary liabilities		179
Members' equity unit repurchase		(2)
Borrowings from banks		54
Repayments to banks		(62)
Principal payments on finance lease obligations		(6)
Settlements of interest rate swaps		(7)
Contingent consideration payments		(1)
Cash provided by financing activities		155
Effect of exchange rate changes on cash, cash equivalents and restricted cash		1
Net increase in cash, cash equivalents and restricted cash		168
Cash, cash equivalents and restricted cash at beginning of period		1,536
Cash, cash equivalents and restricted cash at end of period		1,704
Reconciliation of cash, cash equivalents, and restricted cash to the Consolidated Balance Sheets
Cash and cash equivalents		495
Restricted cash included in fiduciary assets		1,209
Total cash, cash equivalents and restricted cash		1,704
Supplemental disclosures:
Interest paid		31
Income taxes paid		3
Supplemental disclosure of non-cash financing activities:
Fixed asset additions acquired through finance leases		1
Right of use asset additions acquired through operating leases		$ (3)

XML

Basis of Presentation and Nature of Business

3 Months Ended

Mar. 31, 2022

Organization Consolidation And Presentation Of Financial Statements [Abstract]

Basis of Presentation and Nature of Business

1. Basis of Presentation and Nature of Business

Foley Trasimene Acquisition Corp. (“FTAC”) was incorporated in Delaware on March 26, 2020. FTAC was formed for the purpose of effecting a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination with one or more businesses.

On July 2, 2021 (the “Closing Date”), FTAC completed the business combination (the “Business Combination”) with Alight Holding Company, LLC (f/k/a Tempo Holding Company, LLC) (“Alight Holdings” or the “Predecessor”) contemplated by the Business Combination Agreement (as amended and restated as of April 29, 2021) between FTAC, Alight Holdings and other interested parties (the “Business Combination Agreement”). On the Closing Date, pursuant to the Business Combination Agreement, FTAC became a wholly owned subsidiary of Alight, Inc. (“Alight”, “the Company”, “we” “us” “our” or the “Successor”) and was renamed Alight Group, Inc. As a result of the Business Combination, and by virtue of such series of mergers and related transactions, the combined company is now organized in an “Up-C” structure, in which substantially all of the assets and business of Alight are held by Alight Holdings, of which Alight is the managing member pursuant to the terms of the Second Amended and Restated Limited Liability Company Agreement of Alight Holdings that went into effect upon the completion of the Business Combination. As of March 31, 2022, Alight owns approximately 86% of the economic interest in Alight Holdings, but has 100% of the voting power and controls the management of Alight Holdings. As of March 31, 2022, the non-voting ownership percentage held by noncontrolling interest was approximately 14% (see Note 9 "Stockholders' and Members' Equity" for additional information).

Basis of Presentation

As a result of the Business Combination, for accounting purposes, the Company is the acquirer and Alight Holdings is the acquiree and accounting predecessor. While the Closing Date was July 2, 2021, we determined that as the impact of one day would be immaterial to the results of operations, we utilized July 1, 2021 as the date of the Business Combination for accounting purposes. Therefore, the financial statement presentation includes the financial statements of Alight Holdings as Predecessor for the periods prior to July 1, 2021 and the Company as Successor for the periods including and after July 1, 2021, including the consolidation of Alight Holdings.

The accompanying unaudited Condensed Consolidated Financial Statements have been prepared in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”) for interim financial information and should be read in conjunction with the Consolidated Financial Statements contained in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2021, filed with the Securities and Exchange Commission (“SEC”) on March 10, 2022. In the opinion of management, all adjustments, including normal recurring adjustments, considered necessary for a fair presentation have been included. All significant intercompany transactions and balances have been eliminated upon consolidation. The results of operations for interim periods are not necessarily indicative of the results to be expected for future quarters or for the full fiscal year ending December 31, 2022.

Nature of Business

We are a leading cloud-based provider of integrated digital human capital and business solutions. We have an unwavering belief that a company’s success starts with its people, and our solutions connect human insights with technology. The Alight Worklife® employee engagement platform provides a seamless customer experience by combining content, plus artificial intelligence (“AI”) and data analytics to enable Alight's business process as a service ("BPaaS") model. Our mission-critical solutions enable employees to enrich their health, wealth and wellbeing which helps global organizations achieve a high-performance culture. Our solutions include:

•Employer Solutions: driven by our digital, software and AI-led capabilities powered by the Alight Worklife® platform and spanning total employee wellbeing and engagement, including integrated benefits administration, healthcare navigation, financial health, employee wellbeing and payroll. These solutions are designed to support employers in effectively managing their workforce through a seamless, integrated platform. We leverage data across all interactions and activities to improve the employee experience, reduce operational costs and better inform management processes and decision-making. In addition, employees benefit from an integrated platform and user experience, coupled with a full-service client care center, helping them manage the full life cycle of their health, wealth and careers.

•Professional Services: includes our project-based cloud deployment and consulting offerings that provide expertise with both human capital and financial platforms. Specifically, this includes cloud advisory and deployment, and optimization services for cloud platforms such as Workday, SAP SuccessFactors, Oracle, and Cornerstone OnDemand.

XML

Accounting Policies and Practices

3 Months Ended

Mar. 31, 2022

Accounting Policies [Abstract]

Accounting Policies and Practices

2. Accounting Policies and Practices

Use of Estimates

The preparation of the accompanying Condensed Consolidated Financial Statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosures of contingent assets and liabilities at the date of the financial statements, and the reported amounts of reserves and expenses.

These estimates and assumptions are based on management’s best estimates and judgments. Management evaluates its estimates and assumptions on an ongoing basis using historical experience and other factors, including the current economic environment. Management believes its estimates to be reasonable given the current facts available. Management adjusts such estimates and assumptions when facts and circumstances dictate. Illiquid credit markets, volatile equity markets, and foreign currency exchange rate movements increase the uncertainty inherent in such estimates and assumptions. As future events and their effects cannot be predicted with certainty, actual results could differ significantly from these estimates. Changes in estimates resulting from continuing changes in the economic environment would, if applicable, be reflected in the financial statements in future periods.

Tax Receivable Agreement

In connection with the Business Combination, we entered into a Tax Receivable Agreement (the “TRA”) with certain of our pre-Business Combination owners that provides for the payment by Alight to such owners of 85% of the benefits that Alight is deemed to realize as a result of the Company’s share of existing tax basis acquired in the Business Combination and other tax benefits related to entering into the TRA. The Company accounts for the TRA as a liability at fair value and is subject to remeasurement at each balance sheet date. Any change in fair value is recognized within the Condensed Consolidated Statements of Comprehensive Income (Loss).

Subsequent to the Business Combination, upon equity exchanges of the noncontrolling interests, the Company records obligations under the TRA at the gross undiscounted amount of the expected future payments as an increase to the liability with an offset to Additional paid-in capital.

New Accounting Pronouncements

There are no pending accounting pronouncements that are expected to have a material impact upon our Consolidated Financial Statements.

XML

Revenue from Contracts with Customers

3 Months Ended

Mar. 31, 2022

Revenue From Contract With Customer [Abstract]

Revenue from Contracts with Customers

3. Revenue from Contracts with Customers

The majority of the Company’s revenue is highly recurring and is derived from contracts with customers to provide integrated, cloud-based human capital solutions that empower clients and their employees to manage their health, wealth and HR needs. The Company’s revenues are disaggregated by recurring and project revenues within each reportable segment. Recurring revenues are typically longer term in nature and more predictable on an annual basis, while project revenues consist of project work of a shorter duration. See Note 12 “Segment Reporting” for quantitative disclosures of recurring and project revenues by reportable segment. The Company’s reportable segments are Employer Solutions, Professional Services and Hosted Business. Employer Solutions are driven by our digital, software and AI-led capabilities powered by the Alight Worklife® platform and spanning total employee wellbeing and engagement, including integrated benefits administration, healthcare navigation, financial health, and employee wellbeing and payroll. Professional Services includes project-based cloud deployment and consulting offerings. The Company believes these revenue categories depict how the nature, amount, timing, and uncertainty of its revenue and cash flows are affected by economic factors.

Revenues are recognized when control of the promised services is transferred to the customer in the amount that best reflects the consideration to which the Company expects to be entitled in exchange for those services. The majority of the Company’s revenue is recognized over time as the customer simultaneously receives and consumes the benefits of our services. On occasion, we may be entitled to a fee based on achieving certain performance criteria or contract milestones. To the extent that we cannot estimate with reasonable assurance the likelihood that we will achieve the performance target, we will constrain this portion of the transaction price and recognize it when or as the uncertainty is resolved. Any taxes assessed on revenues relating to services provided to our clients are recorded on a net basis. All of the Company’s revenues are described in more detail below.

Administrative Services

We provide benefits, human resource and payroll administration services across all of our solutions, which are highly recurring. The Company’s contracts may include administration services across one or multiple solutions and typically have three to five-year terms with mutual renewal options.

These contracts typically consist of an implementation phase and an ongoing administration phase:

Implementation phase – In connection with the Company’s long-term agreements, highly customized implementation efforts are often necessary to set up clients and their human resource, payroll or benefit programs on the Company’s systems and operating processes. Work performed during the implementation phase is considered a set-up activity because it does not transfer a service to the

customer. Therefore, it is not a separate performance obligation. As these agreements are longer term in nature, our contracts generally provide that if the client terminates a contract, we are entitled to an additional payment for services performed through the termination date designed to recover our up-front costs of implementation. Any fees received from the customer as part of the implementation are, in effect, an advance payment for the future ongoing administration services to be provided.

Ongoing administration services phase – For all solutions, the ongoing administration phase includes a variety of plan and payroll administration services and system support services. More specifically, these services include data management, calculations, reporting, fulfillment/communications, compliance services, call center support, and in our Health solutions agreements, annual on-boarding and enrollment support. While there are a variety of activities performed across all solutions, the overall nature of the obligation is to provide integrated administration solutions to the customer. The agreement represents a stand-ready obligation to perform these activities across all solutions on an as-needed basis. The customer obtains value from each period of service, and each time increment (i.e., each month, or each benefit cycle in the case of our Health solutions arrangements) is distinct and substantially the same. Accordingly, the ongoing administration services for each solution represents a series and each series (i.e., each month, or each benefit cycle including the enrollment period in the case of our Health solutions arrangements) of distinct services are deemed to be a single performance obligation. In agreements that include multiple performance obligations, the transaction price related to each performance obligation is based on a relative stand-alone selling price basis. We establish the stand-alone selling price using observable market prices that the Company charges separately for similar solutions to similar customers.

Our contracts with our clients specify the terms and conditions upon which the services are based. Fees for these services are primarily based on a contracted fee charged per participant per period (e.g., monthly or annually, as applicable). These contracts may also include fixed components, including lump-sum implementation fees. Our fees are not typically payable until the commencement of the ongoing administration phase. Once fees become payable, payment is typically due on a monthly basis as we perform under the contract, and we are entitled to be reimbursed for work performed to date in the event of termination.

For Health solutions administration services, each benefits cycle inclusive of the enrollment period represents a time increment under the series guidance and is a single performance obligation. Although ongoing fees are typically not payable until the commencement of the ongoing administrative phase, we begin transferring services to our customers approximately four months prior to payments being due as part of our annual enrollment services. Although our per-participant fees are considered variable, they are typically predictable in nature, and therefore we do not generally constrain any portion of our transaction price estimates. We use an input method based on the labor costs incurred relative to total labor costs as the measure of progress in satisfying our Health solutions performance obligation commencing when the customer’s annual enrollment services begin. Given that the Health solutions enrollment and administrative services are stand-ready in nature, it can be difficult to estimate the total expected efforts or hours we will incur for a particular benefits cycle. Therefore, the input measure is based on the historical effort expended each month, which is measured as labor cost.

For all other benefits administration, human resources and payroll services where each month represents a distinct time increment under the series guidance, we allocate the transaction price to the month we are performing our services. Therefore, the amount recognized each month is the variable consideration related to that month plus any fixed monthly or annual fee, which is recognized on a straight-line basis. Revenue for these types of arrangements are therefore more consistent throughout the year.

In the normal course of business, we enter into change orders or other contract modifications to add or modify services provided to the customer. We evaluate whether these modifications should be accounted for as separate contracts or a modification to an existing contract. To the extent that the modification changes a promise that forms part of the underlying series, the modification is not accounted for as a separate contract.

Other Contracts

In addition to the ongoing administration services, the Company also has services across all solutions that represent separate performance obligations and that are often shorter in duration, such as our cloud deployment services, cloud advisory services, participant financial advisory services, and enrollment services not bundled with ongoing administration services.

Fee arrangements can be in the form of fixed-fee, time-and-materials, or fees based on assets under management. Payment is typically due on a monthly basis as we perform under the contract, and we are entitled to be reimbursed for work performed to date in the event of termination.

Services may represent stand-ready obligations that meet the series provision, in which case all variable consideration is allocated to each distinct time increment.

Other services are recognized over-time based on a method that faithfully depicts the transfer of value to the customer, which may be based on the value of labor hours worked or time elapsed, depending on the facts and circumstances.

The majority of the fees for enrollment services not bundled with ongoing administration services may be in the form of commissions received from insurance carriers for policy placement and are variable in nature. These annual enrollment services include both employer-sponsored arrangements that place both retiree Medicare coverage and voluntary benefits and

direct-to-consumer Medicare placement. Our performance obligations under these annual enrollment services are typically completed over a short period upon which a respective policy is placed or confirmed with no ongoing fulfillment obligations. For both the employer-sponsored and direct-to-consumer arrangements, we recognize the majority of the placement revenue in the fourth quarter of the calendar year, which is when most of the placement or renewal activity occurs. However, the Company may continue to receive commissions from carriers until the respective policy lapses or is cancelled. The Company bases the estimates of total transaction price on supportable evidence from an analysis of past transactions, and only includes amounts that are probable of being received or not refunded.

As it relates to the direct-to-consumer arrangements, because our obligation is complete upon placement of the policy, we recognize revenue at that date, which includes both compensation due to us in the first year as well as an estimate of the total renewal commissions that will be received over the lifetime of the policy. The variable consideration estimate requires significant judgement, and will vary based on product type, estimated commission rates and the expected lives of the respective policies and other factors.

For both the employer-sponsored and direct-to-customer arrangements, the estimated total transaction price may differ from the ultimate amount of commissions we may collect. Consequently, the estimate of total transaction price is adjusted over time as the Company receives confirmation of cash received, or as other information becomes available.

The Company has elected to apply practical expedients to not disclose the revenue related to unsatisfied performance obligations if (1) the contract has an original duration of one year or less, or (2) the variable consideration is allocated entirely to an unsatisfied performance obligation which is recognized as a series of distinct goods and services that form a single performance obligation.

Contract Costs

Costs to obtain a Contract

The Company capitalizes incremental costs to obtain a contract with a customer that are expected to be recovered. Assets recognized for the costs to obtain a contract, which primarily includes sales commissions paid in relation to the initial contract, are amortized over the expected life of the underlying customer relationships, which is 7 years for our payroll and cloud solutions and 15 years for all of our other solutions. For situations where the duration of the contract is 1 year or less, the Company has applied a practical expedient and recognized the costs of obtaining a contract as an expense when incurred. These costs are recorded in Cost of services, exclusive of depreciation and amortization in the Condensed Consolidated Statements of Comprehensive Income (Loss).

Costs to fulfill a Contract

The Company capitalizes costs to fulfill contracts which includes highly customized implementation efforts to set up clients and their human resource, payroll or benefit programs. Assets recognized for the costs to fulfill a contract are amortized on a systematic basis over the expected life of the underlying customer relationships, which is 7 years for our payroll and cloud solutions and 15 years for all of our other solutions.

Amortization for all contracts costs are recorded in Cost of services, exclusive of depreciation and amortization in the Condensed Consolidated Statements of Comprehensive Income (Loss) (see Note 5 “Other Financial Data”).

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Acquisitions

3 Months Ended

Mar. 31, 2022

Business Combinations [Abstract]

Acquisitions

4. Acquisitions

2021 Acquisitions

Alight Business Combination

On July 2, 2021, the Company completed the Business Combination for consideration transferred of approximately $5.0 billion. The Business Combination was accounted for using the acquisition method under Accounting Standards Codification Topic 805, Business Combinations (“ASC 805”), which requires, among other things, that most assets acquired and liabilities assumed be recognized at their fair values as of the acquisition date. The preliminary consideration and allocation of the purchase price to the fair value of the combined assets acquired and liabilities assumed is presented below. The preliminary measurement of consideration transferred, including noncontrolling interest, and the allocations reflect the best estimates of the valuations currently available and are subject to change once additional analyses are completed. The accounting for the Business Combination is not complete and the allocation will be finalized as soon as practicable, but no later than one year from the acquisition date.

On the Closing Date, the Company paid $36 million of deferred underwriting costs related to FTAC’s initial public offering and $37 million of fees related to the private placement transaction, which were treated as a reduction of equity. Approximately $21 million of the Company’s acquisition-related costs were paid on the Closing Date. Additionally, $39 million of seller transaction costs were paid on the Closing Date, including $36 million in advisory and investment banker fees that were contingent upon the consummation of the Business Combination. As these fees are considered success fees in nature, they are considered to have been incurred “on the line”, and therefore, were not recognized in the Condensed Consolidated Statements of Comprehensive Income (Loss) in either the Predecessor or Successor periods.

On the Closing Date, approximately $36 million of certain executive compensation related expenses that were contingent upon the closing of the Business Combination were triggered. As these expenses were contingent upon the change-in-control event, they are considered to have been incurred “on the line”, and therefore, were not recognized in the Condensed Consolidated Statements of Comprehensive Income (Loss) in either the Predecessor or Successor periods.

The following table summarizes the preliminary consideration transferred (in millions):

Cash consideration to prior equityholders(1)	$	1,055
Repayment of debt		1,814
Total cash consideration	$	2,869
Continuing unitholders rollover equity into the Company(2)		1,414
Contingent consideration - Tax Receivable Agreement(3)		610
Contingent consideration - Seller Earnouts(3)		109
Total consideration transferred	$	5,002
Noncontrolling interest(4)	$	799

(1)Includes cash consideration paid to reimburse seller for certain transaction expenses.

(2)The Company issued approximately 141 million shares of Class A Common Stock that had a total fair value of approximately $1.4 billion based on the price of $10 per share on July 2, 2021, the acquisition date.

(3)The TRA and Seller Earnouts represent liability classified contingent consideration. The estimated fair value of the TRA is preliminary and subject to adjustments in subsequent periods. Refer to Note 9 “Stockholders’ and Members’ Equity”, Note 14 “Financial Instruments” and Note 15 “Tax Receivable Agreement” for further discussion.

(4)The fair value of the noncontrolling interest is estimated based on the fair value of acquired business, which was determined based on the price of the Company's Class A Common Stock at the July 2, 2021 Closing Date, plus the contingent consideration related to the Seller Earnouts. The fair value of the noncontrolling interest is preliminary and subject to adjustments in subsequent periods. The noncontrolling interest is exchangeable for Class A Common Stock at the option of the holder. Refer to Note 9 “Stockholders’ and Members’ Equity” for additional information.

The following table summarizes the preliminary purchase price allocation (in millions):

Cash and cash equivalents	$	460
Receivables		484
Fiduciary assets		1,015
Other current assets		162
Fixed assets		205
Other assets		425
Accounts payable and accrued liabilities		(327	)
Fiduciary liabilities		(1,015	)
Other current liabilities		(291	)
Debt assumed		(2,370	)
Deferred tax liabilities		(3	)
Other liabilities		(396	)
Intangible assets		4,078
Total identifiable net assets	$	2,427
Goodwill	$	3,374

Measurement Period Adjustments

During the first quarter of 2022, the Company recorded measurement period adjustments to its initial allocation of purchase price as a result of ongoing valuation procedures on assets acquired and liabilities assumed, including (i) a decrease in Receivables of $2 million, (ii) a decrease in Other current liabilities of $2 million, (iii) a decrease in consideration transferred of $8 million due to an updated TRA valuation, and (iv) a decrease of $1 million in noncontrolling interest due to the change in consideration transferred. The impact of these measurement period adjustments on the Condensed Consolidated Statements of Comprehensive Income (Loss) was not material.

Intangible Assets

Intangible assets were identified that met either the separability criterion or the contractual-legal criterion described in ASC 805. The trade name intangible asset represents the corporate Alight tradename, which was valued using the relief-from-royalty method. The technology related intangible assets represent software developed by Alight Holdings to differentiate its product/service offerings for its customers, valued using the relief-from-royalty method. The customer-related and contract-based intangible assets represent strong, long-term relationships with customers, valued using the multi-period excess earnings method. The values allocated to identifiable intangible assets and their estimated useful lives are as follows:

	Fair value		Useful life
Identifiable intangible assets	(in millions)		(in years)
Definite lived trade names	$	400		15
Technology related intangibles	$	222		6
Customer-related and contract-based intangibles	$	3,456		15

Goodwill

Approximately $3.4 billion has been preliminarily allocated to goodwill. Goodwill represents the excess of the gross consideration transferred over the fair value of the underlying net tangible and identifiable definite-lived intangible assets acquired. Qualitative factors that contribute to the recognition of goodwill include certain intangible assets that are not recognized as separate identifiable intangible assets apart from goodwill, including assembled workforce and expected future market conditions. Of the preliminary goodwill established, $1.6 billion was tax deductible.
 

Retiree Health Exchange

On October 1, 2021, the Company completed the acquisition for consideration transferred of approximately $199 million. The acquisition was accounted for using the acquisition method under ASC 805, which requires, among other things, that most assets acquired and liabilities assumed be recognized at their fair values as of the acquisition date. The preliminary consideration and allocation of the purchase price to the fair value of the combined assets acquired and liabilities assumed is presented below. The preliminary measurement of consideration transferred and the allocations reflect the best estimates of the valuations currently available and are subject to change once additional analyses are completed. The accounting for the acquisition is not complete as the valuation for acquired assets and liabilities have not been finalized and these final valuations of the assets and liabilities could have a material impact on the preliminary purchase price allocation disclosed below. The allocation will be finalized as soon as practicable, but no later than one year from the acquisition date.

The following table summarizes the preliminary purchase price allocation (in millions):

Receivables	$	1
Other current assets		29
Accounts payable and accrued liabilities		(13	)
Intangible assets		104
Fair value of net assets acquired and liabilities assumed		121
Goodwill		78
Total consideration	$	199

Intangible assets include customer-related and contract-based intangibles and technology with estimated useful lives of 13 years and 5 years, respectively. Approximately $78 million has been preliminarily allocated to goodwill, all of which was tax deductible.
 

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Other Financial Data

3 Months Ended

Mar. 31, 2022

Other Financial Data [Abstract]

Other Financial Data

5. Other Financial Data

Condensed Consolidated Balance Sheets Information

Receivables, net

The components of Receivables, net are as follows (in millions):

	March 31,			December 31,
	2022			2021
Billed and unbilled receivables	$	553		$	520
Allowance for expected credit losses		(7	)		(5	)
Balance at end of period	$	546		$	515

Other current assets

The components of Other current assets are as follows (in millions):

	March 31,		December 31,
	2022		2021
Deferred project costs	$	40	$	39
Prepaid expenses		60		66
Commissions receivable		95		148
Other		59		49
Total	$	254	$	302

Other assets

The components of Other assets are as follows (in millions):

	March 31,		December 31,
	2022		2021
Deferred project costs	$	295	$	274
Operating lease right of use asset		106		120
Commissions receivable		28		34
Other		81		44
Total	$	510	$	472

The current and non-current portions of deferred project costs relate to costs to obtain and fulfill contracts (see Note 3 “Revenue from Contracts with Customers”). During the Successor three months ended March 31, 2022 and the Predecessor three months ended March 31, 2021, total amortization expense of $12 million and $16 million was recorded in Cost of services, exclusive of depreciation and amortization in the Condensed Consolidated Statements of Comprehensive Income (Loss), respectively.

Other current assets and Other assets include the fair value of outstanding derivative instruments related to interest rate swaps. The balances in Other current assets as of March 31, 2022 and December 31, 2021 were $18 million and $1 million, respectively. The balances in Other assets as of March 31, 2022 and December 31, 2021 were $58 million and $16 million, respectively (see Note 13 “Derivative Financial Instruments” for additional information).

Other current liabilities

The components of Other current liabilities are as follows (in millions):

	March 31,		December 31,
	2022		2021
Deferred revenue	$	154	$	148
Operating lease liabilities		45		44
Finance lease liabilities		26		27
Other		169		182
Total	$	394	$	401

Other liabilities

The components of Other liabilities are as follows (in millions):

	March 31,		December 31,
	2022		2021
Deferred revenue	$	54	$	55
Operating lease liabilities		113		139
Finance lease liabilities		29		34
Unrecognized tax positions		44		44
Other		71		81
Total	$	311	$	353

The current and non-current portions of deferred revenue relates to consideration received in advance of performance under client contracts. During both the Successor three months ended March 31, 2022 and the Predecessor three months ended March 31, 2021, revenue of approximately $79 million was recognized that was recorded as deferred revenue at the beginning of each period.

Other current liabilities as of both March 31, 2022 and December 31, 2021 include a deferred consideration payment of $83 million related to an acquisition completed in the fourth quarter of 2021.

Other current liabilities and Other liabilities include the fair value of outstanding derivative instruments related to interest rate swaps. The balances in Other current liabilities as of March 31, 2022 and December 31, 2021 were $3 million and $8 million, respectively. The balances in Other liabilities at both March 31, 2022 and December 31, 2021 were $1 million (see Note 13 “Derivative Financial Instruments” for additional information).

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Goodwill and Intangible Assets, Net

3 Months Ended

Mar. 31, 2022

Goodwill And Intangible Assets Disclosure [Abstract]

Goodwill and Intangible Assets, Net

6. Goodwill and Intangible assets, net

The changes in the net carrying amount of goodwill are as follows (in millions):

	Employer			Professional
	Solutions			Services		Total
Balance as of December 31, 2021	$	3,564			74		3,638
Measurement period adjustments		(10	)		—		(10	)
Foreign currency translation		(1	)		—		(1	)
Balance as of March 31, 2022	$	3,553			74		3,627

Intangible assets by asset class are as follows (in millions):

	March 31, 2022						December 31, 2021
	Gross				Net		Gross				Net
	Carrying		Accumulated		Carrying		Carrying		Accumulated		Carrying
	Amount		Amortization		Amount		Amount		Amortization		Amount
Intangible assets:
Customer-related and contract based    intangibles	$	3,661		180		3,481	$	3,662	$	119	$	3,543
Technology related intangibles		254		31		223		254		20		234
Trade name (finite life)		407		21		386		407		14		393
Total	$	4,322		232		4,090	$	4,323	$	153	$	4,170

The net carrying amount of Intangible assets as of March 31, 2022 includes preliminary fair values for certain customer-related and contract-based identifiable intangible assets, technology-related intangible assets and tradename assets based on management’s preliminary estimate of fair value (see Note 4 “Acquisitions” for additional information).

The change in gross carrying amounts for customer-related and contract-based intangibles also relates to the unfavorable impact of foreign currency translation adjustments.

Amortization expense from finite-lived intangible assets for the Successor three months ended March 31, 2022 and the Predecessor three months ended March 31, 2021 was $79 million and $50 million, respectively, which was recorded in Depreciation and intangible amortization in the Condensed Consolidated Statements of Comprehensive Income (Loss).

The following table reflects intangible assets net carrying amount and weighted-average remaining useful lives as of March 31, 2022 (in millions, except for years):

	Net		Weighted-Average
	Carrying		Remaining
	Amount		Useful Lives
Intangible assets at March 31, 2022:
Customer-related and contract-based    intangibles	$	3,481		14.2
Technology-related intangibles		223		5.2
Trade name (finite life)		386		14.1
Total	$	4,090

Subsequent to March 31, 2022, the annual amortization expense is expected to be as follows (in millions):

	Customer-Related		Technology		Trade
	and Contract Based		Related		Name
	Intangibles		Intangibles		Intangible
2022 (April - December)	$	183	$	32	$	21
2023		245		43		28
2024		245		43		28
2025		245		43		28
2026		245		42		27
Thereafter		2,318		20		254
Total amortization expense	$	3,481	$	223	$	386

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Income Taxes

3 Months Ended

Mar. 31, 2022

Income Tax Disclosure [Abstract]

Income Taxes

7. Income Taxes

The Company’s effective tax rate for the Successor three months ended March 31, 2022 was (12%), and for the Predecessor three months ended March 31, 2021 was 14%.

The change in the effective tax rate is primarily driven by the Business Combination as the Predecessor and certain of its subsidiaries operated in the U.S. as partnerships for income tax purposes and generally as corporate entities in non-U.S. jurisdictions. The Predecessor effective tax rate for the applicable periods was substantially higher due to certain non-recurring items included in pre-tax and tax expense during the Successor period.

The effective tax rate for the Successor three months ended March 31, 2022 is lower than the 21% U.S. statutory corporate income tax rate primarily due to losses in certain non-U.S. jurisdictions for which a tax benefit has not been recorded.

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Debt

3 Months Ended

Mar. 31, 2022

Debt Disclosure [Abstract]

Debt

8. Debt

Debt outstanding consisted of the following (in millions):

		March 31,			December 31,
	Maturity Date	2022			2021
Term Loan	May 1, 2024	$	70		$	72
Term Loan, Amended	October 31, 2026		—			1,958
Term Loan, Third Incremental(1)	August 31, 2028		—			517
Term Loan, B-1(2)	August 31, 2028		2,466			—
Secured Senior Notes	June 1, 2025		313			314
$294m Revolving Credit Facility, Amended	August 31, 2026		—			—
Other	June 30, 2022		9			7
Total debt, net			2,858			2,868
Less: current portion of long-term debt, net			(40	)		(38	)
Total long-term debt, net		$	2,818		$	2,830

(1)The net balance for the Third Incremental Term Loan at December 31, 2021 includes unamortized debt issuance costs of $6 million.

(2)The net balance for the B-1 Term Loan at March 31, 2022 includes unamortized debt issuance costs of $9 million.

Term Loan

In May 2017, the Company entered into a 7-year Initial Term Loan. During November 2017 and November 2019, the Company entered into Incremental Term Loans under identical terms as the Initial Term Loan. In August 2020, the Company refinanced the Term Loan by paying down $270 million of principal using the proceeds from the August 2020 Unsecured Senior Notes issuance, extending the maturity date on $1,986 million of the balance to October 31, 2026, and adding an interest rate floor of 50 bps (the "Amended Term Loan"). As part of the consideration transferred in the Business Combination, $556 million of principal was repaid on the portion of the Term Loan that was not amended. In August 2021, the Company entered into a new Third Incremental Term Loan facility for $525 million that matures August 31, 2028. In January 2022, the Company refinanced the Amended Term Loan and the Third Incremental Term Loan to have a concurrent maturity date of August 31, 2028 and updated interest rate terms as described below (the "B-1 Term Loan").

Interest rates on the original Term Loan borrowings are based on the London Interbank Offered Rate (“LIBOR”) plus a margin based on defined ratios (275 or 300 bps). The Company used the 1‑month LIBOR rate for all periods presented. Interest rates on the B-1 Term Loan borrowings are based on the Secured Overnight Financing Rate ("SOFR") plus a margin of 300 bps. The Company is required to make principal payments at the end of each fiscal quarter based on defined terms in the agreement with the remaining principal balances due on the maturity dates.

During the Successor three months ended March 31, 2022 and the Predecessor three months ended March 31, 2021, the Company made total principal payments of $8 million and $7 million, respectively. The Company utilized swap agreements to fix a portion of the floating interest rates through December 2026 (see Note 13 “Derivative Financial Instruments”).

Secured Senior Notes

In May 2020, the Company issued $300 million of Secured Senior Notes. These Secured Senior Notes have a maturity date of June 1, 2025 and accrue interest at a fixed rate of 5.75% per annum, payable semi-annually on June 1 and December 1 of each year, beginning on December 1, 2020.

Revolving Credit Facility

In May 2017, the Company entered into a 5-year $250 million revolving credit facility with a multi-bank syndicate with a maturity date of May 1, 2022. During August 2020, the Company extended the maturity date for $226 million of the revolving credit facility to October 31, 2024. In August 2021, the Company replaced and refinanced the revolving credit facilities with a $294 million revolving credit facility with a maturity date of August 31, 2026. At March 31, 2022, $4 million of unused letters of credit related to various insurance policies and real estate leases were issued under the revolving credit facility and there were no additional borrowings. The Company is required to make periodic payments for commitment fees and interest related to the revolving credit facility and outstanding letters of credit. During the Successor three months ended March 31, 2022 and the Predecessor three months ended March 31, 2021, the Company made immaterial payments related to these fees.

As part of the acquisition of NGA Human Resources ("NGA HR") during the year ended December 31, 2019, the Company acquired a revolving credit facility of approximately $20 million secured on the accounts receivable balance of NGA HR. As of March 31, 2022, the outstanding borrowings under this facility were $9 million, which are reflected in Other in the table above. During the three months ended March 31, 2022, the Company made principal payments of $52 million, offset by borrowings of $54 million. The facility matures on June 30, 2022, at which time any outstanding borrowings are repayable in full, with interest payable monthly. Interest is calculated based on an applicable reference rate plus a margin.

Financing Fees, Premiums and Interest Expense

The Company capitalized financing fees and premiums related to the Term Loan, Revolver and Secured Senior Notes issued. These financing fees and premiums were recorded as an offset to the aggregate debt balances and are being amortized over the respective loan terms.

Total interest expense related to the debt instruments for the Successor three months ended March 31, 2022 and Predecessor three months ended March 31, 2021 was $27 million and $53 million, respectively, which included amortization of financing fees of $1 million benefit for the Successor three months ended March 31, 2022 and expenses of approximately $4 million for the Predecessor three months ended March 31, 2021. Interest expense is recorded in Interest expense in the Condensed Consolidated Statements of Comprehensive Income (Loss).

Principal Payments

Aggregate contractual principal payments as of March 31, 2022 are as follows (in millions):

Remainder of 2022 (April - December)	$	33
2023		31
2024		83
2025		325
2026		25
Thereafter		2,356
Total payments	$	2,853

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Stockholders' and Members' Equity

3 Months Ended

Mar. 31, 2022

Equity [Abstract]

Stockholders' and Members' Equity

9. Stockholders’ and Members’ Equity

Predecessor Equity

Class A Common Units

There were no grants of Class A common units during the three months ended March 31, 2021. Each holder of Class A common units is entitled to one vote per unit.

Class A-1 Common Units

During the three months ended March 31, 2021, the Company granted 643 Restricted Class A-1 common units. Holders of Class A-1 common units are not entitled to voting rights.

Class B Common Units

During the three months ended March 31, 2021, there were no grants of Class B common units. Holders of Class B common units are not entitled to voting rights.

Successor Equity

Preferred Stock

Upon the Closing of the Business Combination, 1,000,000 preferred shares, par value $0.0001 per share, were authorized. There were no preferred shares issued and outstanding as of March 31, 2022.

Class A Common Stock

As of March 31, 2022, 465,225,352 shares of Class A Common Stock, including 7,583,284 of shares of unvested Class A Common Stock, were legally issued and outstanding. Holders of shares of Class A Common Stock are entitled to one vote per share, and together with the holders of shares of Class B Common Stock, will participate ratably in any dividends that may be declared by the Company’s Board of Directors.

Class B Common Stock

Upon the Closing of the Business Combination, the Seller Earnouts resulted in the issuance of a total of 14,999,998 Class B instruments (including 808,276 unvested shares of Class B Common Stock related to employee compensation) to the equityholders of the Predecessor. The equityholders of the Predecessor that exchanged their Predecessor Class A units for shares of Class A Common Stock in the Business Combination received shares of Class B Common Stock, and the equityholders of the Predecessor that continue to hold Class A units of Alight Holdings (“Continuing Unitholders”) received Class B common units of Alight Holdings.

The Class B Common Stock and Class B common units are not entitled to a vote and accrue dividends equal to amounts declared per corresponding share of Class A Common Stock and Class A unit; however, such dividends are paid if and when such share of Class B Common Stock or Class B unit converts into a share of Class A Common Stock or Class A unit. If any of the shares of Class B Common Stock or Class B common units do not vest on or before the seventh anniversary of the Closing Date, such shares or units will be automatically forfeited and cancelled for no consideration and will not be entitled to receive any cumulative dividend payments.

These Class B instruments (excluding the unvested shares of Class B Common Stock related to employee compensation) are liability classified; refer to Note 14 “Financial Instruments” for additional information.

As further described below, there are two series of Class B instruments outstanding.

Class B-1

As of March 31, 2022, 4,990,453 shares of Class B-1 Common Stock were legally issued and outstanding, including 404,138 unvested shares of Class B-1 Common Stock related to employee compensation. Shares of Class B-1 Common Stock vest and automatically convert into shares of Class A Common Stock on a 1-for-1 basis if the volume weighted average price (“VWAP”) of the shares of Class A Common Stock equals or exceeds $12.50 per share for 20 or more trading days within a consecutive 30-trading day period (or in the event of a change of control or liquidation event that implies a $12.50 per share valuation on a diluted basis).

To the extent any unvested share of Class B-1 Common Stock automatically converts into a share of Class A Common Stock, (i) such share or unit shall remain unvested in accordance with the terms and conditions of the applicable award agreement until it vests or is forfeited in accordance with the terms thereof and (ii) such share or unit shall be treated as unvested Class A consideration as if such share or unit was part of the unvested Class A consideration as of the Closing Date.

As of March 31, 2022, 2,509,546 Class B-1 common units of Alight Holdings were legally issued and outstanding. Class B-1 common units vest and automatically convert into Class A common units of Alight Holdings on a 1-for-1 basis if the VWAP of the shares of Class A Common Stock equals or exceeds $12.50 per share for 20 or more trading days within a consecutive 30-trading day period (or in the event of a change of control or liquidation event that implies a $12.50 per share valuation on a diluted basis).

Class B-2

As of March 31, 2022, 4,990,453 shares of Class B-2 Common Stock were legally issued and outstanding, including 404,138 unvested shares of Class B-2 Common Stock related to employee compensation. Shares of Class B-2 Common Stock vest and automatically convert into shares of Class A Common Stock on a 1-for-1 basis if the VWAP of the shares of Class A Common Stock equals or exceeds $15.00 per share for 20 or more trading days within a consecutive 30-trading day period (or in the event of a change of control or liquidation event that implies a $15.00 per share valuation on a diluted basis).

To the extent any unvested share of Class B-2 Common Stock automatically converts into a share of Class A Common Stock, (i) such share or unit shall remain unvested in accordance with the terms and conditions of the applicable award agreement until it vests

or is forfeited in accordance with the terms thereof and (ii) such share or unit shall be treated as unvested Class A consideration as if such share or unit was part of the unvested Class A consideration as of the Closing Date.

As of March 31, 2022, 2,509,546 Class B-2 common units of Alight Holdings were legally issued and outstanding. Class B-2 common units vest and automatically convert into Class A common units of Alight Holdings on a 1-for-1 basis if the VWAP of the shares of Class A Common Stock equals or exceeds $15.00 per share for 20 or more trading days within a consecutive 30-trading day period (or in the event of a change of control or liquidation event that implies a $15.00 per share valuation on a diluted basis).

Class B-3

Upon the Closing of the Business Combination, 10,000,000 shares of Class B-3 Common Stock, par value $0.0001, were authorized. There are no shares of Class B-3 Common Stock issued and outstanding as of March 31, 2022.

Class V Common Stock

As of March 31, 2022, 76,220,431 shares of Class V Common Stock were legally issued and outstanding. Holders of Class V Common Stock are entitled to one vote per share and have no economic rights. The Class V Common Stock is held on a 1-for-1 basis with Class A Units in Alight Holdings held by Continuing Unitholders. The Class A Units, together with an equal number of shares of Class V Common Stock, can be exchanged for an equal number of shares of Class A Common Stock.

Class Z Common Stock

Upon the Closing of the Business Combination, a total of 8,671,507 Class Z instruments were issued to the equityholders of the Predecessor. The equityholders of the Predecessor that exchanged their Predecessor Class A units for shares of Class A Common Stock in the Business Combination received shares of Class Z Common Stock, and the Continuing Unitholders received Class Z common units of Alight Holdings. The Class Z instruments were issued to the equityholders of the Predecessor to allow for the re-allocation of the consideration paid to the holders of unvested management equity (i.e., the unvested shares of Class A, Class B-1, and Class B-2 Common Stock) to the equityholders of the Predecessor in the event such equity is forfeited under the terms of the applicable award agreement and will only vest in connection with any such forfeiture.

As of March 31, 2022, 5,595,577 shares of Class Z Common Stock (5,046,819 Class Z-A, 274,379 Class Z-B-1, and 274,379 Class Z-B-2) were legally issued and outstanding. Holders of shares of Class Z-A, Class Z-B-1 and Class Z-B-2 Common Stock are not entitled to voting rights. The Class Z shares convert into shares of Class A Common Stock, Class B-1 Common Stock or Class B-2 Common Stock, as applicable, in connection with the ultimate forfeiture of the shares of unvested Class A, unvested Class B-1, and unvested Class B-2 common stock issued to participating management holders.

As of March 31, 2022, 3,075,930 Class Z common units (2,774,272 Class Z-A, 150,829 Class Z-B-1, and 150,829 Class Z-B-2) were legally issued and outstanding. Holders of Class Z-A, Class Z-B-1 and Class Z-B-2 common units are not entitled to voting rights. The Class Z units convert into units of Alight Holdings Class A common units, Alight Holdings Class B-1 or Alight Holdings Class B-2 common units, as applicable, in connection with the ultimate forfeiture of the shares of unvested Class A, unvested Class B-1, and unvested Class B-2 common stock issued to participating management holders.

Class A Units

Holders of Alight Holdings Class A units can exchange all or any portion of their Class A units, together with the cancellation of an equal number of shares of Class V Common Stock, for a number of shares of Class A Common Stock equal to the number of exchanged Class A units. Alight has the option to cash settle any future exchange.

The Continuing Unitholders’ ownership of Class A units represents the noncontrolling interest of the Company, which is accounted for as permanent equity on the Condensed Consolidated Balance Sheets. As of March 31, 2022, there were 541,445,783 Class A Units outstanding, of which 465,225,352 are held by the Company and 76,220,431 are held by the noncontrolling interest of the Company.

The Alight Holdings limited liability company agreement contains provisions which require that a one-to-one ratio is maintained between each class of Alight Holdings units held by Alight and its subsidiaries (including the Alight Group, Inc. and certain tax blocker entities, but excluding subsidiaries of Alight Holdings) and the number of outstanding shares of the corresponding class of Alight common stock, subject to certain exceptions (including in respect of management equity in the form of options, rights or other securities which have not been converted into or exercised for Alight common stock). In addition, the Alight Holdings limited liability company agreement permits Alight, in its capacity as the managing member of Alight Holdings, to take actions to maintain such ratio, including undertaking stock splits, combinations, recapitalizations and exercises of the exchange rights of holders of Alight Holdings units.

Exchange of Class A Units

During the first quarter of 2022, 1,239,256 Class A units and a corresponding number of shares of Class V Common Stock were exchanged for Class A Common Stock. As a result of the exchanges, Alight, Inc. increased its ownership in Alight Holdings and accordingly increased its equity by approximately $13 million, recorded in Additional paid-in capital. Pursuant to the TRA, described in Note 15 "Tax Receivable Agreement," the Class A unit exchange created an additional TRA liability of $6 million, with an offset to Additional paid-in-capital.

The following table reflects the changes in our outstanding stock:

	Class A		Class B-1		Class B-2		Class V			Class Z
Balance at December 31, 2021		456,282,881		4,990,453		4,990,453		77,459,687			5,595,577
Conversion of noncontrolling interest		1,239,256		—		—		(1,239,256	)		—
Shares granted upon vesting		106,188		—		—		—			—
Issuance for compensation to non-employees(1)		13,743		—		—		—			—
Balance at March 31, 2022		457,642,068		4,990,453		4,990,453		76,220,431			5,595,577

(1)Issued to certain members of the Board of Directors in lieu of cash retainer.

Dividends

There were no dividends declared during the Successor three months ended March 31, 2022.

Accumulated Other Comprehensive Income

As of March 31, 2022, the Accumulated other comprehensive income balance included unrealized losses for interest rate swaps and foreign currency translation adjustments related to our foreign subsidiaries that do not have the U.S. dollar as their functional currency.

Changes in accumulated other comprehensive income, net of noncontrolling interests and tax, are as follows (in millions):

	Foreign
	Currency			Interest
	Translation			Rate
	Adjustments			Swaps(1)			Total
Balance at December 31, 2021	$	—		$	8		$	8
Other comprehensive (loss) income before reclassifications		(4	)		53			49
Tax expense (benefit)		1			(14	)		(13	)
Other comprehensive (loss) income before reclassifications, net of tax		(3	)		39			36
Amounts reclassified from accumulated other comprehensive income		—			—			—
Tax expense		—			—			—
Amounts reclassified from accumulated other comprehensive income, net of tax		—			—			—
Net current period other comprehensive income, net of tax		(3	)		39			36
Balance at March 31, 2022	$	(3	)	$	47		$	44

(1) Reclassifications from this category are recorded in Interest expense. See Note 13 “Derivative Financial Instruments” for additional information.

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Share-Based Compensation Expense

3 Months Ended

Mar. 31, 2022

Disclosure Of Compensation Related Costs Sharebased Payments [Abstract]

Share-Based Compensation Expense

10. Share-Based Compensation Expense

Share-based payments consist of grants of restricted share units (“RSUs”) and performance-based restricted share units (“PRSUs”). The Company recognizes compensation expense on a straight-line basis over the requisite service period for awards expected to ultimately vest.

Predecessor Replacement Awards

In connection with the Business Combination, the holders of certain unvested awards under the Predecessor plans were granted replacement awards in the Successor company.

•Class B units: The unvested Class B units of Alight Holdings were granted replacement shares of unvested Class A, Class B-1 and Class B-2 Common Stock and ultimately vest on the third anniversary of the Closing Date, but could vest earlier based on the achievement of certain market-based conditions.

•Class A-1 units: The unvested Class A-1 units of Alight Holdings were granted replacement shares of unvested Class A, Class B-1 and Class B-2 Common Stock on an equivalent fair value basis. The service-based portion of the grant vests ratably over periods of two to five years and the remaining vests upon the achievement of certain market-based conditions.

The Class B and Class A-1 units that were replaced represent the unvested shares of Class A, Class B-1 and Class B-2 Common Stock subject to the forfeiture re-allocation provision per the Class Z instruments discussed in Note 9 “Stockholders’ and Members’ Equity”. These unvested shares are accounted for as restricted stock in accordance with Accounting Standards Codification Topic 718, Compensation - Stock Compensation.

Successor Awards

In connection with the Business Combination, the Company adopted the Alight, Inc. 2021 Omnibus Incentive Plan. Under this plan, for grants issued during the Successor three months ended March 31, 2022, approximately 55% of the units are subject to time-based vesting requirements and approximately 45% are subject to performance-based vesting requirements. The majority of the time-based RSUs vest ratably each March 10 over a three-year period with one-third vesting on each of March 10, 2023, 2024 and 2025. The majority of the PRSUs vest upon achievement of the Company’s performance goals, Total Revenue and Total BPaaS Revenue.

The Company begins to recognize expense associated with the PRSUs when the achievement of the performance condition is deemed probable. During the first quarter of 2022, based on management's analysis of the corresponding performance conditions, the Company increased expected achievement levels related to the PRSUs granted in 2021.

The fair value of each RSU and PRSU is based upon the grant date market price. The aggregate grant date fair value of RSUs and PRSUs granted during the Successor three months ended March 31, 2022 was $43 million and $87 million, respectively.

Restricted Share Units and Performance Based Restricted Share Units

The following tables summarizes the unit activity related to the RSUs and PRSUs during the three months ended March 31, 2022:

				Weighted					Weighted
				Average					Average
				Grant Date					Grant Date
				Fair Value					Fair Value
	RSUs(1)			Per Unit		PRSUs(1)			Per Unit
Balance as of December 31, 2021		7,148,416		$	12.27		16,743,113		$	11.20
Granted		4,705,544			9.12		7,905,475			10.99
Vested		(252,041	)		9.76		—			—
Forfeited		(323,181	)		12.64		(603,204	)		11.93
Balance as of March 31, 2022		11,278,738		$	10.98		24,045,384		$	11.05

(1) These share totals include both unvested shares and restricted stock units.

Share-based Compensation

The Company recorded share-based compensation costs related to the RSUs and PRSUs for the Successor three months ended March 31, 2022 and the Predecessor three months ended March 31, 2021 of $33 million and $2 million, respectively.

As of March 31, 2022, total future compensation expense related to unvested RSUs was $116 million, which will be recognized over a remaining weighted-average amortization period of approximately 1.6 years. As of March 31, 2022, total future compensation expense related to PRSUs was $222 million, which will be recognized over a remaining weighted-average amortization period of approximately 2.0 years.

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Earnings Per Share

3 Months Ended

Mar. 31, 2022

Earnings Per Share [Abstract]

Earnings Per Share

11. Earnings Per Share

Basic earnings per share is calculated by dividing the net loss attributable to Alight, Inc. by the weighted average number of shares of Class A Common Stock issued and outstanding for the Successor period. The computation of diluted earnings per share reflects the potential dilution that could occur if dilutive securities and other contracts to issue shares were exercised or converted into shares or resulted in the issuance of shares that then would then share in the net income of Alight, Inc. The Company’s Class V Common Stock and Class Z Common Stock do not participate in the earnings or losses of the Company and are therefore not participating securities and have not been included in either the basic or diluted earnings per share calculations.

In conjunction with the Business Combination, the Company issued Seller Earnouts contingent consideration, which is payable in the Company’s Common Stock when the related market conditions are achieved. As the related conditions to pay the consideration had not been satisfied as of March 31, 2022, the Seller Earnouts were excluded from the diluted earnings per share calculations.

Basic and diluted earnings per share are as follows (in millions, except for share and per share amounts):

	Three Months Ended
	March 31,
	2022
Basic and diluted net loss per share:
Numerator
Net loss attributable to Alight, Inc. - basic and diluted	$	(11	)
Denominator
Weighted-average shares outstanding - basic and diluted		456,838,216
Basic and diluted net loss per share	$	(0.02	)

For the Successor three months ended March 31, 2022, 76,220,431 Alight Holdings Class A units related to noncontrolling interests and 11,137,394 unvested RSUs, were not included in the computation of diluted shares outstanding as their impact would have been anti-dilutive.

In addition, 14,999,998 shares related to the Seller Earnouts and 35,501,399 unvested PRSUs, based on maximum achievement levels, were excluded from the calculation of basic and diluted earnings per share as the market and performance conditions had not yet been met as of the end of the period.

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Segment Reporting

3 Months Ended

Mar. 31, 2022

Segment Reporting [Abstract]

Segment Reporting

12. Segment Reporting

The Company’s reportable segments have been determined using a management approach, which is consistent with the basis and manner in which the Company’s chief operating decision maker (“CODM”) uses financial information for the purposes of allocating resources and evaluating performance. The Company’s Chief Executive Officer is its CODM. The CODM evaluates the performance of the Company based on its total revenue and segment profit.

The CODM also uses revenue and segment profit to manage and evaluate our business, make planning decisions, and as performance measures for Company-wide bonus plans. These key financial measures provide an additional view of our operational performance over the long-term and provide useful information that we use in order to maintain and grow our business.

The accounting policies of the segments are the same as those described in Note 2 “Accounting Policies and Practices.” The Company does not report assets by reportable segments as this information is not reviewed by the CODM on a regular basis.

Information regarding the Company’s current reportable segments is as follows (in millions):

	Revenue
	Successor		Predecessor
	Three Months Ended		Three Months Ended
	March 31,		March 31,
	2022		2021
Employer Solutions
Recurring	$	570	$	533
Project		53		54
Total Employer Solutions		623		587
Professional Services
Recurring		30		29
Project		60		63
Total Professional Services		90		92
Hosted Business		12		10
Total	$	725	$	689

There was no single client who accounted for more than 10% of the Company’s revenues in any of the periods presented.

	Segment Profit
	Successor			Predecessor
	Three Months Ended			Three Months Ended
	March 31,			March 31,
	2022			2021
Employer Solutions	$	142		$	136
Professional Services		—			—
Hosted Business		—			(3	)
Total of all reportable segments		142			133
Share-based compensation		33			2
Transaction and integration expenses(1)		6			—
Non-recurring professional expenses(2)		—			9
Restructuring		6			7
Other(3)		3			(5	)
Depreciation		17			24
Intangible amortization		79			50
Operating (Loss) Income		(2	)		46
Gain from change in fair value of financial instruments		(13	)		—
Gain from change in fair value of tax receivable agreement		(5	)		—
Interest expense		29			62
Other (income) expense, net		(1	)		8
Loss Before Income Tax Expense (Benefit)	$	(12	)	$	(24	)

(1)Transaction and integration expenses related to acquisition activity.

(2)Non-recurring professional expenses includes external advisor and legal costs related to the Company’s Business Combination completed in 2021.

(3)For the three months ended March 31, 2022, other primarily includes expenses related to debt refinancing, offset by Other income, net. For the three months ended March 31, 2021, other includes long-term incentive expenses, offset by Other expense, net.

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Derivative Financial Instruments

3 Months Ended

Mar. 31, 2022

Derivative Instruments And Hedging Activities Disclosure [Abstract]

Derivative Financial Instruments

13. Derivative Financial Instruments

The Company is exposed to market risks, including changes in interest rates. To manage the risk related to these exposures, the Company has entered into various derivative instruments that reduce these risks by creating offsetting exposures.

Interest Rate Swaps

The Company has utilized swap agreements that will fix the floating interest rates associated with its Term Loan as shown in the following table:

Designation Date	Effective Date	Initial Notional Amount		Notional Amount Outstanding as of March 31, 2022			Fixed Rate			Expiration Date
July 2021	August 2020		557,500,000			557,500,000		2.5069	%	May 2022
July 2021	August 2020		89,863,420			101,365,120		3.0680	%	February 2023
December 2021	August 2020		181,205,050			162,935,400		0.7203	%	April 2024
December 2021	August 2020		388,877,200			367,997,600		0.6826	%	April 2024
December 2021	May 2022		220,130,318		n/a			0.4570	%	April 2024
December 2021	May 2022		306,004,562		n/a			0.4480	%	April 2024
December 2021	April 2024		871,205,040		n/a			1.6533	%	June 2025
December 2021	April 2024		435,602,520		n/a			1.6560	%	June 2025
December 2021	April 2024		435,602,520		n/a			1.6650	%	June 2025
March 2022	June 2025		1,197,000,000		n/a			2.5540	%	December 2026

Concurrent with the Term Loan refinancing, we amended our interest rate swaps to incorporate Term SOFR. In accordance with Accounting Standards Codification Topic 848, Reference Rate Reform, we did not redesignate the interest rate hedges when they were amended from LIBOR to SOFR; as we are permitted to maintain the designation through the transition. Also during the Successor three months ended March 31, 2022, we executed an additional interest rate swap, which has been designated as a cash flow hedge.

Our swap agreements amortize or accrete based on achieving targeted hedge ratios. All interest rate swaps have been designated as cash flow hedges. As a result of hedge amendments in December 2021 and July 2021, the fair value of the instruments at the time of re-designation are being amortized into interest expense over the remaining life of the instruments. The Company also entered into a new interest rate swap that will be effective June 2025 and will mature December 2026.

Financial Instrument Presentation

The fair values and location of outstanding derivative instruments recorded in the Condensed Consolidated Balance Sheets are as follows (in millions):

	March 31,		December 31,
	2022		2021
Assets
Other current assets	$	18	$	1
Other assets	$	58	$	16
Total	$	76	$	17
Liabilities
Other current liabilities	$	3	$	8
Other liabilities		1		1
Total	$	4	$	9

The Company estimates that approximately $17 million of derivative gains included in Accumulated other comprehensive income as of March 31, 2022 will be reclassified into earnings over the next twelve months.

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Financial Instruments

3 Months Ended

Mar. 31, 2022

Financial Instruments [Abstract]

Financial Instruments

14. Financial Instruments

Seller Earnouts

Upon completion of the Business Combination, the equity owners of Alight Holdings received an earnout in the form of non-voting shares of Class B-1 and Class B-2 Common Stock, which automatically convert into Class A Common Stock if, at any time during the seven years following the Closing Date certain criteria are achieved. See Note 9 “Stockholders’ and Members’ Equity” for additional information regarding the Seller Earnouts.

The portion of the Seller Earnouts related to employee compensation is accounted for as share-based compensation. See Note 10 “Share-Based Compensation Expense” for additional information.

In addition, a portion of the Seller Earnouts relates to Class Z instruments that were forfeited by individual equityholders and will be re-allocated to the holders of unvested management equity upon the ultimate vesting date. See Note 9 “Stockholders’ and Members’ Equity” for additional information regarding the Class Z instruments. This portion of Seller Earnouts is accounted for as a contingent consideration liability recorded at the fair value on the individual forfeiture date. These instruments are not subject to remeasurement at each balance sheet date. As of March 31, 2022, the balance for this portion of the Seller Earnouts was $1 million, offset in Gain from change in fair value of financial instruments in the Condensed Consolidated Statements of Comprehensive Income (Loss).

The majority of the Seller Earnouts, which are not related to employee compensation, are accounted for as a contingent consideration liability at fair value within Financial instruments on the Condensed Consolidated Balance Sheets because the Seller Earnouts do not meet the criteria for classification within equity. This portion of the Seller Earnouts are subject to remeasurement at each balance sheet date. At March 31, 2022 and December 31, 2021, the Seller Earnouts had a fair value of $121 million and $135 million, respectively. For the Successor three months ended March 31, 2022, a gain of $14 million was recorded in Gain from change in fair value of financial instruments in the Condensed Consolidated Statements of Comprehensive Income (Loss).

The fair value of the Seller Earnouts is determined using Monte Carlo simulation and Option Pricing Methods (Level 3 inputs, see Note 16 "Fair Value Measurements"). Significant unobservable inputs are used in the assessment of fair value, including the following assumptions: volatility, risk-free interest rate, expected holding period and probability assessments based on the likelihood of reaching the performance targets defined in the Business Combination.

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Tax Receivable Agreement

3 Months Ended

Mar. 31, 2022

Receivables [Abstract]

Tax Receivable Agreement

15. Tax Receivable Agreement

In connection with the Business Combination, Alight entered into the Tax Receivable Agreement (the “TRA”) with certain owners of Alight Holdings prior to the Business Combination. Pursuant to the TRA, the Company will pay certain sellers, as applicable, 85% of the tax benefits, of any savings that we realize, calculated using certain assumptions, as a result of (i) tax basis adjustments from sales and exchanges of Alight Holdings equity interests in connection with or following the Business Combination and certain distributions with respect to Alight Holdings equity interests, (ii) our utilization of certain tax attributes, and (iii) certain other tax benefits related to entering into the TRA.

Actual tax benefits realized by Alight may differ from tax benefits calculated under the TRA as a result of the use of certain assumptions in the TRA, including the use of an assumed weighted-average state and local income tax rate to calculate tax benefits. While the amount of existing tax basis, the anticipated tax basis adjustments and the actual amount and utilization of tax attributes, as well as the amount and timing of any payments under the TRA, will vary depending upon a number of factors, we expect that the payments that Alight may make under the TRA will be substantial.

The Company’s TRA liability established upon completion of the Business Combination is measured at fair value on a recurring basis using significant unobservable inputs (Level 3). The TRA liability balance at March 31, 2022 assumes: (i) a constant blended U.S. federal, state and local income tax rate of 26.17%; (ii) no material changes in tax law; (iii) the ability to utilize tax attributes based on current alternative tax forecasts; and (iv) future payments under the TRA are made when due under the TRA. The amount of the expected future payments under the TRA has been discounted to its present value using a discount rate of 7.6%.

Subsequent to the Business Combination, we will record additional liabilities under the TRA when Class A units of Alight Holdings are exchanged for Class A Common Stock. Liabilities resulting from these exchanges will be recorded on a gross undiscounted basis and are not remeasured at fair value. During the Successor three months ended March 31, 2022, an additional TRA liability of $6 million was established as a result of these exchanges.

The following table summarizes the changes in the TRA liabilities (in millions):

	Tax Receivable
	Agreement Liability
Beginning balance as of December 31, 2021	$	581
Measurement period adjustment		(8	)
Fair value remeasurement		(5	)
Conversion of noncontrolling interest		6
Ending Balance as of March 31, 2022	$	574

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Fair Value Measurement

3 Months Ended

Mar. 31, 2022

Fair Value Disclosures [Abstract]

Fair Value Measurement

16. Fair Value Measurement

Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The accounting standards related to fair value measurements include a hierarchy for information and valuations used in measuring fair value that is broken down into three levels based on reliability, as follows:

•Level 1 – observable inputs such as quoted prices in active markets for identical assets and liabilities;

•Level 2 – inputs other than quoted prices for identical assets in active markets that are observable either directly or indirectly; and

•Level 3 – unobservable inputs in which there is little or no market data which requires the use of valuation techniques and the development of assumptions.

The Company’s financial assets and liabilities measured at fair value on a recurring basis are as follows (in millions):

	March 31, 2022
	Level 1		Level 2		Level 3		Total
Assets
Interest rate swaps	$	—	$	76	$	—	$	76
Total assets recorded at fair value	$	—	$	76	$	—	$	76
Liabilities
Interest rate swaps	$	—	$	4	$	—	$	4
Contingent consideration liability		—		—		32		32
Seller Earnouts liability		—		—		121		121
Tax receivable agreement liability		—		—		568		568
Total liabilities recorded at fair value	$	—	$	4	$	721	$	725

	December 31, 2021
	Level 1		Level 2		Level 3		Total
Assets
Interest rate swaps	$	—	$	17	$	—	$	17
Total assets recorded at fair value	$	—	$	17	$	—	$	17
Liabilities
Interest rate swaps	$	—	$	9	$	—	$	9
Contingent consideration liability		—		—		33		33
Seller Earnouts liability		—		—		135		135
Tax receivable agreement liability		—		—		581		581
Total liabilities recorded at fair value	$	—	$	9	$	749	$	758

Derivatives

The valuations of the derivatives intended to mitigate our interest rate risk are determined using widely accepted valuation techniques, including discounted cash flow analysis on the expected cash flows of each instrument. This analysis utilizes observable market-based inputs, including interest rate curves, interest rate volatility, or spot and forward exchange rates, and reflects the contractual terms of these instruments, including the period to maturity. In addition, credit valuation adjustments, which consider the impact of any credit enhancements to the contracts, are incorporated in the fair values to account for potential non-performance risk.

Contingent Consideration

The contingent consideration liabilities relate to acquisitions completed during the Successor six months ended December 31, 2021, the Predecessor years ended December 31, 2020 and 2018, and are included in Other current liabilities and Other liabilities on the Condensed Consolidated Balance Sheets. The fair value of these liabilities is determined using a discounted cash flow analysis. Changes in the fair value of the liabilities are included in Other (income) expense, net in the Condensed Consolidated Statements of Comprehensive Income (Loss). Significant unobservable inputs are used in the assessment of fair value, including assumptions

regarding discount rates and probability assessments based on the likelihood of reaching the various targets set out in the acquisition agreements.

The following table summarizes the changes in deferred contingent consideration liabilities (in millions):

	Successor			Predecessor
	Three Months Ended			Three Months Ended
	March 31,			March 31,
	2022			2021
Beginning balance	$	33		$	26
Measurement period adjustments		(2	)		2
Accretion of contingent consideration		1			—
Ending Balance	$	32		$	28

Non-Recurring Fair Value Measurements

The Company’s financial liabilities not measured at fair value on a recurring basis are as follows (in millions):

	March 31, 2022				December 31, 2021
	Carrying Value		Fair Value		Carrying Value		Fair Value
Liabilities
Current portion of long-term debt, net	$	40	$	40	$	38	$	38
Long-term debt, net		2,818		2,799		2,830		2,834
Total	$	2,858	$	2,839	$	2,868	$	2,872

The carrying value of the Term Loan, Secured Senior Notes and Unsecured Senior Notes include the outstanding principal balances, less any unamortized discount or premium. The carrying value of the Term Loan approximates fair value as it bears interest at variable rates and we believe our credit risk is consistent with when the debt originated. The outstanding balances under the Senior Notes have fixed interest rates and the fair value is classified as Level 2 within the fair value hierarchy and corroborated by observable market data (see Note 8 “Debt”).

The carrying amounts of Cash and cash equivalents, Receivables, net and Accounts payable and accrued liabilities approximate their fair values due to the short-term maturities of these instruments.

During the Successor three months ended March 31, 2022, there were no transfers in or out of the Level 1, Level 2 or Level 3 classifications.

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Restructuring and Integration

3 Months Ended

Mar. 31, 2022

Restructuring And Related Activities [Abstract]

Restructuring and Integration

17. Restructuring and Integration

During the third quarter of 2019, management initiated a restructuring and integration plan (“the Plan”) following the completion of the Hodges acquisition and in anticipation of the NGA HR acquisition, which was completed on November 1, 2019. The Plan is intended to integrate and streamline operations across the Company and is expected to generate cost reductions related to position eliminations and facility and system rationalizations. The Company expects to incur costs related to severance, contract and lease exits and other related costs. The Company expects these restructuring and integration activities and related expenses to affect continuing operations through the fourth quarter of 2022.

The Plan is expected to result in cumulative costs of approximately $140 million through the end of the Plan, consisting of approximately $69 million in severance and related benefits, and approximately $71 million in other costs, including technology realization, lease consolidation costs, advisory and consulting fees. The Plan is expected to generate annual cost savings of approximately $196 million by 2022.

From the inception of the Plan through March 31, 2022, the Company has incurred total expenses of $111 million. These charges are recorded in Cost of services, exclusive of depreciation and amortization and Selling, general and administrative expenses in the Condensed Consolidated Statements of Comprehensive Income (Loss).

The following table summarizes restructuring costs by type that have been incurred through March 31, 2022 and are estimated to be incurred through the end of the Plan. Estimated costs by type may be revised in future periods as these assumptions are updated:

	Successor
	Three Months Ended				Estimated		Estimated
	March 31,		Inception to		Remaining		Total
	2022		Date		Costs		Cost(1)
Employer Solutions
Severance and Related Benefits	$	2	$	48	$	11	$	59
Other Restructuring Costs(2)		3		48		14		62
Total Employer Solutions	$	5	$	96	$	25	$	121
Professional Services
Severance and Related Benefits	$	—	$	8	$	2	$	10
Other Restructuring Costs(2)		1		7		2		9
Total Professional Services	$	1	$	15	$	4	$	19
Total Restructuring Costs	$	6	$	111	$	29	$	140

(1)Actual costs, when incurred, may vary due to changes in the assumptions built into the Plan. Significant assumptions that may change when plans are finalized and implemented include, but are not limited to, changes in severance calculations, changes in the assumptions underlying sublease loss calculations due to changing market conditions, and changes in the overall analysis that might cause the Company to add or cancel component initiatives.

(2)Other costs associated with the Plan primarily include consulting and legal fees and lease consolidation.

As of March 31, 2022, approximately $5 million of the restructuring liability is unpaid and is recorded in Accounts payable and accrued liabilities on the Condensed Consolidated Balance Sheets.

	Severance and Related Benefits			Other Restructuring Costs			Total
Accrued restructuring liability as of December 31, 2021	$	4		$	—		$	4
Restructuring charges		2			4			6
Cash payments		(3	)		(1	)		(4	)
Non-cash charges(1)		—			(1	)		(1	)
Accrued restructuring liability as of March 31, 2022	$	3		$	2		$	5

Non-cash charges relate to lease consolidation.

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Employee Benefits

3 Months Ended

Mar. 31, 2022

Compensation And Retirement Disclosure [Abstract]

Employee Benefits

18. Employee Benefits

Defined Contribution Savings Plans

Certain of the Company’s employees participate in a defined contribution savings plan sponsored by the Company. For the Successor three months ended March 31, 2022 and the Predecessor three months ended March 31, 2021, expenses were $17 million and $16 million, respectively. Expenses were recognized in Cost of services, exclusive of depreciation and amortization and Selling, general and administrative expenses in the Condensed Consolidated Statements of Comprehensive Income (Loss).

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Commitments and Contingencies

3 Months Ended

Mar. 31, 2022

Commitments And Contingencies Disclosure [Abstract]

Commitments and Contingencies

19. Commitments and Contingencies

Legal

The Company is subject to various claims, tax assessments, lawsuits, and proceedings that arise in the ordinary course of business relating to the delivery of our services and the effectiveness of our technologies. The damages claimed in these matters are or may be substantial. Accruals for any exposures, and related insurance or other receivables, when applicable, are included on the Condensed Consolidated Balance Sheets and have been recognized in Selling, general and administrative expenses in the Condensed Consolidated Statements of Comprehensive Income (Loss) to the extent that losses are deemed probable and are reasonably estimable. These amounts are adjusted from time to time as developments warrant. Management believes that the reserves established are appropriate based on the facts currently known. The reserves recorded at March 31, 2022 and December 31, 2021 were not significant.

Guarantees and Indemnifications

The Company provides a variety of service performance guarantees and indemnifications to its clients. The maximum potential amount of future payments represents the notional amounts that could become payable under the guarantees and indemnifications if there were a total default by the guaranteed parties, without consideration of possible recoveries under recourse provisions or other methods. These notional amounts may bear no relationship to the future payments that may be made, if any, for these guarantees and indemnifications.

To date, the Company has not been required to make any payment under any client arrangement as described above. The Company has assessed the current status of performance risk related to the client arrangements with performance guarantees and believes that any potential payments would be immaterial to the Condensed Consolidated Financial Statements.

Purchase Obligations

The Company’s expected cash outflow for non-cancellable purchase obligations related to purchases of information technology assets and services is $17 million, $26 million, $27 million, $9 million, $4 million and $3 million, for the remainder of 2022 and the years ended 2023, 2024, 2025, 2026 and thereafter, respectively.

Service Obligations

On September 1, 2018, the Company executed an agreement to form a strategic partnership with Wipro, a leading global information technology, consulting and business process services company.

The Company’s expected cash outflow for non-cancellable service obligations related to our strategic partnership with Wipro is $106 million, $147 million, $154 million, $162 million, $170 million and $332 million for the remainder of 2022 and the years ended 2023, 2024, 2025, 2026 and thereafter, respectively.

The Company may terminate its arrangement with Wipro for cause or for the Company’s convenience. In the case of a termination for convenience, the Company would be required to pay a termination fee, including certain of Wipro’s unamortized costs, plus 25% of any remaining portion of the minimum level of services the Company agreed to purchase from Wipro over the course of 10 years.

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Subsequent Events

3 Months Ended

Mar. 31, 2022

Subsequent Events [Abstract]

Subsequent Events

20. Subsequent Events

The Company has evaluated subsequent events through the filing of this Quarterly Report on Form 10-Q, and determined that there have been no events that have occurred that would require adjustments to our disclosures in the consolidated financial statements except for the transaction described below.

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Accounting Policies and Practices (Policies)

3 Months Ended

Mar. 31, 2022

Accounting Policies [Abstract]

Basis of Presentation

Basis of Presentation

As a result of the Business Combination, for accounting purposes, the Company is the acquirer and Alight Holdings is the acquiree and accounting predecessor. While the Closing Date was July 2, 2021, we determined that as the impact of one day would be immaterial to the results of operations, we utilized July 1, 2021 as the date of the Business Combination for accounting purposes. Therefore, the financial statement presentation includes the financial statements of Alight Holdings as Predecessor for the periods prior to July 1, 2021 and the Company as Successor for the periods including and after July 1, 2021, including the consolidation of Alight Holdings.

The accompanying unaudited Condensed Consolidated Financial Statements have been prepared in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”) for interim financial information and should be read in conjunction with the Consolidated Financial Statements contained in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2021, filed with the Securities and Exchange Commission (“SEC”) on March 10, 2022. In the opinion of management, all adjustments, including normal recurring adjustments, considered necessary for a fair presentation have been included. All significant intercompany transactions and balances have been eliminated upon consolidation. The results of operations for interim periods are not necessarily indicative of the results to be expected for future quarters or for the full fiscal year ending December 31, 2022.

Use of Estimates

Use of Estimates

The preparation of the accompanying Condensed Consolidated Financial Statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosures of contingent assets and liabilities at the date of the financial statements, and the reported amounts of reserves and expenses.

These estimates and assumptions are based on management’s best estimates and judgments. Management evaluates its estimates and assumptions on an ongoing basis using historical experience and other factors, including the current economic environment. Management believes its estimates to be reasonable given the current facts available. Management adjusts such estimates and assumptions when facts and circumstances dictate. Illiquid credit markets, volatile equity markets, and foreign currency exchange rate movements increase the uncertainty inherent in such estimates and assumptions. As future events and their effects cannot be predicted with certainty, actual results could differ significantly from these estimates. Changes in estimates resulting from continuing changes in the economic environment would, if applicable, be reflected in the financial statements in future periods.

Tax Receivable Agreement

Tax Receivable Agreement

In connection with the Business Combination, we entered into a Tax Receivable Agreement (the “TRA”) with certain of our pre-Business Combination owners that provides for the payment by Alight to such owners of 85% of the benefits that Alight is deemed to realize as a result of the Company’s share of existing tax basis acquired in the Business Combination and other tax benefits related to entering into the TRA. The Company accounts for the TRA as a liability at fair value and is subject to remeasurement at each balance sheet date. Any change in fair value is recognized within the Condensed Consolidated Statements of Comprehensive Income (Loss).

Subsequent to the Business Combination, upon equity exchanges of the noncontrolling interests, the Company records obligations under the TRA at the gross undiscounted amount of the expected future payments as an increase to the liability with an offset to Additional paid-in capital.

New Accounting Pronouncements

New Accounting Pronouncements

There are no pending accounting pronouncements that are expected to have a material impact upon our Consolidated Financial Statements.

Fair Value Measurement

Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The accounting standards related to fair value measurements include a hierarchy for information and valuations used in measuring fair value that is broken down into three levels based on reliability, as follows:

•Level 1 – observable inputs such as quoted prices in active markets for identical assets and liabilities;

•Level 2 – inputs other than quoted prices for identical assets in active markets that are observable either directly or indirectly; and

•Level 3 – unobservable inputs in which there is little or no market data which requires the use of valuation techniques and the development of assumptions.

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Acquisitions (Tables)

3 Months Ended

Mar. 31, 2022

Business Acquisition [Line Items]

Summary of Preliminary Consideration Transferred

The following table summarizes the preliminary consideration transferred (in millions):

Cash consideration to prior equityholders(1)	$	1,055
Repayment of debt		1,814
Total cash consideration	$	2,869
Continuing unitholders rollover equity into the Company(2)		1,414
Contingent consideration - Tax Receivable Agreement(3)		610
Contingent consideration - Seller Earnouts(3)		109
Total consideration transferred	$	5,002
Noncontrolling interest(4)	$	799

(1)Includes cash consideration paid to reimburse seller for certain transaction expenses.

(2)The Company issued approximately 141 million shares of Class A Common Stock that had a total fair value of approximately $1.4 billion based on the price of $10 per share on July 2, 2021, the acquisition date.

(3)The TRA and Seller Earnouts represent liability classified contingent consideration. The estimated fair value of the TRA is preliminary and subject to adjustments in subsequent periods. Refer to Note 9 “Stockholders’ and Members’ Equity”, Note 14 “Financial Instruments” and Note 15 “Tax Receivable Agreement” for further discussion.

(4)The fair value of the noncontrolling interest is estimated based on the fair value of acquired business, which was determined based on the price of the Company's Class A Common Stock at the July 2, 2021 Closing Date, plus the contingent consideration related to the Seller Earnouts. The fair value of the noncontrolling interest is preliminary and subject to adjustments in subsequent periods. The noncontrolling interest is exchangeable for Class A Common Stock at the option of the holder. Refer to Note 9 “Stockholders’ and Members’ Equity” for additional information.

Summary of Preliminary Purchase Price allocation

The following table summarizes the preliminary purchase price allocation (in millions):

Cash and cash equivalents	$	460
Receivables		484
Fiduciary assets		1,015
Other current assets		162
Fixed assets		205
Other assets		425
Accounts payable and accrued liabilities		(327	)
Fiduciary liabilities		(1,015	)
Other current liabilities		(291	)
Debt assumed		(2,370	)
Deferred tax liabilities		(3	)
Other liabilities		(396	)
Intangible assets		4,078
Total identifiable net assets	$	2,427
Goodwill	$	3,374

Summary of Preliminary Values Allocated to Identifiable Intangible Assets and Estimated Useful Lives

Intangible assets were identified that met either the separability criterion or the contractual-legal criterion described in ASC 805. The trade name intangible asset represents the corporate Alight tradename, which was valued using the relief-from-royalty method. The technology related intangible assets represent software developed by Alight Holdings to differentiate its product/service offerings for its customers, valued using the relief-from-royalty method. The customer-related and contract-based intangible assets represent strong, long-term relationships with customers, valued using the multi-period excess earnings method. The values allocated to identifiable intangible assets and their estimated useful lives are as follows:

	Fair value		Useful life
Identifiable intangible assets	(in millions)		(in years)
Definite lived trade names	$	400		15
Technology related intangibles	$	222		6
Customer-related and contract-based intangibles	$	3,456		15

Retiree Health Exchange

Business Acquisition [Line Items]

Summary of Preliminary Purchase Price allocation

The following table summarizes the preliminary purchase price allocation (in millions):

Receivables	$	1
Other current assets		29
Accounts payable and accrued liabilities		(13	)
Intangible assets		104
Fair value of net assets acquired and liabilities assumed		121
Goodwill		78
Total consideration	$	199

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Other Financial Data (Tables)

3 Months Ended

Mar. 31, 2022

Other Financial Data [Abstract]

Summary of Components of Receivables, Net

The components of Receivables, net are as follows (in millions):

	March 31,			December 31,
	2022			2021
Billed and unbilled receivables	$	553		$	520
Allowance for expected credit losses		(7	)		(5	)
Balance at end of period	$	546		$	515

Summary of Components of Other Current Assets

The components of Other current assets are as follows (in millions):

	March 31,		December 31,
	2022		2021
Deferred project costs	$	40	$	39
Prepaid expenses		60		66
Commissions receivable		95		148
Other		59		49
Total	$	254	$	302

Summary of Components of Other Assets

The components of Other assets are as follows (in millions):

	March 31,		December 31,
	2022		2021
Deferred project costs	$	295	$	274
Operating lease right of use asset		106		120
Commissions receivable		28		34
Other		81		44
Total	$	510	$	472

Summary of Components of Other Current Liabilities

The components of Other current liabilities are as follows (in millions):

	March 31,		December 31,
	2022		2021
Deferred revenue	$	154	$	148
Operating lease liabilities		45		44
Finance lease liabilities		26		27
Other		169		182
Total	$	394	$	401

Summary of Components of Other Liabilities

The components of Other liabilities are as follows (in millions):

	March 31,		December 31,
	2022		2021
Deferred revenue	$	54	$	55
Operating lease liabilities		113		139
Finance lease liabilities		29		34
Unrecognized tax positions		44		44
Other		71		81
Total	$	311	$	353

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Goodwill and Intangible Assets, Net (Tables)

3 Months Ended

Mar. 31, 2022

Goodwill And Intangible Assets Disclosure [Abstract]

Summary of Changes in Net Carrying Amount of Goodwill

The changes in the net carrying amount of goodwill are as follows (in millions):

	Employer			Professional
	Solutions			Services		Total
Balance as of December 31, 2021	$	3,564			74		3,638
Measurement period adjustments		(10	)		—		(10	)
Foreign currency translation		(1	)		—		(1	)
Balance as of March 31, 2022	$	3,553			74		3,627

Schedule of Intangible Assets by Asset Class

Intangible assets by asset class are as follows (in millions):

	March 31, 2022						December 31, 2021
	Gross				Net		Gross				Net
	Carrying		Accumulated		Carrying		Carrying		Accumulated		Carrying
	Amount		Amortization		Amount		Amount		Amortization		Amount
Intangible assets:
Customer-related and contract based    intangibles	$	3,661		180		3,481	$	3,662	$	119	$	3,543
Technology related intangibles		254		31		223		254		20		234
Trade name (finite life)		407		21		386		407		14		393
Total	$	4,322		232		4,090	$	4,323	$	153	$	4,170

Schedule of Intangible Asset Net Carrying Amount and Weighted Average Remaining Useful Lives

The following table reflects intangible assets net carrying amount and weighted-average remaining useful lives as of March 31, 2022 (in millions, except for years):

	Net		Weighted-Average
	Carrying		Remaining
	Amount		Useful Lives
Intangible assets at March 31, 2022:
Customer-related and contract-based    intangibles	$	3,481		14.2
Technology-related intangibles		223		5.2
Trade name (finite life)		386		14.1
Total	$	4,090

Schedule of Intangible Assets Expected Annual Amortization Expense

Subsequent to March 31, 2022, the annual amortization expense is expected to be as follows (in millions):

	Customer-Related		Technology		Trade
	and Contract Based		Related		Name
	Intangibles		Intangibles		Intangible
2022 (April - December)	$	183	$	32	$	21
2023		245		43		28
2024		245		43		28
2025		245		43		28
2026		245		42		27
Thereafter		2,318		20		254
Total amortization expense	$	3,481	$	223	$	386

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Debt (Tables)

3 Months Ended

Mar. 31, 2022

Debt Disclosure [Abstract]

Schedule of Debt Outstanding

Debt outstanding consisted of the following (in millions):

		March 31,			December 31,
	Maturity Date	2022			2021
Term Loan	May 1, 2024	$	70		$	72
Term Loan, Amended	October 31, 2026		—			1,958
Term Loan, Third Incremental(1)	August 31, 2028		—			517
Term Loan, B-1(2)	August 31, 2028		2,466			—
Secured Senior Notes	June 1, 2025		313			314
$294m Revolving Credit Facility, Amended	August 31, 2026		—			—
Other	June 30, 2022		9			7
Total debt, net			2,858			2,868
Less: current portion of long-term debt, net			(40	)		(38	)
Total long-term debt, net		$	2,818		$	2,830

(1)The net balance for the Third Incremental Term Loan at December 31, 2021 includes unamortized debt issuance costs of $6 million.

(2)The net balance for the B-1 Term Loan at March 31, 2022 includes unamortized debt issuance costs of $9 million.

Schedule of Aggregate Contractual Principal Payments

Aggregate contractual principal payments as of March 31, 2022 are as follows (in millions):

Remainder of 2022 (April - December)	$	33
2023		31
2024		83
2025		325
2026		25
Thereafter		2,356
Total payments	$	2,853

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Stockholders' and Members' Equity (Tables)

3 Months Ended

Mar. 31, 2022

Equity [Abstract]

Schedule of Changes in Outstanding Stock

The following table reflects the changes in our outstanding stock:

	Class A		Class B-1		Class B-2		Class V			Class Z
Balance at December 31, 2021		456,282,881		4,990,453		4,990,453		77,459,687			5,595,577
Conversion of noncontrolling interest		1,239,256		—		—		(1,239,256	)		—
Shares granted upon vesting		106,188		—		—		—			—
Issuance for compensation to non-employees(1)		13,743		—		—		—			—
Balance at March 31, 2022		457,642,068		4,990,453		4,990,453		76,220,431			5,595,577

Issued to certain members of the Board of Directors in lieu of cash retainer.

Schedule of Changes in Accumulated Other Comprehensive Income (Loss) by Component

Changes in accumulated other comprehensive income, net of noncontrolling interests and tax, are as follows (in millions):

	Foreign
	Currency			Interest
	Translation			Rate
	Adjustments			Swaps(1)			Total
Balance at December 31, 2021	$	—		$	8		$	8
Other comprehensive (loss) income before reclassifications		(4	)		53			49
Tax expense (benefit)		1			(14	)		(13	)
Other comprehensive (loss) income before reclassifications, net of tax		(3	)		39			36
Amounts reclassified from accumulated other comprehensive income		—			—			—
Tax expense		—			—			—
Amounts reclassified from accumulated other comprehensive income, net of tax		—			—			—
Net current period other comprehensive income, net of tax		(3	)		39			36
Balance at March 31, 2022	$	(3	)	$	47		$	44

(1) Reclassifications from this category are recorded in Interest expense. See Note 13 “Derivative Financial Instruments” for additional information.

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Share-Based Compensation Expense (Tables)

3 Months Ended

Mar. 31, 2022

Disclosure Of Compensation Related Costs Sharebased Payments [Abstract]

Summary of Unit Activity

The following tables summarizes the unit activity related to the RSUs and PRSUs during the three months ended March 31, 2022:

				Weighted					Weighted
				Average					Average
				Grant Date					Grant Date
				Fair Value					Fair Value
	RSUs(1)			Per Unit		PRSUs(1)			Per Unit
Balance as of December 31, 2021		7,148,416		$	12.27		16,743,113		$	11.20
Granted		4,705,544			9.12		7,905,475			10.99
Vested		(252,041	)		9.76		—			—
Forfeited		(323,181	)		12.64		(603,204	)		11.93
Balance as of March 31, 2022		11,278,738		$	10.98		24,045,384		$	11.05

(1) These share totals include both unvested shares and restricted stock units.

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Earnings Per Share (Tables)

3 Months Ended

Mar. 31, 2022

Earnings Per Share [Abstract]

Summary of Basic and Diluted Earnings Per Share

Basic and diluted earnings per share are as follows (in millions, except for share and per share amounts):

	Three Months Ended
	March 31,
	2022
Basic and diluted net loss per share:
Numerator
Net loss attributable to Alight, Inc. - basic and diluted	$	(11	)
Denominator
Weighted-average shares outstanding - basic and diluted		456,838,216
Basic and diluted net loss per share	$	(0.02	)

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Segment Reporting (Tables)

3 Months Ended

Mar. 31, 2022

Segment Reporting [Abstract]

Schedule of Current Reportable Segments

Information regarding the Company’s current reportable segments is as follows (in millions):

	Revenue
	Successor		Predecessor
	Three Months Ended		Three Months Ended
	March 31,		March 31,
	2022		2021
Employer Solutions
Recurring	$	570	$	533
Project		53		54
Total Employer Solutions		623		587
Professional Services
Recurring		30		29
Project		60		63
Total Professional Services		90		92
Hosted Business		12		10
Total	$	725	$	689

There was no single client who accounted for more than 10% of the Company’s revenues in any of the periods presented.

	Segment Profit
	Successor			Predecessor
	Three Months Ended			Three Months Ended
	March 31,			March 31,
	2022			2021
Employer Solutions	$	142		$	136
Professional Services		—			—
Hosted Business		—			(3	)
Total of all reportable segments		142			133
Share-based compensation		33			2
Transaction and integration expenses(1)		6			—
Non-recurring professional expenses(2)		—			9
Restructuring		6			7
Other(3)		3			(5	)
Depreciation		17			24
Intangible amortization		79			50
Operating (Loss) Income		(2	)		46
Gain from change in fair value of financial instruments		(13	)		—
Gain from change in fair value of tax receivable agreement		(5	)		—
Interest expense		29			62
Other (income) expense, net		(1	)		8
Loss Before Income Tax Expense (Benefit)	$	(12	)	$	(24	)

(1)Transaction and integration expenses related to acquisition activity.

(2)Non-recurring professional expenses includes external advisor and legal costs related to the Company’s Business Combination completed in 2021.

(3)For the three months ended March 31, 2022, other primarily includes expenses related to debt refinancing, offset by Other income, net. For the three months ended March 31, 2021, other includes long-term incentive expenses, offset by Other expense, net.

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Derivative Financial Instruments (Tables)

3 Months Ended

Mar. 31, 2022

Derivative Instruments And Hedging Activities Disclosure [Abstract]

Schedule of Swap Agreements That Will Fix the Floating Interest Rates Associated With Its Term Loan

The Company has utilized swap agreements that will fix the floating interest rates associated with its Term Loan as shown in the following table:

Designation Date	Effective Date	Initial Notional Amount		Notional Amount Outstanding as of March 31, 2022			Fixed Rate			Expiration Date
July 2021	August 2020		557,500,000			557,500,000		2.5069	%	May 2022
July 2021	August 2020		89,863,420			101,365,120		3.0680	%	February 2023
December 2021	August 2020		181,205,050			162,935,400		0.7203	%	April 2024
December 2021	August 2020		388,877,200			367,997,600		0.6826	%	April 2024
December 2021	May 2022		220,130,318		n/a			0.4570	%	April 2024
December 2021	May 2022		306,004,562		n/a			0.4480	%	April 2024
December 2021	April 2024		871,205,040		n/a			1.6533	%	June 2025
December 2021	April 2024		435,602,520		n/a			1.6560	%	June 2025
December 2021	April 2024		435,602,520		n/a			1.6650	%	June 2025
March 2022	June 2025		1,197,000,000		n/a			2.5540	%	December 2026

Schedule of Fair Values and Location of Outstanding Derivative Instruments Recorded in the Condensed Consolidated Balance Sheets

The fair values and location of outstanding derivative instruments recorded in the Condensed Consolidated Balance Sheets are as follows (in millions):

	March 31,		December 31,
	2022		2021
Assets
Other current assets	$	18	$	1
Other assets	$	58	$	16
Total	$	76	$	17
Liabilities
Other current liabilities	$	3	$	8
Other liabilities		1		1
Total	$	4	$	9

XML

Tax Receivable Agreement (Tables)

3 Months Ended

Mar. 31, 2022

Receivables [Abstract]

Summary of Changes of Tax Receivable Liability

The following table summarizes the changes in the TRA liabilities (in millions):

	Tax Receivable
	Agreement Liability
Beginning balance as of December 31, 2021	$	581
Measurement period adjustment		(8	)
Fair value remeasurement		(5	)
Conversion of noncontrolling interest		6
Ending Balance as of March 31, 2022	$	574

XML

Fair Value Measurement (Tables)

3 Months Ended

Mar. 31, 2022

Fair Value Disclosures [Abstract]

Schedule of Financial Assets and Liabilities Measured at Fair Value on Recurring Basis

The Company’s financial assets and liabilities measured at fair value on a recurring basis are as follows (in millions):

	March 31, 2022
	Level 1		Level 2		Level 3		Total
Assets
Interest rate swaps	$	—	$	76	$	—	$	76
Total assets recorded at fair value	$	—	$	76	$	—	$	76
Liabilities
Interest rate swaps	$	—	$	4	$	—	$	4
Contingent consideration liability		—		—		32		32
Seller Earnouts liability		—		—		121		121
Tax receivable agreement liability		—		—		568		568
Total liabilities recorded at fair value	$	—	$	4	$	721	$	725

	December 31, 2021
	Level 1		Level 2		Level 3		Total
Assets
Interest rate swaps	$	—	$	17	$	—	$	17
Total assets recorded at fair value	$	—	$	17	$	—	$	17
Liabilities
Interest rate swaps	$	—	$	9	$	—	$	9
Contingent consideration liability		—		—		33		33
Seller Earnouts liability		—		—		135		135
Tax receivable agreement liability		—		—		581		581
Total liabilities recorded at fair value	$	—	$	9	$	749	$	758

Summary of Changes in Deferred Contingent Consideration Liabilities

The following table summarizes the changes in deferred contingent consideration liabilities (in millions):

	Successor			Predecessor
	Three Months Ended			Three Months Ended
	March 31,			March 31,
	2022			2021
Beginning balance	$	33		$	26
Measurement period adjustments		(2	)		2
Accretion of contingent consideration		1			—
Ending Balance	$	32		$	28

Schedule of Financial Liabilities Not Measured at Fair Value on Recurring Basis

The Company’s financial liabilities not measured at fair value on a recurring basis are as follows (in millions):

	March 31, 2022				December 31, 2021
	Carrying Value		Fair Value		Carrying Value		Fair Value
Liabilities
Current portion of long-term debt, net	$	40	$	40	$	38	$	38
Long-term debt, net		2,818		2,799		2,830		2,834
Total	$	2,858	$	2,839	$	2,868	$	2,872

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Restructuring and Integration (Tables)

3 Months Ended

Mar. 31, 2022

Restructuring And Related Activities [Abstract]

Summary of Restructuring Costs

The following table summarizes restructuring costs by type that have been incurred through March 31, 2022 and are estimated to be incurred through the end of the Plan. Estimated costs by type may be revised in future periods as these assumptions are updated:

	Successor
	Three Months Ended				Estimated		Estimated
	March 31,		Inception to		Remaining		Total
	2022		Date		Costs		Cost(1)
Employer Solutions
Severance and Related Benefits	$	2	$	48	$	11	$	59
Other Restructuring Costs(2)		3		48		14		62
Total Employer Solutions	$	5	$	96	$	25	$	121
Professional Services
Severance and Related Benefits	$	—	$	8	$	2	$	10
Other Restructuring Costs(2)		1		7		2		9
Total Professional Services	$	1	$	15	$	4	$	19
Total Restructuring Costs	$	6	$	111	$	29	$	140

(1)Actual costs, when incurred, may vary due to changes in the assumptions built into the Plan. Significant assumptions that may change when plans are finalized and implemented include, but are not limited to, changes in severance calculations, changes in the assumptions underlying sublease loss calculations due to changing market conditions, and changes in the overall analysis that might cause the Company to add or cancel component initiatives.

(2)Other costs associated with the Plan primarily include consulting and legal fees and lease consolidation.

Schedule of Accrued Restructuring Liability

As of March 31, 2022, approximately $5 million of the restructuring liability is unpaid and is recorded in Accounts payable and accrued liabilities on the Condensed Consolidated Balance Sheets.

	Severance and Related Benefits			Other Restructuring Costs			Total
Accrued restructuring liability as of December 31, 2021	$	4		$	—		$	4
Restructuring charges		2			4			6
Cash payments		(3	)		(1	)		(4	)
Non-cash charges(1)		—			(1	)		(1	)
Accrued restructuring liability as of March 31, 2022	$	3		$	2		$	5

Non-cash charges relate to lease consolidation

XML

Basis of Presentation and Nature of Business - Additional Information (Details)		3 Months Ended
	Jul. 02, 2021	Mar. 31, 2022
Basis Of Presentation And Nature Of Business [Line Items]
Date of incorporation		Mar. 26, 2020
Foley Trasimene Acquisition Corp
Basis Of Presentation And Nature Of Business [Line Items]
Business combination, closing date of acquisition	Jul. 02, 2021
Foley Trasimene Acquisition Corp | Alight Holdings
Basis Of Presentation And Nature Of Business [Line Items]
Non-voting ownership percentage held by noncontrolling interest		14.00%
Alight | Foley Trasimene Acquisition Corp | Alight Holdings
Basis Of Presentation And Nature Of Business [Line Items]
Percentage of economic interest		86.00%
Business combination, percentage of voting power		100.00%

XML

Accounting Policies and Practices - Additional Information (Details)	3 Months Ended
	Mar. 31, 2022
Accounting Policies And Practices [Line Items]
Business combination tax receivable agreement percentage of benefit deemed to realize	85.00%

XML

Revenue from Contracts with Customers - Additional Information (Details)	3 Months Ended
	Mar. 31, 2022
Disaggregation Of Revenue [Line Items]
Revenue related to unsatisfied performance obligations, description	The Company has elected to apply practical expedients to not disclose the revenue related to unsatisfied performance obligations if (1) the contract has an original duration of one year or less, or (2) the variable consideration is allocated entirely to an unsatisfied performance obligation which is recognized as a series of distinct goods and services that form a single performance obligation.
Customer Relationships
Disaggregation Of Revenue [Line Items]
Practical expedient description	For situations where the duration of the contract is 1 year or less, the Company has applied a practical expedient and recognized the costs of obtaining a contract as an expense when incurred. These costs are recorded in Cost of services, exclusive of depreciation and amortization in the Condensed Consolidated Statements of Comprehensive Income (Loss)
Payroll and Cloud Solutions | Customer Relationships
Disaggregation Of Revenue [Line Items]
Capitalized costs, amortization period	7 years
Other Solutions | Customer Relationships
Disaggregation Of Revenue [Line Items]
Capitalized costs, amortization period	15 years
Minimum
Disaggregation Of Revenue [Line Items]
Revenue recognition contract terms	3 years
Maximum
Disaggregation Of Revenue [Line Items]
Revenue recognition contract terms	5 years

XML

Acquisitions - Additional Information (Details) - USD ($) $ in Millions			3 Months Ended
	Oct. 01, 2021	Jul. 02, 2021	Mar. 31, 2022	Dec. 31, 2021
Business Acquisition [Line Items]
Goodwill			$ 3,627	$ 3,638
Technology Related Intangibles
Business Acquisition [Line Items]
Identifiable intangible assets, Useful life			5 years 2 months 12 days
Foley Trasimene Acquisition Corp
Business Acquisition [Line Items]
Consideration transferred		$ 5,002
Business combination, deferred underwriting costs related to initial public offering		36
Business combination, fees related to PIPE Investment		37
Business combination, acquisition-related costs		21
Business combination, seller transaction costs		39
Business combination, advisory and investment banker fees		36
Business combination, certain executive compensation related expenses		36
Goodwill		3,374
Receivables		484
Other current liabilities		291
Noncontrolling interest		799
Goodwill tax deductible		$ 1,600
Foley Trasimene Acquisition Corp | Purchase Accounting Measurement
Business Acquisition [Line Items]
Consideration transferred			$ 8
Receivables			2
Other current liabilities			2
Noncontrolling interest			$ 1
Foley Trasimene Acquisition Corp | Customer Related and Contract Based Intangibles
Business Acquisition [Line Items]
Identifiable intangible assets, Useful life		15 years
Foley Trasimene Acquisition Corp | Technology Related Intangibles
Business Acquisition [Line Items]
Identifiable intangible assets, Useful life		6 years
Retiree Health Exchange
Business Acquisition [Line Items]
Consideration transferred	$ 199
Goodwill	78
Receivables	1
Goodwill tax deductible	$ 78
Retiree Health Exchange | Customer Related and Contract Based Intangibles
Business Acquisition [Line Items]
Identifiable intangible assets, Useful life	13 years
Retiree Health Exchange | Technology Related Intangibles
Business Acquisition [Line Items]
Identifiable intangible assets, Useful life	5 years

XML

Acquisitions - Summary of Preliminary Consideration Transferred (Details) - Foley Trasimene Acquisition Corp $ in Millions	Jul. 02, 2021 USD ($)
Business Acquisition [Line Items]
Cash consideration to prior equityholders	$ 1,055
Repayment of debt	1,814
Total cash consideration	2,869
Continuing unitholders rollover equity into the Company	1,414
Consideration transferred	5,002
Noncontrolling interest	799
Tax Receivable Agreement
Business Acquisition [Line Items]
Contingent consideration	610
Seller Earnouts
Business Acquisition [Line Items]
Contingent consideration	$ 109

XML

Acquisitions - Summary of Preliminary Consideration Transferred (Parenthetical) (Details) - Foley Trasimene Acquisition Corp - Class A Common Stock $ / shares in Units, shares in Millions, $ in Billions	Jul. 02, 2021 USD ($) $ / shares shares
Business Acquisition [Line Items]
Business acquisition, equity interest issued, number of shares | shares	141
Business acquisition, equity interest issued, total fair value | $	$ 1.4
Business acquisition, equity interest issued, share price per share | $ / shares	$ 10

XML

Acquisitions - Summary of Preliminary Purchase Price allocation (Details) - USD ($) $ in Millions	Mar. 31, 2022	Dec. 31, 2021	Oct. 01, 2021	Jul. 02, 2021
Business Acquisition [Line Items]
Goodwill	$ 3,627	$ 3,638
Foley Trasimene Acquisition Corp
Business Acquisition [Line Items]
Cash and cash equivalents				$ 460
Receivables				484
Fiduciary assets				1,015
Other current assets				162
Fixed assets				205
Other assets				425
Accounts payable and accrued liabilities				(327)
Fiduciary liabilities				(1,015)
Other current liabilities				(291)
Debt assumed				(2,370)
Deferred tax liabilities				(3)
Other liabilities				(396)
Intangible assets				4,078
Total identifiable net assets				2,427
Goodwill				$ 3,374
Retiree Health Exchange
Business Acquisition [Line Items]
Receivables			$ 1
Other current assets			29
Accounts payable and accrued liabilities			(13)
Intangible assets			104
Fair value of net assets acquired and liabilities assumed			121
Goodwill			78
Total consideration			$ 199

XML

Acquisitions - Summary of Preliminary Values Allocated to Identifiable Intangible Assets and Estimated Useful Lives (Details) - USD ($) $ in Millions		3 Months Ended
	Jul. 02, 2021	Mar. 31, 2022
Definite Lived Trade Names
Acquired Finite-Lived Intangible Assets [Line Items]
Identifiable intangible assets, Useful life		14 years 1 month 6 days
Technology Related Intangibles
Acquired Finite-Lived Intangible Assets [Line Items]
Identifiable intangible assets, Useful life		5 years 2 months 12 days
Foley Trasimene Acquisition Corp | Definite Lived Trade Names
Acquired Finite-Lived Intangible Assets [Line Items]
Identifiable intangible assets, Fair value	$ 400
Identifiable intangible assets, Useful life	15 years
Foley Trasimene Acquisition Corp | Technology Related Intangibles
Acquired Finite-Lived Intangible Assets [Line Items]
Identifiable intangible assets, Fair value	$ 222
Identifiable intangible assets, Useful life	6 years
Foley Trasimene Acquisition Corp | Customer Related and Contract Based Intangibles
Acquired Finite-Lived Intangible Assets [Line Items]
Identifiable intangible assets, Fair value	$ 3,456
Identifiable intangible assets, Useful life	15 years

XML

Other Financial Data - Summary of Components of Receivables, Net (Details) - USD ($) $ in Millions	Mar. 31, 2022	Dec. 31, 2021
Other Financial Data [Abstract]
Billed and unbilled receivables	$ 553	$ 520
Allowance for expected credit losses	(7)	(5)
Balance at end of period	$ 546	$ 515

XML

Other Financial Data - Additional Information (Details) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021	Dec. 31, 2021
Other Financial Data [Line Items]
Contract with customer, liability, revenue recognized	$ 79	$ 79
Interest Rate Swaps
Other Financial Data [Line Items]
Derivative asset, current	18		$ 1
Derivative asset, noncurrent	58		16
Derivative liability, current	3		8
Derivative liability, noncurrent	1		1
Other Current Liabilities
Other Financial Data [Line Items]
Deferred compensation liability	83		$ 83
Cost of Services, Exclusive of Depreciation and Amortization
Other Financial Data [Line Items]
Amortization expense	$ 12	$ 16

XML

Other Financial Data - Summary of Components of Other Current Assets (Details) - USD ($) $ in Millions	Mar. 31, 2022	Dec. 31, 2021
Other Financial Data [Abstract]
Deferred project costs	$ 40	$ 39
Prepaid expenses	60	66
Commissions receivable	95	148
Other	59	49
Total	$ 254	$ 302

XML

Other Financial Data - Summary of Components of Other Assets (Details) - USD ($) $ in Millions	Mar. 31, 2022	Dec. 31, 2021
Other Financial Data [Abstract]
Deferred project costs	$ 295	$ 274
Operating lease right of use asset	106	120
Commissions receivable	28	34
Other	81	44
Total	$ 510	$ 472

XML

Other Financial Data - Summary of Components of Other Current Liabilities (Details) - USD ($) $ in Millions	Mar. 31, 2022	Dec. 31, 2021
Other Financial Data [Abstract]
Deferred revenue	$ 154	$ 148
Operating lease liabilities	45	44
Finance lease liabilities	26	27
Other	169	182
Total	$ 394	$ 401

XML

Other Financial Data - Summary of Components of Other Liabilities (Details) - USD ($) $ in Millions	Mar. 31, 2022	Dec. 31, 2021
Other Financial Data [Abstract]
Deferred revenue	$ 54	$ 55
Operating lease liabilities	113	139
Finance lease liabilities	29	34
Unrecognized tax positions	44	44
Other	71	81
Total	$ 311	$ 353

XML

Goodwill and Intangible Assets, Net - Summary of Changes in Net Carrying Amount of Goodwill (Details) $ in Millions	3 Months Ended
	Mar. 31, 2022 USD ($)
Goodwill [Line Items]
Balance as of December 31, 2021	$ 3,638
Measurement period adjustments	(10)
Foreign currency translation	(1)
Balance as of March 31, 2022	3,627
Employer Solutions
Goodwill [Line Items]
Balance as of December 31, 2021	3,564
Measurement period adjustments	(10)
Foreign currency translation	(1)
Balance as of March 31, 2022	3,553
Professional Services
Goodwill [Line Items]
Balance as of December 31, 2021	74
Balance as of March 31, 2022	$ 74

XML

Goodwill and Intangible Assets, Net - Additional Information (Details) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
Goodwill And Intangible Assets Disclosure [Abstract]
Amortization of intangible assets	$ 79	$ 50

XML

Goodwill and Intangible Assets, Net - Schedule of Intangible Assets by Asset Class (Details) - USD ($) $ in Millions	Mar. 31, 2022	Dec. 31, 2021
Intangible Assets
Intangible assets, Gross Carrying Amount	$ 4,322	$ 4,323
Intangible assets, Accumulated Amortization	232	153
Intangible assets, Net Carrying Amount	4,090	4,170
Customer Related and Contract Based Intangibles
Intangible Assets
Intangible assets, Gross Carrying Amount	3,661	3,662
Intangible assets, Accumulated Amortization	180	119
Intangible assets, Net Carrying Amount	3,481	3,543
Technology Related Intangibles
Intangible Assets
Intangible assets, Gross Carrying Amount	254	254
Intangible assets, Accumulated Amortization	31	20
Intangible assets, Net Carrying Amount	223	234
Trade Name
Intangible Assets
Intangible assets, Gross Carrying Amount	407	407
Intangible assets, Accumulated Amortization	21	14
Intangible assets, Net Carrying Amount	$ 386	$ 393

XML

Goodwill and Intangible Assets, Net - Schedule of Intangible Asset Net Carrying Amount and Weighted Average Remaining Useful Lives (Details) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2022	Dec. 31, 2021
Schedule Of Intangible Assets Other Than Goodwill [Line Items]
Intangible assets, Net Carrying Amount	$ 4,090	$ 4,170
Customer Related and Contract Based Intangibles
Schedule Of Intangible Assets Other Than Goodwill [Line Items]
Intangible assets, Net Carrying Amount	$ 3,481	3,543
Intangible assets, Weighted Average Remaining Useful Lives	14 years 2 months 12 days
Technology Related Intangibles
Schedule Of Intangible Assets Other Than Goodwill [Line Items]
Intangible assets, Net Carrying Amount	$ 223	234
Intangible assets, Weighted Average Remaining Useful Lives	5 years 2 months 12 days
Trade Name
Schedule Of Intangible Assets Other Than Goodwill [Line Items]
Intangible assets, Net Carrying Amount	$ 386	$ 393
Intangible assets, Weighted Average Remaining Useful Lives	14 years 1 month 6 days

XML

Goodwill and Intangible Assets, Net - Schedule of Intangible Assets Expected Annual Amortization Expense (Details) - USD ($) $ in Millions	Mar. 31, 2022	Dec. 31, 2021
Customer Related and Contract Based Intangibles
Finite Lived Intangible Assets [Line Items]
2022 (April - December)	$ 183
2023	245
2024	245
2025	245
2026	245
Thereafter	2,318
Intangible assets, Net Carrying Amount	3,481	$ 3,543
Technology Related Intangibles
Finite Lived Intangible Assets [Line Items]
2022 (April - December)	32
2023	43
2024	43
2025	43
2026	42
Thereafter	20
Intangible assets, Net Carrying Amount	223	234
Trade Name
Finite Lived Intangible Assets [Line Items]
2022 (April - December)	21
2023	28
2024	28
2025	28
2026	27
Thereafter	254
Intangible assets, Net Carrying Amount	$ 386	$ 393

XML

Income Taxes - Additional Information (Details)	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
Income Tax Examination [Line Items]
Effective tax rate	(12.00%)	14.00%
Maximum
Income Tax Examination [Line Items]
U.S. statutory corporate income tax rate	21.00%

XML

Debt - Schedule of Debt Outstanding (Details) - USD ($) $ in Millions		1 Months Ended				3 Months Ended
		Jan. 31, 2022	Aug. 31, 2021	Aug. 31, 2020	May 31, 2020	Mar. 31, 2022		Dec. 31, 2021
Debt Instrument [Line Items]
Gross debt						$ 2,853
Total debt, net						2,858		$ 2,868
Less: current portion of long term debt, net						(40)		(38)
Total long-term debt, net						2,818		2,830
Term Loan
Debt Instrument [Line Items]
Gross debt						$ 70		72
Maturity Date						May 01, 2024
Term Loan, Amended
Debt Instrument [Line Items]
Gross debt								1,958
Total debt, net				$ 1,986
Maturity Date				Oct. 31, 2026		Oct. 31, 2026
Term Loan, Third Incremental
Debt Instrument [Line Items]
Gross debt	[1]							517
Total debt, net			$ 525
Maturity Date		Aug. 31, 2028	Aug. 31, 2028			Aug. 31, 2028	[1]
Term Loan, B-1
Debt Instrument [Line Items]
Gross debt	[2]					$ 2,466
Maturity Date	[2]					Aug. 31, 2028
Secured Senior Notes
Debt Instrument [Line Items]
Gross debt						$ 313		314
Maturity Date					Jun. 01, 2025	Jun. 01, 2025
$294m Revolving Credit Facility, Amended
Debt Instrument [Line Items]
Maturity Date			Aug. 31, 2026	Oct. 31, 2024		Aug. 31, 2026
Other
Debt Instrument [Line Items]
Gross debt						$ 9		$ 7
Maturity Date						Jun. 30, 2022

[1] The net balance for the Third Incremental Term Loan at December 31, 2021 includes unamortized debt issuance costs of $6 million.

[2] The net balance for the B-1 Term Loan at March 31, 2022 includes unamortized debt issuance costs of $9 million.

XML

Debt - Schedule of Debt Outstanding (Parenthetical) (Details) - USD ($) $ in Millions	Mar. 31, 2022	Dec. 31, 2021	Aug. 31, 2021	Aug. 31, 2020
Term Loan, Third Incremental
Debt Instrument [Line Items]
Unamortized debt issuance costs		$ 6
Term Loan, B-1
Debt Instrument [Line Items]
Unamortized debt issuance costs	$ 9
$294m Revolving Credit Facility, Amended
Debt Instrument [Line Items]
Line of credit, maximum borrowing capacity	$ 294		$ 294	$ 226

XML

Debt - Additional Information (Details) - USD ($)		1 Months Ended						3 Months Ended			9 Months Ended
		Jan. 31, 2022	Aug. 31, 2021	Jul. 31, 2021	Aug. 31, 2020	May 31, 2020	May 31, 2017	Mar. 31, 2022		Mar. 31, 2021	Sep. 30, 2021	Dec. 31, 2021	Dec. 31, 2019
Debt Instrument [Line Items]
Debt balance								$ 2,858,000,000				$ 2,868,000,000
Amortization of financing fees and benefits								(1,000,000)
Interest expense related to debt instruments								27,000,000		$ 53,000,000
Interest Expense
Debt Instrument [Line Items]
Amortization of financing fees and benefits								$ (1,000,000)		4,000,000
Revolving Credit Facility
Debt Instrument [Line Items]
Debt term							5 years
Maturity Date							May 01, 2022
Line of credit, maximum borrowing capacity							$ 250,000,000
Amended Revolving Credit Facility
Debt Instrument [Line Items]
Maturity Date			Aug. 31, 2026		Oct. 31, 2024			Aug. 31, 2026
Line of credit, maximum borrowing capacity			$ 294,000,000		$ 226,000,000			$ 294,000,000
Unused letters of credit											$ 4,000,000
Proceeds from Lines of Credit											$ 0
Other
Debt Instrument [Line Items]
Maturity Date								Jun. 30, 2022
Principal payment								$ 52,000,000
Debt instrument, borrowings offset amount								54,000,000
Revolving credit facility acquired													$ 20,000,000
Line of credit								$ 9,000,000
Term Loan
Debt Instrument [Line Items]
Debt term							7 years
Repayments of principal to refinance debt					$ 270,000,000
Maturity Date								May 01, 2024
Repayment of principal				$ 556,000,000
Term Loan | LIBOR | Minimum
Debt Instrument [Line Items]
Debt instrument, variable interest rate					2.75%
Term Loan | LIBOR | Maximum
Debt Instrument [Line Items]
Debt instrument, variable interest rate					3.00%
Term Loan, Amended
Debt Instrument [Line Items]
Debt balance					$ 1,986,000,000
Maturity Date					Oct. 31, 2026			Oct. 31, 2026
Debt instrument, variable interest rate basis								1‑month
Payment terms								The Company is required to make principal payments at the end of each fiscal quarter based on defined terms in the agreement with the remaining principal balances due on the maturity dates.
Principal payment								$ 8,000,000		$ 7,000,000
Swap agreement expiration period								2026-12
Term Loan, Amended | Minimum
Debt Instrument [Line Items]
Debt instrument, variable interest rate					0.50%
Term Loan, Third Incremental
Debt Instrument [Line Items]
Debt balance			$ 525,000,000
Maturity Date		Aug. 31, 2028	Aug. 31, 2028					Aug. 31, 2028	[1]
Secured Senior Notes
Debt Instrument [Line Items]
Maturity Date						Jun. 01, 2025		Jun. 01, 2025
Payment terms								interest at a fixed rate of 5.75% per annum, payable semi-annually on June 1 and December 1 of each year
Face amount						$ 300,000,000
Interest rate						5.75%
Debt payment beginning date						Dec. 01, 2020
Term Loan, B-1
Debt Instrument [Line Items]
Maturity Date	[2]							Aug. 31, 2028
Term Loan, B-1 | SOFR
Debt Instrument [Line Items]
Debt instrument, variable interest rate					3.00%

[1] The net balance for the Third Incremental Term Loan at December 31, 2021 includes unamortized debt issuance costs of $6 million.

[2] The net balance for the B-1 Term Loan at March 31, 2022 includes unamortized debt issuance costs of $9 million.

XML

Debt - Schedule of Aggregate Contractual Principal Payments (Details) $ in Millions	Mar. 31, 2022 USD ($)
Debt Disclosure [Abstract]
Remainder of 2022 (April - December)	$ 33
2023	31
2024	83
2025	325
2026	25
Thereafter	2,356
Total payments	$ 2,853

XML

Stockholders' and Members' Equity - Additional Information (Details) $ / shares in Units, $ in Millions	3 Months Ended
	Mar. 31, 2022 USD ($) Vote $ / shares shares	Mar. 31, 2021 shares	Dec. 31, 2021 shares	Jul. 02, 2021 shares
Class Of Stock [Line Items]
Preferred stock, authorized	1,000,000
Preferred stock, par value | $ / shares	$ 0.0001
Preferred stock, issued	0
Preferred stock, outstanding	0
Increase in equity | $	$ 13
Tax Receivable Agreement Liability
Class Of Stock [Line Items]
Additional TRA liability | $	$ 6
Class A Common Stock
Class Of Stock [Line Items]
Common stock, shares issued	465,225,352
Common stock, shares outstanding	465,225,352
Common stock, par value | $ / shares	$ 0.0001
Common stock, shares authorized	1,000,000,000
Conversion of stock	1,239,256
Unvested Class A common stock
Class Of Stock [Line Items]
Common stock, shares issued	7,583,284
Common stock, shares outstanding	7,583,284
Class B Common Stock
Class Of Stock [Line Items]
Common stock, shares issued	9,980,906
Common stock, shares outstanding	9,980,906
Common stock, par value | $ / shares	$ 0.0001
Issuance of common units	14,999,998
Common stock, shares authorized	20,000,000
Unvested Common Class B
Class Of Stock [Line Items]
Issuance of employee compensation	808,276
Class B-1 Common Stock
Class Of Stock [Line Items]
Common stock, shares issued	4,990,453
Common stock, shares outstanding	4,990,453
Common stock shares related to employee compensation, unvested	404,138
Common stock conversion, description	Class B-1 Common Stock vest and automatically convert into shares of Class A Common Stock on a 1-for-1 basis if the volume weighted average price (“VWAP”) of the shares of Class A Common Stock equals or exceeds $12.50 per share for 20 or more trading days within a consecutive 30-trading day period (or in the event of a change of control or liquidation event that implies a $12.50 per share valuation on a diluted basis).
Common stock shares conversion ratio	1
Common stock shares convertible stock price trigger | $ / shares	$ 12.50
Common stock shares convertible threshold trading days	20 days
Common stock shares convertible threshold consecutive trading days	30 days
Common stock shares convertible stock valuation price on diluted basis | $ / shares	$ 12.50
Class B-1 Common Shares | Alight Holdings
Class Of Stock [Line Items]
Common stock, shares issued	2,509,546
Common stock, shares outstanding	2,509,546
Common stock conversion, description	Class B-1 common units vest and automatically convert into Class A common units of Alight Holdings on a 1-for-1 basis if the VWAP of the shares of Class A Common Stock equals or exceeds $12.50 per share for 20 or more trading days within a consecutive 30-trading day period (or in the event of a change of control or liquidation event that implies a $12.50 per share valuation on a diluted basis).
Common stock shares conversion ratio	1
Common stock shares convertible stock price trigger | $ / shares	$ 12.50
Common stock shares convertible threshold trading days	20 days
Common stock shares convertible threshold consecutive trading days	30 days
Common stock shares convertible stock valuation price on diluted basis | $ / shares	$ 12.50
Class B-2 Common Stock
Class Of Stock [Line Items]
Common stock, shares issued	4,990,453
Common stock, shares outstanding	4,990,453
Common stock shares related to employee compensation, unvested	404,138
Common stock conversion, description	Class B-2 Common Stock vest and automatically convert into shares of Class A Common Stock on a 1-for-1 basis if the VWAP of the shares of Class A Common Stock equals or exceeds $15.00 per share for 20 or more trading days within a consecutive 30-trading day period (or in the event of a change of control or liquidation event that implies a $15.00 per share valuation on a diluted basis).
Common stock shares conversion ratio	1
Common stock shares convertible stock price trigger | $ / shares	$ 15.00
Common stock shares convertible threshold trading days	20 days
Common stock shares convertible threshold consecutive trading days	30 days
Common stock shares convertible stock valuation price on diluted basis | $ / shares	$ 15.00
Class B-2 Common Units | Alight Holdings
Class Of Stock [Line Items]
Common stock, shares issued	2,509,546
Common stock, shares outstanding	2,509,546
Common stock conversion, description	Class B-2 common units vest and automatically convert into Class A common units of Alight Holdings on a 1-for-1 basis if the VWAP of the shares of Class A Common Stock equals or exceeds $15.00 per share for 20 or more trading days within a consecutive 30-trading day period (or in the event of a change of control or liquidation event that implies a $15.00 per share valuation on a diluted basis).
Common stock shares conversion ratio	1
Common stock shares convertible stock price trigger | $ / shares	$ 15.00
Common stock shares convertible threshold trading days	20 days
Common stock shares convertible threshold consecutive trading days	30 days
Common stock shares convertible stock valuation price on diluted basis | $ / shares	$ 15.00
Class B-3 Common Stock
Class Of Stock [Line Items]
Common stock, shares issued	0
Common stock, shares outstanding	0
Common stock, par value | $ / shares	$ 0.0001
Common stock, shares authorized	10,000,000
Class V Common Stock
Class Of Stock [Line Items]
Common stock, shares issued	76,220,431
Common stock, shares outstanding	76,220,431
Common stock, par value | $ / shares	$ 0.0001
Common stock shares conversion ratio	1
Common stock, shares authorized	175,000,000
Common shares, votes per share | Vote	1
Shares, outstanding	76,220,431		77,459,687
Conversion of stock	(1,239,256)
Class Z Common Stock
Class Of Stock [Line Items]
Common stock, shares issued	5,595,577			8,671,507
Common stock, shares outstanding	5,595,577
Common stock, par value | $ / shares	$ 0.0001
Common stock, shares authorized	12,900,000
Shares, outstanding	5,595,577		5,595,577
Class Z-A Common Stock
Class Of Stock [Line Items]
Common stock, shares issued	5,046,819
Common stock, shares outstanding	5,046,819
Class Z-B-1 Common Stock
Class Of Stock [Line Items]
Common stock, shares issued	274,379
Common stock, shares outstanding	274,379
Class Z-B-2 Common Stock
Class Of Stock [Line Items]
Common stock, shares issued	274,379
Common stock, shares outstanding	274,379
Class Z Common Units
Class Of Stock [Line Items]
Common stock, shares issued	3,075,930
Common stock, shares outstanding	3,075,930
Class Z-A Common Units
Class Of Stock [Line Items]
Common stock, shares issued	2,774,272
Common stock, shares outstanding	2,774,272
Class Z-B-1 Common Units
Class Of Stock [Line Items]
Common stock, shares issued	150,829
Common stock, shares outstanding	150,829
Class Z-B-2 Common Units
Class Of Stock [Line Items]
Common stock, shares issued	150,829
Common stock, shares outstanding	150,829
Class A Units
Class Of Stock [Line Items]
Common stock, shares outstanding	541,445,783
Shares, outstanding	465,225,352
Held by non controlling interest	76,220,431
Common Class A
Class Of Stock [Line Items]
Common units granted		0
Common units/stock voting rights	Each holder of Class A common units is entitled to one vote per unit.
Common Class A-1 Units
Class Of Stock [Line Items]
Common units granted		643
Common units/stock voting rights	Holders of Class A-1 common units are not entitled to voting rights.
Common Class B Units
Class Of Stock [Line Items]
Common units granted		0
Common units/stock voting rights	Holders of Class B common units are not entitled to voting rights.

XML

Stockholders' and Members' Equity - Schedule of Changes in Outstanding Stock (Details)	3 Months Ended
	Mar. 31, 2022 shares
Common Class A
Class Of Stock [Line Items]
Balance, Shares	456,282,881
Conversion of noncontrolling interest	1,239,256
Shares granted upon vesting	106,188
Issuance for compensation to non-employees	13,743	[1]
Balance, Shares	457,642,068
Common Class B1
Class Of Stock [Line Items]
Balance, Shares	4,990,453
Balance, Shares	4,990,453
Common Class B2
Class Of Stock [Line Items]
Balance, Shares	4,990,453
Balance, Shares	4,990,453
Class V Common Stock
Class Of Stock [Line Items]
Balance, Shares	77,459,687
Conversion of noncontrolling interest	(1,239,256)
Balance, Shares	76,220,431
Class Z Common Stock
Class Of Stock [Line Items]
Balance, Shares	5,595,577
Balance, Shares	5,595,577

[1] Issued to certain members of the Board of Directors in lieu of cash retainer.

XML

Stockholders' and Members' Equity - Schedule of Changes in Accumulated Other Comprehensive Income (Loss) by Component (Details) $ in Millions	3 Months Ended
	Mar. 31, 2022 USD ($)
Foreign Currency Translation Adjustments
Accumulated Other Comprehensive Income Loss [Line Items]
Other comprehensive income (loss) before reclassifications	$ 4
Tax benefit	(1)
Other comprehensive income (loss) before reclassifications, net of tax	3
Net current period other comprehensive income, net of tax	3
Balance	3
Interest Rate Swaps
Accumulated Other Comprehensive Income Loss [Line Items]
Balance	(8)	[1]
Other comprehensive income (loss) before reclassifications	(53)	[1]
Tax benefit	(14)	[1]
Other comprehensive income (loss) before reclassifications, net of tax	(39)	[1]
Net current period other comprehensive income, net of tax	(39)	[1]
Balance	(47)	[1]
Accumulated Other Comprehensive (Loss) Income
Accumulated Other Comprehensive Income Loss [Line Items]
Balance	(8)
Other comprehensive income (loss) before reclassifications	(49)
Tax benefit	(13)
Other comprehensive income (loss) before reclassifications, net of tax	(36)
Net current period other comprehensive income, net of tax	(36)
Balance	$ (44)

[1] Reclassifications from this category are recorded in Interest expense. See Note 13 “Derivative Financial Instruments” for additional information.

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Share-Based Compensation Expense - Additional Information (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Mar. 31, 2022	Mar. 31, 2021	Dec. 31, 2021
Performance-based RSUs [Member]
Class Of Stock [Line Items]
Aggregate grant date fair value			$ 7
Total future compensation expense	$ 222
Remaining weighted-average amortization period	2 years
RSUs [Member]
Class Of Stock [Line Items]
Aggregate grant date fair value			$ 43
Total future compensation expense	$ 116
Remaining weighted-average amortization period	1 year 7 months 6 days
RSUs and PRSUs[Member]
Class Of Stock [Line Items]
Share-based compensation	$ 33	$ 2
Service-Based Portion | Minimum
Class Of Stock [Line Items]
Vesting period	2 years
Service-Based Portion | Maximum
Class Of Stock [Line Items]
Vesting period	5 years
2021 Omnibus Incentive Plan | Time-based RSUs [Member]
Class Of Stock [Line Items]
Vesting period			3 years
Percentage of units granted subject to vesting requirements			55.00%
2021 Omnibus Incentive Plan | Performance-based RSUs [Member]
Class Of Stock [Line Items]
Percentage of units granted subject to vesting requirements			45.00%

XML

Share-Based Compensation Expense - Summary of Unit Activity related to RSUs (Details)	3 Months Ended
	Mar. 31, 2022 $ / shares shares
RSUs [Member]
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Beginning Balance | shares	7,148,416	[1]
Granted | shares	4,705,544	[1]
Vested | shares	(252,041)	[1]
Forfeited | shares	(323,181)	[1]
Ending Balance | shares	11,278,738	[1]
Weighted Average Grant Date Fair Value Per Unit, Beginning Balance | $ / shares	$ 12.27
Weighted Average Grant Date Fair Value Per Unit, Granted | $ / shares	9.12
Weighted Average Grant Date Fair Value Per Unit, Vested | $ / shares	9.76
Weighted Average Grant Date Fair Value Per Unit, Forfeited | $ / shares	12.64
Weighted Average Grant Date Fair Value Per Unit, Ending Balance | $ / shares	$ 10.98
Performance-based RSUs [Member]
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Beginning Balance | shares	16,743,113	[1]
Granted | shares	7,905,475	[1]
Forfeited | shares	(603,204)	[1]
Ending Balance | shares	24,045,384	[1]
Weighted Average Grant Date Fair Value Per Unit, Beginning Balance | $ / shares	$ 11.20
Weighted Average Grant Date Fair Value Per Unit, Granted | $ / shares	10.99
Weighted Average Grant Date Fair Value Per Unit, Forfeited | $ / shares	11.93
Weighted Average Grant Date Fair Value Per Unit, Ending Balance | $ / shares	$ 11.05

[1] These share totals include both unvested shares and restricted stock units.

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Earnings Per Share - Summary of Basic and Diluted Earnings Per Share (Details) $ / shares in Units, $ in Millions	3 Months Ended
	Mar. 31, 2022 USD ($) $ / shares shares
Numerator
Net loss attributable to Alight, Inc. - basic and diluted | $	$ (11)
Denominator
Weighted average shares outstanding - basic and diluted | shares	456,838,216
Basic and diluted net loss per share | $ / shares	$ (0.02)

XML

Earnings Per Share - Additional Information (Details)	3 Months Ended
	Mar. 31, 2022 shares
RSUs [Member]
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount	11,137,394
Seller Earnouts
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount	14,999,998
Performance-based RSUs [Member]
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount	35,501,399
Alight Holdings | Class A Units | Noncontrolling Interest
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount	76,220,431

XML

Segment Reporting - Schedule of Current Reportable Segments by Revenue (Details) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
Segment Reporting Information [Line Items]
Revenue	$ 725	$ 689
Employer Solutions
Segment Reporting Information [Line Items]
Revenue	623	587
Employer Solutions | Recurring
Segment Reporting Information [Line Items]
Revenue	570	533
Employer Solutions | Project
Segment Reporting Information [Line Items]
Revenue	53	54
Professional Services
Segment Reporting Information [Line Items]
Revenue	90	92
Professional Services | Recurring
Segment Reporting Information [Line Items]
Revenue	30	29
Professional Services | Project
Segment Reporting Information [Line Items]
Revenue	60	63
Hosted Business
Segment Reporting Information [Line Items]
Revenue	$ 12	$ 10

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Segment Reporting - Schedule of Current Reportable Segments by Segment Profit (Details) - USD ($) $ in Millions		3 Months Ended
		Mar. 31, 2022	Mar. 31, 2021
Segment Reporting Information [Line Items]
Segment Profit		$ 142	$ 133
Share-based compensation		33	2
Transaction and integration expenses	[1]	6
Non-recurring professional expenses	[2]		9
Restructuring		6	7
Other	[3]	3	(5)
Depreciation		17	24
Intangible amortization expense		79	50
Operating (Loss) Income		(2)	46
Gain from change in fair value of financial instruments		(13)
Gain from change in fair value of tax receivable agreement		(5)
Interest expense		29	62
Other (income) expense, net		(1)	8
Loss Before Income Tax Expense (Benefit)		(12)	(24)
Employer Solutions
Segment Reporting Information [Line Items]
Segment Profit		$ 142	136
Hosted Business
Segment Reporting Information [Line Items]
Segment Profit			$ (3)

[1] Transaction and integration expenses related to acquisition activity.

[2] Non-recurring professional expenses includes external advisor and legal costs related to the Company’s Business Combination completed in 2021.

[3] For the three months ended March 31, 2022, other primarily includes expenses related to debt refinancing, offset by Other income, net. For the three months ended March 31, 2021, other includes long-term incentive expenses, offset by Other expense, net.

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Derivative Financial Instruments - Schedule of Swap Agreements That Will Fix the Floating Interest Rates Associated With Its Term Loan (Details) - Interest Rate Swaps	3 Months Ended
	Mar. 31, 2022 USD ($)
July 2021 Term Loan One
Derivatives Fair Value [Line Items]
Designation Date	2021-07
Effective Date	2020-08
Initial Notional Amount	$ 557,500,000
Notional Amount Outstanding as of March 31, 2022	$ 557,500,000
Fixed Rate	2.5069%
Expiration Date	2022-05
July 2021 Term Loan Two
Derivatives Fair Value [Line Items]
Designation Date	2021-07
Effective Date	2020-08
Initial Notional Amount	$ 89,863,420
Notional Amount Outstanding as of March 31, 2022	$ 101,365,120
Fixed Rate	3.068%
Expiration Date	2023-02
December 2021 Term Loan One
Derivatives Fair Value [Line Items]
Designation Date	2021-12
Effective Date	2020-08
Initial Notional Amount	$ 181,205,050
Notional Amount Outstanding as of March 31, 2022	$ 162,935,400
Fixed Rate	0.7203%
Expiration Date	2024-04
December 2021 Term Loan Two
Derivatives Fair Value [Line Items]
Designation Date	2021-12
Effective Date	2020-08
Initial Notional Amount	$ 388,877,200
Notional Amount Outstanding as of March 31, 2022	$ 367,997,600
Fixed Rate	0.6826%
Expiration Date	2024-04
December 2021 Term Loan Three
Derivatives Fair Value [Line Items]
Designation Date	2021-12
Effective Date	2022-05
Initial Notional Amount	$ 220,130,318
Fixed Rate	0.457%
Expiration Date	2024-04
December 2021 Term Loan Four
Derivatives Fair Value [Line Items]
Designation Date	2021-12
Effective Date	2022-05
Initial Notional Amount	$ 306,004,562
Fixed Rate	0.448%
Expiration Date	2024-04
December 2021 Term Loan Five
Derivatives Fair Value [Line Items]
Designation Date	2021-12
Effective Date	2024-04
Initial Notional Amount	$ 871,205,040
Fixed Rate	1.6533%
Expiration Date	2025-06
December 2021 Term Loan Six
Derivatives Fair Value [Line Items]
Designation Date	2021-12
Effective Date	2024-04
Initial Notional Amount	$ 435,602,520
Fixed Rate	1.656%
Expiration Date	2025-06
December 2021 Term Loan Seven
Derivatives Fair Value [Line Items]
Designation Date	2021-12
Effective Date	2024-04
Initial Notional Amount	$ 435,602,520
Fixed Rate	1.665%
Expiration Date	2025-06
March 2022 Term Loan
Derivatives Fair Value [Line Items]
Designation Date	2022-03
Effective Date	2025-06
Initial Notional Amount	$ 1,197,000,000
Fixed Rate	2.554%
Expiration Date	2026-12

XML

Derivative Financial Instruments - Additional Information (Details) $ in Millions	3 Months Ended
	Mar. 31, 2022 USD ($)
Derivative [Line Items]
Derivative gains included in Accumulated other comprehensive loss to be reclassified into earnings over next twelve months	$ 17

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Derivative Financial Instruments - Schedule of Fair Values and Location of Outstanding Derivative Instruments Recorded in the Condensed Consolidated Balance Sheets (Details) - USD ($) $ in Millions	Mar. 31, 2022	Dec. 31, 2021
Derivatives Fair Value [Line Items]
Total Assets	$ 76	$ 17
Total Liabilities	4	9
Other Current Assets
Derivatives Fair Value [Line Items]
Total Assets	18	1
Other Assets
Derivatives Fair Value [Line Items]
Total Assets	58	16
Other Current Liabilities
Derivatives Fair Value [Line Items]
Total Liabilities	3	8
Other Liabilities
Derivatives Fair Value [Line Items]
Total Liabilities	$ 1	$ 1

XML

Financial Instruments - Seller Earnouts - Additional Information (Details) - USD ($) $ in Millions	3 Months Ended	12 Months Ended
	Mar. 31, 2022	Dec. 31, 2021
Financial Instruments [Abstract]
Balance portion of seller earnouts	$ 1
Fair value of seller earnouts	121	$ 135
Loss (gain) from change in fair value of seller earnouts	$ (14)

XML

Tax Receivable Agreement - Additional Information (Details) - Tax Receivable Agreement Liability $ in Millions	3 Months Ended
	Mar. 31, 2022 USD ($)
Financing Receivable, Past Due [Line Items]
Federal, state and local income tax rate	26.17%
Additional TRA liability	$ 6
Discount Rate
Financing Receivable, Past Due [Line Items]
Measurement Input	7.6

XML

Tax Receivable Agreement - Summary of Changes to TRA Liability (Details) - Tax Receivable Agreement Liability $ in Millions	3 Months Ended
	Mar. 31, 2022 USD ($)
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Beginning Balance	$ 581
Measurement period adjustment	(8)
Fair value remeasurement	(5)
Conversion of noncontrolling interest	6
Ending Balance	$ 574

XML

Fair Value Measurement - Schedule of Financial Assets and Liabilities Measured at Fair Value on Recurring Basis (Details) - Measured at Fair Value on Recurring Basis - USD ($) $ in Millions	Mar. 31, 2022	Dec. 31, 2021
Assets
Total assets recorded at fair value	$ 76	$ 17
Liabilities
Total liabilities recorded at fair value	725	758
Interest Rate Swaps
Assets
Total assets recorded at fair value	76	17
Liabilities
Total liabilities recorded at fair value	4	9
Contingent Consideration Liability
Liabilities
Total liabilities recorded at fair value	32	33
Seller Earnouts Liability
Liabilities
Total liabilities recorded at fair value	121	135
Tax Receivable Agreement Liability
Liabilities
Total liabilities recorded at fair value	568	581
Level 2
Assets
Total assets recorded at fair value	76	17
Liabilities
Total liabilities recorded at fair value	4	9
Level 2 | Interest Rate Swaps
Assets
Total assets recorded at fair value	76	17
Liabilities
Total liabilities recorded at fair value	4	9
Level 3
Liabilities
Total liabilities recorded at fair value	721	749
Level 3 | Contingent Consideration Liability
Liabilities
Total liabilities recorded at fair value	32	33
Level 3 | Seller Earnouts Liability
Liabilities
Total liabilities recorded at fair value	121	135
Level 3 | Tax Receivable Agreement Liability
Liabilities
Total liabilities recorded at fair value	$ 568	$ 581

XML

Fair Value Measurement - Summary of Changes in Deferred Contingent Consideration Liabilities (Details) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
Business Acquisition, Contingent Consideration [Line Items]
Beginning balance	$ 33
Measurement period adjustments	(2)
Accretion of contingent consideration	1
Ending Balance	$ 32
Alight Holdings
Business Acquisition, Contingent Consideration [Line Items]
Beginning balance		$ 26
Measurement period adjustments		2
Ending Balance		$ 28

XML

Fair Value Measurement - Schedule of Financial Liabilities Not Measured at Fair Value on Recurring Basis (Details) - USD ($) $ in Millions	Mar. 31, 2022	Dec. 31, 2021
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Current portion of long term debt	$ 40	$ 38
Long term debt	2,818	2,830
Total debt, net	2,858	2,868
Carrying Value [Member]
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Current portion of long term debt	40	38
Long term debt	2,818	2,830
Total debt, net	2,858	2,868
Fair Value [Member]
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Current portion of long term debt	40	38
Long term debt	2,799	2,834
Total debt, net	$ 2,839	$ 2,872

XML

Fair Value Measurement - Additional Information (Details)	3 Months Ended
	Mar. 31, 2022 USD ($)
Fair Value Disclosures [Abstract]
Fair value, assets, Level 1 to Level 2 transfers, amount	$ 0
Fair value, assets, Level 2 to Level 1 transfers, amount	0
Fair value, liabilities, Level 1 to Level 2 transfers, amount	0
Fair value, liabilities, Level 2 to Level 1 transfers, amount	0
Fair value, measurement with unobservable inputs reconciliation, liability, transfers into Level 3	0
Fair Value, measurement with unobservable inputs reconciliation, liability, transfers out of Level 3	$ 0

XML

Restructuring and Integration - Additional Information (Details) - USD ($) $ in Millions		Mar. 31, 2022	Dec. 31, 2021
Restructuring Cost And Reserve [Line Items]
Expected cumulative costs	[1]	$ 140
Total expenses		111
Accrued restructuring liability		5	$ 4
Severance and Related Benefits
Restructuring Cost And Reserve [Line Items]
Accrued restructuring liability		3	$ 4
Other Restructuring Costs
Restructuring Cost And Reserve [Line Items]
Accrued restructuring liability		2
The Plan [Member]
Restructuring Cost And Reserve [Line Items]
Expected cumulative costs		140
Expected annual cost savings by 2022		196
Total expenses		111
The Plan [Member] | Severance and Related Benefits
Restructuring Cost And Reserve [Line Items]
Expected cumulative costs		69
The Plan [Member] | Other Restructuring Costs
Restructuring Cost And Reserve [Line Items]
Expected cumulative costs		$ 71

[1] Actual costs, when incurred, may vary due to changes in the assumptions built into the Plan. Significant assumptions that may change when plans are finalized and implemented include, but are not limited to, changes in severance calculations, changes in the assumptions underlying sublease loss calculations due to changing market conditions, and changes in the overall analysis that might cause the Company to add or cancel component initiatives.

XML

Restructuring and Integration - Summary of Restructuring Costs (Details) $ in Millions	3 Months Ended
	Mar. 31, 2022 USD ($)
Restructuring Cost And Reserve [Line Items]
Restructuring Costs	$ 6
Inception to Date	111
Estimated Remaining Costs	29
Estimated Total Cost	140	[1]
Employer Solutions
Restructuring Cost And Reserve [Line Items]
Restructuring Costs	5
Inception to Date	96
Estimated Remaining Costs	25
Estimated Total Cost	121	[1]
Employer Solutions | Severance and Related Benefits
Restructuring Cost And Reserve [Line Items]
Restructuring Costs	2
Inception to Date	48
Estimated Remaining Costs	11
Estimated Total Cost	59	[1]
Employer Solutions | Other Restructuring Costs
Restructuring Cost And Reserve [Line Items]
Restructuring Costs	3	[2]
Inception to Date	48	[2]
Estimated Remaining Costs	14	[2]
Estimated Total Cost	62	[1],[2]
Professional Services
Restructuring Cost And Reserve [Line Items]
Restructuring Costs	1
Inception to Date	15
Estimated Remaining Costs	4
Estimated Total Cost	19	[1]
Professional Services | Severance and Related Benefits
Restructuring Cost And Reserve [Line Items]
Inception to Date	8
Estimated Remaining Costs	2
Estimated Total Cost	10	[1]
Professional Services | Other Restructuring Costs
Restructuring Cost And Reserve [Line Items]
Restructuring Costs	1	[2]
Inception to Date	7	[2]
Estimated Remaining Costs	2	[2]
Estimated Total Cost	$ 9	[1],[2]

[1] Actual costs, when incurred, may vary due to changes in the assumptions built into the Plan. Significant assumptions that may change when plans are finalized and implemented include, but are not limited to, changes in severance calculations, changes in the assumptions underlying sublease loss calculations due to changing market conditions, and changes in the overall analysis that might cause the Company to add or cancel component initiatives.

[2] Other costs associated with the Plan primarily include consulting and legal fees and lease consolidation.

XML

Restructuring and Integration - Schedule of Accrued Restructuring Liability (Details) - USD ($) $ in Millions		3 Months Ended
		Mar. 31, 2022	Mar. 31, 2021
Restructuring Cost And Reserve [Line Items]
Accrued restructuring liability, Beginning balance		$ 4
Restructuring charges		6	$ 7
Cash payments		(4)
Non-cash charges	[1]	(1)
Accrued restructuring liability, Ending Balance		5
Severance and Related Benefits
Restructuring Cost And Reserve [Line Items]
Accrued restructuring liability, Beginning balance		4
Restructuring charges		2
Cash payments		(3)
Accrued restructuring liability, Ending Balance		3
Other Restructuring Costs
Restructuring Cost And Reserve [Line Items]
Restructuring charges		4
Cash payments		(1)
Non-cash charges	[1]	(1)
Accrued restructuring liability, Ending Balance		$ 2

[1] Non-cash charges relate to lease consolidation

XML

Employee Benefits - Additional Information (Details) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
Compensation And Retirement Disclosure [Abstract]
Defined contribution savings plan expenses	$ 17	$ 16

XML

Commitments and Contingencies - Additional Information (Details) $ in Millions	3 Months Ended
	Mar. 31, 2022 USD ($)
Purchase Obligations
Commitment And Contingencies [Line Items]
Purchase obligation, remainder of 2022	$ 17
Purchase obligation, 2023	26
Purchase obligation, 2024	27
Purchase obligation, 2025	9
Purchase obligation, 2026	4
Purchase obligation, thereafter	3
Service Obligations
Commitment And Contingencies [Line Items]
Service obligation, remainder of 2022	106
Service obligation, 2023	147
Service obligation, 2024	154
Service obligation, 2025	162
Service obligation, 2026	170
Service obligation, thereafter	$ 332
Service obligation agreement termination fees percentage	25.00%
Service obligation maturity period	10 years