Quarterly report [Sections 13 or 15(d)]

Related Parties

v3.26.1
Related Parties
 3 Months Ended
Mar. 31, 2026
Related Party Transactions [Abstract]  
Related Parties
Note 12: Related Parties
Chicago Pacific Founders (“CPF”), a principal equity holder of the Company, has equity investments in Allymar Health Solutions ("Allymar"), Anderson Family LLC (“Anderson”), and Atrio Health Plans (“Atrio”). Additionally, CPF manages the entities that own the Company’s VGS 1 through VGS 5 unsecured promissory notes.
Allymar Health Solutions
The Company has a master services agreement in place with Allymar whereby Allymar provides support services and tools for the Company and its contracted providers in arranging for or delivering services to its members. The Company recorded Allymar service expenses of $3.0 million and $0.7 million for the three months ended March 31, 2026 and 2025, respectively, which are included in corporate, general and administrative expense in the condensed consolidated statements of operations. The Company recorded accrued expenses of $9.8 million and $9.3 million as of March 31, 2026 and December 31, 2025, respectively. There were no accounts payable as of March 31, 2026 and December 31, 2025.
Anderson Family LLC

The Company has a master services agreement in place with Anderson whereby Anderson provides end-of-life care data analysis and related services for the Company. The Company recorded service expenses of $0.1 million for the three months ended March 31, 2026, which are included in corporate, general and administrative expense in the condensed consolidated statements of operations. There were no service expenses for the same period in 2025. The Company recorded accounts payable of $0.0 million and $0.2 million as of March 31, 2026 and December 31, 2025, respectively.
Atrio Health Plans
The Company has a full-risk capitation agreement in place with Atrio whereby the Company is delegated to perform services on behalf of Atrio’s members assigned to the Company. These delegated services include but are not limited to provider network credentialing, patient authorizations, and medical management (care management, quality management and utilization management). The following tables summarize the Company’s transactions with Atrio:
Three Months Ended March 31,
2026 2025
(in thousands)
Capitated revenue $ 97,321  $ 54,471 
Other revenue $ 1,692  $ 891 
Medical expense(1)
$ 77,554  $ 76,578 
Interest expense(2)
$ 737  $ 458 
(1) Medical expense for the three months ended March 31, 2026 included a $13.5 million reduction for relief of prior period medical claims expense.
(2) Interest expense accrues on claims in transit, where Atrio has paid claims on behalf of the Company and has not been reimbursed. Interest accrues at the daily Secured Overnight Financing Rate published by Federal Reserve Bank.
March 31, 2026 December 31, 2025
(in thousands)
Health plan receivable $ 30,483  $ 12,693 
Accrued expenses and other current liabilities
 $ 3,468  $ 2,731 
Health plan settlements payable $ 2,208  $ 2,409 
Claims payable
 $ 176,527  $ 178,141 
VGS Promissory Notes and Warrants
The following tables summarize the Company’s transactions related to the VGS1, VGS 2, VGS 3, VGS 4 and VGS 5 promissory notes:
Three Months Ended March 31,
2026 2025
(in thousands)
Interest expense, net $ 11,833  $ 4,894 
March 31,
 December 31,
2026 2025
(in thousands)
Long-term debt, net $ 192,754  $ 156,722 
In connection with the issuances of promissory notes to VGS, VGS 3, VGS 4, and VGS 5, the Company issued equity-classified warrants to purchase a total of 6.2 million shares of Class A common stock. The Company issued warrants to purchase a total of 1.3 million and 1.4 million shares of Class A common stock during the three months ended March 31, 2026 and 2025, respectively. Such warrants had a fair value of $3.0 million and $14.0 million, respectively, and were classified within additional paid-in capital on the Company’s condensed consolidated balance sheets.