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Variable Interest Entities (VIEs) | 12 Months Ended
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Dec. 31, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract] |
Variable Interest Entities (VIEs) | Variable Interest Entities (VIEs) The Company’s consolidated financial statements include its subsidiaries and consolidated VIEs. A VIE is defined as a legal entity whose equity owners do not have sufficient equity at risk, or, as a group, the holders of the equity investment at risk lack any of the following three characteristics: decision-making rights, the obligation to absorb losses, or the right to receive the expected residual returns of the entity. The primary beneficiary is identified as the variable interest holder that has both the power to direct the activities of the VIE that most significantly affect the entity’s economic performance and the obligation to absorb expected losses or the right to receive benefits from the entity that could potentially be significant to the VIE. Some states have laws that prohibit business entities with non-physician owners, such as Astrana and its subsidiaries, from practicing medicine, employing physicians to practice medicine, or exercising control over medical decisions by physicians. These laws are generally referred to as corporate practice of medicine laws. States that have corporate practice of medicine laws permit only physicians to practice medicine, exercise control over medical decisions, or engage in certain arrangements, such as fee-splitting, with physicians. Due to these laws, the Company operates by maintaining long-term MSAs with its affiliated IPAs and medical groups, each of which is owned and operated by physicians only, and employs or contracts with additional physicians to provide medical services. AHM is a wholly owned subsidiary of the Company and has entered into MSAs with several affiliated IPAs, including APC. APC contracts with various HMOs or licensed healthcare service plans, each of which pays a fixed payment (“capitation”). In return, APC arranges for the delivery of healthcare services by contracting with physicians or professional medical corporations for primary care and specialty care services. APC assumes the financial risk of the cost of delivering healthcare services in excess of the fixed amounts received. The risk is subject to stop-loss provisions in contracts with HMOs. Some risk is transferred to the contracted physicians or professional corporations. The physicians in the IPA are exclusively in control of, and responsible for, all aspects of the practice of medicine for enrolled patients. In accordance with relevant accounting guidance, APC has been determined to be a VIE of AHM, as AHM is its primary beneficiary with the ability, through majority representation on the APC Joint Planning Board and otherwise, to direct the activities (excluding clinical decisions) that most significantly affect APC’s economic performance. Therefore, APC and its wholly owned subsidiaries and VIEs are consolidated in the accompanying financial statements. Certain state laws prohibit a professional corporation that has more than one shareholder from being a shareholder in another professional corporation. As a result, the Company cannot directly own shares in other professional corporations. However, an exception to this regulation permits a professional corporation that has only one shareholder to own shares in another professional corporation. In reliance on this exception, the Company designated certain key personnel as the nominee shareholder of professional corporations which hold controlling and non-controlling ownership interests in several medical corporations. Via a Physician Shareholder Agreement with the nominee shareholder. the Company has the ability to designate another person to be the equity holder of the professional corporation. In addition these entities are managed by the Company’s wholly owned MSOs via MSA. In accordance with relevant accounting guidance, the professional corporations, and their consolidated medical corporations are consolidated by the Company in the accompanying financial statements. Astrana Medical and Astrana Health Care Partners were formed in May 2019 and July 2021, respectively, as a designated shareholder professional corporation. The Company’s Vice Chairman is the sole shareholder of Astrana Medical and Astrana Health Care Partners via a Physician Shareholder Agreement, Astrana makes all the decisions on behalf of Astrana Medical and Astrana Health Care Partners. Astrana has the obligation to absorb losses of, or the right to receive benefits from, Astrana Medical and Astrana Health Care Partners. Therefore, Astrana Medical and Astrana Health Care Partners are controlled by and consolidated by Astrana as the primary beneficiary of the VIEs. On February 23, 2023, Astrana Health Care Partners purchased 100% of certain Care Delivery companies (AMG, a Professional Medical Corporation, 1 World Medicine Urgent Care Corporation, and Eleanor Leung M.D., a Professional Medical Corporation) from APC. As a result, these entities are now consolidated by Astrana Health Care Partners instead of APC. On May 1, 2023, Astrana Health Care Partners sold 25% of Eleanor Leung M.D. to two of its physicians. As a result, Astrana Health Care Partners now owns 75% of Eleanor Leung M.D. The following table includes assets that can only be used to settle the liabilities of the Company’s VIEs, and to which the creditors of Astrana have no recourse, and liabilities to which the creditors of the Company’s VIEs have no recourse to the general credit of Astrana, as the primary beneficiary of the VIEs. These assets and liabilities, with the exception of the investment in a privately held entity that does not report net asset value per share and amounts due to, or from, affiliates, which are eliminated upon consolidation, are included in the accompanying consolidated balance sheets (in thousands).
|  | December 31, |  |
|  | 2023 |  | 2022 |  |  |  |
Assets |  |  |  |  |  |  |  |
Current assets |  |  |  |  |  |  |  |
Cash and cash equivalents |  | $ | 184,078 |  |  | $ | 113,080 |  |  |  |  |
Investment in marketable securities |  | — |  |  | 4,543 |  |  |  |  |
Receivables, net |  | 21,120 |  |  | 14,562 |  |  |  |  |
Receivables, net – related party |  | 58,707 |  |  | 62,420 |  |  |  |  |
Income taxes receivable |  | 1,600 |  |  | 8,702 |  |  |  |  |
Other receivables |  | 454 |  |  | 1,283 |  |  |  |  |
Prepaid expenses and other current assets |  | 9,991 |  |  | 9,938 |  |  |  |  |
Loans receivable |  | — |  |  | 516 |  |  |  |  |
Loans receivable — related parties |  | — |  |  | 2,125 |  |  |  |  |
Amounts due from affiliates* |  | — |  |  | 11,609 |  |  |  |  |
Total current assets |  | 275,950 |  |  | 228,778 |  |  |  |  |
Non-current assets |  |  |  |  |  |  |  |
Land, property and equipment, net |  | 5,306 |  |  | 106,626 |  |  |  |  |
Intangible assets, net |  | 60,906 |  |  | 62,951 |  |  |  |  |
Goodwill |  | 140,157 |  |  | 133,448 |  |  |  |  |
Income taxes receivable, non-current |  | 15,943 |  |  | 15,943 |  |  |  |  |
Investments in other entities – equity method |  | 12,114 |  |  | 27,561 |  |  |  |  |
Investment in a privately held entity |  | 405 |  |  | 405 |  |  |  |  |
Investment in affiliates* |  | 273,182 |  |  | 304,755 |  |  |  |  |
Restricted cash |  | 40 |  |  | — |  |  |  |  |
Operating lease right-of-use assets |  | 28,796 |  |  | 11,408 |  |  |  |  |
Other assets |  | 1,149 |  |  | 4,320 |  |  |  |  |
Total non-current assets |  | 537,998 |  |  | 667,417 |  |  |  |  |
Total assets |  | $ | 813,948 |  |  | $ | 896,195 |  |  |  |  |
Current liabilities |  |  |  |  |  |  |  |
Accounts payable and accrued expenses |  | $ | 32,707 |  |  | $ | 27,360 |  |  |  |  |
Fiduciary accounts payable |  | 7,737 |  |  | 8,065 |  |  |  |  |
Medical liabilities |  | 55,157 |  |  | 55,052 |  |  |  |  |
Dividend payable |  | 638 |  |  | 638 |  |  |  |  |
Finance lease liabilities |  | 646 |  |  | 594 |  |  |  |  |
Operating lease liabilities |  | 3,305 |  |  | 2,198 |  |  |  |  |
Current portion of long-term debt |  | 8,542 |  |  | 619 |  |  |  |  |
Amount due to affiliates* |  | 107,340 |  |  | — |  |  |  |  |
Total current liabilities |  | 216,072 |  |  | 94,526 |  |  |  |  |
Non-current liabilities |  |  |  |  |  |  |  |
Deferred tax liability |  | 7,284 |  |  | 6,540 |  |  |  |  |
Finance lease liabilities, net of current portion |  | 1,033 |  |  | 1,275 |  |  |  |  |
Operating lease liabilities, net of current portion |  | 28,675 |  |  | 12,035 |  |  |  |  |
Long-term debt, net of current portion |  | — |  |  | 26,645 |  |  |  |  |
Other long-term liabilities |  | 230 |  |  | 8,542 |  |  |  |  |
Total non-current liabilities |  | 37,222 |  |  | 55,037 |  |  |  |  |
Total liabilities |  | $ | 253,294 |  |  | $ | 149,563 |  |  |  |  |
* Investment in affiliates represents APC’s investment in Astrana, which is reflected as treasury shares and eliminated upon consolidation. Amounts due to, or from, affiliates are receivables with Astrana’s subsidiaries. As a result, these balances are eliminated upon consolidation and are not reflected on Astrana’s consolidated balance sheets as of December 31, 2023 and 2022.

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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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