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Mezzanine and Stockholders' Equity | 9 Months Ended
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Sep. 30, 2018
Stockholders' Equity Note [Abstract] |
Stockholders' Equity |
| 10. | Mezzanine and Stockholders’ Equity
All the historical NMM share and per share information has been adjusted to reflect the exchange ratio from the Merger (see Note 3). Mezzanine APC As the redemption feature (see Note 2) of the shares is not solely within the control of APC, the equity of APC does not qualify as permanent equity and has been classified as noncontrolling interests in mezzanine or temporary equity. Stockholders’ Equity As of the date of this Report, 648,705 holdback shares have not been issued to certain former NMM shareholders who were NMM shareholders at the time of Closing of the Merger, as they have yet to submit properly completed letters of transmittal to ApolloMed in order to receive their pro rata portion of ApolloMed common stock and warrants as contemplated under the Merger Agreement. Pending such receipt, such former NMM shareholders have the right to receive, without interest, their pro rata share of dividends or distributions with a record date after the effectiveness of the Merger. The condensed consolidated financial statements have treated such shares of common stock as outstanding, given the receipt of the letter of transmittal is considered perfunctory and the Company is legally obligated to issue these shares in connection with the Merger. On March 21, 2018, the Company issued 37,593 shares of the Company’s common stock to the Company’s Chief Operating Officer for prior services rendered. The stock price on the date of issuance was $16.80 per share, which resulted in the Company recording $631,562 of share-based compensation expense. See options and warrants section below for common stock issued upon exercise of stock options and stock purchase warrants. Options The Company’s outstanding stock options consisted of the following:
|  | Shares |  |  | Weighted Average Exercise Price |  |  | Weighted Average Remaining Contractual Term (Years) |  |  | Aggregate Intrinsic Value |
Options outstanding at January 1, 2018 |  |  | 1,141,040 |  |  | $ | 3.95 |  |  |  | 5.79 |  |  | $ | 19.81 |
Options granted |  |  | 155,000 |  |  |  | 9.85 |  |  |  | - |  |  |  | - |
Options exercised |  |  | (426,990 | ) |  |  | 4.27 |  |  |  | - |  |  |  | 15.83 |
Options forfeited |  |  | (9,000 | ) |  |  | 3.41 |  |  |  | - |  |  |  | - |
Options outstanding at September 30, 2018 |  |  | 860,050 |  |  | $ | 5.17 |  |  |  | 4.62 |  |  | $ | 16.90 |
Options exercisable at September 30, 2018 |  |  | 860,050 |  |  | $ | 5.17 |  |  |  | 4.62 |  |  | $ | 16.90 |
During the nine months ended September 30, 2018, stock options were exercised pursuant to the cashless exercise provision of the option agreement, with respect to 60,536 shares of the Company’s common stock, which resulted in the Company issuing 47,576 net shares. During the nine months September 30, 2018, stock options were exercised for 366,454 shares of the Company’s common stock, which resulted in proceeds of approximately $1.5 million. The exercise price ranged from $0.01 to $10.00 per share. Outstanding stock options granted to primary care physicians to purchase shares of APC’s common stock consisted of the following:
|  | Shares |  |  | Weighted Average Exercise Price |  |  | Weighted Average Remaining Contractual Term (Years) |  |  | Aggregate Intrinsic Value |
Options outstanding at January 1, 2018 |  |  | 853,800 |  |  | $ | 0.167 |  |  |  | 1.75 |  |  | $ | 508,864 |
Options granted |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |
Options exercised |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |
Options expired/forfeited |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |
Options outstanding at September 30, 2018 |  |  | 853,800 |  |  | $ | 0.167 |  |  |  | 1.00 |  |  | $ | 508,864 |
Options exercisable at September 30, 2018 |  |  | 853,800 |  |  | $ | 0.167 |  |  |  | 1.00 |  |  | $ | 508,864 |
The aggregate intrinsic value is calculated as the difference between the exercise price and the estimated fair value of common stock as of September 30, 2018. Share-based compensation expense related to option awards granted to primary care physicians to purchase shares of APC’s common stock, are recognized over their respective vesting periods, and consisted of the following:
|  | Three Months Ended September 30, |  |  | Nine Months Ended September 30, |
|  | 2018 |  |  | 2017 |  |  | 2018 |  |  | 2017 |
Share-based compensation expense: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Cost of services |  | $ | - |  |  | $ | 1,227 |  |  | $ | - |  |  | $ | 3,681 |
General and administrative |  |  | 202,382 |  |  |  | 320,006 |  |  |  | 607,146 |  |  |  | 960,018 |
|  | $ | 202,382 |  |  | $ | 321,233 |  |  | $ | 607,146 |  |  | $ | 963,699 |
The remaining unrecognized share-based compensation expense of stock option awards granted to primary care physicians to purchase shares of APC’s common stock as of September 30, 2018 was $809,528 which is expected to be recognized over the remaining term of 1.00 year. Warrants The Company’s outstanding warrants consisted of the following:
|  | Shares |  |  | Weighted Average Exercise Price |  |  | Weighted Average Remaining Contractual Term (Years) |  |  | Aggregate Intrinsic Value |
Warrants outstanding at January 1, 2018 |  |  | 3,648,541 |  |  | $ | 9.75 |  |  |  | 3.74 |  |  | $ | 14.25 |
Warrants granted |  |  | - |  |  |  | - |  |  |  | - |  |  |  | - |
Warrants exercised |  |  | (268,663 | ) |  |  | 7.82 |  |  |  | - |  |  |  | 10.58 |
Warrants expired/forfeited |  |  | (11,250 | ) |  |  | - |  |  |  | - |  |  |  | - |
Warrants outstanding at September 30, 2018 |  |  | 3,368,628 |  |  | $ | 9.92 |  |  |  | 3.21 |  |  | $ | 12.15 |
|  |  |  |  |  |  |  |  |  |  |  | Weighted |
|  |  |  |  |  | Weighted |  |  |  |  |  | Average |
|  |  |  |  |  | Average |  |  |  |  |  | Exercise Price |
Exercise Price Per |  |  | Warrants |  |  | Remaining |  |  | Warrants |  |  | Per |
Share |  |  | Outstanding |  |  | Contractual Life |  |  | Exercisable |  |  | Share |
$ | 4.50 |  |  |  | 5,000 |  |  |  | 0.10 |  |  |  | 5,000 |  |  | $ | 4.50 |
| 9.00 |  |  |  | 1,092,350 |  |  |  | 2.04 |  |  |  | 1,092,350 |  |  |  | 9.00 |
| 10.00 |  |  |  | 1,433,916 |  |  |  | 3.54 |  |  |  | 1,433,916 |  |  |  | 10.00 |
| 11.00 |  |  |  | 837,362 |  |  |  | 4.19 |  |  |  | 837,362 |  |  |  | 11.00 |
$ | 4.50 –11.00 |  |  |  | 3,368,628 |  |  |  | 3.21 |  |  |  | 3,368,628 |  |  | $ | 9.92 |
During the nine months ended September 30, 2018, common stock warrants were exercised for 268,663 shares of the Company’s common stock, which resulted in proceeds of approximately $2.1 million. The exercise price ranged from $4.00 to $11.00 per share. Treasury Stock APC owns 1,682,110 shares of ApolloMed’s common stock as of September 30, 2018 and December 31, 2017, which are legally issued and outstanding but excluded from shares of common stock outstanding in the condensed consolidated financial statements, as such shares are treated as treasury shares for accounting purposes. Dividends During the first quarter of 2018, APC distributed $2,000,000 of dividends to APC shareholders. NMM distributed approximately $10,000,000 and $3,783,799, in April 2018 and September 2018, respectively, to former NMM shareholders, from the $18,000,000 that was previously classified as restricted cash and dividends payable. The remaining balance of $4,216,201 will be paid in the fourth quarter of 2018 pending resolution of the legal settlement with certain former NMM shareholders and was classified as restricted cash as of September 30, 2018 (see Note 11).

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- Definition The entire disclosure for shareholders' equity comprised of portions attributable to the parent entity and noncontrolling interest, including other comprehensive income. Includes, but is not limited to, balances of common stock, preferred stock, additional paid-in capital, other capital and retained earnings, accumulated balance for each classification of other comprehensive income and amount of comprehensive income. + References Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Publisher FASB -Name Accounting Standards Codification -Topic 505 -URI http://asc.fasb.org/topic&trid=2208762 + Details
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