
	December 31, 2020		Initial Investment		Allocation of Income (Loss)		Contribution		Sale		Consolidation of Entity		December 31, 2021
LaSalle Medical Associates – IPA Line of Business	$	13,047	$	—	$	(5,831)	$	—	$	(4,182)	$	—	$	3,034
Pacific Medical Imaging & Oncology Center, Inc.	1,413		—		306		—		—		—		1,719
Diagnostic Medical Group	2,613		—		330		—		—		(2,943)		—
531 W. College, LLC – related party	17,200		—		(208)		238		—		—		17,230
One MSO, LLC — related party	2,395		—		515		—		—		—		2,910
Tag-6 Medical Investment Group, LLC — related party	4,516		—		314		—		—		—		4,830
Tag-8 Medical Investment Group, LLC — related party	2,108		—		—		1,660		—		(3,768)		—
CAIPA MSO, LLC	—		11,724		268		—		—		—		11,992

	$	43,292	$	11,724	$	(4,306)	$	1,898	$	(4,182)	$	(6,711)	$	41,715

LMA was founded by Dr. Albert Arteaga in 1996 and operates as an IPA delivering high-quality care to patients in Fresno, Kings, Los Angeles, Madera, Riverside, San Bernardino, and Tulare Counties through its network of approximately 2,400 independently contracted primary care physicians and specialist providers. LMA’s patients are primarily served by Medi-Cal, but are also served by Blue Cross, Blue Shield, Molina, Health Net, and Inland Empire Health Plan. During 2012, APC-LSMA and LMA entered into a share purchase agreement whereby APC-LSMA invested $5.0 million for a 25% interest in LMA’s IPA line of business. NMM has a management services agreement with LMA. In December 2020, the Company exercised its option to convert a promissory note totaling $6.4 million due from Dr. Arteaga into an additional 21.25% interest in LMA’s IPA line of business. As a result, APC-LSMA’s interest in LMA’s IPA line of business increased to 46.25%. In September 2021, APC-LSMA sold 21.25% of its interest in LMA back to Dr. Arteaga for $6.4 million, which resulted in APC-LSMA owning a 25% interest in LMA as of December 31, 2021.

APC accounts for its investment in LMA under the equity method as APC has the ability to exercise significant influence, but not control over LMA’s operations. For the year ended December 31, 2021, APC recorded net loss of $5.8 million from its investment in LMA as compared to a net income of $0.3 million for the year ended December 31, 2020, in the accompanying consolidated statements of income. The investment balance was $3.0 million and $13.0 million at December 31, 2021 and 2020, respectively.


	December 31, 2021 (unaudited)		December 31, 2020 (unaudited)

Assets
Cash and cash equivalents	$	6,619	$	9,350
Receivables, net	2,269		3,918
Other current assets	—		881
Loan receivable	2,250		2,250
Restricted cash	696		691

Total assets	$	11,834	$	17,090

Liabilities and stockholders’ deficit
Current liabilities	$	32,405	$	21,589
Stockholders’ deficit	(20,571)		(4,499)

Total liabilities and stockholders’ deficit	$	11,834	$	17,090


	Year Ended December 31, 2021 (unaudited)		Year Ended December 31, 2020 (unaudited)		Year Ended December 31, 2019 (unaudited)

Revenues	$	204,061	$	186,964	$	194,020
Expenses	220,132		185,724		205,153

Income (loss) from operations	(16,071)		1,240		(11,133)

Other income	—		8		—





Net income (loss)	$	(16,071)	$	1,248	$	(11,133)

PMIOC was incorporated in 2004 in the state of California. PMIOC provides comprehensive diagnostic imaging services using state-of-the-art technology. PMIOC offers high-quality diagnostic services such as MRI/MRA, PET/CT, CT, nuclear medicine, ultrasound, digital x-rays, bone densitometry, and digital mammography at their facilities.

APC and PMIOC have an Ancillary Service Contract together whereby PMIOC provides covered services on behalf of APC to enrollees of the plans of APC. Under the Ancillary Service Contract APC paid PMIOC fees of $2.4 million and $2.2 million for the years ended December 31, 2021 and 2020, respectively. APC accounts for its investment in PMIOC under the equity method of accounting as APC has the ability to exercise significant influence, but not control over PMIOC’s operations. During the year ended December 31, 2021, APC recorded net income of $0.3 million from its investment as compared to net income of $17,000 for the year ended December 31, 2020 in the accompanying consolidated statements of income and has an investment balance of $1.7 million and $1.4 million at December 31, 2021 and 2020, respectively.

APC accounted for its 40% investment in DMG, under the equity method of accounting as APC-LSMA, a designated shareholder professional corporation, had the ability to exercise significant influence, but not control over DMG’s operations.

In October 2021, DMG entered into an administrative services agreement with a subsidiary of the Company, causing the Company to reevaluate the accounting for the Company’s investment in DMG. Based on the reevaluation and in accordance with relevant accounting guidance, DMG is determined to be a VIE and the Company is the primary beneficiary; therefore DMG is consolidated. As a result of the consolidation, the Company recognized a gain of $2.8 million for the year ended December 31, 2021 in other income in the accompanying consolidated statement of income, representing the difference between the fair value and the carrying value of the previously held noncontrolling interest in DMG on the date of consolidation.

During the year ended December 31, 2021, and prior to consolidation of DMG, APC recorded income from this investment of $0.3 million as compared to income of $0.3 million during the year ended December 31, 2020 in the accompanying consolidated statements of income.

In June 2018, College Street Investment LP, a California limited partnership (“CSI”), a related party, APC and NMM, entered into an operating agreement to govern the limited liability company, 531 W. College, LLC and the conduct of its business, and to specify their relative rights and obligations. CSI, APC, and NMM, each owns 50%, 25%, and 25%, respectively, of member units based on initial capital contributions of $16.7 million, $8.3 million, and $8.3 million, respectively. On April 23, 2019, NMM and APC entered into an agreement whereby NMM assigned and APC assumed NMM’s 25% membership interest in 531 W. College, LLC for approximately $8.3 million. Subsequently, APC has a 50% ownership in 531 W. College LLC. APC accounts for its investment in 531 W. College, LLC under the equity method of accounting as APC has the ability to exercise significant influence, but not control over the operations of this joint venture.

During the years ended December 31, 2021 and 2020, APC recorded losses from its investment in 531 W. College LLC of $0.2 million and loss of $0.4 million, respectively, in the accompanying consolidated statements of income. During the year ended December 31, 2021 and 2020, APC contributed $0.2 million and $1.0 million, respectively, to 531 W. College, LLC as part of its 50% interest. The accompanying consolidated balance sheets include the related investment balance of $17.2 million and $17.2 million, respectively, related to APC's investment at December 31, 2021 and 2020.

In December 2020, using cash comprised solely of Excluded Assets, APC purchased a 50% membership interest in One MSO LLC (“One MSO”) for $2.4 million. APC accounts for its investment in One MSO under the equity method of accounting as APC has the ability to exercise significant influence, but not control over One MSO’s operations. One MSO owns an office building in Monterey Park, California that is leased to tenants, including NMM. During the year ended December 31, 2021, APC recorded income from this investment of $0.5 million in the accompanying consolidated statements of income. The investment balance was $2.9 million and $2.4 million as of December 31, 2021 and 2020, respectively.

In December 2020, APC purchased a 50% member interest in Tag-6 Medical Investment Group, LLC (“Tag 6”) for $4.5 million and a 50% member interest in Tag-8 Medical Investment Group, LLC (“Tag 8”) for $2.1 million. Tag 6 leases their building to tenants and Tag 8 has vacant land with plans to develop medical offices in the future. In April 2021, the Company reevaluated Tag 8 as a VIE since APC is a guarantor on the loan agreement between Tag 8 and MUFG Union Bank N.A. Based on the reevaluation, Tag 8 is a VIE and is consolidated by the Company for the year ended December 31, 2021.

APC accounts for its investment in Tag 6 under the equity method of accounting as APC has the ability to exercise significant influence, but not control over Tag 6’s operations. Tag 6 shares common ownership with certain board members of APC and as such is considered a related party. During the year ended December 31, 2021, APC recorded income from this investment of $0.3 million in the accompanying consolidated statements of income. The investment balance was $4.8 million and $4.5 million as of December 31, 2021 and 2020, respectively.

In August 2021, ApolloMed purchased a 30% interest in CAIPA MSO, LLC for $11.7 million. CAIPA MSO, LLC (“CAIPA MSO”) is a New York-based management services organization affiliated with Chinese-American IPA d.b.a. Coalition of Asian-American IPA , a leading independent practice association serving the greater New York City area.

ApolloMed accounts for its investment in CAIPA MSO under the equity method of accounting as ApolloMed has the ability to exercise significant influence, but not control over CAIPA MSO’s operations. During the year ended December 31, 2021, ApolloMed recorded income from this investment of $0.3 million in the accompanying consolidated statements of income. The investment balance was $12.0 million as of December 31, 2021.

In May 2018, APC purchased 270,000 membership interests of MediPortal LLC, a New York limited liability company, for $0.4 million or $1.50 per membership interest, which represented approximately 2.8% ownership. APC also received a five-year warrant to purchase 270,000 membership interests. A five-year option to purchase an additional 380,000 membership interests and a five-year warrant to purchase 480,000 membership interests were contingent upon the portal completion date, however, the Company did not exercise the option after completion of the portal. As APC does not have the ability to exercise significant influence, and lacks control over the investee, this investment is accounted for using a measurement alternative, which allows the investment to be measured at cost, adjusted for observable price changes and impairments, with changes recognized in net income. During the year ended December 31, 2021 and 2020, there were no observable price changes to APC’s investment.

On July 1, 2019, NMM and AchievaMed, Inc., a California corporation (“AchievaMed”), entered into an agreement in which NMM would purchase up to 50% of the aggregate shares of capital stock of AchievaMed over a period of time not to exceed five years. As a result of this transaction, NMM invested $0.5 million for a 10% interest. The related investment balance of $0.5 million is included in “Investment in a privately held entities” in the accompanying consolidated balance sheets as of December 31, 2021. As NMM does not have the ability to exercise significant influence, and lacks control, over the investee, this investment is accounted for using a measurement alternative, which allows the investment to be measured at cost, adjusted for observable price changes and impairments, with changes recognized in net income. During the year ended December 31, 2021 and 2020, there were no observable price changes to NMM’s investment.