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Variable Interest Entity | 12 Months Ended
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Dec. 31, 2025
Variable Interest Entity, Measure of Activity [Abstract] |
Variable Interest Entity | Note 12—Variable Interest Entity On July 15, 2021 (the “Effective Date”), we entered into an agreement whereby we obtained an 80.2% interest in DomaniRx, LLC (“DomaniRx”), a variable interest entity under GAAP. The purpose of DomaniRx is to develop a contemporary, cloud-native platform to support the operation of a full service pharmacy benefits manager. At formation, we contributed cash, a non-exclusive license of our claims processing platform known as RxNova and assigned a services agreement we have with one of the other parties in the agreement. The other parties contributed cash and other intangible assets at formation. We will perform development work, day-to-day management, services related to the fulfillment of the assigned services agreement and certain shared services under subcontract with DomaniRx in exchange for market-based fees. In addition to the initial contributions, each member of the agreement is responsible for future additional cash capital contributions in accordance with each member’s ownership interest in DomaniRx at the time of the call. Our additional cash capital contribution is up to $240.6 million. We are then solely responsible for a further development cost overage of up to $100.0 million for no additional ownership interest. We have the power to direct the majority of the activities of DomaniRx that most significantly impact its economic performance, the obligation to absorb losses and the right to receive benefits from DomaniRx. Accordingly, we determined that we are the primary beneficiary of DomaniRx and consolidate its results. During the year ended December 31, 2024, the Board of DomaniRx authorized a mandatory additional capital contribution in accordance with each member’s ownership interest in DomaniRx in the amount of $75.0 million. Our cash capital contribution during the year ended December 31, 2024 was $60.2 million. During the year ended December 31, 2025, the Board of DomaniRx authorized a distribution of funds in accordance with each member’s ownership interest in DomaniRx in the amount of $109.9 million. Of the total distribution, $21.8 million was distributed to the noncontrolling interests and we retained $88.1 million. The carrying value of the assets and liabilities associated with DomaniRx included in the Consolidated Balance Sheets as of December 31, 2025 and 2024, which are limited for use in its operations and do not have recourse against our general credit or our senior secured credit facilities (in millions), are as follows:
|  | December 31, |
|  | 2025 |  | 2024 |
Assets: |  |  |  |  |
Cash and cash equivalents |  | $ | 28.4 |  | $ | 155.2 |
Prepaid expenses and other current assets |  |  | 0.5 |  |  | 0.9 |
Intangible assets |  |  | 232.7 |  |  | 217.6 |
Other assets |  |  | 12.0 |  |  | 2.4 |
Liabilities: |  |  |  |  |
Other liabilities |  |  | 1.1 |  |  | 1.1 |

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- Definition The entire disclosure for a variable interest entity (VIE), including but not limited to, judgments and assumptions in determining whether to consolidate and in identifying the primary beneficiary, gain (loss) recognized on the initial consolidation of the VIE, terms of arrangements, amounts and classification of the VIE's assets and liabilities, and the entity's maximum exposure to loss. + References Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 810 -Name Accounting Standards Codification -Publisher FASB -URI https://asc.fasb.org/810/tableOfContent + Details
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- References No definition available. + Details
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