Astrana Health Inc
For the period ended Mar 31, 2024. Filed May 9, 2024.
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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Mar 31, 2024 · Filed May 9, 2024
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
| ☒ | QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
|---|
For the quarterly period ended March 31, 2024
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 No.001-37392
(Exact name of registrant as specified in its charter)
| Delaware | 95-4472349 |
|---|---|
| (State or Other Jurisdiction | (I.R.S. Employer |
| of Incorporation or Organization) | Identification Number) |
1668 S. Garfield Avenue,2 nd Floor, Alhambra, California 91801
(Address of principal executive offices and zip code)
(626)282-0288
(Registrant’s telephone number, including area code)
Securities registered pursuant to Section 12(b) of the Act:
| Title of Each Class | Trading Symbol | Name of Each Exchange on Which Registered |
|---|---|---|
| Common Stock, $0.001 par value per share | ASTH | The Nasdaq Stock Market LLC |
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 April 29, 2024, there were 56,025,538 shares of common stock of the registrant, $0.001 par value per share, issued and outstanding, which includes 7,132,698 treasury shares that are owned by Allied Physicians of California, a Professional Medical Corporation d.b.a. Allied Pacific of California IPA (“APC”), a consolidated affiliate of Astrana Health, Inc. These shares are legally issued and outstanding but treated as treasury shares for accounting purposes.
INDEX TO FORM 10-Q FILING
TABLE OF CONTENTS
| PAGE | ||
|---|---|---|
| Introductory Note | 5 | |
| Note About Forward-Looking Statements | 5 | |
| PART IFINANCIAL INFORMATION | ||
| Item 1. | Condensed Consolidated Financial Statements | 6 |
| Condensed Consolidated Balance Sheets as of March 31, 2024 and December 31, 2023 | 6 | |
| Condensed Consolidated Statements of Income for the Three Months Ended March 31, 2024 and 2023 | 9 | |
| Condensed Consolidated Statements of Mezzanine and Stockholders’ Equity for the Three Months Ended March 31, 2024 and 2023 | 10 | |
| Condensed Consolidated Statements of Cash Flows for the Three Months Ended March 31, 2024 and 2023 | 11 | |
| Notes to Condensed Consolidated Financial Statements | 13 | |
| Item 2. | Management’s Discussion and Analysis of Financial Condition and Results of Operations | 41 |
| Item 3. | Quantitative and Qualitative Disclosures about Market Risk | 52 |
| Item 4. | Controls and Procedures | 52 |
| PART IIOTHER INFORMATION | ||
| Item 1. | Legal Proceedings | 53 |
| Item 1A. | Risk Factors | 53 |
| Item 2. | Unregistered Sales of Equity Securities and Use of Proceeds | 53 |
| Item 3. | Defaults Upon Senior Securities | 55 |
| Item 4. | Mine Safety Disclosures | 55 |
| Item 5. | Other Information | 55 |
| Item 6. | Exhibits | 55 |
Glossary
The following abbreviations or acronyms that may be used in this document shall have the adjacent meanings set forth below:
| AAMG | All-American Medical Group |
|---|---|
| ACO REACH | ACO Realizing Equity, Access, and Community Health |
| ADSC | Advanced Diagnostic and Surgical Center, Inc. |
| AHMC | AHMC Healthcare Inc. |
| AHMS | Advanced Health Management Systems, L.P. |
| AHM | Astrana Health Management, Inc. (f/k/a Network Medical Management Inc.) |
| AIPBP | All-Inclusive Population-Based Payments |
| APAACO | APA ACO, Inc. |
| APC | Allied Physicians of California, a Professional Medical Corporation |
| APC-LSMA | APC-LSMA Designated Shareholder Medical Corporation |
| Astrana | Astrana Health Inc. (f/k/a Apollo Medical Holdings, Inc.) |
| Astrana Medical | Astrana Health Medical Corporation (f/k/a AP-AMH Medical Corporation) |
| Astrana Care Partners Medical | Astrana Care Partners Medical Corporation (f/k/a AP - AMH 2 Medical Corporation) |
| CAIPA MSO | CAIPA MSO, LLC |
| CFC | Community Family Care Medical Group IPA, Inc. |
| CMS | Centers for Medicare & Medicaid Services |
| DMHC | California Department of Managed Health Care |
| DMG | Diagnostic Medical Group of Southern California |
| HSMSO | Health Source MSO Inc., a California corporation |
| IPA | Independent Practice Association |
| Jade | Jade Health Care Medical Group, Inc. |
| LMA | LaSalle Medical Associates |
| NGACO | Next Generation Accountable Care Organization |
| Prime Community Care | Primary Community Care of Central Valley, Inc. |
| PMIOC | Pacific Medical Imaging and Oncology Center, Inc. |
| Sun Labs | Sun Clinical Labs |
| VIE | Variable Interest Entity |
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.