10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM 10-Q

(Mark One)

☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June 30, 2022

OR

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

Commission File Number: 001-39299

Alight, Inc.

(Exact Name of Registrant as Specified in its Charter)

Delaware	86-1849232
( State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)
4 Overlook Point Lincolnshire, IL	60069
(Address of principal executive offices)	(Zip Code)

(224) 737-7000

(Registrant’s telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Class A Common Stock, par value $0.0001 per share	ALIT	New York Stock Exchange

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer	☒	Accelerated filer	☐
Non-accelerated filer	☐	Smaller reporting company	☐
Emerging growth company	☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

As of August 1, 2022, the registrant had 465,749,457 shares of Class A Common Stock, par value $0.0001 per share, 4,990,453 shares of Class B-1 Common Stock, par value $0.0001 per share, 4,990,453 shares of Class B-2 Common Stock, par value $0.0001 per share, 75,886,716 shares of Class V Common Stock, par value $0.0001 per share, 5,046,819 shares of Class Z-A Common Stock, par value $0.0001 per share, 274,379 shares of Class Z-B-1 Common Stock, par value $0.0001 per share, and 274,379 shares of Class Z-B-2 Common Stock, par value $0.0001 per share, outstanding.

Table of Contents

		Page
	Explanatory Note	1
	Forward-Looking Statements	1
PART I.	FINANCIAL INFORMATION
Item 1.	Financial Statements	3
	Condensed Consolidated Balance Sheets	3
	Condensed Consolidated Statements of Comprehensive Income (Loss)	4
	Condensed Consolidated Statements of Stockholders’ and Members’ Equity	5
	Condensed Consolidated Statements of Cash Flows	6
	Notes to Unaudited Condensed Consolidated Financial Statements	7
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	30
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	44
Item 4.	Controls and Procedures	44
PART II.	OTHER INFORMATION
Item 1.	Legal Proceedings	45
Item 1A.	Risk Factors	45
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	45
Item 3.	Defaults Upon Senior Securities	45
Item 4.	Mine Safety Disclosures	45
Item 5.	Other Information	45
Item 6.	Exhibits	46
Signatures		47

i

Explanatory Note

This Quarterly Report on Form 10-Q includes information pertaining to periods prior to the closing of the Alight Business Combination (as defined below). Refer to Note 1 “Basis of Presentation and Nature of Business”, for further information regarding the basis of presentation.

Forward-Looking Statements

This Quarterly Report on Form 10-Q contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended (the "Exchange Act"). These forward-looking statements include, but are not limited to, statements that relate to expectations regarding future financial performance, and business strategies or expectations for our business. Forward-looking statements can often be identified by the use of words such as “anticipate,” “appear,” “approximate,” “believe,” “continue,” “could,” “estimate,” “expect,” “foresee,” “intends,” “may,” “might,” “plan,” “possible,” “potential,” “predict,” “project,” “seek,” “should,” “would” or similar expressions or the negative thereof. These forward-looking statements are based on information available as of the date of this report and the Company’s management’s current expectations, forecasts and assumptions, and involve a number of judgments, known and unknown risks and uncertainties and other factors, many of which are outside the control of the Company and its directors, officers and affiliates. Accordingly, forward-looking statements should not be relied upon as representing the Company’s views as of any subsequent date. The Company does not undertake any obligation to update, add or otherwise correct any forward-looking statements contained herein to reflect events or circumstances after the date they were made, whether as a result of new information, future events, inaccuracies that become apparent after the date hereof or otherwise, except as may be required by law.

As a result of a number of known and unknown risks and uncertainties, our actual results or performance may be materially different from those expressed or implied by these forward-looking statements. Some factors that could cause actual results to differ include:

•declines in economic activity in the industries, markets, and regions our clients serve, including as a result of increases in inflation rates or changes in monetary and fiscal policies;

•the possibility that the Company may be adversely affected by other economic, business or competitive factors;

•risks associated with competition with the Company’s competitors;

•cyber attacks and security vulnerabilities and other significant disruptions in the Company’s information technology systems and networks that could expose the Company to legal liability, impair its reputation or have a negative effect on the Company’s results of operations;

•our handling of confidential, personal or proprietary data;

•changes in applicable laws or regulations;

•an inability to successfully execute on operational and technological enhancements designed to drive value for our clients or drive internal efficiencies;

•claims (particularly professional liability claims), litigation or other proceedings against us;

•the inability to adequately protect key intellectual property rights or proprietary technology;

•past and prospective acquisitions, including the failure to successfully integrate operations, personnel, systems, technologies and products of the acquired companies, adverse tax consequences of acquisitions, greater than expected liabilities of the acquired companies and charges to earnings from acquisitions;

•the success of our strategic partnerships with third parties;

•the possibility of a decline in continued interest in outsourced services;

•our inability to retain and attract experienced and qualified personnel;

•the ongoing COVID-19 pandemic and future outbreak of any other highly infectious or contagious disease, including the global economic uncertainty and measures taken in response;

•recovery following a disaster or other business continuity problem;

•our inability to deliver a satisfactory product to our clients;

•damage to our reputation;

•our reliance on third-party licenses and service providers;

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•our handling of client funds;

•changes in regulations that could have an adverse effect on the Company’s business;

•the Company’s international operations;

•the profitability of our engagements due to unexpected circumstances;

•changes in accounting principles or treatment;

•contracting with government clients;

•the significant control the certain existing investors have over us;

•the potential for conflicts of interest arising out of any members of our board of directors allocating their time to other businesses and not exclusively to us, and that our charter contains a corporate opportunities waiver so directors will not be required to present potential business opportunities to us;

•the incurrence of increased costs and becoming subject to additional regulations and requirements as a result of being a public company;

•changes in our capital structure, including from the issuance of new shares by us or sales of shares by existing investors, which could adversely affect the market price of our stock;

•our obligations under the Tax Receivable Agreement (as defined below); and

•changes to our credit ratings or interest rates which could affect our financial resources, ability to raise additional capital, generate sufficient cash flows, or generally maintain operations; and other risks and uncertainties indicated in this report and our other public filings, including those set forth under the section entitled “Risk Factors” in our Annual Report on Form 10-K, filed with the Securities and Exchange Commission (the "SEC") on March 10, 2022 (the "Annual Report").

These risk factors do not identify all risks that we face, and our business, financial condition and results of operations could also be affected by factors, events or uncertainties that are not presently known to us or that we currently do not consider to present material risks.

Website and Social Media Disclosure

We use our website (www.alight.com) and our corporate Facebook (http://www.facebook.com/AlightGlobal), Instagram (@alight_solutions), LinkedIn (www.linkedin.com/company/alightsolutions), Twitter (@alightsolutions), and YouTube (www.youtube.com/c/AlightSolutions) accounts as channels of distribution of Company information. The information we post through these channels may be deemed material. Accordingly, investors should monitor these channels, in addition to following our press releases, SEC filings and public conference calls and webcasts. The contents of our website and social media channels are not, however, a part of this Quarterly Report on Form 10-Q.

 

2

PART I—FINANCIAL INFORMATION

Item 1. Financial Statements.

Alight, Inc.

Condensed Consolidated Balance Sheets

	June 30,			December 31,
	2022			2021
(in millions, except share and per share amounts)	(Unaudited)
Assets
Current Assets
Cash and cash equivalents	$	272		$	372
Receivables, net		551			515
Other current assets		260			302
Total Current Assets Before Fiduciary Assets		1,083			1,189
Fiduciary assets		1,354			1,280
Total Current Assets		2,437			2,469
Goodwill		3,624			3,638
Intangible assets, net		4,007			4,170
Fixed assets, net		281			236
Deferred tax assets, net		4			3
Other assets		525			472
Total Assets	$	10,878		$	10,988
Liabilities and Stockholders' Equity
Liabilities
Current Liabilities
Accounts payable and accrued liabilities	$	349		$	406
Current portion of long-term debt, net		31			38
Other current liabilities		271			401
Total Current Liabilities Before Fiduciary Liabilities		651			845
Fiduciary liabilities		1,354			1,280
Total Current Liabilities		2,005			2,125
Deferred tax liabilities		33			36
Long-term debt, net		2,809			2,830
Long-term tax receivable agreement		530			581
Financial instruments		72			135
Other liabilities		334			353
Total Liabilities	$	5,783		$	6,060
Commitments and Contingencies (Note 19)
Stockholders' Equity
Class A Common Stock; $0.0001 par value, 1,000,000,000 shares authorized; 465,629,457 issued and outstanding as of June 30, 2022	$	—		$	—
Class B Common Stock; $0.0001 par value, 20,000,000 shares authorized; 9,980,906 issued and outstanding as of June 30, 2022		—			—
Class V Common Stock; $0.0001 par value, 175,000,000 shares authorized; 75,886,716 issued and outstanding as of June 30, 2022		—			—
Class Z Common Stock; $0.0001 par value, 12,900,000 shares authorized; 5,595,577 issued and outstanding as of June 30, 2022		—			—
Additional paid-in-capital		4,311			4,228
Retained deficit		(56	)		(96	)
Accumulated other comprehensive income		61			8
Total Alight, Inc. Equity	$	4,316		$	4,140
Noncontrolling interest		779			788
Total Stockholders' Equity	$	5,095		$	4,928
Total Liabilities and Stockholders' Equity	$	10,878		$	10,988

The accompanying Notes are an integral part of these condensed consolidated financial statements.

3

Alight, Inc.

Condensed Consolidated Statements of Comprehensive Income (Loss)

(Unaudited)

	Successor						Predecessor
	Three Months Ended			Six Months Ended			Three Months Ended			Six Months Ended
	June 30,			June 30,			June 30,			June 30,
(in millions, except per share amounts)	2022			2022			2021			2021
Revenue	$	715		$	1,440		$	672		$	1,361
Cost of services, exclusive of depreciation and amortization		483			974			436			888
Depreciation and amortization		13			24			19			38
Gross Profit		219			442			217			435
Operating Expenses
Selling, general and administrative		157			297			105			222
Depreciation and intangible amortization		85			170			56			111
Total operating expenses		242			467			161			333
Operating (Loss) Income		(23	)		(25	)		56			102
Other (Income) Expense
Gain from change in fair value of financial instruments		(50	)		(63	)		—			—
Gain from change in fair value of tax receivable agreement		(38	)		(43	)		—			—
Interest expense		29			58			61			123
Other (income) expense, net		(7	)		(8	)		1			9
Total other (income) expense, net		(66	)		(56	)		62			132
Income (Loss) Before Income Tax Benefit		43			31			(6	)		(30	)
Income tax benefit		(9	)		(8	)		(2	)		(5	)
Net Income (Loss)		52			39			(4	)		(25	)
Net income (loss) attributable to noncontrolling interests		1			(1	)		—			—
Net Income (Loss) Attributable to Alight, Inc.	$	51		$	40		$	(4	)	$	(25	)
Earnings Per Share
Basic earnings per share	$	0.11		$	0.09
Diluted earnings per share	$	0.10		$	0.07
Net Income (Loss)	$	52		$	39		$	(4	)	$	(25	)
Other comprehensive income, net of tax:
Change in fair value of derivatives		30			77			6			23
Foreign currency translation adjustments		(12	)		(15	)		4			8
Total other comprehensive income, net of tax:		18			62			10			31
Comprehensive Income Before Noncontrolling Interests		70			101			6			6
Comprehensive income attributable to noncontrolling interests		2			8			—			—
Comprehensive Income Attributable to Alight, Inc.	$	68		$	93		$	6		$	6

The accompanying Notes are an integral part of these condensed consolidated financial statements.

4

Alight, Inc.

Condensed Consolidated Statements of Stockholders’ Equity

(Unaudited)

	Successor
									Accumulated
			Additional						Other		Total						Total
	Common		Paid-in			Retained			Comprehensive		Alight, Inc.			Noncontrolling			Stockholders'
(in millions)	Stock		Capital			Deficit			Income		Equity			Interest			Equity
Balance at December 31, 2021	$	—	$	4,228		$	(96	)	$	8	$	4,140		$	788		$	4,928
Net loss		—		—			(11	)		—		(11	)		(2	)		(13	)
Other comprehensive income, net		—		—			—			36		36			8			44
Measurement period adjustment		—		—			—			—		—			(1	)		(1	)
Conversion of noncontrolling interest		—		7			—			—		7			(13	)		(6	)
Share-based compensation expense		—		33			—			—		33			—			33
Shares vested, net of shares withheld in lieu of taxes		—		(1	)		—			—		(1	)		—			(1	)
Balance at March 31, 2022	$	—	$	4,267		$	(107	)	$	44	$	4,204		$	780		$	4,984
Net income		—		—			51			—		51			1			52
Other comprehensive income, net		—		—			—			17		17			1			18
Conversion of noncontrolling interest		—		2			—			—		2			(3	)		(1	)
Share-based compensation expense		—		42			—			—		42			—			42
Balance at June 30, 2022	$	—	$	4,311		$	(56	)	$	61	$	4,316		$	779		$	5,095

Condensed Consolidated Statements of Members' Equity

(Unaudited)

	Predecessor
																		Accumulated
	Members' Equity																	Other
	Class A Units					Class A-1 Units						Class B Units						Comprehensive
(in millions, except unit amounts)	Units		Amount			Units			Amount			Units			Amount			(Loss) Income			Total
Balance at December 31, 2020		123,700	$	699			1,800		$	12			1,736		$	14		$	(42	)	$	683
Comprehensive (loss) income, net of tax		—		(21	)		—			—			—			—			21			—
Restricted share units vested, net of units withheld in lieu of taxes		—		—			1			—			50			—			—			—
Unit repurchases		—		—			(75	)		(1	)		(89	)		(1	)		—			(2	)
Share-based compensation expense		—		—			—			—			—			2			—			2
Balance at March 31, 2021		123,700	$	678			1,726		$	11			1,697		$	15		$	(21	)	$	683
Comprehensive (loss) income, net of tax		—		(4	)		—			—			—			—			10			6
Restricted share units vested, net of units withheld in lieu of taxes		—		—			91			(1	)		391			—			—			(1	)
Share-based compensation expense		—		—			—			1			—			2			—			3
Balance at June 30, 2021		123,700	$	674			1,817		$	11			2,088		$	17		$	(11	)	$	691

The accompanying Notes are an integral part of these condensed consolidated financial statements.

5

Alight, Inc.

Condensed Consolidated Statements of Cash Flows

(Unaudited)

	Successor			Predecessor
	Six Months Ended			Six Months Ended
	June 30,			June 30,
(in millions)	2022			2021
Cash flows from operating activities
Net income (loss)	$	39		$	(25	)
Adjustments to reconcile net income (loss) to net cash provided by operations:
Depreciation		35			49
Intangible amortization expense		159			100
Noncash lease expense		13			10
Financing fee and premium amortization		(1	)		9
Share-based compensation expense		75			5
Gain from change in fair value of financial instruments		(63	)		—
Gain from change in fair value of tax receivable agreement		(43	)		—
Deferred tax benefit		(10	)		(1	)
Other		—			1
Change in assets and liabilities:
Receivables		(42	)		51
Accounts payable and accrued liabilities		(49	)		(45	)
Other assets and liabilities		5			(96	)
Cash provided by operating activities	$	118		$	58
Cash flows from investing activities
Capital expenditures		(79	)		(55	)
Cash used for investing activities	$	(79	)	$	(55	)
Cash flows from financing activities
Net increase (decrease) in fiduciary liabilities		74			(15	)
Members' equity unit repurchase		—			(2	)
Borrowings from banks		104			110
Financing fees		(3	)		—
Repayments to banks		(126	)		(124	)
Principal payments on finance lease obligations		(17	)		(17	)
Settlements of interest rate swaps		(6	)		(14	)
Tax payment for shares/units withheld in lieu of taxes		(1	)		(1	)
Deferred and contingent consideration payments		(81	)		(1	)
Cash used for financing activities	$	(56	)	$	(64	)
Effect of exchange rate changes on cash, cash equivalents and restricted cash		(9	)		—
Net decrease in cash, cash equivalents and restricted cash		(26	)		(61	)
Cash, cash equivalents and restricted cash at beginning of period		1,652			1,536
Cash, cash equivalents and restricted cash at end of period	$	1,626		$	1,475
Reconciliation of cash, cash equivalents, and restricted cash to the Consolidated Balance Sheets
Cash and cash equivalents	$	272		$	460
Restricted cash included in fiduciary assets		1,354			1,015
Total cash, cash equivalents and restricted cash	$	1,626		$	1,475
Supplemental disclosures:
Interest paid	$	63		$	112
Income taxes paid		8			5
Supplemental disclosure of non-cash financing activities:
Fixed asset additions acquired through finance leases	$	7		$	2
Right of use asset additions acquired through operating leases		3			10

The accompanying Notes are an integral part of these condensed consolidated financial statements.

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Alight, Inc.

Notes to Unaudited Condensed Consolidated Financial Statements

1. Basis of Presentation and Nature of Business

Foley Trasimene Acquisition Corp. (“FTAC”) was incorporated in Delaware on March 26, 2020. FTAC was formed for the purpose of effecting a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination with one or more businesses.

On July 2, 2021 (the “Closing Date”), FTAC completed the business combination (the “Business Combination”) with Alight Holding Company, LLC (f/k/a Tempo Holding Company, LLC) (“Alight Holdings” or the “Predecessor”) contemplated by the Business Combination Agreement (as amended and restated as of April 29, 2021) between FTAC, Alight Holdings and other interested parties (the “Business Combination Agreement”). On the Closing Date, pursuant to the Business Combination Agreement, FTAC became a wholly owned subsidiary of Alight, Inc. (“Alight”, the “Company”, “we” “us” “our” or the “Successor”) and was renamed Alight Group, Inc. As a result of the Business Combination, and by virtue of such series of mergers and related transactions, the combined company is now organized in an “Up-C” structure, in which substantially all of the assets and business of Alight are held by Alight Holdings, of which Alight is the managing member pursuant to the terms of the Second Amended and Restated Limited Liability Company Agreement of Alight Holdings that went into effect upon the completion of the Business Combination. As of June 30, 2022, Alight owns approximately 86% of the economic interest in Alight Holdings, but has 100% of the voting power and controls the management of Alight Holdings. As of June 30, 2022, the non-voting ownership percentage held by noncontrolling interest was approximately 14% (see Note 9 "Stockholders' and Members' Equity" for additional information).

Basis of Presentation

As a result of the Business Combination, for accounting purposes, the Company is the acquirer and Alight Holdings is the acquiree and accounting predecessor. While the Closing Date was July 2, 2021, we determined that as the impact of one day would be immaterial to the results of operations, we utilized July 1, 2021 as the date of the Business Combination for accounting purposes. Therefore, the financial statement presentation includes the financial statements of Alight Holdings as Predecessor for the periods prior to July 1, 2021 and the Company as Successor for the periods including and after July 1, 2021, including the consolidation of Alight Holdings.

The accompanying unaudited Condensed Consolidated Financial Statements have been prepared in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”) for interim financial information and should be read in conjunction with the Consolidated Financial Statements contained in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2021, filed with the Securities and Exchange Commission (“SEC”) on March 10, 2022. In the opinion of management, all adjustments, including normal recurring adjustments, considered necessary for a fair presentation have been included. All significant intercompany transactions and balances have been eliminated upon consolidation. The results of operations for interim periods are not necessarily indicative of the results to be expected for future quarters or for the full fiscal year ending December 31, 2022.

Nature of Business

We are a leading cloud-based human capital technology and services provider that powers confident health, wealth and wellbeing decisions for millions of people and their dependents. Our Alight Worklife® platform combines data and analytics with a simple, seamless user experience. Supported by our global delivery capabilities, Alight Worklife® is transforming the employee experience for people around the world through personalized, data-driven health, wealth and wellbeing insights. Our solutions include:

•Employer Solutions: driven by our digital, software and artificial intelligence ("AI")-led capabilities powered by the Alight Worklife® platform and spanning total employee wellbeing and engagement, including integrated benefits administration, healthcare navigation, financial health, employee wellbeing and payroll. These solutions are designed to support employers in effectively managing their workforce through a seamless, integrated platform. We leverage data across all interactions and activities to improve the employee experience, reduce operational costs and better inform management processes and decision-making. In addition, employees benefit from an integrated platform and user experience, coupled with a full-service client care center, helping them manage the full life cycle of their health, wealth and careers.

•Professional Services: includes our project-based cloud deployment and consulting offerings that provide expertise with both human capital and financial platforms. Specifically, this includes cloud advisory and deployment, and optimization services for cloud platforms such as Workday, SAP SuccessFactors, Oracle, and Cornerstone OnDemand.

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2. Accounting Policies and Practices

Use of Estimates

The preparation of the accompanying Condensed Consolidated Financial Statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosures of contingent assets and liabilities at the date of the financial statements, and the reported amounts of reserves and expenses.

These estimates and assumptions are based on management’s best estimates and judgments. Management evaluates its estimates and assumptions on an ongoing basis using historical experience and other factors, including the current economic environment. Management believes its estimates to be reasonable given the current facts available. Management adjusts such estimates and assumptions when facts and circumstances dictate. Illiquid credit markets, volatile equity markets, and foreign currency exchange rate movements increase the uncertainty inherent in such estimates and assumptions. As future events and their effects cannot be predicted with certainty, actual results could differ significantly from these estimates. Changes in estimates resulting from continuing changes in the economic environment would, if applicable, be reflected in the financial statements in future periods.

Tax Receivable Agreement

In connection with the Business Combination, we entered into a Tax Receivable Agreement (the “TRA”) with certain of our pre-Business Combination owners that provides for the payment by Alight to such owners of 85% of the benefits that Alight is deemed to realize as a result of the Company’s share of existing tax basis acquired in the Business Combination and other tax benefits related to entering into the TRA. The Company accounts for the TRA as a liability at fair value and is subject to remeasurement at each balance sheet date. Any change in fair value is recognized within the Condensed Consolidated Statements of Comprehensive Income (Loss).

Subsequent to the Business Combination, upon equity exchanges of the noncontrolling interests, the Company records obligations under the TRA at the gross undiscounted amount of the expected future payments as an increase to the liability with an offset to Additional paid-in capital.

New Accounting Pronouncements

There are no pending accounting pronouncements that are expected to have a material impact upon our Consolidated Financial Statements.

3. Revenue from Contracts with Customers

The majority of the Company’s revenue is highly recurring and is derived from contracts with customers to provide integrated, cloud-based human capital solutions that empower clients and their employees to manage their health, wealth and HR needs. The Company’s revenues are disaggregated by recurring and project revenues within each reportable segment. Recurring revenues are typically longer term in nature and more predictable on an annual basis, while project revenues consist of project work of a shorter duration. See Note 12 “Segment Reporting” for quantitative disclosures of recurring and project revenues by reportable segment. The Company’s reportable segments are Employer Solutions, Professional Services and Hosted Business. Employer Solutions are driven by our digital, software and AI-led capabilities powered by the Alight Worklife® platform and spanning total employee wellbeing and engagement, including integrated benefits administration, healthcare navigation, financial health, and employee wellbeing and payroll. Professional Services includes project-based cloud deployment and consulting offerings. The Company believes these revenue categories depict how the nature, amount, timing, and uncertainty of its revenue and cash flows are affected by economic factors.

Revenues are recognized when control of the promised services is transferred to the customer in the amount that best reflects the consideration to which the Company expects to be entitled in exchange for those services. The majority of the Company’s revenue is recognized over time as the customer simultaneously receives and consumes the benefits of our services. On occasion, we may be entitled to a fee based on achieving certain performance criteria or contract milestones. To the extent that we cannot estimate with reasonable assurance the likelihood that we will achieve the performance target, we will constrain this portion of the transaction price and recognize it when or as the uncertainty is resolved. Any taxes assessed on revenues relating to services provided to our clients are recorded on a net basis. All of the Company’s revenues are described in more detail below.

Administrative Services

We provide benefits, human resource and payroll administration services across all of our solutions, which are highly recurring. The Company’s contracts may include administration services across one or multiple solutions and typically have three to five-year terms with mutual renewal options.

These contracts typically consist of an implementation phase and an ongoing administration phase:

Implementation phase – In connection with the Company’s long-term agreements, highly customized implementation efforts are often necessary to set up clients and their human resource, payroll or benefit programs on the Company’s systems and operating processes. Work performed during the implementation phase is considered a set-up activity because it does not transfer a service to the

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customer. Therefore, it is not a separate performance obligation. As these agreements are longer term in nature, our contracts generally provide that if the client terminates a contract, we are entitled to an additional payment for services performed through the termination date designed to recover our up-front costs of implementation. Any fees received from the customer as part of the implementation are, in effect, an advance payment for the future ongoing administration services to be provided.

Ongoing administration services phase – For all solutions, the ongoing administration phase includes a variety of plan and payroll administration services and system support services. More specifically, these services include data management, calculations, reporting, fulfillment/communications, compliance services, call center support, and in our Health solutions agreements, annual on-boarding and enrollment support. While there are a variety of activities performed across all solutions, the overall nature of the obligation is to provide integrated administration solutions to the customer. The agreement represents a stand-ready obligation to perform these activities across all solutions on an as-needed basis. The customer obtains value from each period of service, and each time increment (i.e., each month, or each benefit cycle in the case of our Health solutions arrangements) is distinct and substantially the same. Accordingly, the ongoing administration services for each solution represents a series and each series (i.e., each month, or each benefit cycle including the enrollment period in the case of our Health solutions arrangements) of distinct services are deemed to be a single performance obligation. In agreements that include multiple performance obligations, the transaction price related to each performance obligation is based on a relative stand-alone selling price basis. We establish the stand-alone selling price using observable market prices that the Company charges separately for similar solutions to similar customers.

Our contracts with our clients specify the terms and conditions upon which the services are based. Fees for these services are primarily based on a contracted fee charged per participant per period (e.g., monthly or annually, as applicable). These contracts may also include fixed components, including lump-sum implementation fees. Our fees are not typically payable until the commencement of the ongoing administration phase. Once fees become payable, payment is typically due on a monthly basis as we perform under the contract, and we are entitled to be reimbursed for work performed to date in the event of termination.

For Health solutions administration services, each benefits cycle inclusive of the enrollment period represents a time increment under the series guidance and is a single performance obligation. Although ongoing fees are typically not payable until the commencement of the ongoing administrative phase, we begin transferring services to our customers approximately four months prior to payments being due as part of our annual enrollment services. Although our per-participant fees are considered variable, they are typically predictable in nature, and therefore we do not generally constrain any portion of our transaction price estimates. We use an input method based on the labor costs incurred relative to total labor costs as the measure of progress in satisfying our Health solutions performance obligation commencing when the customer’s annual enrollment services begin. Given that the Health solutions enrollment and administrative services are stand-ready in nature, it can be difficult to estimate the total expected efforts or hours we will incur for a particular benefits cycle. Therefore, the input measure is based on the historical effort expended each month, which is measured as labor cost.

For all other benefits administration, human resources and payroll services where each month represents a distinct time increment under the series guidance, we allocate the transaction price to the month we are performing our services. Therefore, the amount recognized each month is the variable consideration related to that month plus any fixed monthly or annual fee, which is recognized on a straight-line basis. Revenue for these types of arrangements are therefore more consistent throughout the year.

In the normal course of business, we enter into change orders or other contract modifications to add or modify services provided to the customer. We evaluate whether these modifications should be accounted for as separate contracts or a modification to an existing contract. To the extent that the modification changes a promise that forms part of the underlying series, the modification is not accounted for as a separate contract.

Other Contracts

In addition to the ongoing administration services, the Company also has services across all solutions that represent separate performance obligations and that are often shorter in duration, such as our cloud deployment services, cloud advisory services, participant financial advisory services, and enrollment services not bundled with ongoing administration services.

Fee arrangements can be in the form of fixed-fee, time-and-materials, or fees based on assets under management. Payment is typically due on a monthly basis as we perform under the contract, and we are entitled to be reimbursed for work performed to date in the event of termination.

Services may represent stand-ready obligations that meet the series provision, in which case all variable consideration is allocated to each distinct time increment.

Other services are recognized over-time based on a method that faithfully depicts the transfer of value to the customer, which may be based on the value of labor hours worked or time elapsed, depending on the facts and circumstances.

The majority of the fees for enrollment services not bundled with ongoing administration services may be in the form of commissions received from insurance carriers for policy placement and are variable in nature. These annual enrollment services include both employer-sponsored arrangements that place both retiree Medicare coverage and voluntary benefits and

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direct-to-consumer Medicare placement. Our performance obligations under these annual enrollment services are typically completed over a short period upon which a respective policy is placed or confirmed with no ongoing fulfillment obligations. For both the employer-sponsored and direct-to-consumer arrangements, we recognize the majority of the placement revenue in the fourth quarter of the calendar year, which is when most of the placement or renewal activity occurs. However, the Company may continue to receive commissions from carriers until the respective policy lapses or is cancelled. The Company bases the estimates of total transaction price on supportable evidence from an analysis of past transactions, and only includes amounts that are probable of being received or not refunded.

As it relates to the direct-to-consumer arrangements, because our obligation is complete upon placement of the policy, we recognize revenue at that date, which includes both compensation due to us in the first year as well as an estimate of the total renewal commissions that will be received over the lifetime of the policy. The variable consideration estimate requires significant judgement, and will vary based on product type, estimated commission rates and the expected lives of the respective policies and other factors.

For both the employer-sponsored and direct-to-customer arrangements, the estimated total transaction price may differ from the ultimate amount of commissions we may collect. Consequently, the estimate of total transaction price is adjusted over time as the Company receives confirmation of cash received, or as other information becomes available.

The Company has elected to apply practical expedients to not disclose the revenue related to unsatisfied performance obligations if (1) the contract has an original duration of one year or less, or (2) the variable consideration is allocated entirely to an unsatisfied performance obligation which is recognized as a series of distinct goods and services that form a single performance obligation.

Contract Costs

Costs to obtain a Contract

The Company capitalizes incremental costs to obtain a contract with a customer that are expected to be recovered. Assets recognized for the costs to obtain a contract, which primarily includes sales commissions paid in relation to the initial contract, are amortized over the expected life of the underlying customer relationships, which is 7 years for our payroll and cloud solutions and 15 years for all of our other solutions. For situations where the duration of the contract is 1 year or less, the Company has applied a practical expedient and recognized the costs of obtaining a contract as an expense when incurred. These costs are recorded in Cost of services, exclusive of depreciation and amortization in the Condensed Consolidated Statements of Comprehensive Income (Loss).

Costs to fulfill a Contract

The Company capitalizes costs to fulfill contracts which includes highly customized implementation efforts to set up clients and their human resource, payroll or benefit programs. Assets recognized for the costs to fulfill a contract are amortized on a systematic basis over the expected life of the underlying customer relationships, which is 7 years for our payroll and cloud solutions and 15 years for all of our other solutions.

Amortization for all contracts costs are recorded in Cost of services, exclusive of depreciation and amortization in the Condensed Consolidated Statements of Comprehensive Income (Loss) (see Note 5 “Other Financial Data”).

4. Acquisitions

2021 Acquisitions

Alight Business Combination

On July 2, 2021, the Company completed the Business Combination for consideration transferred of approximately $5.0 billion. The Business Combination was accounted for using the acquisition method under Accounting Standards Codification Topic 805, Business Combinations (“ASC 805”), which requires, among other things, that most assets acquired and liabilities assumed be recognized at their fair values as of the acquisition date. The final consideration and allocation of the purchase price to the fair value of the combined assets acquired and liabilities assumed is presented below.

On the Closing Date, the Company paid $36 million of deferred underwriting costs related to FTAC’s initial public offering and $37 million of fees related to the private placement transaction, which were treated as a reduction of equity. Approximately $21 million of the Company’s acquisition-related costs were paid on the Closing Date. Additionally, $39 million of seller transaction costs were paid on the Closing Date, including $36 million in advisory and investment banker fees that were contingent upon the consummation of the Business Combination. As these fees are considered success fees in nature, they are considered to have been incurred “on the line”, and therefore, were not recognized in the Condensed Consolidated Statements of Comprehensive Income (Loss) in either the Predecessor or Successor periods.

On the Closing Date, approximately $36 million of certain executive compensation-related expenses that were contingent upon the closing of the Business Combination were triggered. As these expenses were contingent upon the change-in-control event, they are

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considered to have been incurred “on the line”, and therefore, were not recognized in the Condensed Consolidated Statements of Comprehensive Income (Loss) in either the Predecessor or Successor periods.

The following table summarizes the final consideration transferred (in millions):

Cash consideration to prior equityholders(1)	$	1,055
Repayment of debt		1,814
Total cash consideration	$	2,869
Continuing unitholders rollover equity into the Company(2)		1,414
Contingent consideration - Tax Receivable Agreement(3)		610
Contingent consideration - Seller Earnouts(3)		109
Total consideration transferred	$	5,002
Noncontrolling interest(4)	$	799

(1)Includes cash consideration paid to reimburse seller for certain transaction expenses.

(2)The Company issued approximately 141 million shares of Class A Common Stock that had a total fair value of approximately $1.4 billion based on the price of $10 per share on July 2, 2021, the acquisition date.

(3)The TRA and Seller Earnouts represent liability classified contingent consideration. Refer to Note 9 “Stockholders’ and Members’ Equity”, Note 14 “Financial Instruments” and Note 15 “Tax Receivable Agreement” for further discussion.

(4)The fair value of the noncontrolling interest is based on the fair value of acquired business, which was determined based on the price of the Company's Class A Common Stock at the July 2, 2021 Closing Date, plus the contingent consideration related to the Seller Earnouts. The noncontrolling interest is exchangeable for Class A Common Stock at the option of the holder. Refer to Note 9 “Stockholders’ and Members’ Equity” for additional information.

The following table summarizes the final purchase price allocation (in millions):

Cash and cash equivalents	$	460
Receivables		484
Fiduciary assets		1,015
Other current assets		162
Fixed assets		205
Other assets		425
Accounts payable and accrued liabilities		(327	)
Fiduciary liabilities		(1,015	)
Other current liabilities		(291	)
Debt assumed		(2,370	)
Deferred tax liabilities		(3	)
Other liabilities		(396	)
Intangible assets		4,078
Total identifiable net assets	$	2,427
Goodwill	$	3,374

Measurement Period Adjustments

During the first half of 2022, the Company recorded measurement period adjustments to its initial allocation of purchase price as a result of ongoing valuation procedures on assets acquired and liabilities assumed, including (i) a decrease in Receivables of $2 million, (ii) a decrease in Other current liabilities of $2 million, (iii) a decrease in consideration transferred of $8 million due to an updated TRA valuation, and (iv) a decrease of $1 million in noncontrolling interest due to the change in consideration transferred. The impact of these measurement period adjustments on the Condensed Consolidated Statements of Comprehensive Income (Loss) was not material.

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Intangible Assets

Intangible assets were identified that met either the separability criterion or the contractual-legal criterion described in ASC 805. The trade name intangible asset represents the corporate Alight tradename, which was valued using the relief-from-royalty method. The technology related intangible assets represent software developed by Alight Holdings to differentiate its product/service offerings for its customers, valued using the relief-from-royalty method. The customer-related and contract-based intangible assets represent strong, long-term relationships with customers, valued using the multi-period excess earnings method. The values allocated to identifiable intangible assets and their estimated useful lives are as follows:

	Fair value		Useful life
Identifiable intangible assets	(in millions)		(in years)
Definite lived trade names	$	400		15
Technology related intangibles	$	222		6
Customer-related and contract-based intangibles	$	3,456		15

Goodwill

Approximately $3.4 billion has been allocated to goodwill following the closing of the Business Combination. Goodwill represents the excess of the gross consideration transferred over the fair value of the underlying net tangible and identifiable definite-lived intangible assets acquired. Qualitative factors that contribute to the recognition of goodwill include certain intangible assets that are not recognized as separate identifiable intangible assets apart from goodwill, including assembled workforce and expected future market conditions. Of the goodwill established, $1.6 billion was tax deductible.
 

Retiree Health Exchange

On October 1, 2021, the Company completed the acquisition of AON Retiree Health Exchange, Inc., a retiree health exchange, for consideration transferred of approximately $199 million. The acquisition was accounted for using the acquisition method under ASC 805, which requires, among other things, that most assets acquired and liabilities assumed be recognized at their fair values as of the acquisition date. The preliminary consideration and allocation of the purchase price to the fair value of the combined assets acquired and liabilities assumed is presented below. The preliminary measurement of consideration transferred and the allocations reflect the best estimates of the valuations currently available and are subject to change once additional analyses are completed. The accounting for the acquisition is not complete as the valuation for acquired assets and liabilities have not been finalized and these final valuations of the assets and liabilities could have a material impact on the preliminary purchase price allocation disclosed below. The allocation will be finalized as soon as practicable, but no later than one year from the acquisition date.

The following table summarizes the preliminary purchase price allocation (in millions):

Receivables	$	1
Other current assets		29
Accounts payable and accrued liabilities		(13	)
Intangible assets		104
Fair value of net assets acquired and liabilities assumed		121
Goodwill		78
Total consideration	$	199

Intangible assets include customer-related and contract-based intangibles and technology with estimated useful lives of 13 years and 5 years, respectively. Approximately $78 million has been preliminarily allocated to goodwill, all of which was tax deductible.
 

5. Other Financial Data

Condensed Consolidated Balance Sheets Information

Receivables, net

The components of Receivables, net are as follows (in millions):

	June 30,			December 31,
	2022			2021
Billed and unbilled receivables	$	559		$	520
Allowance for expected credit losses		(8	)		(5	)
Balance at end of period	$	551		$	515

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Other current assets

The components of Other current assets are as follows (in millions):

	June 30,		December 31,
	2022		2021
Deferred project costs	$	44	$	39
Prepaid expenses		48		66
Commissions receivable		75		148
Other		93		49
Total	$	260	$	302

Other assets

The components of Other assets are as follows (in millions):

	June 30,		December 31,
	2022		2021
Deferred project costs	$	318	$	274
Operating lease right of use asset		100		120
Commissions receivable		26		34
Other		81		44
Total	$	525	$	472

The current and non-current portions of deferred project costs relate to costs to obtain and fulfill contracts (see Note 3 “Revenue from Contracts with Customers”). During the Successor three and six months ended June 30, 2022 and the Predecessor three and six months ended June 30, 2021, total amortization expense of $13 million, $25 million, $17 million and $33 million was recorded in Cost of services, exclusive of depreciation and amortization in the Condensed Consolidated Statements of Comprehensive Income (Loss), respectively.

Other current assets and Other assets include the fair value of outstanding derivative instruments related to interest rate swaps. The balances in Other current assets as of June 30, 2022 and December 31, 2021 were $39 million and $1 million, respectively. The balances in Other assets as of June 30, 2022 and December 31, 2021 were $57 million and $16 million, respectively (see Note 13 “Derivative Financial Instruments” for additional information).

Other current liabilities

The components of Other current liabilities are as follows (in millions):

	June 30,		December 31,
	2022		2021
Deferred revenue	$	116	$	148
Operating lease liabilities		41		44
Finance lease liabilities		27		27
Other		87		182
Total	$	271	$	401

Other liabilities

The components of Other liabilities are as follows (in millions):

	June 30,		December 31,
	2022		2021
Deferred revenue	$	98	$	55
Operating lease liabilities		111		139
Finance lease liabilities		24		34
Unrecognized tax positions		43		44
Other		58		81
Total	$	334	$	353

The current and non-current portions of deferred revenue relates to consideration received in advance of performance under client contracts. During the Successor six months ended June 30, 2022 and the Predecessor six months ended June 30, 2021, revenue of approximately $94 million and $101 million was recognized and recorded as deferred revenue at the beginning of each period.

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Other current liabilities as of December 31, 2021 included an accrual for a deferred consideration payment of $83 million related to an acquisition completed in the fourth quarter of 2021. A payment of $81 million was made during the second quarter of 2022 and the remaining consideration will be paid during the fourth quarter of 2022.

Other current liabilities as of June 30, 2022 included the current portion of tax receivable agreement liability of $7 million (see Note 15 "Tax Receivable Agreement" for additional information).

Other current liabilities and Other liabilities include the fair value of outstanding derivative instruments related to interest rate swaps. The balances in Other current liabilities as of June 30, 2022 and December 31, 2021 were immaterial and $8 million, respectively. The balances in Other liabilities as of June 30, 2022 and December 31, 2021 were immaterial and $1 million, respectively (see Note 13 “Derivative Financial Instruments” for additional information).

6. Goodwill and Intangible assets, net

The changes in the net carrying amount of goodwill are as follows (in millions):

	Employer			Professional
	Solutions			Services			Total
Balance as of December 31, 2021	$	3,564			74			3,638
Measurement period adjustments		(10	)		—			(10	)
Foreign currency translation		(3	)		(1	)		(4	)
Balance as of June 30, 2022	$	3,551			73			3,624

Intangible assets by asset class are as follows (in millions):

	June 30, 2022						December 31, 2021
	Gross				Net		Gross				Net
	Carrying		Accumulated		Carrying		Carrying		Accumulated		Carrying
	Amount		Amortization		Amount		Amount		Amortization		Amount
Intangible assets:
Customer-related and contract based    intangibles	$	3,658		243		3,415	$	3,662	$	119	$	3,543
Technology related intangibles		254		41		213		254		20		234
Trade name (finite life)		407		28		379		407		14		393
Total	$	4,319		312		4,007	$	4,323	$	153	$	4,170

The net carrying amount of Intangible assets as of June 30, 2022 includes preliminary fair values for certain customer-related and contract-based identifiable intangible assets, technology-related intangible assets and tradename assets based on management’s preliminary estimate of fair value (see Note 4 “Acquisitions” for additional information).

The change in gross carrying amounts for customer-related and contract-based intangibles also relates to the unfavorable impact of foreign currency translation adjustments.

Amortization expense from finite-lived intangible assets for the Successor three and six months ended June 30, 2022 and the Predecessor three and six months ended June 30, 2021 was $80 million, $159 million, $50 million and $100 million respectively, which was recorded in Depreciation and intangible amortization in the Condensed Consolidated Statements of Comprehensive Income (Loss).

The following table reflects intangible assets net carrying amount and weighted-average remaining useful lives as of June 30, 2022 (in millions, except for years):

	Net		Weighted-Average
	Carrying		Remaining
	Amount		Useful Lives
Intangible assets at June 30, 2022:
Customer-related and contract-based    intangibles	$	3,415		14.0
Technology-related intangibles		213		5.0
Trade name (finite life)		379		13.8
Total	$	4,007

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Subsequent to June 30, 2022, the annual amortization expense is expected to be as follows (in millions):

	Customer-Related		Technology		Trade
	and Contract Based		Related		Name
	Intangibles		Intangibles		Intangible
2022 (July - December)	$	123	$	22	$	14
2023		245		43		28
2024		245		43		28
2025		245		43		28
2026		245		42		27
Thereafter		2,312		20		254
Total amortization expense	$	3,415	$	213	$	379

7. Income Taxes

The Company’s effective tax rates for the Successor three and six months ended June 30, 2022 were (21%) and (24%), respectively, and for the Predecessor three and six months ended June 30, 2021 were 34% and 16%, respectively.

The changes in the effective tax rates were primarily driven by the Business Combination as the Predecessor and certain of its subsidiaries operated in the U.S. as partnerships for income tax purposes and generally as corporate entities in non-U.S. jurisdictions. The Predecessor effective tax rates for the applicable periods were substantially higher due to certain non-recurring items included in pre-tax and tax expense during the Successor periods.

The effective tax rates for the Successor three and six months ended June 30, 2022 were lower than the 21% U.S. statutory corporate income tax rate primarily due to losses in certain non-U.S. jurisdictions for which a tax benefits have not been recorded, as well as changes to the Company's required valuation allowance.

8. Debt

Debt outstanding consisted of the following (in millions):

		June 30,			December 31,
	Maturity Date	2022			2021
Term Loan	May 1, 2024	$	68		$	72
Term Loan, Amended	October 31, 2026		—			1,958
Term Loan, Third Incremental(1)	August 31, 2028		—			517
Term Loan, B-1(2)	August 31, 2028		2,460			—
Secured Senior Notes	June 1, 2025		312			314
$294m Revolving Credit Facility, Amended	August 31, 2026		—			—
Other	June 30, 2022		—			7
Total debt, net			2,840			2,868
Less: current portion of long-term debt, net			(31	)		(38	)
Total long-term debt, net		$	2,809		$	2,830

(1)The net balance for the Third Incremental Term Loan at December 31, 2021 includes unamortized debt issuance costs of $6 million.

(2)The net balance for the B-1 Term Loan at June 30, 2022 includes unamortized debt issuance costs of $9 million.

Term Loan

In May 2017, the Company entered into a 7-year Initial Term Loan. During November 2017 and November 2019, the Company entered into Incremental Term Loans under identical terms as the Initial Term Loan. In August 2020, the Company refinanced the Term Loan by paying down $270 million of principal using the proceeds from the August 2020 Unsecured Senior Notes issuance, extending the maturity date on $1,986 million of the balance to October 31, 2026, and adding an interest rate floor of 50 bps (the "Amended Term Loan"). As part of the consideration transferred in the Business Combination, $556 million of principal was repaid on the portion of the Term Loan that was not amended. In August 2021, the Company entered into a new Third Incremental Term Loan facility for $525 million that matures August 31, 2028. In January 2022, the Company refinanced the Amended Term Loan and the Third Incremental Term Loan to have a concurrent maturity date of August 31, 2028 and updated interest rate terms as described below (the "B-1 Term Loan").

Interest rates on the original Term Loan borrowings are based on the London Interbank Offered Rate (“LIBOR”) plus a margin based on defined ratios (275 or 300 bps). The Company used the 1‑month LIBOR rate for all periods presented. Interest rates on the B-1 Term Loan borrowings are based on the Secured Overnight Financing Rate ("SOFR") plus a margin of 300 bps. The Company is

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required to make principal payments at the end of each fiscal quarter based on defined terms in the agreement with the remaining principal balances due on the maturity dates.

During the Successor six months ended June 30, 2022 and the Predecessor six months ended June 30, 2021, the Company made total principal payments of $16 million and $13 million, respectively. The Company utilized swap agreements to fix a portion of the floating interest rates through December 2026 (see Note 13 “Derivative Financial Instruments”).

Secured Senior Notes

In May 2020, the Company issued $300 million of Secured Senior Notes. These Secured Senior Notes have a maturity date of June 1, 2025 and accrue interest at a fixed rate of 5.75% per annum, payable semi-annually on June 1 and December 1 of each year, beginning on December 1, 2020.

Revolving Credit Facility

In May 2017, the Company entered into a 5-year $250 million revolving credit facility with a multi-bank syndicate with a maturity date of May 1, 2022. During August 2020, the Company extended the maturity date for $226 million of the revolving credit facility to October 31, 2024. In August 2021, the Company replaced and refinanced the revolving credit facilities with a $294 million revolving credit facility with a maturity date of August 31, 2026. At June 30, 2022, $4 million of unused letters of credit related to various insurance policies and real estate leases were issued under the revolving credit facility and there were no additional borrowings. The Company is required to make periodic payments for commitment fees and interest related to the revolving credit facility and outstanding letters of credit. During the Successor three and six months ended June 30, 2022 and the Predecessor three and six months ended June 30, 2021, the Company made immaterial payments related to these fees.

As part of the acquisition of NGA Human Resources ("NGA HR") during the year ended December 31, 2019, the Company acquired a revolving credit facility of approximately $20 million secured on the accounts receivable balance of NGA HR. During the six months ended June 30, 2022, the Company made principal payments of $110 million, offset by borrowings of $104 million. Interest was calculated based on an applicable reference rate plus a margin. The facility was terminated on June 29, 2022, with all borrowings and associated interest repaid at that time.

Financing Fees, Premiums and Interest Expense

The Company capitalized financing fees and premiums related to the Term Loan, Revolver and Secured Senior Notes issued. These financing fees and premiums were recorded as an offset to the aggregate debt balances and are being amortized over the respective loan terms.

Total interest expense related to the debt instruments for the Successor three and six months ended June 30, 2022 and Predecessor three and six months ended June 30, 2021 was $28 million, $55 million, $52 million and $105 million respectively, which included amortization of financing fees of immaterial and $1 million benefit for the Successor three and six months ended June 30, 2022, respectively, and expenses of approximately $4 million and $8 million for the Predecessor three and six months ended June 30, 2021, respectively. Interest expense is recorded in Interest expense in the Condensed Consolidated Statements of Comprehensive Income (Loss).

Principal Payments

Aggregate contractual principal payments as of June 30, 2022 are as follows (in millions):

Remainder of 2022 (July - December)	$	16
2023		31
2024		83
2025		325
2026		25
Thereafter		2,356
Total payments	$	2,836

9. Stockholders’ and Members’ Equity

Predecessor Equity

Class A Common Units

There were no grants of Class A common units during the six months ended June 30, 2021. Each holder of Class A common units is entitled to one vote per unit.

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Class A-1 Common Units

During the six months ended June 30, 2021, the Company granted 643 Restricted Class A-1 common units. Holders of Class A-1 common units are not entitled to voting rights.

Class B Common Units

During the six months ended June 30, 2021, there were no grants of Class B common units. Holders of Class B common units are not entitled to voting rights.

Successor Equity

Preferred Stock

Upon the Closing of the Business Combination, 1,000,000 preferred shares, par value $0.0001 per share, were authorized. There were no preferred shares issued and outstanding as of June 30, 2022.

Class A Common Stock

As of June 30, 2022, 465,629,457 shares of Class A Common Stock, including 7,583,284 of shares of unvested Class A Common Stock, were legally issued and outstanding. Holders of shares of Class A Common Stock are entitled to one vote per share, and together with the holders of shares of Class B Common Stock, will participate ratably in any dividends that may be declared by the Company’s Board of Directors.

Class B Common Stock

Upon the Closing of the Business Combination, the Seller Earnouts resulted in the issuance of a total of 14,999,998 Class B instruments (including 808,276 unvested shares of Class B Common Stock related to employee compensation) to the equityholders of the Predecessor. The equityholders of the Predecessor that exchanged their Predecessor Class A units for shares of Class A Common Stock in the Business Combination received shares of Class B Common Stock, and the equityholders of the Predecessor that continue to hold Class A units of Alight Holdings (“Continuing Unitholders”) received Class B common units of Alight Holdings.

The Class B Common Stock and Class B common units are not entitled to a vote and accrue dividends equal to amounts declared per corresponding share of Class A Common Stock and Class A unit; however, such dividends are paid if and when such share of Class B Common Stock or Class B unit converts into a share of Class A Common Stock or Class A unit. If any of the shares of Class B Common Stock or Class B common units do not vest on or before the seventh anniversary of the Closing Date, such shares or units will be automatically forfeited and cancelled for no consideration and will not be entitled to receive any cumulative dividend payments.

These Class B instruments (excluding the unvested shares of Class B Common Stock related to employee compensation) are liability classified; refer to Note 14 “Financial Instruments” for additional information.

As further described below, there are two series of Class B instruments outstanding.

Class B-1

As of June 30, 2022, 4,990,453 shares of Class B-1 Common Stock were legally issued and outstanding, including 404,138 unvested shares of Class B-1 Common Stock related to employee compensation. Shares of Class B-1 Common Stock vest and automatically convert into shares of Class A Common Stock on a 1-for-1 basis if the volume weighted average price (“VWAP”) of the shares of Class A Common Stock equals or exceeds $12.50 per share for 20 or more trading days within a consecutive 30-trading day period (or in the event of a change of control or liquidation event that implies a $12.50 per share valuation on a diluted basis).

To the extent any unvested share of Class B-1 Common Stock automatically converts into a share of Class A Common Stock, (i) such share or unit shall remain unvested in accordance with the terms and conditions of the applicable award agreement until it vests or is forfeited in accordance with the terms thereof and (ii) such share or unit shall be treated as unvested Class A consideration as if such share or unit was part of the unvested Class A consideration as of the Closing Date.

As of June 30, 2022, 2,509,546 Class B-1 common units of Alight Holdings were legally issued and outstanding. Class B-1 common units vest and automatically convert into Class A common units of Alight Holdings on a 1-for-1 basis if the VWAP of the shares of Class A Common Stock equals or exceeds $12.50 per share for 20 or more trading days within a consecutive 30-trading day period (or in the event of a change of control or liquidation event that implies a $12.50 per share valuation on a diluted basis).

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Class B-2

As of June 30, 2022, 4,990,453 shares of Class B-2 Common Stock were legally issued and outstanding, including 404,138 unvested shares of Class B-2 Common Stock related to employee compensation. Shares of Class B-2 Common Stock vest and automatically convert into shares of Class A Common Stock on a 1-for-1 basis if the VWAP of the shares of Class A Common Stock equals or exceeds $15.00 per share for 20 or more trading days within a consecutive 30-trading day period (or in the event of a change of control or liquidation event that implies a $15.00 per share valuation on a diluted basis).

To the extent any unvested share of Class B-2 Common Stock automatically converts into a share of Class A Common Stock, (i) such share or unit shall remain unvested in accordance with the terms and conditions of the applicable award agreement until it vests or is forfeited in accordance with the terms thereof and (ii) such share or unit shall be treated as unvested Class A consideration as if such share or unit was part of the unvested Class A consideration as of the Closing Date.

As of June 30, 2022, 2,509,546 Class B-2 common units of Alight Holdings were legally issued and outstanding. Class B-2 common units vest and automatically convert into Class A common units of Alight Holdings on a 1-for-1 basis if the VWAP of the shares of Class A Common Stock equals or exceeds $15.00 per share for 20 or more trading days within a consecutive 30-trading day period (or in the event of a change of control or liquidation event that implies a $15.00 per share valuation on a diluted basis).

Class B-3

Upon the Closing of the Business Combination, 10,000,000 shares of Class B-3 Common Stock, par value $0.0001, were authorized. There are no shares of Class B-3 Common Stock issued and outstanding as of June 30, 2022.

Class V Common Stock

As of June 30, 2022, 75,886,716 shares of Class V Common Stock were legally issued and outstanding. Holders of Class V Common Stock are entitled to one vote per share and have no economic rights. The Class V Common Stock is held on a 1-for-1 basis with Class A Units in Alight Holdings held by Continuing Unitholders. The Class A Units, together with an equal number of shares of Class V Common Stock, can be exchanged for an equal number of shares of Class A Common Stock.

Class Z Common Stock

Upon the Closing of the Business Combination, a total of 8,671,507 Class Z instruments were issued to the equityholders of the Predecessor. The equityholders of the Predecessor that exchanged their Predecessor Class A units for shares of Class A Common Stock in the Business Combination received shares of Class Z Common Stock, and the Continuing Unitholders received Class Z common units of Alight Holdings. The Class Z instruments were issued to the equityholders of the Predecessor to allow for the re-allocation of the consideration paid to the holders of unvested management equity (i.e., the unvested shares of Class A, Class B-1, and Class B-2 Common Stock) to the equityholders of the Predecessor in the event such equity is forfeited under the terms of the applicable award agreement and will only vest in connection with any such forfeiture.

As of June 30, 2022, 5,595,577 shares of Class Z Common Stock (5,046,819 Class Z-A, 274,379 Class Z-B-1, and 274,379 Class Z-B-2) were legally issued and outstanding. Holders of shares of Class Z-A, Class Z-B-1 and Class Z-B-2 Common Stock are not entitled to voting rights. The Class Z shares convert into shares of Class A Common Stock, Class B-1 Common Stock or Class B-2 Common Stock, as applicable, in connection with the ultimate forfeiture of the shares of unvested Class A, unvested Class B-1, and unvested Class B-2 common stock issued to participating management holders.

As of June 30, 2022, 3,075,930 Class Z common units (2,774,272 Class Z-A, 150,829 Class Z-B-1, and 150,829 Class Z-B-2) were legally issued and outstanding. Holders of Class Z-A, Class Z-B-1 and Class Z-B-2 common units are not entitled to voting rights. The Class Z units convert into units of Alight Holdings Class A common units, Alight Holdings Class B-1 or Alight Holdings Class B-2 common units, as applicable, in connection with the ultimate forfeiture of the shares of unvested Class A, unvested Class B-1, and unvested Class B-2 common stock issued to participating management holders.

Class A Units

Holders of Alight Holdings Class A units can exchange all or any portion of their Class A units, together with the cancellation of an equal number of shares of Class V Common Stock, for a number of shares of Class A Common Stock equal to the number of exchanged Class A units. Alight has the option to cash settle any future exchange.

The Continuing Unitholders’ ownership of Class A units represents the noncontrolling interest of the Company, which is accounted for as permanent equity on the Condensed Consolidated Balance Sheets. As of June 30, 2022, there were 541,516,173 Class A Units outstanding, of which 465,629,457 are held by the Company and 75,886,716 are held by the noncontrolling interest of the Company.

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The Alight Holdings limited liability company agreement contains provisions which require that a one-to-one ratio is maintained between each class of Alight Holdings units held by Alight and its subsidiaries (including the Alight Group, Inc. and certain tax blocker entities, but excluding subsidiaries of Alight Holdings) and the number of outstanding shares of the corresponding class of Alight common stock, subject to certain exceptions (including in respect of management equity in the form of options, rights or other securities which have not been converted into or exercised for Alight common stock). In addition, the Alight Holdings limited liability company agreement permits Alight, in its capacity as the managing member of Alight Holdings, to take actions to maintain such ratio, including undertaking stock splits, combinations, recapitalizations and exercises of the exchange rights of holders of Alight Holdings units.

Exchange of Class A Units

During the six months ended June 30, 2022, 1,572,971 Class A units and a corresponding number of shares of Class V Common Stock were exchanged for Class A Common Stock. As a result of the exchanges, Alight, Inc. increased its ownership in Alight Holdings and accordingly increased its equity by approximately $16 million, recorded in Additional paid-in capital. Pursuant to the TRA, described in Note 15 "Tax Receivable Agreement," the Class A unit exchanges created additional TRA liabilities of $7 million, with offsets to Additional paid-in-capital.

The following table reflects the changes in our outstanding stock:

	Class A		Class B-1		Class B-2		Class V			Class Z
Balance at December 31, 2021		456,282,881		4,990,453		4,990,453		77,459,687			5,595,577
Conversion of noncontrolling interest		1,239,256		—		—		(1,239,256	)		—
Shares granted upon vesting		106,188		—		—		—			—
Issuance for compensation to non-employees(1)		13,743		—		—		—			—
Balance at March 31, 2022		457,642,068		4,990,453		4,990,453		76,220,431			5,595,577
Conversion of noncontrolling interest		333,715		—		—		(333,715	)		—
Shares granted upon vesting		50,132		—		—		—			—
Issuance for compensation to non-employees(1)		20,258		—		—		—			—
Balance at June 30, 2022		458,046,173		4,990,453		4,990,453		75,886,716			5,595,577

(1) Issued to certain members of the Board of Directors in lieu of cash retainer.

Dividends

There were no dividends declared during the Successor three and six months ended June 30, 2022.

Accumulated Other Comprehensive Income

As of June 30, 2022, the Accumulated other comprehensive income balance included unrealized losses for interest rate swaps and foreign currency translation adjustments related to our foreign subsidiaries that do not have the U.S. dollar as their functional currency.

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Changes in accumulated other comprehensive income, net of noncontrolling interests and tax, are as follows (in millions):

	Foreign
	Currency			Interest
	Translation			Rate
	Adjustments			Swaps(1)			Total
Balance at December 31, 2021	$	—		$	8		$	8
Other comprehensive (loss) income before reclassifications		(4	)		53			49
Tax expense (benefit)		1			(14	)		(13	)
Other comprehensive (loss) income before reclassifications, net of tax		(3	)		39			36
Amounts reclassified from accumulated other comprehensive income		—			—			—
Tax expense		—			—			—
Amounts reclassified from accumulated other comprehensive income, net of tax		—			—			—
Net current period other comprehensive income, net of tax		(3	)		39			36
Balance at March 31, 2022	$	(3	)	$	47		$	44
Other comprehensive (loss) income before reclassifications		(11	)		19			8
Tax expense (benefit)		—			9			9
Other comprehensive (loss) income before reclassifications, net of tax		(11	)		28			17
Amounts reclassified from accumulated other comprehensive income		—			—			—
Tax expense		—			—			—
Amounts reclassified from accumulated other comprehensive income, net of tax		—			—			—
Net current period other comprehensive income, net of tax		(11	)		28			17
Balance at June 30, 2022	$	(14	)	$	75		$	61

(1) Reclassifications from this category are recorded in Interest expense. See Note 13 “Derivative Financial Instruments” for additional information.

10. Share-Based Compensation Expense

Share-based payments consist of grants of restricted share units (“RSUs”) and performance-based restricted share units (“PRSUs”). The Company recognizes compensation expense on a straight-line basis over the requisite service period for awards expected to ultimately vest.

Predecessor Replacement Awards

In connection with the Business Combination, the holders of certain unvested awards under the Predecessor plans were granted replacement awards in the Successor company.

•Class B units: The unvested Class B units of Alight Holdings were granted replacement shares of unvested Class A, Class B-1 and Class B-2 Common Stock and ultimately vest on the third anniversary of the Closing Date, but could vest earlier based on the achievement of certain market-based conditions.

•Class A-1 units: The unvested Class A-1 units of Alight Holdings were granted replacement shares of unvested Class A, Class B-1 and Class B-2 Common Stock on an equivalent fair value basis. The service-based portion of the grant vests ratably over periods of two to five years and the remaining vests upon the achievement of certain market-based conditions.

The Class B and Class A-1 units that were replaced represent the unvested shares of Class A, Class B-1 and Class B-2 Common Stock subject to the forfeiture re-allocation provision per the Class Z instruments discussed in Note 9 “Stockholders’ and Members’ Equity”. These unvested shares are accounted for as restricted stock in accordance with Accounting Standards Codification Topic 718, Compensation - Stock Compensation.

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Successor Awards

In connection with the Business Combination, the Company adopted the Alight, Inc. 2021 Omnibus Incentive Plan. Under this plan, for grants issued during the Successor three and six months ended June 30, 2022, approximately 55% of the units are subject to time-based vesting requirements and approximately 45% are subject to performance-based vesting requirements. The majority of the time-based RSUs vest ratably each March 10 over a three-year period with one-third vesting on each of March 10, 2023, 2024 and 2025. The PRSUs granted in 2021 vest upon achievement of the Company’s performance goal, Total Contract Value of Business Process as a Service ("BPaaS"). The PRSUs granted in 2022 vest upon achievement of the Company’s performance goal, Total BPaaS Revenue and Total Consolidated Revenue.

The Company begins to recognize expense associated with the PRSUs when the achievement of the performance condition is deemed probable. During the first half of 2022, based on management's analysis of the corresponding performance conditions, the Company increased expected achievement levels related to the PRSUs granted in 2021.

The fair value of each RSU and PRSU is based upon the grant date market price. The aggregate grant date fair value of RSUs and PRSUs granted during the Successor six months ended June 30, 2022 was approximately $44 million and $113 million, respectively.

Restricted Share Units and Performance Based Restricted Share Units

The following tables summarizes the unit activity related to the RSUs and PRSUs during the six months ended June 30, 2022:

				Weighted					Weighted
				Average					Average
				Grant Date					Grant Date
				Fair Value					Fair Value
	RSUs(1)			Per Unit		PRSUs(1)(2)			Per Unit
Balance as of December 31, 2021		7,148,416		$	12.27		16,743,113		$	11.20
Granted		4,809,866			9.07		10,009,102			11.30
Vested		(341,745	)		9.90		—			—
Forfeited		(684,059	)		11.96		(1,225,719	)		11.99
Balance as of June 30, 2022		10,932,478		$	10.94		25,526,496		$	11.14

(1) These share totals include both unvested shares and restricted stock units.

(2) PRSUs granted includes both new grants in the period as well as adjustments in the period to existing grants to account for the expected level of achievement of the performance-based vesting requirements.

Share-based Compensation

Total share-based compensation costs related to the RSUs and PRSUs are recorded in the Condensed Consolidated Statements of Comprehensive Income (Loss) as follows (in millions):

	Successor				Predecessor
	Three Months Ended		Six Months Ended		Three Months Ended		Six Months Ended
	June 30,		June 30,		June 30,		June 30,
	2022		2022		2021		2021
Cost of services, exclusive of depreciation and amortization	$	10	$	17	$	—	$	1
Selling, general and administrative		32		58		3		4
Total share-based compensation expense	$	42	$	75	$	3	$	5

As of June 30, 2022, total future compensation expense related to unvested RSUs was $96 million, which will be recognized over a remaining weighted-average amortization period of approximately 1.5 years. As of June 30, 2022, total future compensation expense related to PRSUs was $195 million, which will be recognized over a remaining weighted-average amortization period of approximately 1.9 years.

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11. Earnings Per Share

Basic earnings per share is calculated by dividing the net income attributable to Alight, Inc. by the weighted average number of shares of Class A Common Stock issued and outstanding for the Successor period. The computation of diluted earnings per share reflects the potential dilution that could occur if dilutive securities and other contracts to issue shares were exercised or converted into shares or resulted in the issuance of shares that would then share in the net income of Alight, Inc. The Company’s Class V Common Stock and Class Z Common Stock do not participate in the earnings or losses of the Company and are therefore not participating securities and have not been included in either the basic or diluted earnings per share calculations.

In conjunction with the Business Combination, the Company issued Seller Earnouts contingent consideration, which is payable in the Company’s Common Stock when the related market conditions are achieved. As the related conditions to pay the consideration had not been satisfied as of June 30, 2022, the Seller Earnouts were excluded from the diluted earnings per share calculations.

Basic and diluted earnings per share are as follows (in millions, except for share and per share amounts):

	Three Months Ended		Six Months Ended
	June 30,		June 30,
	2022		2022
Basic and diluted earnings per share:
Numerator
Net income attributable to Alight, Inc. - basic	$	51	$	40
Income (loss) impact of conversion of noncontrolling interest		1		(1	)
Net income attributable to Alight, Inc. - diluted	$	52	$	39
Denominator
Weighted-average shares outstanding - basic		457,851,348		457,347,581
Dilutive effect of the exchange of noncontrolling interest units		75,886,716		75,886,716
Dilutive effect of RSUs		—		836,356
Weighted-average shares outstanding - diluted		533,738,064		534,070,653
Basic earnings per share	$	0.11	$	0.09
Diluted earnings per share	$	0.10	$	0.07

For the Successor three and six months ended June 30, 2022, 10,791,134 and 9,954,778 unvested RSUs were not included in the computation of diluted shares outstanding as their impact would have been anti-dilutive.

In addition, 14,999,998 shares related to the Seller Earnouts and 34,577,418 unvested PRSUs, based on maximum achievement levels, were excluded from the calculation of basic and diluted earnings per share as the market and performance conditions had not yet been met as of the end of the period.

12. Segment Reporting

The Company’s reportable segments have been determined using a management approach, which is consistent with the basis and manner in which the Company’s chief operating decision maker (“CODM”) uses financial information for the purposes of allocating resources and evaluating performance. The Company’s Chief Executive Officer is its CODM. The CODM evaluates the performance of the Company based on its total revenue and segment profit.

The CODM also uses revenue and segment profit to manage and evaluate our business, make planning decisions, and as performance measures for Company-wide bonus plans. These key financial measures provide an additional view of our operational performance over the long-term and provide useful information that we use in order to maintain and grow our business.

The accounting policies of the segments are the same as those described in Note 2 “Accounting Policies and Practices.” The Company does not report assets by reportable segments as this information is not reviewed by the CODM on a regular basis.

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Information regarding the Company’s current reportable segments is as follows (in millions):

	Revenue
	Successor				Predecessor
	Three Months Ended		Six Months Ended		Three Months Ended		Six Months Ended
	June 30,		June 30,		June 30,		June 30,
	2022		2022		2021		2021
Employer Solutions
Recurring	$	559	$	1,129	$	516	$	1,049
Project		55		108		53		107
Total Employer Solutions		614		1,237		569		1,156
Professional Services
Recurring		32		62		31		60
Project		59		119		61		124
Total Professional Services		91		181		92		184
Hosted Business		10		22		11		21
Total	$	715	$	1,440	$	672	$	1,361

There was no single client who accounted for more than 10% of the Company’s revenues in any of the periods presented.

	Segment Profit
	Successor						Predecessor
	Three Months Ended			Six Months Ended			Three Months Ended			Six Months Ended
	June 30,			June 30,			June 30,			June 30,
	2022			2022			2021			2021
Employer Solutions	$	147		$	289		$	138		$	274
Professional Services		(3	)		(3	)		7			7
Hosted Business		(2	)		(2	)		—			(3	)
Total of all reportable segments		142			284			145			278
Share-based compensation		42			75			3			5
Transaction and integration expenses(1)		3			9			—			—
Non-recurring professional expenses(2)		—			—			9			18
Restructuring		14			20			2			9
Other(3)		8			11			—			(5	)
Depreciation		18			35			25			49
Intangible amortization		80			159			50			100
Operating (Loss) Income		(23	)		(25	)		56			102
Gain from change in fair value of financial instruments		(50	)		(63	)		—			—
Gain from change in fair value of tax receivable agreement		(38	)		(43	)		—			—
Interest expense		29			58			61			123
Other (income) expense, net		(7	)		(8	)		1			9
Income (Loss) Before Income Tax Benefit	$	43		$	31		$	(6	)	$	(30	)

(1)Transaction and integration expenses includes activity related to acquisitions.

(2)Non-recurring professional expenses includes external advisor and legal costs related to the Company’s Business Combination completed in 2021.

(3)For the three and six months ended June 30, 2022, Other primarily includes expenses related to debt refinancing completed in the first quarter of 2022 and other non-operational expenses, offset by Other income, net. For the three and six months ended June 30, 2021, Other includes long-term incentive expenses, offset by Other expense, net.

13. Derivative Financial Instruments

The Company is exposed to market risks, including changes in interest rates. To manage the risk related to these exposures, the Company has entered into various derivative instruments that reduce these risks by creating offsetting exposures.

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Interest Rate Swaps

The Company has utilized swap agreements that will fix the floating interest rates associated with its Term Loan as shown in the following table:

Designation Date	Effective Date	Initial Notional Amount		Notional Amount Outstanding as of June 30, 2022			Fixed Rate			Expiration Date
July 2021	August 2020	$	557,500,000	$		557,500,000		2.5069	%	May 2022
July 2021	August 2020	$	89,863,420	$		100,000,000		3.0680	%	February 2023
December 2021	August 2020	$	181,205,050	$		483,171,957		0.7203	%	April 2024
December 2021	August 2020	$	388,877,200	$		602,676,513		0.6826	%	April 2024
December 2021	May 2022	$	220,130,318	$		219,653,493		0.4570	%	April 2024
December 2021	May 2022	$	306,004,562	$		304,838,287		0.4480	%	April 2024
December 2021	April 2024	$	871,205,040		n/a			1.6533	%	June 2025
December 2021	April 2024	$	435,602,520		n/a			1.6560	%	June 2025
December 2021	April 2024	$	435,602,520		n/a			1.6650	%	June 2025
March 2022	June 2025	$	1,197,000,000		n/a			2.5540	%	December 2026

Concurrent with the Term Loan refinancing, we amended our interest rate swaps to incorporate Term SOFR. In accordance with Accounting Standards Codification Topic 848, Reference Rate Reform, we did not redesignate the interest rate hedges when they were amended from LIBOR to SOFR; as we are permitted to maintain the designation through the transition. Also during the Successor six months ended June 30, 2022, we executed an additional interest rate swap, which has been designated as a cash flow hedge.

Our swap agreements amortize or accrete based on achieving targeted hedge ratios. All interest rate swaps have been designated as cash flow hedges. As a result of hedge amendments in December 2021 and July 2021, the fair value of the instruments at the time of re-designation are being amortized into interest expense over the remaining life of the instruments. During the first quarter of 2022, the Company also entered into a new interest rate swap that will be effective June 2025 and will mature December 2026.

Financial Instrument Presentation

The fair values and location of outstanding derivative instruments recorded in the Condensed Consolidated Balance Sheets are as follows (in millions):

	June 30,		December 31,
	2022		2021
Assets
Other current assets	$	39	$	1
Other assets	$	57	$	16
Total	$	96	$	17
Liabilities
Other current liabilities	$	—	$	8
Other liabilities		—		1
Total	$	—	$	9

The Company estimates that approximately $38 million of derivative gains included in Accumulated other comprehensive income as of June 30, 2022 will be reclassified into earnings over the next twelve months.

14. Financial Instruments

Seller Earnouts

Upon completion of the Business Combination, the equity owners of Alight Holdings received an earnout in the form of non-voting shares of Class B-1 and Class B-2 Common Stock, which automatically convert into Class A Common Stock if, at any time during the seven years following the Closing Date certain criteria are achieved. See Note 9 “Stockholders’ and Members’ Equity” for additional information regarding the Seller Earnouts.

The portion of the Seller Earnouts related to employee compensation is accounted for as share-based compensation. See Note 10 “Share-Based Compensation Expense” for additional information.

In addition, a portion of the Seller Earnouts relates to Class Z instruments that were forfeited by individual equityholders and will be re-allocated to the holders of unvested management equity upon the ultimate vesting date. See Note 9 “Stockholders’ and Members’ Equity” for additional information regarding the Class Z instruments. This portion of Seller Earnouts is accounted for as a contingent consideration liability recorded at the fair value on the individual forfeiture date. These instruments are not subject to

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remeasurement at each balance sheet date. As of June 30, 2022, the balance for this portion of the Seller Earnouts was $1 million, offset in Gain from change in fair value of financial instruments in the Condensed Consolidated Statements of Comprehensive Income (Loss).

The majority of the Seller Earnouts, which are not related to employee compensation, are accounted for as a contingent consideration liability at fair value within Financial instruments on the Condensed Consolidated Balance Sheets because the Seller Earnouts do not meet the criteria for classification within equity. This portion of the Seller Earnouts are subject to remeasurement at each balance sheet date. At June 30, 2022 and December 31, 2021, the Seller Earnouts had a fair value of $71 million and $135 million, respectively. For the Successor three and six months ended June 30, 2022, a gain of $50 million and $64 million, respectively, was recorded in Gain from change in fair value of financial instruments in the Condensed Consolidated Statements of Comprehensive Income (Loss).

The fair value of the Seller Earnouts is determined using Monte Carlo simulation and Option Pricing Methods (Level 3 inputs, see Note 16 "Fair Value Measurements"). Significant unobservable inputs are used in the assessment of fair value, including the following assumptions: volatility, risk-free interest rate, expected holding period and probability assessments based on the likelihood of reaching the performance targets defined in the Business Combination.

15. Tax Receivable Agreement

In connection with the Business Combination, Alight entered into the TRA with certain owners of Alight Holdings prior to the Business Combination. Pursuant to the TRA, the Company will pay certain sellers, as applicable, 85% of the tax benefits, of any savings that we realize, calculated using certain assumptions, as a result of (i) tax basis adjustments from sales and exchanges of Alight Holdings equity interests in connection with or following the Business Combination and certain distributions with respect to Alight Holdings equity interests, (ii) our utilization of certain tax attributes, and (iii) certain other tax benefits related to entering into the TRA.

Actual tax benefits realized by Alight may differ from tax benefits calculated under the TRA as a result of the use of certain assumptions in the TRA, including the use of an assumed weighted-average state and local income tax rate to calculate tax benefits. While the amount of existing tax basis, the anticipated tax basis adjustments and the actual amount and utilization of tax attributes, as well as the amount and timing of any payments under the TRA, will vary depending upon a number of factors, we expect that the payments that Alight may make under the TRA will be substantial.

The Company’s TRA liability established upon completion of the Business Combination is measured at fair value on a recurring basis using significant unobservable inputs (Level 3). The TRA liability balance at June 30, 2022 assumes: (i) a constant blended U.S. federal, state and local income tax rate of 26.17%; (ii) no material changes in tax law; (iii) the ability to utilize tax attributes based on current alternative tax forecasts; and (iv) future payments under the TRA are made when due under the TRA. The amount of the expected future payments under the TRA has been discounted to its present value using a discount rate of 9.6%.

Subsequent to the Business Combination, we will record additional liabilities under the TRA when Class A units of Alight Holdings are exchanged for Class A Common Stock. Liabilities resulting from these exchanges will be recorded on a gross undiscounted basis and are not remeasured at fair value. During the Successor six months ended June 30, 2022, an additional TRA liability of $7 million was established as a result of these exchanges.

The following table summarizes the changes in the TRA liabilities (in millions):

	Tax Receivable
	Agreement Liability
Beginning balance as of December 31, 2021	$	581
Measurement period adjustment		(8	)
Fair value remeasurement		(43	)
Conversion of noncontrolling interest		7
Ending Balance as of June 30, 2022		537
Less: current portion included in other current liabilities		(7	)
Total long-term tax receivable agreement liability	$	530

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16. Fair Value Measurement

Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The accounting standards related to fair value measurements include a hierarchy for information and valuations used in measuring fair value that is broken down into three levels based on reliability, as follows:

•Level 1 – observable inputs such as quoted prices in active markets for identical assets and liabilities;

•Level 2 – inputs other than quoted prices for identical assets in active markets that are observable either directly or indirectly; and

•Level 3 – unobservable inputs in which there is little or no market data which requires the use of valuation techniques and the development of assumptions.

The Company’s financial assets and liabilities measured at fair value on a recurring basis are as follows (in millions):

	June 30, 2022
	Level 1		Level 2		Level 3		Total
Assets
Interest rate swaps	$	—	$	96	$	—	$	96
Total assets recorded at fair value	$	—	$	96	$	—	$	96
Liabilities
Interest rate swaps	$	—	$	—	$	—	$	—
Contingent consideration liability		—		—		25		25
Seller Earnouts liability		—		—		71		71
Tax receivable agreement liability		—		—		530		530
Total liabilities recorded at fair value	$	—	$	—	$	626	$	626

	December 31, 2021
	Level 1		Level 2		Level 3		Total
Assets
Interest rate swaps	$	—	$	17	$	—	$	17
Total assets recorded at fair value	$	—	$	17	$	—	$	17
Liabilities
Interest rate swaps	$	—	$	9	$	—	$	9
Contingent consideration liability		—		—		33		33
Seller Earnouts liability		—		—		135		135
Tax receivable agreement liability		—		—		581		581
Total liabilities recorded at fair value	$	—	$	9	$	749	$	758

Derivatives

The valuations of the derivatives intended to mitigate our interest rate risk are determined using widely accepted valuation techniques, including discounted cash flow analysis on the expected cash flows of each instrument. This analysis utilizes observable market-based inputs, including interest rate curves, interest rate volatility, or spot and forward exchange rates, and reflects the contractual terms of these instruments, including the period to maturity. In addition, credit valuation adjustments, which consider the impact of any credit enhancements to the contracts, are incorporated in the fair values to account for potential non-performance risk.

Contingent Consideration

The contingent consideration liabilities relate to acquisitions completed during the Successor six months ended December 31, 2021, the Predecessor years ended December 31, 2020 and 2018, and are included in Other current liabilities and Other liabilities on the Condensed Consolidated Balance Sheets. The fair value of these liabilities is determined using a discounted cash flow analysis. Changes in the fair value of the liabilities are included in Other (income) expense, net in the Condensed Consolidated Statements of Comprehensive Income (Loss). Significant unobservable inputs are used in the assessment of fair value, including assumptions

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regarding discount rates and probability assessments based on the likelihood of reaching the various targets set out in the acquisition agreements.

The following table summarizes the changes in deferred contingent consideration liabilities (in millions):

	Successor						Predecessor
	Three Months Ended			Six Months Ended			Three Months Ended		Six Months Ended
	June 30,			June 30,			June 30,		June 30,
	2022			2022			2021		2021
Beginning balance	$	32		$	33		$	28	$	26
Measurement period adjustments		—			(2	)		—		2
Accretion of contingent consideration		—			1			1		1
Remeasurement of acquisition-related contingent consideration		(7	)		(7	)		—		—
Ending Balance	$	25		$	25		$	29	$	29

Non-Recurring Fair Value Measurements

The Company’s financial liabilities not measured at fair value on a recurring basis are as follows (in millions):

	June 30, 2022				December 31, 2021
	Carrying Value		Fair Value		Carrying Value		Fair Value
Liabilities
Current portion of long-term debt, net	$	31	$	31	$	38	$	38
Long-term debt, net		2,809		2,656		2,830		2,834
Total	$	2,840	$	2,687	$	2,868	$	2,872

The carrying value of the Term Loan, Secured Senior Notes and Unsecured Senior Notes include the outstanding principal balances, less any unamortized discount or premium. The carrying value of the Term Loan approximates fair value as it bears interest at variable rates and we believe our credit risk is consistent with when the debt originated. The outstanding balances under the Senior Notes have fixed interest rates and the fair value is classified as Level 2 within the fair value hierarchy and corroborated by observable market data (see Note 8 “Debt”).

The carrying amounts of Cash and cash equivalents, Receivables, net and Accounts payable and accrued liabilities approximate their fair values due to the short-term maturities of these instruments.

During the Successor six months ended June 30, 2022, there were no transfers in or out of the Level 1, Level 2 or Level 3 classifications.

17. Restructuring and Integration

During the third quarter of 2019, management initiated a restructuring and integration plan (“the Plan”) following the completion of the Hodges acquisition and in anticipation of the NGA HR acquisition, which was completed on November 1, 2019. The Plan is intended to integrate and streamline operations across the Company and is expected to generate cost reductions related to position eliminations and facility and system rationalizations. The Company expects to incur costs related to severance, contract and lease exits and other related costs. The Company expects these restructuring and integration activities and related expenses to affect continuing operations through the fourth quarter of 2022.

The Plan is expected to result in cumulative costs of approximately $140 million through the end of the Plan, consisting of approximately $69 million in severance and related benefits, and approximately $71 million in other costs, including technology realization, lease consolidation costs, advisory and consulting fees. The Plan is expected to generate annual cost savings of approximately $196 million by 2022.

From the inception of the Plan through June 30, 2022, the Company has incurred total expenses of $125 million. These charges are recorded in Cost of services, exclusive of depreciation and amortization and Selling, general and administrative expenses in the Condensed Consolidated Statements of Comprehensive Income (Loss).

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The following table summarizes restructuring costs by type that have been incurred through June 30, 2022 and are estimated to be incurred through the end of the Plan. Estimated costs by type may be revised in future periods as these assumptions are updated:

	Three Months Ended		Six Months Ended				Estimated		Estimated
	June 30,		June 30,		Inception to		Remaining		Total
	2022		2022		Date		Costs		Cost(1)
Employer Solutions
Severance and Related Benefits	$	3	$	5	$	51	$	8	$	59
Other Restructuring Costs(2)		10		13		58		4		62
Total Employer Solutions	$	13	$	18	$	109	$	12	$	121
Professional Services
Severance and Related Benefits	$	—	$	—	$	8	$	2	$	10
Other Restructuring Costs(2)		1		2		8		1		9
Total Professional Services	$	1	$	2	$	16	$	3	$	19
Total Restructuring Costs	$	14	$	20	$	125	$	15	$	140

(1)Actual costs, when incurred, may vary due to changes in the assumptions built into the Plan. Significant assumptions that may change when plans are finalized and implemented include, but are not limited to, changes in severance calculations, changes in the assumptions underlying sublease loss calculations due to changing market conditions, and changes in the overall analysis that might cause the Company to add or cancel component initiatives.

(2)Other costs associated with the Plan primarily include consulting and legal fees and lease consolidation.

As of June 30, 2022, approximately $5 million of the restructuring liability is unpaid and is recorded in Accounts payable and accrued liabilities on the Condensed Consolidated Balance Sheets.

	Severance and Related Benefits			Other Restructuring Costs			Total
Accrued restructuring liability as of December 31, 2021	$	4		$	—		$	4
Restructuring charges		5			15			20
Cash payments		(5	)		(15	)		(20	)
Non-cash charges(1)		—			1			1
Accrued restructuring liability as of June 30, 2022	$	4		$	1		$	5

(1)Non-cash charges relate to lease consolidation.

18. Employee Benefits

Defined Contribution Savings Plans

Certain of the Company’s employees participate in a defined contribution savings plan sponsored by the Company. For the Successor three and six months ended June 30, 2022 and the Predecessor three and six months ended June 30, 2021, expenses were $14 million, $31 million, $15 million and $31 million, respectively. Expenses were recognized in Cost of services, exclusive of depreciation and amortization and Selling, general and administrative expenses in the Condensed Consolidated Statements of Comprehensive Income (Loss).

19. Commitments and Contingencies

Legal

The Company is subject to various claims, tax assessments, lawsuits, and proceedings that arise in the ordinary course of business relating to the delivery of our services and the effectiveness of our technologies. The damages claimed in these matters are or may be substantial. Accruals for any exposures, and related insurance or other receivables, when applicable, are included on the Condensed Consolidated Balance Sheets and have been recognized in Selling, general and administrative expenses in the Condensed Consolidated Statements of Comprehensive Income (Loss) to the extent that losses are deemed probable and are reasonably estimable. These amounts are adjusted from time to time as developments warrant. Management believes that the reserves established are appropriate based on the facts currently known. The reserves recorded at June 30, 2022 and December 31, 2021 were not significant.

Guarantees and Indemnifications

The Company provides a variety of service performance guarantees and indemnifications to its clients. The maximum potential amount of future payments represents the notional amounts that could become payable under the guarantees and indemnifications if there were a total default by the guaranteed parties, without consideration of possible recoveries under recourse provisions or other methods. These notional amounts may bear no relationship to the future payments that may be made, if any, for these guarantees and indemnifications.

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To date, the Company has not been required to make any payment under any client arrangement as described above. The Company has assessed the current status of performance risk related to the client arrangements with performance guarantees and believes that any potential payments would be immaterial to the Condensed Consolidated Financial Statements.

Purchase Obligations

The Company’s expected cash outflow for non-cancellable purchase obligations related to purchases of information technology assets and services is $11 million, $26 million, $27 million, $9 million, $4 million and $3 million, for the remainder of 2022 and the years ended 2023, 2024, 2025, 2026 and thereafter, respectively.

Service Obligations

On September 1, 2018, the Company executed an agreement to form a strategic partnership with Wipro, a leading global information technology, consulting and business process services company.

The Company’s expected cash outflow for non-cancellable service obligations related to our strategic partnership with Wipro is $71 million, $147 million, $154 million, $162 million, $170 million and $332 million for the remainder of 2022 and the years ended 2023, 2024, 2025, 2026 and thereafter, respectively.

The Company may terminate its arrangement with Wipro for cause or for the Company’s convenience. In the case of a termination for convenience, the Company would be required to pay a termination fee, including certain of Wipro’s unamortized costs, plus 25% of any remaining portion of the minimum level of services the Company agreed to purchase from Wipro over the course of 10 years.

20. Subsequent Events

The Company has evaluated subsequent events through the filing of this Quarterly Report on Form 10-Q, and determined that there have been no events that have occurred that would require adjustments to our disclosures in the consolidated financial statements except for the transaction described below.

On August 1 2022, the Company's Board of Directors authorized a share repurchase program (the "Program"), under which the Company may repurchase up to $100 million of issued and outstanding shares of Class A Common Stock, par value $0.0001 per share, from time to time, depending on market conditions and alternate uses of capital. The program may be effected through open market purchases or privately negotiated transactions in compliance with Rule 10b-18 under the Exchange Act, including through Rule 10b5-1 trading plans. The Program has no expiration date and may be suspended or discontinued at any time. The Program does not obligate the Company to purchase any particular number of shares and there is no guarantee as to any number of shares being repurchased by the Company.

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Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.

The following discussion and analysis of our financial condition and results of operations should be read in conjunction with the audited consolidated financial statements which are included in the Company's Annual Report on Form 10K for the fiscal year ended December 31, 2021 (the "Annual Report"). In addition to historical information, the following discussion contains forward-looking statements that involve risks, uncertainties and assumptions. Our actual results could differ materially from those discussed in the forward-looking statements as a result of many factors.

BUSINESS

Overview

We are a leading cloud-based human capital technology and services provider that powers confident health, wealth and wellbeing decisions for millions of people and their dependents. Our Alight Worklife® platform combines data and analytics with a simple, seamless user experience. Supported by our global delivery capabilities, Alight Worklife® is transforming the employee experience for people around the world through personalized, data-driven health, wealth and wellbeing insights.

On July 2, 2021 (the “Closing Date”), Foley Trasimene Acquisition Corp. ("FTAC") completed the business combination (the “Business Combination”) with Alight Holding Company, LLC (f/k/a Tempo Holding Company, LLC) (“Alight Holdings” or the “Predecessor”) contemplated by the Business Combination Agreement (as amended and restated as of April 29, 2021) between FTAC, Alight Holdings and other interested parties (the “Business Combination Agreement”). On the Closing Date, pursuant to the Business Combination Agreement, FTAC became a wholly owned subsidiary of Alight, Inc. (“Alight”, the “Company”, “we” “us” “our” or the “Successor”) and was renamed Alight Group, Inc. As a result of the Business Combination, and by virtue of such series of mergers and related transactions, the combined company is now organized in an “Up-C” structure, in which substantially all of the assets and business of Alight are held by Alight Holdings, of which Alight is the managing member pursuant to the terms of the Second Amended and Restated Limited Liability Company Agreement of Alight Holdings that went into effect upon the completion of the Business Combination. As of June 30, 2022, Alight owns approximately 86% of the economic interest in Alight Holdings, but has 100% of the voting power and controls the management of Alight Holdings. As of June 30, 2022, the non-voting ownership percentage held by noncontrolling interest was approximately 14%.

Principal Services and Segments

We currently report our results of operations in three segments: Employer Solutions, Professional Services and Hosted Business. Employer Solutions, Professional Services and Hosted Business accounted for approximately 86%, 13% and 1% and 85%, 14% and 1% of consolidated revenue for both the Successor three and six months ended June 30, 2022 and both the Predecessor three and six months ended June 30, 2021, respectively.

•Employer Solutions: driven by our digital, software and artificial intelligence ("AI")-led capabilities powered by the Alight Worklife® platform and spanning total employee wellbeing and engagement, including integrated benefits administration, healthcare navigation, financial health, employee wellbeing and payroll. These solutions are designed to support employers in effectively managing their workforce through a seamless, integrated platform. We leverage data across all interactions and activities to improve the employee experience, reduce operational costs and better inform management processes and decision-making. In addition, employees benefit from an integrated platform and user experience, coupled with a full-service client care center, helping them manage the full life cycle of their health, wealth and careers.

•Professional Services: includes our project-based cloud deployment and consulting offerings that provide expertise with both human capital and financial platforms. Specifically, this includes cloud advisory and deployment, and optimization services for cloud platforms such as Workday, SAP SuccessFactors, Oracle, and Cornerstone OnDemand.

Revenue and Compensation

Revenues are principally derived from fees paid by clients for services. Payment terms are consistent with current industry practice.

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Technology

We deliver our solutions through a set of proprietary and partner technologies, a well-developed network of providers and a structured approach to instill and sustain enterprise-wide practices of excellence. With this in mind, there are four layers to our technology strategy, all reinforced with a critical security framework:

•Omnichannel customer experience layer that drives a personalized approach for customers.

•AI and analytics layer that uses data from our transactional systems, combined with client and third-party data to drive insights for clients.

•Core transaction layer that powers our health, wealth and payroll systems.

•Infrastructure layer to provide security, stability and performance across our application landscape.

Seasonality

Due to buying patterns and delivery of certain products in the markets we serve, particularly given the timing of annual benefits enrollment, our revenues tend to be higher in the third and fourth quarters of each year.

Licensing and Regulation

Our business activities are subject to licensing requirements and extensive regulation under the laws of countries in which we operate, including United States (“U.S.”) federal and state laws. See the discussion contained in the "Risk Factors" section of our Annual Report, for information regarding how actions by regulatory authorities or changes in legislation and regulation in the jurisdictions in which we operate may have an adverse effect on our business.

Clients

We serve a broad range of clients, including Fortune 500 companies and mid-market businesses, and seek to establish high-quality, strong, long-term relationships with our clients. We proactively solicit client feedback through ongoing surveys and client councils held throughout the year, and we use this critical feedback to enhance our client services and correct course when necessary. Through these surveys, we have learned that clients value the strength and depth of our relationships, scale and breadth of our solutions and our commitment to innovation and continuous improvement.

Competition

The markets for our solutions are competitive, rapidly evolving and fragmented. Our business faces competition from other global and national companies. The market for our solutions is subject to change as a result of economic, regulatory and legislative changes, technological developments, shifting client needs and increased competition from established and new competitors.

We do not believe there is any single competitor with the breadth of our solutions, and thus our competitors vary for each of our solutions. Our primary competitors include Accenture, Accolade, ADP, Benefitfocus, bswift, Businessolver, Cognizant, Conduent, Deloitte, eHealth, Empower, Fidelity, GoHealth, Grand Rounds, HealthEquity, Mercer, OneSource Virtual, Quantum Health, SD Worx, Vanguard, Voya, Willis Towers Watson, and Workday.

We compete primarily on the basis of product and service quality, technology, breadth of offerings, ease of use and accessibility of technology, data protection, innovation, trust and reliability, price, and reputation.

FACTORS AFFECTING THE COMPARABILITY OF OUR RESULTS OF OPERATIONS

As a result of a number of factors, our historical results of operations are not comparable from period to period and may not be comparable to our financial results of operations in future periods. Set forth below is a brief discussion of the key factors that may impact the comparability of our results of operations in future operations.

Impact of the Business Combination

Alight is subject to corporate level tax rates at the federal, state and local levels. The Predecessor was and is treated as a flow-through entity for U.S. federal income tax purposes, and as such, has generally not been subject to U.S. federal income tax at the entity level. Accordingly, other than for certain consolidated subsidiaries of the Predecessor that are structured as corporations and unless otherwise specified, the historical results of operations and other financial information presented does not include any provision for U.S. federal income tax.

Alight (together with certain corporate subsidiaries through which it owns its interest in the Predecessor) pays U.S. federal and state income taxes as a corporation on its share of our taxable income. The Business Combination was accounted for as a business combination using the acquisition method of accounting. Accordingly, the assets and liabilities, including any identified intangible assets, were recorded at their fair values at the date of completion of the Business Combination, with any excess of the purchase price

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over the fair value recorded as goodwill. The application of business combination accounting required the use of significant estimates and assumptions.

As a result of the application of accounting for the Business Combination, the historical Consolidated Financial Statements of the Predecessor are not necessarily indicative of the Successor’s future results of operations, financial position and cash flows. For example, increased tangible and intangible assets resulting from adjusting the basis of tangible and intangible assets to their fair value would result in increased depreciation and amortization expense in the periods following the consummation of the Business Combination.

In connection with the Business Combination, we entered into a Tax Receivable Agreement (the “TRA”) with certain of our pre-Business Combination owners that provides for the payment by Alight to such owners of 85% of the benefits that Alight is deemed to realize as a result of the Company’s share of existing tax basis acquired in the Business Combination and other tax benefits related to entering into the TRA.

Additionally, in connection with the Business Combination, we have accounted for Seller Earnout contingent consideration as a liability that requires remeasurement to fair value at the end of each reporting period and adopted the Alight 2021 Omnibus Incentive Plan which will result in higher share-based compensation expenses. Lastly, the redemption of our Unsecured Senior Notes and partial paydown of the Term Loan in conjunction with the Business Combination, resulted in lower interest expense.

Impact of Becoming a Public Company

As a result of becoming a public company, we incur additional costs related to human resources, legal, consulting, regulatory, insurance, accounting, investor relations and other expenses that we did not incur as a private company.

EXECUTIVE SUMMARY OF FINANCIAL RESULTS

We prepared our discussion of the results of operations by comparing the results of the Successor three and six months ended June 30, 2022 to the results of the Predecessor three and six months ended June 30, 2021. The core business operations of the Predecessor and Successor were not significantly impacted by the consummation of the Business Combination.

The following table sets forth our historical results of operations for the periods indicated below:

	Successor						Predecessor
	Three Months Ended			Six Months Ended			Three Months Ended			Six Months Ended
	June 30,			June 30,			June 30,			June 30,
(in millions)	2022			2022			2021			2021
Revenue	$	715		$	1,440		$	672		$	1,361
Cost of services, exclusive of depreciation and amortization		483			974			436			888
Depreciation and amortization		13			24			19			38
Gross Profit		219			442			217			435
Operating Expenses
Selling, general and administrative		157			297			105			222
Depreciation and intangible amortization		85			170			56			111
Total operating expenses		242			467			161			333
Operating (Loss) Income		(23	)		(25	)		56			102
Other (Income) Expense
Gain from change in fair value of financial instruments		(50	)		(63	)		—			—
Gain from change in fair value of tax receivable agreement		(38	)		(43	)		—			—
Interest expense		29			58			61			123
Other (income) expense, net		(7	)		(8	)		1			9
Total other (income) expense, net		(66	)		(56	)		62			132
Income (Loss) Before Income Tax Benefit		43			31			(6	)		(30	)
Income tax benefit		(9	)		(8	)		(2	)		(5	)
Net Income (Loss)		52			39			(4	)		(25	)
Net income (loss) attributable to noncontrolling interests		1			(1	)		—			—
Net Income (Loss) Attributable to Alight, Inc.	$	51		$	40		$	(4	)	$	(25	)

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REVIEW OF RESULTS

Key Components of Our Operations

Revenue

Our clients’ demand for our services ultimately drives our revenues. We generate primarily all of our revenue, which is highly recurring, from fees for services provided from contracts across all solutions, which is primarily based on a contracted fee charged per participant per period (e.g., monthly or annually, as applicable). Our contracts typically have three to five-year terms for ongoing services with mutual renewal options. The majority of the Company’s revenue is recognized over time when control of the promised services is transferred and the customers simultaneously receive and consume the benefits of our services. Payment terms are consistent with industry practice. We calculate growth rates for each of our solutions in relation to recurring revenues and revenues from project work. One of the components of our growth in recurring revenues is the increase in net commercial activity which reflects items such as client wins and losses (“Net Commercial Activity”). We define client wins as sales to new clients and sales of new solutions to existing clients. We define client losses as instances where clients do not renew or terminate their arrangements in relation to individual solutions or all of the solutions that we provide.

Cost of Services, exclusive of Depreciation and Amortization

Cost of services, exclusive of depreciation and amortization includes compensation-related and vendor costs directly attributable to client-related services and costs related to application development and client-related infrastructure.

Depreciation and Amortization

Depreciation and amortization expenses include the depreciation and amortization related to our hardware, software and application development. Depreciation and amortization may increase or decrease in absolute dollars in future periods depending on the future level of capital investments in hardware, software and application development.

Selling, General and Administrative

Selling, general and administrative expenses include compensation-related costs for administrative and management employees, system and facilities expenses, and costs for external professional and consulting services.

Depreciation and Intangible Amortization

Depreciation and intangible amortization expenses consist of charges relating to the depreciation of the property and equipment used in our business and the amortization of acquired customer-related and contract-based intangible assets and technology related intangible assets. Depreciation and intangible amortization may increase or decrease in absolute dollars in future periods depending on the future level of capital investments in hardware and other equipment as well as amortization expense associated with future acquisitions.

Gain from Change in Fair Value of Financial Instruments

Gain from change in fair value of financial instruments includes the impact of the revaluation to fair value at the end of each reporting period for the Seller Earnouts contingent consideration.

Gain from Change in Fair Value of Tax Receivable Agreement

Gain from change in fair value of Tax Receivable Agreement includes the impact of the revaluation to fair value at the end of each reporting period.

Interest Expense

Interest expense primarily includes interest expense related to our outstanding debt.

Other (Income) Expense, net

Other (income) expense, net includes non-operating expenses and income, including realized currency translation.

Results of Operations for the Three Months Ended June 30, 2022 (Successor) Compared to the Three Months Ended June 30, 2021 (Predecessor)

Revenue

Revenues were $715 million for the Successor three months ended June 30, 2022 as compared to $672 million for the Predecessor prior year period. The increase of $43 million reflects growth of 8% in our Employer Solutions segment, partially offset by declines of 9% and 1% in our Hosted Business segment and our Professional Services segment, respectively. We measure revenue growth as it relates to the cloud-based products and solutions that are central to our Alight Worklife® platform and our next generation product suite, Business Process as a Service ("BPaaS") Solutions. These products capitalize on our robust data combined

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with AI & analytics to deliver greater employee engagement and employer outcomes. BPaaS products and services span across both the Employer Solutions and Professional Services segments and for the Successor three months ended June 30, 2022, we recorded BPaaS revenue of $128 million, which represents growth of 36% compared to the Predecessor prior year period.

In addition, we also consider BPaaS bookings, defined as total contract value for BPaaS customer agreements executed in the period, to be a key indicator of future revenue growth and used as a metric of commercial activity by management and investors. For the Successor three months ended June 30, 2022, BPaaS bookings of $234 million represents a decline of 3% compared to the Predecessor prior year period.

Recurring revenues increased by $43 million, or 8%, from $558 million to $601 million and are related to growth in both Employer Solutions and Professional Services, partially offset by a decline in the Hosted Business. Growth in Employer Solutions is a result of higher revenues related to acquisitions, increased volumes and increases in Net Commercial Activity. Growth in Professional Services is a result of increases in Net Commercial Activity. Project revenues were $114 million for both periods and are related to an increase in Employer Solutions, offset by a decline in Professional Services. The decline in Professional Services project revenues is driven by client timing delays.

In addition, a majority of our revenue is generated in the U.S., which reflected all of the revenue increase for the Successor three months ended June 30, 2022 as compared to the Predecessor prior year period.

Cost of Services, exclusive of Depreciation and Amortization

Cost of services, exclusive of depreciation and amortization, increased $47 million, or 11%, for the Successor three months ended June 30, 2022 as compared to the Predecessor prior year period. The increase was primarily driven by acquisitions in the fourth quarter of 2021, higher costs related to growth in current and forecasted future revenues, including investments in key resources and compensation expenses related to awards issued beginning in the second half of 2021.

Selling, General and Administrative

Selling, general and administrative expenses increased $52 million, or 50%, for the Successor three months ended June 30, 2022 as compared to the Predecessor prior year period. The increase was primarily driven by compensation expenses related to awards issued beginning in the second half of 2021.

Depreciation and Intangible Amortization

Depreciation and intangible amortization expenses increased $29 million, or 52%, for the Successor three months ended June 30, 2022 as compared to the Predecessor prior year period. The increase was primarily driven by amortization related to the identifiable intangible assets acquired in conjunction with the Business Combination completed in the third quarter of 2021 and acquisitions completed during the fourth quarter of 2021.

Gain from Change in Fair Value of Financial Instruments

A gain from a change in the fair value of financial instruments of $50 million was recorded for the Successor three months ended June 30, 2022. The gain is due to the revaluation of our financial instruments, which we are required to revalue at the end of each reporting period. We did not have outstanding financial instruments in the Predecessor period prior to the Business Combination.

Change in Fair Value of Tax Receivable Agreement

A gain from the change in the fair value of the tax receivable agreement of $38 million was recorded for the Successor three months ended June 30, 2022. The revaluation gain is due to changes in the discount rate, partially offset by accretion of interest and changes in the Company's assumptions related to the timing of the utilization of the tax attributes during the term of the TRA, which we are required to revalue at the end of each reporting period. We did not have a tax receivable agreement in the Predecessor period prior to the Business Combination.

Interest Expense

Interest expense decreased $32 million, or 52%, for the Successor three months ended June 30, 2022 as compared to the Predecessor prior year period. The decrease was primarily due to the redemption of our Unsecured Senior Notes and partial paydown of the Term Loan each in conjunction with the Business Combination completed during the third quarter of 2021. See Note 8 “Debt” for additional information.

Income (Loss) before Income Tax Benefit

Income before income tax benefit was $43 million for the Successor three months ended June 30, 2022, an improvement of $49 million compared to a loss before income tax benefit of $6 million for the Predecessor three months ended June 30, 2021, due to the drivers identified above.

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Income Tax Benefit

Income tax benefit was $9 million for the Successor three months ended June 30, 2022, as compared to an income tax benefit of $2 million in the Predecessor prior year period. The effective tax rate of (21%) for the Successor three months ended June 30, 2022 is lower than the 21% U.S. statutory corporate income tax rate primarily due to losses in certain non-U.S. jurisdictions for which a tax benefit has not been recorded. The effective tax rate of 34% for the Predecessor three months ended June 30, 2021 was primarily driven by foreign and state income taxes payable in jurisdictions where the Company had operations that generated operating income. See Note 7 “Income Taxes” for additional information.

Results of Operations for the Six Months Ended June 30, 2022 (Successor) Compared to the Six Months Ended June 30, 2021 (Predecessor)

Revenue

Revenues were $1,440 million for the Successor six months ended June 30, 2022 as compared to $1,361 million for the Predecessor prior year period. The increase of $79 million reflects growth of 7% in our Employer Solutions segment and 5% in our Hosted Business segment, partially offset by a decline of 2% in our Professional Services segment. We measure revenue growth as it relates to the cloud-based products and solutions that are central to our Alight Worklife® platform and our next generation product suite, BPaaS Solutions. These products capitalize on our robust data combined with AI & analytics to deliver greater employee engagement and employer outcomes. BPaaS products and services span across both the Employer Solutions and Professional Services segments and for the Successor six months ended June 30, 2022, we recorded BPaaS revenue of $242 million, which represents growth of 29% compared to the Predecessor prior year period.

In addition, we also consider BPaaS bookings, defined as total contract value for BPaaS customer agreements executed in the period, to be a key indicator of future revenue growth and used as a metric of commercial activity by management and investors. For the Successor six months ended June 30, 2022, BPaaS bookings of $356 million represents growth of 27% compared to the Predecessor prior year period.

Recurring revenues increased by $83 million, or 7%, from $1,130 million to $1,213 million and are related to growth in all three segments. Growth in Employer Solutions is a result of higher revenues related to acquisitions, increased volumes and increases in Net Commercial Activity. Growth in Professional Services is a result of increases in Net Commercial Activity. Project revenues decreased by $4 million, or 2%, from $231 million to $227 million and are related to a decline in Professional Services, partially offset by growth in Employer Solutions. The decline in Professional Services project revenues is driven by client timing delays.

In addition, a majority of our revenue is generated in the U.S., which reflected 98% of the revenue increase for the Successor six months ended June 30, 2022 compared to the Predecessor prior year period.

Cost of Services, exclusive of Depreciation and Amortization

Cost of services, exclusive of depreciation and amortization, increased $86 million, or 10%, for the Successor six months ended June 30, 2022 as compared to the Predecessor prior year period. The increase was primarily driven by acquisitions in the fourth quarter of 2021, higher costs related to growth in current and forecasted future revenues, including investments in key resources and compensation expenses related to awards issued beginning in the second half of 2021.

Selling, General and Administrative

Selling, general and administrative expenses increased $75 million, or 34%, for the Successor six months ended June 30, 2022 as compared to the Predecessor prior year period. The increase was primarily driven by compensation expenses related to awards issued beginning in the second half of 2021.

Depreciation and Intangible Amortization

Depreciation and intangible amortization expenses increased $59 million, or 53%, for the Successor six months ended June 30, 2022 as compared to the Predecessor prior year period. The increase was primarily driven by amortization related to the identifiable intangible assets acquired in conjunction with the Business Combination completed in the third quarter of 2021 and acquisitions completed during the fourth quarter of 2021.

Gain from Change in Fair Value of Financial Instruments

A gain from a change in the fair value of financial instruments of $63 million was recorded for the Successor six months ended June 30, 2022. The gain is due to the revaluation of our financial instruments, which we are required to revalue at the end of each reporting period. We did not have outstanding financial instruments in the Predecessor period prior to the Business Combination.

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Change in Fair Value of Tax Receivable Agreement

A gain from the change in the fair value of the tax receivable agreement of $43 million was recorded for the Successor six months ended June 30, 2022. The revaluation gain is due to changes in the discount rate, partially offset by accretion of interest and changes in the Company's assumptions related to the timing of the utilization of the tax attributes during the term of the TRA, which we are required to revalue at the end of each reporting period. We did not have a tax receivable agreement in the Predecessor period prior to the Business Combination.

Interest Expense

Interest expense decreased $65 million, or 53%, for the Successor six months ended June 30, 2022 as compared to the Predecessor prior year period. The decrease was primarily due to the redemption of our Unsecured Senior Notes and partial paydown of the Term Loan in conjunction with the Business Combination completed during the third quarter of 2021. See Note 8 “Debt” for additional information.

Income (Loss) before Income Tax Benefit

Income before income tax benefit was $31 million for the Successor six months ended June 30, 2022, an improvement of $61 million compared to a loss before income tax benefit of $30 million for the Predecessor six months ended June 30, 2021, due to the drivers identified above.

Income Tax Benefit

Income tax benefit was $8 million for the Successor six months ended June 30, 2022, as compared to an income tax benefit of $5 million in the Predecessor prior year period. The effective tax rate of (24%) for the Successor six months ended June 30, 2022 is lower than the 21% U.S. statutory corporate income tax rate primarily due to losses in certain non-U.S. jurisdictions for which a tax benefit has not been recorded. The effective tax rate of 16% for the Predecessor six months ended June 30, 2021 was primarily driven by foreign and state income taxes payable in jurisdictions where the Company had operations that generated operating income. See Note 7 “Income Taxes” for additional information.

Non-GAAP Financial Measures

The presentation of non-GAAP financial measures is used to enhance our management and stakeholders understanding of certain aspects of our financial performance. This discussion is not meant to be considered in isolation, superior to, or as a substitute for the directly comparable financial measures prepared in accordance with U.S. GAAP. Management also uses supplemental non-GAAP financial measures to manage and evaluate the business, make planning decisions, allocate resources and as performance measures for Company-wide bonus plans. These key financial measures provide an additional view of our operational performance over the long-term and provide useful information that we use in order to maintain and grow our business.

The measures referred to as “adjusted”, have limitations as analytical tools, and such measures should not be considered either in isolation or as a substitute for net income or other methods of analyzing our results as reported under U.S. GAAP. Some of the limitations are:

•Measure does not reflect changes in, or cash requirements for, our working capital needs or contractual commitments;

•Measure does not reflect our interest expense or the cash requirements to service interest or principal payments on our indebtedness;

•Measure does not reflect our tax expense or the cash requirements to pay our taxes, including payments related to the Tax Receivable Agreement;

•Measure does not reflect the impact on earnings or changes resulting from matters that we consider not to be indicative of our future operations;

•Although depreciation and amortization are non-cash charges, the assets being depreciated or amortized will often need to be replaced in the future, and the adjusted measure does not reflect any cash requirements for such replacements; and

•Other companies may calculate adjusted measures differently, limiting its usefulness as a comparative measure.

Adjusted Net Income and Adjusted Diluted Earnings Per Share

Adjusted Net Income, which is defined as net income attributable to Alight, Inc. adjusted for intangible amortization and the impact of certain non-cash items that we do not consider in the evaluation of ongoing operational performance, is a non-GAAP financial measure used solely for the purpose of calculating Adjusted Diluted Earnings Per Share.

Adjusted Diluted Earnings Per Share is defined as Adjusted Net Income divided by the adjusted weighted-average number of shares of common stock, diluted. The adjusted weighted shares calculation includes non-vested time-based restricted units that were determined to be antidilutive and therefore excluded from the U.S. GAAP diluted earnings per share. Adjusted Diluted Earnings Per

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Share, including the adjusted weighted-average number of shares, is used by us and our investors to evaluate our core operating performance and to benchmark our operating performance against our competitors.

A reconciliation of Adjusted Net Income to Net Income Attributable to Alight, Inc. and the computation of Adjusted Diluted Earnings Per Share is as follows:

	Three Months Ended			Six Months Ended
	June 30,			June 30,
(in millions, except share and per share amounts)	2022			2022
Numerator:
Net Income Attributable to Alight, Inc.	$	51		$	40
Conversion of noncontrolling interest		1			(1	)
Intangible amortization		80			159
Share-based compensation		42			75
Transaction and integration expenses		3			9
Restructuring		14			20
Gain from change in fair value of financial instruments		(50	)		(63	)
Gain from change in fair value of tax receivable agreement		(38	)		(43	)
Other		1			3
Tax effect of adjustments (1)		(39	)		(67	)
Adjusted Net Income	$	65		$	132
Denominator:
Weighted average shares outstanding - basic		457,851,348			457,347,581
Dilutive effect of the exchange of noncontrolling interest units		75,886,716			75,886,716
Dilutive effect of RSUs		—			836,356
Weighted average shares outstanding - diluted		533,738,064			534,070,653
Impact of unvested RSUs(2)		10,791,134			9,954,778
Adjusted shares of Class A Common Stock outstanding - diluted		544,529,198			544,025,431
Basic Earnings Per Share	$	0.11		$	0.09
Diluted Earnings Per Share	$	0.10		$	0.07
Adjusted Diluted Earnings Per Share(3) (4)	$	0.12		$	0.24

(1)Income tax effects have been calculated based on statutory tax rates for both U.S. and foreign jurisdictions based on the Company's mix of income and adjusted for significant changes in fair value measurement.

(2)Includes non-vested time-based restricted stock units that were determined to be antidilutive for U.S. GAAP diluted earnings per share purposes.

(3)Excludes two tranches of contingently issuable earnout shares: (i) 7.5 million shares will be issued if the volume-weighted average price ("VWAP") of the Company's Class A Common Stock is >$12.50 for 20 consecutive trading days; and (ii) 7.5 million shares will be issued if the VWAP of the Company's Class A Common Stock is >$15.00 for 20 consecutive trading dates. Both tranches have a seven-year duration.

(4)Excludes 34,577,418 performance-based units, which represents maximum achievement of the respective performance conditions for units granted during the year ended December 31, 2021 and the six months ended June 30, 2022.

Adjusted EBITDA and Adjusted EBITDA less Capital Expenditures

Adjusted EBITDA, which is defined as earnings before interest, taxes, depreciation and intangible amortization adjusted for the impact of certain non-cash and other items that we do not consider in the evaluation of ongoing operational performance, is a non-GAAP financial measure used by management and our stakeholders to provide useful supplemental information that enables a better comparison of our performance across periods. Both Adjusted EBITDA and Adjusted EBITDA less Capital Expenditures are non-GAAP measures that are used by management and stakeholders to evaluate our core operating performance.

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Adjusted EBITDA and Adjusted EBITDA less Capital Expenditures should not be considered as discretionary cash available to us to reinvest in the growth of our business or to distribute to stockholders or as a measure of cash that will be available to us to meet our obligations.

A reconciliation of Adjusted EBITDA and Adjusted EBITDA less Capital Expenditures to Net Income (Loss) is as follows:

	Successor						Predecessor
	Three Months Ended			Six Months Ended			Three Months Ended			Six Months Ended
	June 30,			June 30,			June 30,			June 30,
(in millions)	2022			2022			2021			2021
Net Income (Loss)	$	52		$	39		$	(4	)	$	(25	)
Interest expense		29			58			61			123
Income tax benefit		(9	)		(8	)		(2	)		(5	)
Depreciation		18			35			25			49
Intangible amortization		80			159			50			100
EBITDA		170			283			130			242
Share-based compensation		42			75			3			5
Transaction and integration expenses (1)		3			9			—			—
Non-recurring professional expenses(2)		—			—			9			18
Restructuring		14			20			2			9
Gain from change in fair value of financial instruments		(50	)		(63	)		—			—
Gain from change in fair value of tax receivable agreement		(38	)		(43	)		—			—
Other(3)		1			3			1			4
Adjusted EBITDA	$	142		$	284		$	145		$	278
Capital expenditures		(38	)		(79	)		(28	)		(55	)
Adjusted EBITDA less Capital Expenditures	$	104		$	205		$	117		$	223

(1)Transaction and integration expenses includes activity related to acquisitions.

(2)Non-recurring professional expenses includes external advisor and legal costs related to the Company’s Business Combination completed in 2021.

(3)For the three and six months ended June 30, 2022, other primarily includes expenses related to debt refinancing completed in the first quarter of 2022 and other non-operational expenses. For the three and six months ended June 30, 2021, other includes long-term incentive expenses.

Segment Revenue and Adjusted EBITDA

Employer Solutions Results

	Successor						Predecessor
	Three Months Ended			Six Months Ended			Three Months Ended			Six Months Ended
	June 30,			June 30,			June 30,			June 30,
($ in millions)	2022			2022			2021			2021
Employer Solutions Revenue
Recurring revenue	$	559		$	1,129		$	516		$	1,049
Project revenue		55			108			53			107
Total Employer Solutions Revenue	$	614		$	1,237		$	569		$	1,156
Employer Solutions Gross Profit	$	200		$	404		$	191		$	392
Employer Solutions Gross Profit Margin		33	%		33	%		34	%		34	%
Employer Solutions Adjusted EBITDA(1)	$	147		$	289		$	138		$	274
Employer Solutions Adjusted EBITDA Margin		24	%		23	%		24	%		24	%

(1)A reconciliation of the Company's Net Income (Loss) to Adjusted EBITDA on a consolidated basis is presented above under "Non-GAAP Financial Measures."

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Employer Solutions Segment Results of Operations for the Three Months Ended June 30, 2022 (Successor) Compared to the Three Months Ended June 30, 2021 (Predecessor)

Employer Solutions Revenue

Employer Solutions revenue was $614 million for the Successor three months ended June 30, 2022 as compared to $569 million for the Predecessor prior year period. The overall increase of $45 million was due to an increase of recurring revenues of $43 million, or 8%, from $516 million to $559 million as a result of acquisitions, increased volumes and increases in Net Commercial Activity and an increase in project revenues of $2 million, or 4%, from $53 million to $55 million.

Employer Solutions Gross Profit

Employer Solutions gross profit was $200 million for the Successor three months ended June 30, 2022, as compared to $191 million for the Predecessor prior year period. The increase of $9 million, or 5%, was primarily due to revenue growth as discussed above and partially offset by increases in costs associated with growth of current and forecasted future revenues and compensation expenses related to awards issued beginning in the second half of 2021.

Employer Solutions Adjusted EBITDA

Employer Solutions Adjusted EBITDA was $147 million for the Successor three months ended June 30, 2022, as compared to $138 million for the Predecessor prior year period. The increase of $9 million was primarily due to revenue growth as discussed above, partially offset by increases in costs associated with growth of current and forecasted future revenues, including investments in our commercial functions and technology. For the Successor three months ended June 30, 2022, material expenses and benefits attributable to the Employer Solutions segment that are not included in Employer Solutions Adjusted EBITDA included depreciation and intangible amortization of $96 million and share-based compensation of $36 million, partially offset by gains from change in fair values of financial instruments and the TRA of $80 million. For the Predecessor three months ended June 30, 2021, material expenses attributable to the Employer Solutions segment that are not included in Employer Solutions Adjusted EBITDA included depreciation and intangible amortization of $67 million and share-based compensation of $2 million.

Employer Solutions Segment Results of Operations for the Six Months Ended June 30, 2022 (Successor) Compared to the Six Months Ended June 30, 2021 (Predecessor)

Employer Solutions Revenue

Employer Solutions revenue was $1,237 million for the Successor six months ended June 30, 2022 as compared to $1,156 million for the Predecessor prior year period. The overall increase of $81 million was due to an increase of recurring revenues of $80 million, or 8%, from $1,049 million to $1,129 million as a result of acquisitions, increased volumes and increases in Net Commercial Activity and an increase in project revenues of $1 million, or 1%, from $107 million to $108 million.

Employer Solutions Gross Profit

Employer Solutions gross profit was $404 million for the Successor six months ended June 30, 2022, as compared to $392 million for the Predecessor prior year period. The increase of $12 million, or 3%, was primarily due to revenue growth as discussed above and partially offset by increases in costs associated with growth of current and forecasted future revenues and compensation expenses related to awards issued beginning in the second half of 2021.

Employer Solutions Adjusted EBITDA

Employer Solutions Adjusted EBITDA was $289 million for the Successor six months ended June 30, 2022, as compared to $274 million for the Predecessor prior year period. The increase of $15 million was primarily due to revenue growth as discussed above, partially offset by increases in costs associated with growth of current and forecasted future revenues, including investments in our commercial functions and technology. For the Successor six months ended June 30, 2022, material expenses and benefits attributable to the Employer Solutions segment that are not included in Employer Solutions Adjusted EBITDA included depreciation and intangible amortization of $188 million and share-based compensation of $65 million, partially offset by gains from change in fair values of financial instruments and the TRA of $96 million. For the Predecessor six months ended June 30, 2021, material expenses attributable to the Employer Solutions segment that are not included in Employer Solutions Adjusted EBITDA included depreciation and intangible amortization of $134 million and share-based compensation of $4 million.

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Professional Services Results

	Successor						Predecessor
	Three Months Ended			Six Months Ended			Three Months Ended			Six Months Ended
	June 30,			June 30,			June 30,			June 30,
($ in millions)	2022			2022			2021			2021
Professional Services Revenue
Recurring revenue	$	32		$	62		$	31		$	60
Project revenue		59			119			61			124
Total Professional Services Revenue	$	91		$	181		$	92		$	184
Professional Services Gross Profit	$	20		$	39		$	26		$	46
Professional Services Gross Profit Margin		22	%		22	%		28	%		25	%
Professional Services Adjusted EBITDA(1)	$	(3	)	$	(3	)	$	7		$	7
Professional Services Adjusted EBITDA Margin		-3	%		-2	%		8	%		4	%

(1)A reconciliation of the Company's Net Income (Loss) to Adjusted EBITDA on a consolidated basis is presented above under "Non-GAAP Financial Measures."

Professional Services Segment Results of Operations for the Three Months Ended June 30, 2022 (Successor) Compared to the Three Months Ended June 30, 2021 (Predecessor)

Professional Services Revenue

Professional Services revenue was $91 million for the Successor three months ended June 30, 2022, as compared to $92 million for the Predecessor prior year period. The decrease of $1 million, or 1%, was due to a decrease in project revenues of $2 million, or 3%, from $61 million to $59 million, partially offset by an increase of recurring revenues of $1 million, or 3%, from $31 million to $32 million. The decline in Professional Services project revenues is driven by client timing delays.

Professional Services Gross Profit

Professional Services gross profit was $20 million for the Successor three months ended June 30, 2022, as compared to $26 million for the Predecessor prior year period. The decrease of $6 million, or 23%, was primarily due to increases in costs associated with growth of forecasted future revenues, including investments in key resources and revenue declines as discussed above.

Professional Services Adjusted EBITDA

Professional Services Adjusted EBITDA was ($3) million for the Successor three months ended June 30, 2022, as compared to $7 million for the Predecessor prior year period. The decrease of $10 million, or 143%, is primarily due to increases in costs associated with growth of forecasted future revenues, including investments in our commercial functions. For the Successor three months ended June 30, 2022, material expenses and benefits attributable to the Professional Services segment that are not included in Professional Services Adjusted EBITDA included depreciation and intangible amortization of $2 million and share-based compensation of $5 million, offset by gains from change in fair values of financial instruments and the TRA of $8 million. For the Predecessor three months ended June 30, 2021, material expenses attributable to the Professional Services segment that are not included in Professional Services Adjusted EBITDA included depreciation and intangible amortization of $7 million and share-based compensation of $1 million.

Professional Services Segment Results of Operations for the Six Months Ended June 30, 2022 (Successor) Compared to the Six Months Ended June 30, 2021 (Predecessor)

Professional Services Revenue

Professional Services revenue was $181 million for the Successor six months ended June 30, 2022, as compared to $184 million for the Predecessor prior year period. The decrease of $3 million, or 2%, was due to a decrease in project revenues of $5 million, or 4%, from $124 million to $119 million, partially offset by an increase of recurring revenues of $2 million, or 3%, from $60 million to $62 million. The decline in Professional Services project revenues is driven by client timing delays.

Professional Services Gross Profit

Professional Services gross profit was $39 million for the Successor six months ended June 30, 2022, as compared to $46 million for the Predecessor prior year period. The decrease of $7 million, or 15%, was primarily due to increases in costs associated with growth of forecasted future revenues, including investments in key resources and revenue declines as discussed above.

Professional Services Adjusted EBITDA

Professional Services Adjusted EBITDA ($3) million for the Successor six months ended June 30, 2022, as compared to $7 million for the Predecessor prior year period. The decrease of $10 million, or 143%, is primarily due to increases in costs associated

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with growth of forecasted future revenues, including investments in our commercial functions. For the Successor six months ended June 30, 2022, material expenses and benefits attributable to the Professional Services segment that are not included in Professional Services Adjusted EBITDA included depreciation and intangible amortization of $5 million and share-based compensation of $9 million, partially offset by gains from change in fair values of financial instruments and the TRA of $10 million. For the Predecessor six months ended June 30, 2021, material expenses attributable to the Professional Services segment that are not included in Professional Services Adjusted EBITDA included depreciation and intangible amortization of $13 million and share-based compensation of $1 million.

Hosted Business Results

	Successor						Predecessor
	Three Months Ended			Six Months Ended			Three Months Ended			Six Months Ended
	June 30,			June 30,			June 30,			June 30,
($ in millions)	2022			2022			2021			2021
Hosted Business Revenue
Recurring revenue	$	10		$	22		$	11		$	21
Total Hosted Business Revenue		10			22		$	11		$	21
Hosted Business Gross Profit	$	(1	)	$	(1	)	$	—		$	(3	)
Hosted Business Gross Profit Margin		-10	%		-5	%		0	%		-14	%
Hosted Business Adjusted EBITDA(1)	$	(2	)	$	(2	)	$	—		$	(3	)
Hosted Business Adjusted EBITDA Margin		-21	%		-9	%		0	%		-14	%

(1)A reconciliation of the Company's Net Income (Loss) to Adjusted EBITDA on a consolidated basis is presented above under "Non-GAAP Financial Measures."

Hosted Business Segment Results of Operations for the Three Months Ended June 30, 2022 (Successor) Compared to the Three Months Ended June 30, 2021 (Predecessor)

Hosted Business Revenue

Hosted Business revenue was $10 million for the Successor three months ended June 30, 2022 as compared to $11 million for the Predecessor prior year period. The decrease of $1 million, or 9%, was due to volumes.

Hosted Business Gross Profit

Hosted Business gross profit was ($1) million for the Successor three months ended June 30, 2022, as compared to an immaterial amount for the Predecessor prior year period. The decrease of $1 million was due to lower revenue as discussed above.

Hosted Business Adjusted EBITDA

Hosted Business Adjusted EBITDA was ($2) million for the Successor three months ended June 30, 2022, as compared to an immaterial amount for the Predecessor prior year period. The decrease of $2 million was primarily due to lower revenue as discussed above. For the Successor three months ended June 30, 2022, material expenses attributable to the Hosted Business segment that are not included in Hosted Business Adjusted EBITDA included share-based compensation of $1 million. For the Predecessor three months ended June 30, 2021, material expenses attributable to the Hosted Business segment that are not included in Hosted Business Adjusted EBITDA included depreciation and intangible amortization of $1 million.

Hosted Business Segment Results of Operations for the Six Months Ended June 30, 2022 (Successor) Compared to the Six Months Ended June 30, 2021 (Predecessor)

Hosted Business Revenue

Hosted Business revenue was $22 million for the Successor six months ended June 30, 2022 as compared to $21 million for the Predecessor prior year period. The increase of $1 million, or 5%, was due to volumes.

Hosted Business Gross Profit

Hosted Business gross profit ($1) million for the Successor six months ended June 30, 2022, as compared to immaterial for the Predecessor prior year period. The decrease of $1 million was due to lower revenue as discussed above.

Hosted Business Adjusted EBITDA

Hosted Business Adjusted EBITDA was ($2) million for the Successor six months ended June 30, 2022, as compared to an immaterial amount for the Predecessor prior year period. The decrease of $2 million was primarily due to lower revenue as discussed above. For the Successor six months ended June 30, 2022, material expenses attributable to the Hosted Business segment that are not included in Hosted Business Adjusted EBITDA included depreciation and intangible amortization of $1 million and share-based

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compensation of $1 million. For the Predecessor six months ended June 30, 2021 material expenses attributable to the Hosted Business segment that are not included in Hosted Business Adjusted EBITDA included depreciation and intangible amortization of $2 million.

LIQUIDITY AND FINANCIAL CONDITION

Liquidity

Executive Summary

Our primary sources of liquidity include our existing cash and cash equivalents, cash flows from operations and availability under our revolving credit facility. Our primary uses of liquidity are operating expenses, funding of our debt requirements and capital expenditures.

We believe that our available cash and cash equivalents, cash flows from operations and availability under our revolving credit facility will be sufficient to meet our liquidity needs, including principal and interest payments on debt obligations, capital expenditures, payments on our Tax Receivable Agreement and anticipated working capital requirements for the foreseeable future. We believe our liquidity position at June 30, 2022 remains strong. We continue to closely monitor and proactively manage our liquidity position in light of changing economic conditions and the impact of a rising interest rate environment.

Cash on our balance sheet includes funds available for general corporate purposes. Funds held on behalf of clients in a fiduciary capacity are segregated and shown in Fiduciary assets on the Condensed Consolidated Balance Sheets as of June 30, 2022 and December 31, 2021, with a corresponding amount in Fiduciary liabilities. Fiduciary funds are not used for general corporate purposes and are not a source of liquidity for us.

The following table provides a summary of cash flows from operating, investing, and financing activities for the periods presented.

	Successor			Predecessor
	Six Months Ended			Six Months Ended
	June 30,			June 30,
(in millions)	2022			2021
Cash provided by operating activities	$	118		$	58
Cash used for investing activities		(79	)		(55	)
Cash used for financing activities		(56	)		(64	)
Effect of exchange rate changes on cash, cash equivalents and restricted cash		(9	)		—
Net decrease in cash, cash equivalents and restricted cash		(26	)		(61	)
Cash, cash equivalents, and restricted cash at end of period	$	1,626		$	1,475

Operating Activities

Net cash provided by operating activities increased by $60 million to $118 million for the Successor six months ended June 30, 2022 from $58 million for the Predecessor prior year period, driven by an increase in our net income position and a decrease in working capital requirements, partially offset by lower non-cash items. Working capital requirements decreased by $4 million primarily related to cash receipts related to commissions receivable and net impacts of higher deferred revenues and costs associated with new client implementations, partially offset by the timing of billings. The decrease in non-cash items of $8 million is primarily due to gains from changes in fair value for both financial instruments and the tax receivable agreement, partially offset by higher intangible amortization and share-based compensation expenses, all of which were related to the Business Combination completed in the third quarter of 2021.

Investing Activities

Cash used for investing activities for the Successor six months ended June 30, 2022 and Predecessor six months ended June 30, 2021 was $79 million and $55 million, respectively, driven by capital expenditures.

Financing Activities

Cash used for financing activities for the Successor six months ended June 30, 2022 was $56 million. The primary drivers of the cash used for financing activities were loan repayments of $126 million, payments for deferred consideration of $81 million, finance lease payments of $17 million, payments for settlements related to interest rate swaps of $6 million and financing fees related to debt refinancing of $3 million, partially offset by a net increase in the cash flow from borrowings of $104 million and client funds obligations of $74 million, primarily due to timing of client funding and subsequent disbursement of payments.

Cash used for financing activities for the Predecessor six months ended June 30, 2021 was $64 million. The primary drivers of the cash used for financing activities were loan repayments of $124 million, finance lease payments of $17 million, a net decrease in

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the cash flow from client funds obligations of $15 million, primarily due to timing of client funding and subsequent disbursement of payments, payments for settlements related to interest rate swaps of $14 million, unit repurchases of $2 million, and payments for contingent consideration of $1 million, partially offset by bank borrowings of $110 million.

Cash, Cash Equivalents and Fiduciary Assets

At June 30, 2022, our cash and cash equivalents were $272 million, a decrease of $100 million from December 31, 2021. Of the total balances of cash and cash equivalents as of June 30, 2022 and December 31, 2021, none of the balances were restricted as to use.

Some of our client agreements require us to hold funds on behalf of clients to pay obligations on their behalf. The levels of Fiduciary assets and liabilities can fluctuate significantly, depending on when we collect the amounts from clients and make payments on their behalf. Such funds are not available to service our debt or for other corporate purposes. There is typically a short period of time between when the Company receives funds and when it pays obligations on behalf of clients. We are entitled to retain investment income earned on fiduciary funds, when investment strategies are deployed, in accordance with industry custom and practice, which has historically been immaterial. In our Condensed Consolidated Balance Sheets, the amount we report for Fiduciary assets and Fiduciary liabilities are equal. Our Fiduciary assets included cash of $1,354 million and $1,280 million at June 30, 2022 and December 31, 2021, respectively.

Other Liquidity Matters

Our cash flows from operations, borrowing availability and overall liquidity are subject to risks and uncertainties. For further information, see the “Risk Factors” section in our Annual Report.

We do not have any material business, operations or assets in Russia, Belarus or Ukraine and we have not been materially impacted by the actions of the Russian government. Our total revenues from these three countries are de minimis for all periods presented.

Tax Receivable Agreement

In connection with the Business Combination, we entered into the TRA with certain of our pre-Business Combination owners that provides for the payment by Alight to such owners of 85% of the benefits that Alight is deemed to realize as a result of the Company’s share of existing tax basis acquired in the Business Combination and other tax benefits related to entering into the Tax Receivable Agreement.

Actual tax benefits realized by Alight may differ from tax benefits calculated under the TRA as a result of the use of certain assumptions in the TRA, including the use of an assumed weighted-average state and local income tax rate to calculate tax benefits. While the amount of existing tax basis, the anticipated tax basis adjustments and the actual amount and utilization of tax attributes, as well as the amount and timing of any payments under the TRA, will vary depending upon a number of factors, we expect that the payments that Alight may make under the TRA will be substantial. As of June 30, 2022, we do not expect to make any material payments within the next year, and anticipate payments to become more material beginning in 2024.

Contractual Obligations and Commitments

There have been no material changes to our obligations and commitments during the six months ended June 30, 2022.

Our material contractual obligations include debt, non-cancellable contractual service and purchase obligations and lease obligations. For additional information regarding debt and non-cancellable contractual service and purchases obligations, see the Condensed Consolidated Financial Statements within Item 1 of this Quarterly Report on Form 10-Q, Note 8 “Debt”, and Note 19 “Commitments and Contingencies”.

OFF BALANCE SHEET ARRANGEMENTS

We do not have any off balance sheet arrangements.

Critical Accounting Estimates

There were no material changes from the Critical Accounting Estimates disclosed in the Annual Report. Please refer to "Critical Accounting Estimates" described in Item 7, "Management's Discussion and Analysis of Financial Condition and Results of Operations" in Part II of the Annual Report, from which there have been no material changes.

43

Item 3. Quantitative and Qualitative Disclosures About Market Risk.

For quantitative and qualitative disclosures about market risk, see Item 7A. "Quantitative and Qualitative Disclosures About Market Risk" of the Annual Report. Our exposures to market risk have not changed materially since the filing of the Annual Report.

Item 4. Controls and Procedures.

Evaluation of disclosure controls and procedures

Our management, with the participation of our principal executive officer and principal financial officer, evaluated, as of the end of the period covered by this Quarterly Report on Form 10-Q, the effectiveness of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act). Management does not expect that our disclosure controls and procedures will necessarily prevent all errors and all fraud. However, management does expect the control system provides reasonable assurance that its objectives will be met. Based upon that evaluation, our principal executive officer and principal financial officer concluded that the Company’s disclosure controls and procedures are effective at a reasonable assurance level in ensuring that the information required to be included in the Company’s periodic SEC filings is recorded, processed, summarized and reported within the time periods specified in the SEC rules and forms and that such information is accumulated and communicated to management, to allow for timely decisions regarding required disclosure.

Changes in Internal Control over Financial Reporting

There has been no change in our internal control over financial reporting that occurred during the period covered by this Quarterly Report on Form 10-Q that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

44

PART II—OTHER INFORMATION

Item 1. Legal Proceedings.

We are a party to a variety of legal proceedings that arise in the normal course of our business. While the results of these legal proceedings cannot be predicted with certainty, we believe that the final outcome of these proceedings will not have a material adverse effect, individually or in the aggregate, on our results of operations or financial condition.

Item 1A. Risk Factors.

Factors that could cause our actual results to differ materially from those in this Quarterly Report on Form 10-Q are any of the risks described in our Annual Report. Any of these factors could result in a significant or material adverse effect on our results of operations or financial condition. Additional risk factors not presently known to us or that we currently deem immaterial may also impair our business or results of operations.

There have been no material changes from the risk factors previously disclosed in the Company’s filings mentioned in the aforementioned paragraph.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.

None.

Item 3. Defaults Upon Senior Securities.

None.

Item 4. Mine Safety Disclosures.

Not applicable.

Item 5. Other Information.

Change in Titles of Named Executive Officers

On August 1, 2022, the Board approved a change in title for each of Gregory R. Goff and Cesar Jelvez, with such changes becoming effective immediately. Mr. Goff’s title has been changed from Chief Product and Technology Officer to Chief Technology and Delivery Officer. Mr. Jelvez’s title has been changed from Chief Customer Experience Officer to Chief Professional Services and Global Payroll Officer. The changes were made in connection with an internal realignment of certain management responsibilities among the current executive team. No salary or other compensation changes were made in connection with either Mr. Goff’s or Mr. Jelvez’s changes in title.

45

Item 6. Exhibits.

Exhibit Number	Description
3.1	Amended and Restated Certificate of Incorporation of Alight, Inc. (incorporated by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K, filed with the SEC on July 12, 2021).
3.2	Amended and Restated Bylaws of Alight, Inc. (incorporated by reference to Exhibit 3.2 to the Company’s Current Report on Form 8-K, filed with the SEC on July 12, 2021).
31.1*	Certification of Principal Executive Officer Pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.2*	Certification of Principal Financial Officer Pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.1**	Certification of Principal Executive Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
32.2**	Certification of Principal Financial Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
101.INS*	Inline XBRL Instance Document
101.SCH*	Inline XBRL Taxonomy Extension Schema Document
101.CAL*	Inline XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF*	Inline XBRL Taxonomy Extension Definition Linkbase Document
101.LAB*	Inline XBRL Taxonomy Extension Label Linkbase Document
101.PRE*	Inline XBRL Taxonomy Extension Presentation Linkbase Document
104*	Cover Page Interactive Data File (embedded within the Inline XBRL document)

* Filed herewith.

** Furnished herewith.

The agreements and other documents filed as exhibits to this report are not intended to provide factual information or other disclosure other than with respect to the terms of the agreements or other documents themselves, and you should not rely on them for that purpose. In particular, any representations and warranties made by us in these agreements or other documents were made solely within the specific context of the relevant agreement or document and may not describe the actual state of affairs as of the date they were made or at any other time.

46

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

Alight, Inc.

(Registrant)

Date: August 4, 2022	By:	/s/ Stephan Scholl
		Stephan Scholl
		Chief Executive Officer
Date: August 4, 2022	By:	/s/ Katie Rooney
		Katie Rooney
		Chief Financial Officer

47

EX-31.1

Exhibit 31.1

CERTIFICATION PURSUANT TO

RULES 13a-14(a) AND 15d-14(a) UNDER THE SECURITIES EXCHANGE ACT OF 1934,

AS ADOPTED PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

I, Stephan Scholl, certify that:

1.I have reviewed this Quarterly Report on Form 10-Q of Alight, Inc.;

2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4.The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a)Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b)Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c)Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d)Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and

5.The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):

(a)All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and

(b)Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

Date: August 4, 2022	By:	/s/ Stephan Scholl
		Stephan Scholl
		Chief Executive Officer

EX-31.2

Exhibit 31.2

CERTIFICATION PURSUANT TO

RULES 13a-14(a) AND 15d-14(a) UNDER THE SECURITIES EXCHANGE ACT OF 1934,

AS ADOPTED PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

I, Katie Rooney, certify that:

1.I have reviewed this Quarterly Report on Form 10-Q of Alight, Inc.;

2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4.The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a)Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b)Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c)Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d)Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and

5.The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):

(a)All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and

(b)Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

Date: August 4, 2022	By:	/s/ Katie Rooney
		Katie Rooney
		Chief Financial Officer

EX-32.1

Exhibit 32.1

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of Alight, Inc. (the “Company”) on Form 10-Q for the period ended June 30, 2022 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I certify, pursuant to 18 U.S.C. § 1350, as adopted pursuant to § 906 of the Sarbanes-Oxley Act of 2002, that:

(1)The Report fully complies with the requirements of Sections 13(a) or 15(d) of the Securities Exchange Act of 1934; and

(2)The information contained in the Report fairly presents, in all material respects, the financial condition and result of operations of the Company.

Date: August 4, 2022	By:	/s/ Stephan Scholl
		Stephan Scholl
		Chief Executive Officer

This certification accompanies each Report pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 and shall not, except to the extent required by the Sarbanes-Oxley Act of 2002, be deemed filed by the Company for purposes of Section 18 of the Securities Exchange Act of 1934, as amended.

A signed original of this written statement required by Section 906 has been provided by the Company and will be retained by the Company and furnished to the Securities and Exchange Commission or its staff upon request.

EX-32.2

Exhibit 32.2

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of Alight, Inc. (the “Company”) on Form 10-Q for the period ended June 30, 2022 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I certify, pursuant to 18 U.S.C. § 1350, as adopted pursuant to § 906 of the Sarbanes-Oxley Act of 2002, that:

(1)The Report fully complies with the requirements of Sections 13(a) or 15(d) of the Securities Exchange Act of 1934; and

(2)The information contained in the Report fairly presents, in all material respects, the financial condition and result of operations of the Company.

Date: August 4, 2022	By:	/s/ Katie Rooney
		Katie Rooney
		Chief Financial Officer

This certification accompanies each Report pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 and shall not, except to the extent required by the Sarbanes-Oxley Act of 2002, be deemed filed by the Company for purposes of Section 18 of the Securities Exchange Act of 1934, as amended.

A signed original of this written statement required by Section 906 has been provided by the Company and will be retained by the Company and furnished to the Securities and Exchange Commission or its staff upon request.

XML

Document and Entity Information - shares	6 Months Ended
	Jun. 30, 2022	Aug. 01, 2022
Document Information [Line Items]
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Jun. 30, 2022
Document Fiscal Year Focus	2022
Document Fiscal Period Focus	Q2
Entity Registrant Name	Alight, Inc. / Delaware
Entity Central Index Key	0001809104
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Current Fiscal Year End Date	--12-31
Entity Filer Category	Large Accelerated Filer
Entity Shell Company	false
Entity Small Business	false
Entity Emerging Growth Company	false
Title of 12(b) Security	Class A Common Stock, par value $0.0001 per share
Trading Symbol	ALIT
Security Exchange Name	NYSE
Entity File Number	001-39299
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	86-1849232
Entity Address, Address Line One	4 Overlook Point
Entity Address, City or Town	Lincolnshire
Entity Address, State or Province	IL
Entity Address, Postal Zip Code	60069
City Area Code	224
Local Phone Number	737-7000
Document Quarterly Report	true
Document Transition Report	false
Class A Common Stock
Document Information [Line Items]
Entity Common Stock, Shares Outstanding		465,749,457
Class B-1 Common Stock
Document Information [Line Items]
Entity Common Stock, Shares Outstanding		4,990,453
Class B-2 Common Stock
Document Information [Line Items]
Entity Common Stock, Shares Outstanding		4,990,453
Class V Common Stock
Document Information [Line Items]
Entity Common Stock, Shares Outstanding		75,886,716
Class Z-A Common Stock
Document Information [Line Items]
Entity Common Stock, Shares Outstanding		5,046,819
Class Z-B-1 Common Stock
Document Information [Line Items]
Entity Common Stock, Shares Outstanding		274,379
Class Z-B-2 Common Stock
Document Information [Line Items]
Entity Common Stock, Shares Outstanding		274,379

XML

Condensed Consolidated Balance Sheets - USD ($) $ in Millions	Jun. 30, 2022	Dec. 31, 2021
Current Assets
Cash and cash equivalents	$ 272	$ 372
Receivables, net	551	515
Other current assets	260	302
Total Current Assets Before Fiduciary Assets	1,083	1,189
Fiduciary assets	1,354	1,280
Total Current Assets	2,437	2,469
Goodwill	3,624	3,638
Intangible assets, net	4,007	4,170
Fixed assets, net	281	236
Deferred tax assets, net	4	3
Other assets	525	472
Total Assets	10,878	10,988
Current Liabilities
Accounts payable and accrued liabilities	349	406
Current portion of long term debt, net	31	38
Other current liabilities	271	401
Total Current Liabilities Before Fiduciary Liabilities	651	845
Fiduciary liabilities	1,354	1,280
Total Current Liabilities	2,005	2,125
Deferred tax liabilities	33	36
Long term debt, net	2,809	2,830
Long-term tax receivable agreement	530	581
Financial instruments	72	135
Other liabilities	334	353
Total Liabilities	5,783	6,060
Commitments and Contingencies (Note 19)
Stockholders' Equity
Additional paid-in-capital	4,311	4,228
Retained deficit	(56)	(96)
Accumulated other comprehensive loss	61	8
Total Alight, Inc. Equity	4,316	4,140
Noncontrolling interest	779	788
Total Stockholders' Equity	5,095	4,928
Total Liabilities and Stockholders' Equity	$ 10,878	$ 10,988

XML

Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares	Jun. 30, 2022	Jul. 02, 2021
Class A Common Stock
Common stock, par value	$ 0.0001
Common stock, shares authorized	1,000,000,000
Common stock, shares issued	465,629,457
Common stock, shares outstanding	465,629,457
Class B Common Stock
Common stock, par value	$ 0.0001
Common stock, shares authorized	20,000,000
Common stock, shares issued	9,980,906
Common stock, shares outstanding	9,980,906
Class V Common Stock
Common stock, par value	$ 0.0001
Common stock, shares authorized	175,000,000
Common stock, shares issued	75,886,716
Common stock, shares outstanding	75,886,716
Class Z Common Stock
Common stock, par value	$ 0.0001
Common stock, shares authorized	12,900,000
Common stock, shares issued	5,595,577	8,671,507
Common stock, shares outstanding	5,595,577

XML

Condensed Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2022	Jun. 30, 2021	Jun. 30, 2022	Jun. 30, 2021
Revenue	$ 715		$ 1,440
Cost of services, exclusive of depreciation and amortization	483		974
Depreciation and amortization	13		24
Gross Profit	219		442
Operating Expenses
Selling, general and administrative	157		297
Depreciation and intangible amortization	85		170
Total operating expenses	242		467
Operating (Loss) Income	(23)		(25)
Other (Income) Expense
Gain from change in fair value of financial instruments	(50)		(63)
Gain from change in fair value of tax receivable agreement	(38)		(43)
Interest expense	29		58
Other (income) expense, net	(7)		(8)
Total other (income) expense, net	(66)		(56)
Income (Loss) Before Income Tax Benefit	43		31
Income tax benefit	(9)		(8)
Net Income (Loss)	52		39
Net income (loss) attributable to noncontrolling interests	1		(1)
Net Income (Loss) Attributable to Alight, Inc.	$ 51		$ 40
Earnings Per Share
Basic earnings per share	$ 0.11		$ 0.09
Diluted earnings per share	$ 0.10		$ 0.07
Other comprehensive income, net of tax:
Change in fair value of derivatives	$ 30		$ 77
Foreign currency translation adjustments	(12)		(15)
Total other comprehensive income, net of tax:	18		62
Comprehensive Income Before Noncontrolling Interests	70		101
Comprehensive income attributable to noncontrolling interests	2		8
Comprehensive Income Attributable to Alight, Inc.	$ 68		$ 93
Alight Holdings
Revenue		$ 672		$ 1,361
Cost of services, exclusive of depreciation and amortization		436		888
Depreciation and amortization		19		38
Gross Profit		217		435
Operating Expenses
Selling, general and administrative		105		222
Depreciation and intangible amortization		56		111
Total operating expenses		161		333
Operating (Loss) Income		56		102
Other (Income) Expense
Interest expense		61		123
Other (income) expense, net		1		9
Total other (income) expense, net		62		132
Income (Loss) Before Income Tax Benefit		(6)		(30)
Income tax benefit		(2)		(5)
Net Income (Loss)		(4)		(25)
Net Income (Loss) Attributable to Alight, Inc.		(4)		(25)
Other comprehensive income, net of tax:
Change in fair value of derivatives		6		23
Foreign currency translation adjustments		4		8
Total other comprehensive income, net of tax:		10		31
Comprehensive Income Before Noncontrolling Interests		6		6
Comprehensive Income Attributable to Alight, Inc.		$ 6		$ 6

XML

Condensed Consolidated Statements of Stockholders' Equity (Unaudited) - USD ($) $ in Millions	Total	Additional Paid-in Capital	Retained Deficit	Accumulated Other Comprehensive Income	Total Alight, Inc. Equity	Noncontrolling Interest
Balance at Dec. 31, 2021	$ 4,928	$ 4,228	$ (96)	$ 8	$ 4,140	$ 788
Net income (loss)	(13)		(11)		(11)	(2)
Other comprehensive income, net	44			36	36	8
Measurement period adjustment	(1)					(1)
Conversion of noncontrolling interest	(6)	7			7	(13)
Share-based compensation expense	33	33			33
Shares vested, net of shares withheld in lieu of taxes	(1)	(1)			(1)
Balance at Mar. 31, 2022	4,984	4,267	(107)	44	4,204	780
Balance at Dec. 31, 2021	4,928	4,228	(96)	8	4,140	788
Net income (loss)	39
Other comprehensive income, net	62
Balance at Jun. 30, 2022	5,095	4,311	(56)	61	4,316	779
Balance at Mar. 31, 2022	4,984	4,267	(107)	44	4,204	780
Net income (loss)	52		51		51	1
Other comprehensive income, net	18			17	17	1
Conversion of noncontrolling interest	(1)	2			2	(3)
Share-based compensation expense	42	42			42
Balance at Jun. 30, 2022	$ 5,095	$ 4,311	$ (56)	$ 61	$ 4,316	$ 779

XML

Condensed Consolidated Statements of Members' Equity (Unaudited) - Alight Holdings - USD ($) $ in Millions	Total	Common Class A	Common Class A-1 Units	Common Class B Units	Accumulated Other Comprehensive (Loss) Income
Balance at Dec. 31, 2020	$ 683	$ 699	$ 12	$ 14	$ (42)
Balance, units at Dec. 31, 2020		123,700	1,800	1,736
Comprehensive (loss) income, net of tax		$ (21)			21
Restricted share units vested, net of units withheld in lieu of taxes, units			1	50
Unit repurchases	(2)		$ (1)	$ (1)
Unit repurchases, units			(75)	(89)
Share-based compensation expense	2			$ 2
Balance at Mar. 31, 2021	683	$ 678	$ 11	$ 15	(21)
Balance, units at Mar. 31, 2021		123,700	1,726	1,697
Balance at Dec. 31, 2020	683	$ 699	$ 12	$ 14	(42)
Balance, units at Dec. 31, 2020		123,700	1,800	1,736
Comprehensive (loss) income, net of tax	6
Balance at Jun. 30, 2021	691	$ 674	$ 11	$ 17	(11)
Balance, units at Jun. 30, 2021		123,700	1,817	2,088
Balance at Mar. 31, 2021	683	$ 678	$ 11	$ 15	(21)
Balance, units at Mar. 31, 2021		123,700	1,726	1,697
Comprehensive (loss) income, net of tax	6	$ (4)			10
Restricted share units vested, net of units withheld in lieu of taxes	(1)		$ (1)
Restricted share units vested, net of units withheld in lieu of taxes, units			91	391
Share-based compensation expense	3		$ 1	$ 2
Balance at Jun. 30, 2021	$ 691	$ 674	$ 11	$ 17	$ (11)
Balance, units at Jun. 30, 2021		123,700	1,817	2,088

XML

Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2022	Jun. 30, 2021	Jun. 30, 2022	Jun. 30, 2021
Cash flows from operating activities
Net income (loss)	$ 52		$ 39
Adjustments to reconcile net income (loss) to net cash provided by operations:
Depreciation	18		35
Intangible amortization expense	80		159
Noncash lease expense			13
Financing fee and premium amortization			(1)
Share-based compensation expense	42		75
Gain from change in fair value of financial instruments	(50)		(63)
Gain from change in fair value of tax receivable agreement	(38)		(43)
Deferred tax benefit			(10)
Change in assets and liabilities:
Receivables			(42)
Accounts payable and accrued liabilities			(49)
Other assets and liabilities			5
Cash provided by operating activities			118
Cash flows from investing activities
Capital expenditures			(79)
Cash used for investing activities			(79)
Cash flows from financing activities
Net increase (decrease) in fiduciary liabilities			74
Borrowings from banks			104
Financing fees			(3)
Repayments to banks			(126)
Principal payments on finance lease obligations			(17)
Settlements of interest rate swaps			(6)
Tax payment for shares/units withheld in lieu of taxes			(1)
Deferred and contingent consideration payments	(81)		(81)
Cash used for financing activities			(56)
Effect of exchange rate changes on cash, cash equivalents and restricted cash			(9)
Net decrease in cash, cash equivalents and restricted cash			(26)
Cash, cash equivalents and restricted cash at beginning of period			1,652
Cash, cash equivalents and restricted cash at end of period	1,626		1,626
Reconciliation of cash, cash equivalents, and restricted cash to the Consolidated Balance Sheets
Cash and cash equivalents	272		272
Restricted cash included in fiduciary assets	1,354		1,354
Total cash, cash equivalents and restricted cash	$ 1,626		1,626
Supplemental disclosures:
Interest paid			63
Income taxes paid			8
Supplemental disclosure of non-cash financing activities:
Fixed asset additions acquired through finance leases			7
Right of use asset additions acquired through operating leases			$ 3
Alight Holdings
Cash flows from operating activities
Net income (loss)		$ (4)		$ (25)
Adjustments to reconcile net income (loss) to net cash provided by operations:
Depreciation		25		49
Intangible amortization expense		50		100
Noncash lease expense				10
Financing fee and premium amortization				9
Share-based compensation expense		3		5
Deferred tax benefit				(1)
Other				1
Change in assets and liabilities:
Receivables				51
Accounts payable and accrued liabilities				(45)
Other assets and liabilities				(96)
Cash provided by operating activities				58
Cash flows from investing activities
Capital expenditures				(55)
Cash used for investing activities				(55)
Cash flows from financing activities
Net increase (decrease) in fiduciary liabilities				(15)
Members' equity unit repurchase				(2)
Borrowings from banks				110
Repayments to banks				(124)
Principal payments on finance lease obligations				(17)
Settlements of interest rate swaps				(14)
Tax payment for shares/units withheld in lieu of taxes				(1)
Deferred and contingent consideration payments				(1)
Cash used for financing activities				(64)
Net decrease in cash, cash equivalents and restricted cash				(61)
Cash, cash equivalents and restricted cash at beginning of period				1,536
Cash, cash equivalents and restricted cash at end of period		1,475		1,475
Reconciliation of cash, cash equivalents, and restricted cash to the Consolidated Balance Sheets
Cash and cash equivalents		460		460
Restricted cash included in fiduciary assets		1,015		1,015
Total cash, cash equivalents and restricted cash		$ 1,475		1,475
Supplemental disclosures:
Interest paid				112
Income taxes paid				5
Supplemental disclosure of non-cash financing activities:
Fixed asset additions acquired through finance leases				2
Right of use asset additions acquired through operating leases				$ 10

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Basis of Presentation and Nature of Business

6 Months Ended

Jun. 30, 2022

Organization Consolidation And Presentation Of Financial Statements [Abstract]

Basis of Presentation and Nature of Business

1. Basis of Presentation and Nature of Business

Foley Trasimene Acquisition Corp. (“FTAC”) was incorporated in Delaware on March 26, 2020. FTAC was formed for the purpose of effecting a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination with one or more businesses.

On July 2, 2021 (the “Closing Date”), FTAC completed the business combination (the “Business Combination”) with Alight Holding Company, LLC (f/k/a Tempo Holding Company, LLC) (“Alight Holdings” or the “Predecessor”) contemplated by the Business Combination Agreement (as amended and restated as of April 29, 2021) between FTAC, Alight Holdings and other interested parties (the “Business Combination Agreement”). On the Closing Date, pursuant to the Business Combination Agreement, FTAC became a wholly owned subsidiary of Alight, Inc. (“Alight”, the “Company”, “we” “us” “our” or the “Successor”) and was renamed Alight Group, Inc. As a result of the Business Combination, and by virtue of such series of mergers and related transactions, the combined company is now organized in an “Up-C” structure, in which substantially all of the assets and business of Alight are held by Alight Holdings, of which Alight is the managing member pursuant to the terms of the Second Amended and Restated Limited Liability Company Agreement of Alight Holdings that went into effect upon the completion of the Business Combination. As of June 30, 2022, Alight owns approximately 86% of the economic interest in Alight Holdings, but has 100% of the voting power and controls the management of Alight Holdings. As of June 30, 2022, the non-voting ownership percentage held by noncontrolling interest was approximately 14% (see Note 9 "Stockholders' and Members' Equity" for additional information).

Basis of Presentation

As a result of the Business Combination, for accounting purposes, the Company is the acquirer and Alight Holdings is the acquiree and accounting predecessor. While the Closing Date was July 2, 2021, we determined that as the impact of one day would be immaterial to the results of operations, we utilized July 1, 2021 as the date of the Business Combination for accounting purposes. Therefore, the financial statement presentation includes the financial statements of Alight Holdings as Predecessor for the periods prior to July 1, 2021 and the Company as Successor for the periods including and after July 1, 2021, including the consolidation of Alight Holdings.

The accompanying unaudited Condensed Consolidated Financial Statements have been prepared in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”) for interim financial information and should be read in conjunction with the Consolidated Financial Statements contained in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2021, filed with the Securities and Exchange Commission (“SEC”) on March 10, 2022. In the opinion of management, all adjustments, including normal recurring adjustments, considered necessary for a fair presentation have been included. All significant intercompany transactions and balances have been eliminated upon consolidation. The results of operations for interim periods are not necessarily indicative of the results to be expected for future quarters or for the full fiscal year ending December 31, 2022.

Nature of Business

We are a leading cloud-based human capital technology and services provider that powers confident health, wealth and wellbeing decisions for millions of people and their dependents. Our Alight Worklife® platform combines data and analytics with a simple, seamless user experience. Supported by our global delivery capabilities, Alight Worklife® is transforming the employee experience for people around the world through personalized, data-driven health, wealth and wellbeing insights. Our solutions include:

•Employer Solutions: driven by our digital, software and artificial intelligence ("AI")-led capabilities powered by the Alight Worklife® platform and spanning total employee wellbeing and engagement, including integrated benefits administration, healthcare navigation, financial health, employee wellbeing and payroll. These solutions are designed to support employers in effectively managing their workforce through a seamless, integrated platform. We leverage data across all interactions and activities to improve the employee experience, reduce operational costs and better inform management processes and decision-making. In addition, employees benefit from an integrated platform and user experience, coupled with a full-service client care center, helping them manage the full life cycle of their health, wealth and careers.

•Professional Services: includes our project-based cloud deployment and consulting offerings that provide expertise with both human capital and financial platforms. Specifically, this includes cloud advisory and deployment, and optimization services for cloud platforms such as Workday, SAP SuccessFactors, Oracle, and Cornerstone OnDemand.

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Accounting Policies and Practices

6 Months Ended

Jun. 30, 2022

Accounting Policies [Abstract]

Accounting Policies and Practices

2. Accounting Policies and Practices

Use of Estimates

The preparation of the accompanying Condensed Consolidated Financial Statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosures of contingent assets and liabilities at the date of the financial statements, and the reported amounts of reserves and expenses.

These estimates and assumptions are based on management’s best estimates and judgments. Management evaluates its estimates and assumptions on an ongoing basis using historical experience and other factors, including the current economic environment. Management believes its estimates to be reasonable given the current facts available. Management adjusts such estimates and assumptions when facts and circumstances dictate. Illiquid credit markets, volatile equity markets, and foreign currency exchange rate movements increase the uncertainty inherent in such estimates and assumptions. As future events and their effects cannot be predicted with certainty, actual results could differ significantly from these estimates. Changes in estimates resulting from continuing changes in the economic environment would, if applicable, be reflected in the financial statements in future periods.

Tax Receivable Agreement

In connection with the Business Combination, we entered into a Tax Receivable Agreement (the “TRA”) with certain of our pre-Business Combination owners that provides for the payment by Alight to such owners of 85% of the benefits that Alight is deemed to realize as a result of the Company’s share of existing tax basis acquired in the Business Combination and other tax benefits related to entering into the TRA. The Company accounts for the TRA as a liability at fair value and is subject to remeasurement at each balance sheet date. Any change in fair value is recognized within the Condensed Consolidated Statements of Comprehensive Income (Loss).

Subsequent to the Business Combination, upon equity exchanges of the noncontrolling interests, the Company records obligations under the TRA at the gross undiscounted amount of the expected future payments as an increase to the liability with an offset to Additional paid-in capital.

New Accounting Pronouncements

There are no pending accounting pronouncements that are expected to have a material impact upon our Consolidated Financial Statements.

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Revenue from Contracts with Customers

6 Months Ended

Jun. 30, 2022

Revenue From Contract With Customer [Abstract]

Revenue from Contracts with Customers

3. Revenue from Contracts with Customers

The majority of the Company’s revenue is highly recurring and is derived from contracts with customers to provide integrated, cloud-based human capital solutions that empower clients and their employees to manage their health, wealth and HR needs. The Company’s revenues are disaggregated by recurring and project revenues within each reportable segment. Recurring revenues are typically longer term in nature and more predictable on an annual basis, while project revenues consist of project work of a shorter duration. See Note 12 “Segment Reporting” for quantitative disclosures of recurring and project revenues by reportable segment. The Company’s reportable segments are Employer Solutions, Professional Services and Hosted Business. Employer Solutions are driven by our digital, software and AI-led capabilities powered by the Alight Worklife® platform and spanning total employee wellbeing and engagement, including integrated benefits administration, healthcare navigation, financial health, and employee wellbeing and payroll. Professional Services includes project-based cloud deployment and consulting offerings. The Company believes these revenue categories depict how the nature, amount, timing, and uncertainty of its revenue and cash flows are affected by economic factors.

Revenues are recognized when control of the promised services is transferred to the customer in the amount that best reflects the consideration to which the Company expects to be entitled in exchange for those services. The majority of the Company’s revenue is recognized over time as the customer simultaneously receives and consumes the benefits of our services. On occasion, we may be entitled to a fee based on achieving certain performance criteria or contract milestones. To the extent that we cannot estimate with reasonable assurance the likelihood that we will achieve the performance target, we will constrain this portion of the transaction price and recognize it when or as the uncertainty is resolved. Any taxes assessed on revenues relating to services provided to our clients are recorded on a net basis. All of the Company’s revenues are described in more detail below.

Administrative Services

We provide benefits, human resource and payroll administration services across all of our solutions, which are highly recurring. The Company’s contracts may include administration services across one or multiple solutions and typically have three to five-year terms with mutual renewal options.

These contracts typically consist of an implementation phase and an ongoing administration phase:

Implementation phase – In connection with the Company’s long-term agreements, highly customized implementation efforts are often necessary to set up clients and their human resource, payroll or benefit programs on the Company’s systems and operating processes. Work performed during the implementation phase is considered a set-up activity because it does not transfer a service to the

customer. Therefore, it is not a separate performance obligation. As these agreements are longer term in nature, our contracts generally provide that if the client terminates a contract, we are entitled to an additional payment for services performed through the termination date designed to recover our up-front costs of implementation. Any fees received from the customer as part of the implementation are, in effect, an advance payment for the future ongoing administration services to be provided.

Ongoing administration services phase – For all solutions, the ongoing administration phase includes a variety of plan and payroll administration services and system support services. More specifically, these services include data management, calculations, reporting, fulfillment/communications, compliance services, call center support, and in our Health solutions agreements, annual on-boarding and enrollment support. While there are a variety of activities performed across all solutions, the overall nature of the obligation is to provide integrated administration solutions to the customer. The agreement represents a stand-ready obligation to perform these activities across all solutions on an as-needed basis. The customer obtains value from each period of service, and each time increment (i.e., each month, or each benefit cycle in the case of our Health solutions arrangements) is distinct and substantially the same. Accordingly, the ongoing administration services for each solution represents a series and each series (i.e., each month, or each benefit cycle including the enrollment period in the case of our Health solutions arrangements) of distinct services are deemed to be a single performance obligation. In agreements that include multiple performance obligations, the transaction price related to each performance obligation is based on a relative stand-alone selling price basis. We establish the stand-alone selling price using observable market prices that the Company charges separately for similar solutions to similar customers.

Our contracts with our clients specify the terms and conditions upon which the services are based. Fees for these services are primarily based on a contracted fee charged per participant per period (e.g., monthly or annually, as applicable). These contracts may also include fixed components, including lump-sum implementation fees. Our fees are not typically payable until the commencement of the ongoing administration phase. Once fees become payable, payment is typically due on a monthly basis as we perform under the contract, and we are entitled to be reimbursed for work performed to date in the event of termination.

For Health solutions administration services, each benefits cycle inclusive of the enrollment period represents a time increment under the series guidance and is a single performance obligation. Although ongoing fees are typically not payable until the commencement of the ongoing administrative phase, we begin transferring services to our customers approximately four months prior to payments being due as part of our annual enrollment services. Although our per-participant fees are considered variable, they are typically predictable in nature, and therefore we do not generally constrain any portion of our transaction price estimates. We use an input method based on the labor costs incurred relative to total labor costs as the measure of progress in satisfying our Health solutions performance obligation commencing when the customer’s annual enrollment services begin. Given that the Health solutions enrollment and administrative services are stand-ready in nature, it can be difficult to estimate the total expected efforts or hours we will incur for a particular benefits cycle. Therefore, the input measure is based on the historical effort expended each month, which is measured as labor cost.

For all other benefits administration, human resources and payroll services where each month represents a distinct time increment under the series guidance, we allocate the transaction price to the month we are performing our services. Therefore, the amount recognized each month is the variable consideration related to that month plus any fixed monthly or annual fee, which is recognized on a straight-line basis. Revenue for these types of arrangements are therefore more consistent throughout the year.

In the normal course of business, we enter into change orders or other contract modifications to add or modify services provided to the customer. We evaluate whether these modifications should be accounted for as separate contracts or a modification to an existing contract. To the extent that the modification changes a promise that forms part of the underlying series, the modification is not accounted for as a separate contract.

Other Contracts

In addition to the ongoing administration services, the Company also has services across all solutions that represent separate performance obligations and that are often shorter in duration, such as our cloud deployment services, cloud advisory services, participant financial advisory services, and enrollment services not bundled with ongoing administration services.

Fee arrangements can be in the form of fixed-fee, time-and-materials, or fees based on assets under management. Payment is typically due on a monthly basis as we perform under the contract, and we are entitled to be reimbursed for work performed to date in the event of termination.

Services may represent stand-ready obligations that meet the series provision, in which case all variable consideration is allocated to each distinct time increment.

Other services are recognized over-time based on a method that faithfully depicts the transfer of value to the customer, which may be based on the value of labor hours worked or time elapsed, depending on the facts and circumstances.

The majority of the fees for enrollment services not bundled with ongoing administration services may be in the form of commissions received from insurance carriers for policy placement and are variable in nature. These annual enrollment services include both employer-sponsored arrangements that place both retiree Medicare coverage and voluntary benefits and

direct-to-consumer Medicare placement. Our performance obligations under these annual enrollment services are typically completed over a short period upon which a respective policy is placed or confirmed with no ongoing fulfillment obligations. For both the employer-sponsored and direct-to-consumer arrangements, we recognize the majority of the placement revenue in the fourth quarter of the calendar year, which is when most of the placement or renewal activity occurs. However, the Company may continue to receive commissions from carriers until the respective policy lapses or is cancelled. The Company bases the estimates of total transaction price on supportable evidence from an analysis of past transactions, and only includes amounts that are probable of being received or not refunded.

As it relates to the direct-to-consumer arrangements, because our obligation is complete upon placement of the policy, we recognize revenue at that date, which includes both compensation due to us in the first year as well as an estimate of the total renewal commissions that will be received over the lifetime of the policy. The variable consideration estimate requires significant judgement, and will vary based on product type, estimated commission rates and the expected lives of the respective policies and other factors.

For both the employer-sponsored and direct-to-customer arrangements, the estimated total transaction price may differ from the ultimate amount of commissions we may collect. Consequently, the estimate of total transaction price is adjusted over time as the Company receives confirmation of cash received, or as other information becomes available.

The Company has elected to apply practical expedients to not disclose the revenue related to unsatisfied performance obligations if (1) the contract has an original duration of one year or less, or (2) the variable consideration is allocated entirely to an unsatisfied performance obligation which is recognized as a series of distinct goods and services that form a single performance obligation.

Contract Costs

Costs to obtain a Contract

The Company capitalizes incremental costs to obtain a contract with a customer that are expected to be recovered. Assets recognized for the costs to obtain a contract, which primarily includes sales commissions paid in relation to the initial contract, are amortized over the expected life of the underlying customer relationships, which is 7 years for our payroll and cloud solutions and 15 years for all of our other solutions. For situations where the duration of the contract is 1 year or less, the Company has applied a practical expedient and recognized the costs of obtaining a contract as an expense when incurred. These costs are recorded in Cost of services, exclusive of depreciation and amortization in the Condensed Consolidated Statements of Comprehensive Income (Loss).

Costs to fulfill a Contract

The Company capitalizes costs to fulfill contracts which includes highly customized implementation efforts to set up clients and their human resource, payroll or benefit programs. Assets recognized for the costs to fulfill a contract are amortized on a systematic basis over the expected life of the underlying customer relationships, which is 7 years for our payroll and cloud solutions and 15 years for all of our other solutions.

Amortization for all contracts costs are recorded in Cost of services, exclusive of depreciation and amortization in the Condensed Consolidated Statements of Comprehensive Income (Loss) (see Note 5 “Other Financial Data”).

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Acquisitions

6 Months Ended

Jun. 30, 2022

Business Combinations [Abstract]

Acquisitions

4. Acquisitions

2021 Acquisitions

Alight Business Combination

On July 2, 2021, the Company completed the Business Combination for consideration transferred of approximately $5.0 billion. The Business Combination was accounted for using the acquisition method under Accounting Standards Codification Topic 805, Business Combinations (“ASC 805”), which requires, among other things, that most assets acquired and liabilities assumed be recognized at their fair values as of the acquisition date. The final consideration and allocation of the purchase price to the fair value of the combined assets acquired and liabilities assumed is presented below.

On the Closing Date, the Company paid $36 million of deferred underwriting costs related to FTAC’s initial public offering and $37 million of fees related to the private placement transaction, which were treated as a reduction of equity. Approximately $21 million of the Company’s acquisition-related costs were paid on the Closing Date. Additionally, $39 million of seller transaction costs were paid on the Closing Date, including $36 million in advisory and investment banker fees that were contingent upon the consummation of the Business Combination. As these fees are considered success fees in nature, they are considered to have been incurred “on the line”, and therefore, were not recognized in the Condensed Consolidated Statements of Comprehensive Income (Loss) in either the Predecessor or Successor periods.

On the Closing Date, approximately $36 million of certain executive compensation-related expenses that were contingent upon the closing of the Business Combination were triggered. As these expenses were contingent upon the change-in-control event, they are

considered to have been incurred “on the line”, and therefore, were not recognized in the Condensed Consolidated Statements of Comprehensive Income (Loss) in either the Predecessor or Successor periods.

The following table summarizes the final consideration transferred (in millions):

Cash consideration to prior equityholders(1)	$	1,055
Repayment of debt		1,814
Total cash consideration	$	2,869
Continuing unitholders rollover equity into the Company(2)		1,414
Contingent consideration - Tax Receivable Agreement(3)		610
Contingent consideration - Seller Earnouts(3)		109
Total consideration transferred	$	5,002
Noncontrolling interest(4)	$	799

(1)Includes cash consideration paid to reimburse seller for certain transaction expenses.

(2)The Company issued approximately 141 million shares of Class A Common Stock that had a total fair value of approximately $1.4 billion based on the price of $10 per share on July 2, 2021, the acquisition date.

(3)The TRA and Seller Earnouts represent liability classified contingent consideration. Refer to Note 9 “Stockholders’ and Members’ Equity”, Note 14 “Financial Instruments” and Note 15 “Tax Receivable Agreement” for further discussion.

(4)The fair value of the noncontrolling interest is based on the fair value of acquired business, which was determined based on the price of the Company's Class A Common Stock at the July 2, 2021 Closing Date, plus the contingent consideration related to the Seller Earnouts. The noncontrolling interest is exchangeable for Class A Common Stock at the option of the holder. Refer to Note 9 “Stockholders’ and Members’ Equity” for additional information.

The following table summarizes the final purchase price allocation (in millions):

Cash and cash equivalents	$	460
Receivables		484
Fiduciary assets		1,015
Other current assets		162
Fixed assets		205
Other assets		425
Accounts payable and accrued liabilities		(327	)
Fiduciary liabilities		(1,015	)
Other current liabilities		(291	)
Debt assumed		(2,370	)
Deferred tax liabilities		(3	)
Other liabilities		(396	)
Intangible assets		4,078
Total identifiable net assets	$	2,427
Goodwill	$	3,374

Measurement Period Adjustments

During the first half of 2022, the Company recorded measurement period adjustments to its initial allocation of purchase price as a result of ongoing valuation procedures on assets acquired and liabilities assumed, including (i) a decrease in Receivables of $2 million, (ii) a decrease in Other current liabilities of $2 million, (iii) a decrease in consideration transferred of $8 million due to an updated TRA valuation, and (iv) a decrease of $1 million in noncontrolling interest due to the change in consideration transferred. The impact of these measurement period adjustments on the Condensed Consolidated Statements of Comprehensive Income (Loss) was not material.

Intangible Assets

Intangible assets were identified that met either the separability criterion or the contractual-legal criterion described in ASC 805. The trade name intangible asset represents the corporate Alight tradename, which was valued using the relief-from-royalty method. The technology related intangible assets represent software developed by Alight Holdings to differentiate its product/service offerings for its customers, valued using the relief-from-royalty method. The customer-related and contract-based intangible assets represent strong, long-term relationships with customers, valued using the multi-period excess earnings method. The values allocated to identifiable intangible assets and their estimated useful lives are as follows:

	Fair value		Useful life
Identifiable intangible assets	(in millions)		(in years)
Definite lived trade names	$	400		15
Technology related intangibles	$	222		6
Customer-related and contract-based intangibles	$	3,456		15

Goodwill

Approximately $3.4 billion has been allocated to goodwill following the closing of the Business Combination. Goodwill represents the excess of the gross consideration transferred over the fair value of the underlying net tangible and identifiable definite-lived intangible assets acquired. Qualitative factors that contribute to the recognition of goodwill include certain intangible assets that are not recognized as separate identifiable intangible assets apart from goodwill, including assembled workforce and expected future market conditions. Of the goodwill established, $1.6 billion was tax deductible.
 

Retiree Health Exchange

On October 1, 2021, the Company completed the acquisition of AON Retiree Health Exchange, Inc., a retiree health exchange, for consideration transferred of approximately $199 million. The acquisition was accounted for using the acquisition method under ASC 805, which requires, among other things, that most assets acquired and liabilities assumed be recognized at their fair values as of the acquisition date. The preliminary consideration and allocation of the purchase price to the fair value of the combined assets acquired and liabilities assumed is presented below. The preliminary measurement of consideration transferred and the allocations reflect the best estimates of the valuations currently available and are subject to change once additional analyses are completed. The accounting for the acquisition is not complete as the valuation for acquired assets and liabilities have not been finalized and these final valuations of the assets and liabilities could have a material impact on the preliminary purchase price allocation disclosed below. The allocation will be finalized as soon as practicable, but no later than one year from the acquisition date.

The following table summarizes the preliminary purchase price allocation (in millions):

Receivables	$	1
Other current assets		29
Accounts payable and accrued liabilities		(13	)
Intangible assets		104
Fair value of net assets acquired and liabilities assumed		121
Goodwill		78
Total consideration	$	199

Intangible assets include customer-related and contract-based intangibles and technology with estimated useful lives of 13 years and 5 years, respectively. Approximately $78 million has been preliminarily allocated to goodwill, all of which was tax deductible.
 

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Other Financial Data

6 Months Ended

Jun. 30, 2022

Other Financial Data [Abstract]

Other Financial Data

5. Other Financial Data

Condensed Consolidated Balance Sheets Information

Receivables, net

The components of Receivables, net are as follows (in millions):

	June 30,			December 31,
	2022			2021
Billed and unbilled receivables	$	559		$	520
Allowance for expected credit losses		(8	)		(5	)
Balance at end of period	$	551		$	515

Other current assets

The components of Other current assets are as follows (in millions):

	June 30,		December 31,
	2022		2021
Deferred project costs	$	44	$	39
Prepaid expenses		48		66
Commissions receivable		75		148
Other		93		49
Total	$	260	$	302

Other assets

The components of Other assets are as follows (in millions):

	June 30,		December 31,
	2022		2021
Deferred project costs	$	318	$	274
Operating lease right of use asset		100		120
Commissions receivable		26		34
Other		81		44
Total	$	525	$	472

The current and non-current portions of deferred project costs relate to costs to obtain and fulfill contracts (see Note 3 “Revenue from Contracts with Customers”). During the Successor three and six months ended June 30, 2022 and the Predecessor three and six months ended June 30, 2021, total amortization expense of $13 million, $25 million, $17 million and $33 million was recorded in Cost of services, exclusive of depreciation and amortization in the Condensed Consolidated Statements of Comprehensive Income (Loss), respectively.

Other current assets and Other assets include the fair value of outstanding derivative instruments related to interest rate swaps. The balances in Other current assets as of June 30, 2022 and December 31, 2021 were $39 million and $1 million, respectively. The balances in Other assets as of June 30, 2022 and December 31, 2021 were $57 million and $16 million, respectively (see Note 13 “Derivative Financial Instruments” for additional information).

Other current liabilities

The components of Other current liabilities are as follows (in millions):

	June 30,		December 31,
	2022		2021
Deferred revenue	$	116	$	148
Operating lease liabilities		41		44
Finance lease liabilities		27		27
Other		87		182
Total	$	271	$	401

Other liabilities

The components of Other liabilities are as follows (in millions):

	June 30,		December 31,
	2022		2021
Deferred revenue	$	98	$	55
Operating lease liabilities		111		139
Finance lease liabilities		24		34
Unrecognized tax positions		43		44
Other		58		81
Total	$	334	$	353

The current and non-current portions of deferred revenue relates to consideration received in advance of performance under client contracts. During the Successor six months ended June 30, 2022 and the Predecessor six months ended June 30, 2021, revenue of approximately $94 million and $101 million was recognized and recorded as deferred revenue at the beginning of each period.

Other current liabilities as of December 31, 2021 included an accrual for a deferred consideration payment of $83 million related to an acquisition completed in the fourth quarter of 2021. A payment of $81 million was made during the second quarter of 2022 and the remaining consideration will be paid during the fourth quarter of 2022.

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Goodwill and Intangible Assets, Net

6 Months Ended

Jun. 30, 2022

Goodwill And Intangible Assets Disclosure [Abstract]

Goodwill and Intangible Assets, Net

6. Goodwill and Intangible assets, net

The changes in the net carrying amount of goodwill are as follows (in millions):

	Employer			Professional
	Solutions			Services			Total
Balance as of December 31, 2021	$	3,564			74			3,638
Measurement period adjustments		(10	)		—			(10	)
Foreign currency translation		(3	)		(1	)		(4	)
Balance as of June 30, 2022	$	3,551			73			3,624

Intangible assets by asset class are as follows (in millions):

	June 30, 2022						December 31, 2021
	Gross				Net		Gross				Net
	Carrying		Accumulated		Carrying		Carrying		Accumulated		Carrying
	Amount		Amortization		Amount		Amount		Amortization		Amount
Intangible assets:
Customer-related and contract based    intangibles	$	3,658		243		3,415	$	3,662	$	119	$	3,543
Technology related intangibles		254		41		213		254		20		234
Trade name (finite life)		407		28		379		407		14		393
Total	$	4,319		312		4,007	$	4,323	$	153	$	4,170

The net carrying amount of Intangible assets as of June 30, 2022 includes preliminary fair values for certain customer-related and contract-based identifiable intangible assets, technology-related intangible assets and tradename assets based on management’s preliminary estimate of fair value (see Note 4 “Acquisitions” for additional information).

The change in gross carrying amounts for customer-related and contract-based intangibles also relates to the unfavorable impact of foreign currency translation adjustments.

Amortization expense from finite-lived intangible assets for the Successor three and six months ended June 30, 2022 and the Predecessor three and six months ended June 30, 2021 was $80 million, $159 million, $50 million and $100 million respectively, which was recorded in Depreciation and intangible amortization in the Condensed Consolidated Statements of Comprehensive Income (Loss).

The following table reflects intangible assets net carrying amount and weighted-average remaining useful lives as of June 30, 2022 (in millions, except for years):

	Net		Weighted-Average
	Carrying		Remaining
	Amount		Useful Lives
Intangible assets at June 30, 2022:
Customer-related and contract-based    intangibles	$	3,415		14.0
Technology-related intangibles		213		5.0
Trade name (finite life)		379		13.8
Total	$	4,007

Subsequent to June 30, 2022, the annual amortization expense is expected to be as follows (in millions):

	Customer-Related		Technology		Trade
	and Contract Based		Related		Name
	Intangibles		Intangibles		Intangible
2022 (July - December)	$	123	$	22	$	14
2023		245		43		28
2024		245		43		28
2025		245		43		28
2026		245		42		27
Thereafter		2,312		20		254
Total amortization expense	$	3,415	$	213	$	379

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Income Taxes

6 Months Ended

Jun. 30, 2022

Income Tax Disclosure [Abstract]

Income Taxes

7. Income Taxes

The Company’s effective tax rates for the Successor three and six months ended June 30, 2022 were (21%) and (24%), respectively, and for the Predecessor three and six months ended June 30, 2021 were 34% and 16%, respectively.

The changes in the effective tax rates were primarily driven by the Business Combination as the Predecessor and certain of its subsidiaries operated in the U.S. as partnerships for income tax purposes and generally as corporate entities in non-U.S. jurisdictions. The Predecessor effective tax rates for the applicable periods were substantially higher due to certain non-recurring items included in pre-tax and tax expense during the Successor periods.

The effective tax rates for the Successor three and six months ended June 30, 2022 were lower than the 21% U.S. statutory corporate income tax rate primarily due to losses in certain non-U.S. jurisdictions for which a tax benefits have not been recorded, as well as changes to the Company's required valuation allowance.

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Debt

6 Months Ended

Jun. 30, 2022

Debt Disclosure [Abstract]

Debt

8. Debt

Debt outstanding consisted of the following (in millions):

		June 30,			December 31,
	Maturity Date	2022			2021
Term Loan	May 1, 2024	$	68		$	72
Term Loan, Amended	October 31, 2026		—			1,958
Term Loan, Third Incremental(1)	August 31, 2028		—			517
Term Loan, B-1(2)	August 31, 2028		2,460			—
Secured Senior Notes	June 1, 2025		312			314
$294m Revolving Credit Facility, Amended	August 31, 2026		—			—
Other	June 30, 2022		—			7
Total debt, net			2,840			2,868
Less: current portion of long-term debt, net			(31	)		(38	)
Total long-term debt, net		$	2,809		$	2,830

(1)The net balance for the Third Incremental Term Loan at December 31, 2021 includes unamortized debt issuance costs of $6 million.

(2)The net balance for the B-1 Term Loan at June 30, 2022 includes unamortized debt issuance costs of $9 million.

Term Loan

In May 2017, the Company entered into a 7-year Initial Term Loan. During November 2017 and November 2019, the Company entered into Incremental Term Loans under identical terms as the Initial Term Loan. In August 2020, the Company refinanced the Term Loan by paying down $270 million of principal using the proceeds from the August 2020 Unsecured Senior Notes issuance, extending the maturity date on $1,986 million of the balance to October 31, 2026, and adding an interest rate floor of 50 bps (the "Amended Term Loan"). As part of the consideration transferred in the Business Combination, $556 million of principal was repaid on the portion of the Term Loan that was not amended. In August 2021, the Company entered into a new Third Incremental Term Loan facility for $525 million that matures August 31, 2028. In January 2022, the Company refinanced the Amended Term Loan and the Third Incremental Term Loan to have a concurrent maturity date of August 31, 2028 and updated interest rate terms as described below (the "B-1 Term Loan").

Interest rates on the original Term Loan borrowings are based on the London Interbank Offered Rate (“LIBOR”) plus a margin based on defined ratios (275 or 300 bps). The Company used the 1‑month LIBOR rate for all periods presented. Interest rates on the B-1 Term Loan borrowings are based on the Secured Overnight Financing Rate ("SOFR") plus a margin of 300 bps. The Company is

required to make principal payments at the end of each fiscal quarter based on defined terms in the agreement with the remaining principal balances due on the maturity dates.

During the Successor six months ended June 30, 2022 and the Predecessor six months ended June 30, 2021, the Company made total principal payments of $16 million and $13 million, respectively. The Company utilized swap agreements to fix a portion of the floating interest rates through December 2026 (see Note 13 “Derivative Financial Instruments”).

Secured Senior Notes

In May 2020, the Company issued $300 million of Secured Senior Notes. These Secured Senior Notes have a maturity date of June 1, 2025 and accrue interest at a fixed rate of 5.75% per annum, payable semi-annually on June 1 and December 1 of each year, beginning on December 1, 2020.

Revolving Credit Facility

In May 2017, the Company entered into a 5-year $250 million revolving credit facility with a multi-bank syndicate with a maturity date of May 1, 2022. During August 2020, the Company extended the maturity date for $226 million of the revolving credit facility to October 31, 2024. In August 2021, the Company replaced and refinanced the revolving credit facilities with a $294 million revolving credit facility with a maturity date of August 31, 2026. At June 30, 2022, $4 million of unused letters of credit related to various insurance policies and real estate leases were issued under the revolving credit facility and there were no additional borrowings. The Company is required to make periodic payments for commitment fees and interest related to the revolving credit facility and outstanding letters of credit. During the Successor three and six months ended June 30, 2022 and the Predecessor three and six months ended June 30, 2021, the Company made immaterial payments related to these fees.

As part of the acquisition of NGA Human Resources ("NGA HR") during the year ended December 31, 2019, the Company acquired a revolving credit facility of approximately $20 million secured on the accounts receivable balance of NGA HR. During the six months ended June 30, 2022, the Company made principal payments of $110 million, offset by borrowings of $104 million. Interest was calculated based on an applicable reference rate plus a margin. The facility was terminated on June 29, 2022, with all borrowings and associated interest repaid at that time.

Financing Fees, Premiums and Interest Expense

The Company capitalized financing fees and premiums related to the Term Loan, Revolver and Secured Senior Notes issued. These financing fees and premiums were recorded as an offset to the aggregate debt balances and are being amortized over the respective loan terms.

Total interest expense related to the debt instruments for the Successor three and six months ended June 30, 2022 and Predecessor three and six months ended June 30, 2021 was $28 million, $55 million, $52 million and $105 million respectively, which included amortization of financing fees of immaterial and $1 million benefit for the Successor three and six months ended June 30, 2022, respectively, and expenses of approximately $4 million and $8 million for the Predecessor three and six months ended June 30, 2021, respectively. Interest expense is recorded in Interest expense in the Condensed Consolidated Statements of Comprehensive Income (Loss).

Principal Payments

Aggregate contractual principal payments as of June 30, 2022 are as follows (in millions):

Remainder of 2022 (July - December)	$	16
2023		31
2024		83
2025		325
2026		25
Thereafter		2,356
Total payments	$	2,836

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Stockholders' and Members' Equity

6 Months Ended

Jun. 30, 2022

Equity [Abstract]

Stockholders' and Members' Equity

9. Stockholders’ and Members’ Equity

Predecessor Equity

Class A Common Units

There were no grants of Class A common units during the six months ended June 30, 2021. Each holder of Class A common units is entitled to one vote per unit.

Class A-1 Common Units

During the six months ended June 30, 2021, the Company granted 643 Restricted Class A-1 common units. Holders of Class A-1 common units are not entitled to voting rights.

Class B Common Units

During the six months ended June 30, 2021, there were no grants of Class B common units. Holders of Class B common units are not entitled to voting rights.

Successor Equity

Preferred Stock

Upon the Closing of the Business Combination, 1,000,000 preferred shares, par value $0.0001 per share, were authorized. There were no preferred shares issued and outstanding as of June 30, 2022.

Class A Common Stock

As of June 30, 2022, 465,629,457 shares of Class A Common Stock, including 7,583,284 of shares of unvested Class A Common Stock, were legally issued and outstanding. Holders of shares of Class A Common Stock are entitled to one vote per share, and together with the holders of shares of Class B Common Stock, will participate ratably in any dividends that may be declared by the Company’s Board of Directors.

Class B Common Stock

Upon the Closing of the Business Combination, the Seller Earnouts resulted in the issuance of a total of 14,999,998 Class B instruments (including 808,276 unvested shares of Class B Common Stock related to employee compensation) to the equityholders of the Predecessor. The equityholders of the Predecessor that exchanged their Predecessor Class A units for shares of Class A Common Stock in the Business Combination received shares of Class B Common Stock, and the equityholders of the Predecessor that continue to hold Class A units of Alight Holdings (“Continuing Unitholders”) received Class B common units of Alight Holdings.

The Class B Common Stock and Class B common units are not entitled to a vote and accrue dividends equal to amounts declared per corresponding share of Class A Common Stock and Class A unit; however, such dividends are paid if and when such share of Class B Common Stock or Class B unit converts into a share of Class A Common Stock or Class A unit. If any of the shares of Class B Common Stock or Class B common units do not vest on or before the seventh anniversary of the Closing Date, such shares or units will be automatically forfeited and cancelled for no consideration and will not be entitled to receive any cumulative dividend payments.

These Class B instruments (excluding the unvested shares of Class B Common Stock related to employee compensation) are liability classified; refer to Note 14 “Financial Instruments” for additional information.

As further described below, there are two series of Class B instruments outstanding.

Class B-1

As of June 30, 2022, 4,990,453 shares of Class B-1 Common Stock were legally issued and outstanding, including 404,138 unvested shares of Class B-1 Common Stock related to employee compensation. Shares of Class B-1 Common Stock vest and automatically convert into shares of Class A Common Stock on a 1-for-1 basis if the volume weighted average price (“VWAP”) of the shares of Class A Common Stock equals or exceeds $12.50 per share for 20 or more trading days within a consecutive 30-trading day period (or in the event of a change of control or liquidation event that implies a $12.50 per share valuation on a diluted basis).

To the extent any unvested share of Class B-1 Common Stock automatically converts into a share of Class A Common Stock, (i) such share or unit shall remain unvested in accordance with the terms and conditions of the applicable award agreement until it vests or is forfeited in accordance with the terms thereof and (ii) such share or unit shall be treated as unvested Class A consideration as if such share or unit was part of the unvested Class A consideration as of the Closing Date.

As of June 30, 2022, 2,509,546 Class B-1 common units of Alight Holdings were legally issued and outstanding. Class B-1 common units vest and automatically convert into Class A common units of Alight Holdings on a 1-for-1 basis if the VWAP of the shares of Class A Common Stock equals or exceeds $12.50 per share for 20 or more trading days within a consecutive 30-trading day period (or in the event of a change of control or liquidation event that implies a $12.50 per share valuation on a diluted basis).

Class B-2

As of June 30, 2022, 4,990,453 shares of Class B-2 Common Stock were legally issued and outstanding, including 404,138 unvested shares of Class B-2 Common Stock related to employee compensation. Shares of Class B-2 Common Stock vest and automatically convert into shares of Class A Common Stock on a 1-for-1 basis if the VWAP of the shares of Class A Common Stock equals or exceeds $15.00 per share for 20 or more trading days within a consecutive 30-trading day period (or in the event of a change of control or liquidation event that implies a $15.00 per share valuation on a diluted basis).

To the extent any unvested share of Class B-2 Common Stock automatically converts into a share of Class A Common Stock, (i) such share or unit shall remain unvested in accordance with the terms and conditions of the applicable award agreement until it vests or is forfeited in accordance with the terms thereof and (ii) such share or unit shall be treated as unvested Class A consideration as if such share or unit was part of the unvested Class A consideration as of the Closing Date.

As of June 30, 2022, 2,509,546 Class B-2 common units of Alight Holdings were legally issued and outstanding. Class B-2 common units vest and automatically convert into Class A common units of Alight Holdings on a 1-for-1 basis if the VWAP of the shares of Class A Common Stock equals or exceeds $15.00 per share for 20 or more trading days within a consecutive 30-trading day period (or in the event of a change of control or liquidation event that implies a $15.00 per share valuation on a diluted basis).

Class B-3

Upon the Closing of the Business Combination, 10,000,000 shares of Class B-3 Common Stock, par value $0.0001, were authorized. There are no shares of Class B-3 Common Stock issued and outstanding as of June 30, 2022.

Class V Common Stock

As of June 30, 2022, 75,886,716 shares of Class V Common Stock were legally issued and outstanding. Holders of Class V Common Stock are entitled to one vote per share and have no economic rights. The Class V Common Stock is held on a 1-for-1 basis with Class A Units in Alight Holdings held by Continuing Unitholders. The Class A Units, together with an equal number of shares of Class V Common Stock, can be exchanged for an equal number of shares of Class A Common Stock.

Class Z Common Stock

Upon the Closing of the Business Combination, a total of 8,671,507 Class Z instruments were issued to the equityholders of the Predecessor. The equityholders of the Predecessor that exchanged their Predecessor Class A units for shares of Class A Common Stock in the Business Combination received shares of Class Z Common Stock, and the Continuing Unitholders received Class Z common units of Alight Holdings. The Class Z instruments were issued to the equityholders of the Predecessor to allow for the re-allocation of the consideration paid to the holders of unvested management equity (i.e., the unvested shares of Class A, Class B-1, and Class B-2 Common Stock) to the equityholders of the Predecessor in the event such equity is forfeited under the terms of the applicable award agreement and will only vest in connection with any such forfeiture.

As of June 30, 2022, 5,595,577 shares of Class Z Common Stock (5,046,819 Class Z-A, 274,379 Class Z-B-1, and 274,379 Class Z-B-2) were legally issued and outstanding. Holders of shares of Class Z-A, Class Z-B-1 and Class Z-B-2 Common Stock are not entitled to voting rights. The Class Z shares convert into shares of Class A Common Stock, Class B-1 Common Stock or Class B-2 Common Stock, as applicable, in connection with the ultimate forfeiture of the shares of unvested Class A, unvested Class B-1, and unvested Class B-2 common stock issued to participating management holders.

As of June 30, 2022, 3,075,930 Class Z common units (2,774,272 Class Z-A, 150,829 Class Z-B-1, and 150,829 Class Z-B-2) were legally issued and outstanding. Holders of Class Z-A, Class Z-B-1 and Class Z-B-2 common units are not entitled to voting rights. The Class Z units convert into units of Alight Holdings Class A common units, Alight Holdings Class B-1 or Alight Holdings Class B-2 common units, as applicable, in connection with the ultimate forfeiture of the shares of unvested Class A, unvested Class B-1, and unvested Class B-2 common stock issued to participating management holders.

Class A Units

Holders of Alight Holdings Class A units can exchange all or any portion of their Class A units, together with the cancellation of an equal number of shares of Class V Common Stock, for a number of shares of Class A Common Stock equal to the number of exchanged Class A units. Alight has the option to cash settle any future exchange.

The Continuing Unitholders’ ownership of Class A units represents the noncontrolling interest of the Company, which is accounted for as permanent equity on the Condensed Consolidated Balance Sheets. As of June 30, 2022, there were 541,516,173 Class A Units outstanding, of which 465,629,457 are held by the Company and 75,886,716 are held by the noncontrolling interest of the Company.

The Alight Holdings limited liability company agreement contains provisions which require that a one-to-one ratio is maintained between each class of Alight Holdings units held by Alight and its subsidiaries (including the Alight Group, Inc. and certain tax blocker entities, but excluding subsidiaries of Alight Holdings) and the number of outstanding shares of the corresponding class of Alight common stock, subject to certain exceptions (including in respect of management equity in the form of options, rights or other securities which have not been converted into or exercised for Alight common stock). In addition, the Alight Holdings limited liability company agreement permits Alight, in its capacity as the managing member of Alight Holdings, to take actions to maintain such ratio, including undertaking stock splits, combinations, recapitalizations and exercises of the exchange rights of holders of Alight Holdings units.

Exchange of Class A Units

During the six months ended June 30, 2022, 1,572,971 Class A units and a corresponding number of shares of Class V Common Stock were exchanged for Class A Common Stock. As a result of the exchanges, Alight, Inc. increased its ownership in Alight Holdings and accordingly increased its equity by approximately $16 million, recorded in Additional paid-in capital. Pursuant to the TRA, described in Note 15 "Tax Receivable Agreement," the Class A unit exchanges created additional TRA liabilities of $7 million, with offsets to Additional paid-in-capital.

The following table reflects the changes in our outstanding stock:

	Class A		Class B-1		Class B-2		Class V			Class Z
Balance at December 31, 2021		456,282,881		4,990,453		4,990,453		77,459,687			5,595,577
Conversion of noncontrolling interest		1,239,256		—		—		(1,239,256	)		—
Shares granted upon vesting		106,188		—		—		—			—
Issuance for compensation to non-employees(1)		13,743		—		—		—			—
Balance at March 31, 2022		457,642,068		4,990,453		4,990,453		76,220,431			5,595,577
Conversion of noncontrolling interest		333,715		—		—		(333,715	)		—
Shares granted upon vesting		50,132		—		—		—			—
Issuance for compensation to non-employees(1)		20,258		—		—		—			—
Balance at June 30, 2022		458,046,173		4,990,453		4,990,453		75,886,716			5,595,577

(1) Issued to certain members of the Board of Directors in lieu of cash retainer.

Dividends

There were no dividends declared during the Successor three and six months ended June 30, 2022.

Accumulated Other Comprehensive Income

As of June 30, 2022, the Accumulated other comprehensive income balance included unrealized losses for interest rate swaps and foreign currency translation adjustments related to our foreign subsidiaries that do not have the U.S. dollar as their functional currency.

Changes in accumulated other comprehensive income, net of noncontrolling interests and tax, are as follows (in millions):

	Foreign
	Currency			Interest
	Translation			Rate
	Adjustments			Swaps(1)			Total
Balance at December 31, 2021	$	—		$	8		$	8
Other comprehensive (loss) income before reclassifications		(4	)		53			49
Tax expense (benefit)		1			(14	)		(13	)
Other comprehensive (loss) income before reclassifications, net of tax		(3	)		39			36
Amounts reclassified from accumulated other comprehensive income		—			—			—
Tax expense		—			—			—
Amounts reclassified from accumulated other comprehensive income, net of tax		—			—			—
Net current period other comprehensive income, net of tax		(3	)		39			36
Balance at March 31, 2022	$	(3	)	$	47		$	44
Other comprehensive (loss) income before reclassifications		(11	)		19			8
Tax expense (benefit)		—			9			9
Other comprehensive (loss) income before reclassifications, net of tax		(11	)		28			17
Amounts reclassified from accumulated other comprehensive income		—			—			—
Tax expense		—			—			—
Amounts reclassified from accumulated other comprehensive income, net of tax		—			—			—
Net current period other comprehensive income, net of tax		(11	)		28			17
Balance at June 30, 2022	$	(14	)	$	75		$	61

(1) Reclassifications from this category are recorded in Interest expense. See Note 13 “Derivative Financial Instruments” for additional information.

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Share-Based Compensation Expense

6 Months Ended

Jun. 30, 2022

Disclosure Of Compensation Related Costs Sharebased Payments [Abstract]

Share-Based Compensation Expense

10. Share-Based Compensation Expense

Share-based payments consist of grants of restricted share units (“RSUs”) and performance-based restricted share units (“PRSUs”). The Company recognizes compensation expense on a straight-line basis over the requisite service period for awards expected to ultimately vest.

Predecessor Replacement Awards

In connection with the Business Combination, the holders of certain unvested awards under the Predecessor plans were granted replacement awards in the Successor company.

•Class B units: The unvested Class B units of Alight Holdings were granted replacement shares of unvested Class A, Class B-1 and Class B-2 Common Stock and ultimately vest on the third anniversary of the Closing Date, but could vest earlier based on the achievement of certain market-based conditions.

•Class A-1 units: The unvested Class A-1 units of Alight Holdings were granted replacement shares of unvested Class A, Class B-1 and Class B-2 Common Stock on an equivalent fair value basis. The service-based portion of the grant vests ratably over periods of two to five years and the remaining vests upon the achievement of certain market-based conditions.

The Class B and Class A-1 units that were replaced represent the unvested shares of Class A, Class B-1 and Class B-2 Common Stock subject to the forfeiture re-allocation provision per the Class Z instruments discussed in Note 9 “Stockholders’ and Members’ Equity”. These unvested shares are accounted for as restricted stock in accordance with Accounting Standards Codification Topic 718, Compensation - Stock Compensation.

Successor Awards

In connection with the Business Combination, the Company adopted the Alight, Inc. 2021 Omnibus Incentive Plan. Under this plan, for grants issued during the Successor three and six months ended June 30, 2022, approximately 55% of the units are subject to time-based vesting requirements and approximately 45% are subject to performance-based vesting requirements. The majority of the time-based RSUs vest ratably each March 10 over a three-year period with one-third vesting on each of March 10, 2023, 2024 and 2025. The PRSUs granted in 2021 vest upon achievement of the Company’s performance goal, Total Contract Value of Business Process as a Service ("BPaaS"). The PRSUs granted in 2022 vest upon achievement of the Company’s performance goal, Total BPaaS Revenue and Total Consolidated Revenue.

The Company begins to recognize expense associated with the PRSUs when the achievement of the performance condition is deemed probable. During the first half of 2022, based on management's analysis of the corresponding performance conditions, the Company increased expected achievement levels related to the PRSUs granted in 2021.

The fair value of each RSU and PRSU is based upon the grant date market price. The aggregate grant date fair value of RSUs and PRSUs granted during the Successor six months ended June 30, 2022 was approximately $44 million and $113 million, respectively.

Restricted Share Units and Performance Based Restricted Share Units

The following tables summarizes the unit activity related to the RSUs and PRSUs during the six months ended June 30, 2022:

				Weighted					Weighted
				Average					Average
				Grant Date					Grant Date
				Fair Value					Fair Value
	RSUs(1)			Per Unit		PRSUs(1)(2)			Per Unit
Balance as of December 31, 2021		7,148,416		$	12.27		16,743,113		$	11.20
Granted		4,809,866			9.07		10,009,102			11.30
Vested		(341,745	)		9.90		—			—
Forfeited		(684,059	)		11.96		(1,225,719	)		11.99
Balance as of June 30, 2022		10,932,478		$	10.94		25,526,496		$	11.14

(1) These share totals include both unvested shares and restricted stock units.

(2) PRSUs granted includes both new grants in the period as well as adjustments in the period to existing grants to account for the expected level of achievement of the performance-based vesting requirements.

Share-based Compensation

Total share-based compensation costs related to the RSUs and PRSUs are recorded in the Condensed Consolidated Statements of Comprehensive Income (Loss) as follows (in millions):

	Successor				Predecessor
	Three Months Ended		Six Months Ended		Three Months Ended		Six Months Ended
	June 30,		June 30,		June 30,		June 30,
	2022		2022		2021		2021
Cost of services, exclusive of depreciation and amortization	$	10	$	17	$	—	$	1
Selling, general and administrative		32		58		3		4
Total share-based compensation expense	$	42	$	75	$	3	$	5

As of June 30, 2022, total future compensation expense related to unvested RSUs was $96 million, which will be recognized over a remaining weighted-average amortization period of approximately 1.5 years. As of June 30, 2022, total future compensation expense related to PRSUs was $195 million, which will be recognized over a remaining weighted-average amortization period of approximately 1.9 years.

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Earnings Per Share

6 Months Ended

Jun. 30, 2022

Earnings Per Share [Abstract]

Earnings Per Share

11. Earnings Per Share

Basic earnings per share is calculated by dividing the net income attributable to Alight, Inc. by the weighted average number of shares of Class A Common Stock issued and outstanding for the Successor period. The computation of diluted earnings per share reflects the potential dilution that could occur if dilutive securities and other contracts to issue shares were exercised or converted into shares or resulted in the issuance of shares that would then share in the net income of Alight, Inc. The Company’s Class V Common Stock and Class Z Common Stock do not participate in the earnings or losses of the Company and are therefore not participating securities and have not been included in either the basic or diluted earnings per share calculations.

In conjunction with the Business Combination, the Company issued Seller Earnouts contingent consideration, which is payable in the Company’s Common Stock when the related market conditions are achieved. As the related conditions to pay the consideration had not been satisfied as of June 30, 2022, the Seller Earnouts were excluded from the diluted earnings per share calculations.

Basic and diluted earnings per share are as follows (in millions, except for share and per share amounts):

	Three Months Ended		Six Months Ended
	June 30,		June 30,
	2022		2022
Basic and diluted earnings per share:
Numerator
Net income attributable to Alight, Inc. - basic	$	51	$	40
Income (loss) impact of conversion of noncontrolling interest		1		(1	)
Net income attributable to Alight, Inc. - diluted	$	52	$	39
Denominator
Weighted-average shares outstanding - basic		457,851,348		457,347,581
Dilutive effect of the exchange of noncontrolling interest units		75,886,716		75,886,716
Dilutive effect of RSUs		—		836,356
Weighted-average shares outstanding - diluted		533,738,064		534,070,653
Basic earnings per share	$	0.11	$	0.09
Diluted earnings per share	$	0.10	$	0.07

For the Successor three and six months ended June 30, 2022, 10,791,134 and 9,954,778 unvested RSUs were not included in the computation of diluted shares outstanding as their impact would have been anti-dilutive.

In addition, 14,999,998 shares related to the Seller Earnouts and 34,577,418 unvested PRSUs, based on maximum achievement levels, were excluded from the calculation of basic and diluted earnings per share as the market and performance conditions had not yet been met as of the end of the period.

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Segment Reporting

6 Months Ended

Jun. 30, 2022

Segment Reporting [Abstract]

Segment Reporting

12. Segment Reporting

The Company’s reportable segments have been determined using a management approach, which is consistent with the basis and manner in which the Company’s chief operating decision maker (“CODM”) uses financial information for the purposes of allocating resources and evaluating performance. The Company’s Chief Executive Officer is its CODM. The CODM evaluates the performance of the Company based on its total revenue and segment profit.

The CODM also uses revenue and segment profit to manage and evaluate our business, make planning decisions, and as performance measures for Company-wide bonus plans. These key financial measures provide an additional view of our operational performance over the long-term and provide useful information that we use in order to maintain and grow our business.

The accounting policies of the segments are the same as those described in Note 2 “Accounting Policies and Practices.” The Company does not report assets by reportable segments as this information is not reviewed by the CODM on a regular basis.

Information regarding the Company’s current reportable segments is as follows (in millions):

	Revenue
	Successor				Predecessor
	Three Months Ended		Six Months Ended		Three Months Ended		Six Months Ended
	June 30,		June 30,		June 30,		June 30,
	2022		2022		2021		2021
Employer Solutions
Recurring	$	559	$	1,129	$	516	$	1,049
Project		55		108		53		107
Total Employer Solutions		614		1,237		569		1,156
Professional Services
Recurring		32		62		31		60
Project		59		119		61		124
Total Professional Services		91		181		92		184
Hosted Business		10		22		11		21
Total	$	715	$	1,440	$	672	$	1,361

There was no single client who accounted for more than 10% of the Company’s revenues in any of the periods presented.

	Segment Profit
	Successor						Predecessor
	Three Months Ended			Six Months Ended			Three Months Ended			Six Months Ended
	June 30,			June 30,			June 30,			June 30,
	2022			2022			2021			2021
Employer Solutions	$	147		$	289		$	138		$	274
Professional Services		(3	)		(3	)		7			7
Hosted Business		(2	)		(2	)		—			(3	)
Total of all reportable segments		142			284			145			278
Share-based compensation		42			75			3			5
Transaction and integration expenses(1)		3			9			—			—
Non-recurring professional expenses(2)		—			—			9			18
Restructuring		14			20			2			9
Other(3)		8			11			—			(5	)
Depreciation		18			35			25			49
Intangible amortization		80			159			50			100
Operating (Loss) Income		(23	)		(25	)		56			102
Gain from change in fair value of financial instruments		(50	)		(63	)		—			—
Gain from change in fair value of tax receivable agreement		(38	)		(43	)		—			—
Interest expense		29			58			61			123
Other (income) expense, net		(7	)		(8	)		1			9
Income (Loss) Before Income Tax Benefit	$	43		$	31		$	(6	)	$	(30	)

(1)Transaction and integration expenses includes activity related to acquisitions.

(2)Non-recurring professional expenses includes external advisor and legal costs related to the Company’s Business Combination completed in 2021.

(3)For the three and six months ended June 30, 2022, Other primarily includes expenses related to debt refinancing completed in the first quarter of 2022 and other non-operational expenses, offset by Other income, net. For the three and six months ended June 30, 2021, Other includes long-term incentive expenses, offset by Other expense, net.

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Derivative Financial Instruments

6 Months Ended

Jun. 30, 2022

Derivative Instruments And Hedging Activities Disclosure [Abstract]

Derivative Financial Instruments

13. Derivative Financial Instruments

The Company is exposed to market risks, including changes in interest rates. To manage the risk related to these exposures, the Company has entered into various derivative instruments that reduce these risks by creating offsetting exposures.

Interest Rate Swaps

The Company has utilized swap agreements that will fix the floating interest rates associated with its Term Loan as shown in the following table:

Designation Date	Effective Date	Initial Notional Amount		Notional Amount Outstanding as of June 30, 2022			Fixed Rate			Expiration Date
July 2021	August 2020	$	557,500,000	$		557,500,000		2.5069	%	May 2022
July 2021	August 2020	$	89,863,420	$		100,000,000		3.0680	%	February 2023
December 2021	August 2020	$	181,205,050	$		483,171,957		0.7203	%	April 2024
December 2021	August 2020	$	388,877,200	$		602,676,513		0.6826	%	April 2024
December 2021	May 2022	$	220,130,318	$		219,653,493		0.4570	%	April 2024
December 2021	May 2022	$	306,004,562	$		304,838,287		0.4480	%	April 2024
December 2021	April 2024	$	871,205,040		n/a			1.6533	%	June 2025
December 2021	April 2024	$	435,602,520		n/a			1.6560	%	June 2025
December 2021	April 2024	$	435,602,520		n/a			1.6650	%	June 2025
March 2022	June 2025	$	1,197,000,000		n/a			2.5540	%	December 2026

Concurrent with the Term Loan refinancing, we amended our interest rate swaps to incorporate Term SOFR. In accordance with Accounting Standards Codification Topic 848, Reference Rate Reform, we did not redesignate the interest rate hedges when they were amended from LIBOR to SOFR; as we are permitted to maintain the designation through the transition. Also during the Successor six months ended June 30, 2022, we executed an additional interest rate swap, which has been designated as a cash flow hedge.

Our swap agreements amortize or accrete based on achieving targeted hedge ratios. All interest rate swaps have been designated as cash flow hedges. As a result of hedge amendments in December 2021 and July 2021, the fair value of the instruments at the time of re-designation are being amortized into interest expense over the remaining life of the instruments. During the first quarter of 2022, the Company also entered into a new interest rate swap that will be effective June 2025 and will mature December 2026.

Financial Instrument Presentation

The fair values and location of outstanding derivative instruments recorded in the Condensed Consolidated Balance Sheets are as follows (in millions):

	June 30,		December 31,
	2022		2021
Assets
Other current assets	$	39	$	1
Other assets	$	57	$	16
Total	$	96	$	17
Liabilities
Other current liabilities	$	—	$	8
Other liabilities		—		1
Total	$	—	$	9

The Company estimates that approximately $38 million of derivative gains included in Accumulated other comprehensive income as of June 30, 2022 will be reclassified into earnings over the next twelve months.

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Financial Instruments

6 Months Ended

Jun. 30, 2022

Financial Instruments [Abstract]

Financial Instruments

14. Financial Instruments

Seller Earnouts

Upon completion of the Business Combination, the equity owners of Alight Holdings received an earnout in the form of non-voting shares of Class B-1 and Class B-2 Common Stock, which automatically convert into Class A Common Stock if, at any time during the seven years following the Closing Date certain criteria are achieved. See Note 9 “Stockholders’ and Members’ Equity” for additional information regarding the Seller Earnouts.

The portion of the Seller Earnouts related to employee compensation is accounted for as share-based compensation. See Note 10 “Share-Based Compensation Expense” for additional information.

In addition, a portion of the Seller Earnouts relates to Class Z instruments that were forfeited by individual equityholders and will be re-allocated to the holders of unvested management equity upon the ultimate vesting date. See Note 9 “Stockholders’ and Members’ Equity” for additional information regarding the Class Z instruments. This portion of Seller Earnouts is accounted for as a contingent consideration liability recorded at the fair value on the individual forfeiture date. These instruments are not subject to

remeasurement at each balance sheet date. As of June 30, 2022, the balance for this portion of the Seller Earnouts was $1 million, offset in Gain from change in fair value of financial instruments in the Condensed Consolidated Statements of Comprehensive Income (Loss).

The majority of the Seller Earnouts, which are not related to employee compensation, are accounted for as a contingent consideration liability at fair value within Financial instruments on the Condensed Consolidated Balance Sheets because the Seller Earnouts do not meet the criteria for classification within equity. This portion of the Seller Earnouts are subject to remeasurement at each balance sheet date. At June 30, 2022 and December 31, 2021, the Seller Earnouts had a fair value of $71 million and $135 million, respectively. For the Successor three and six months ended June 30, 2022, a gain of $50 million and $64 million, respectively, was recorded in Gain from change in fair value of financial instruments in the Condensed Consolidated Statements of Comprehensive Income (Loss).

The fair value of the Seller Earnouts is determined using Monte Carlo simulation and Option Pricing Methods (Level 3 inputs, see Note 16 "Fair Value Measurements"). Significant unobservable inputs are used in the assessment of fair value, including the following assumptions: volatility, risk-free interest rate, expected holding period and probability assessments based on the likelihood of reaching the performance targets defined in the Business Combination.

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Tax Receivable Agreement

6 Months Ended

Jun. 30, 2022

Receivables [Abstract]

Tax Receivable Agreement

15. Tax Receivable Agreement

In connection with the Business Combination, Alight entered into the TRA with certain owners of Alight Holdings prior to the Business Combination. Pursuant to the TRA, the Company will pay certain sellers, as applicable, 85% of the tax benefits, of any savings that we realize, calculated using certain assumptions, as a result of (i) tax basis adjustments from sales and exchanges of Alight Holdings equity interests in connection with or following the Business Combination and certain distributions with respect to Alight Holdings equity interests, (ii) our utilization of certain tax attributes, and (iii) certain other tax benefits related to entering into the TRA.

Actual tax benefits realized by Alight may differ from tax benefits calculated under the TRA as a result of the use of certain assumptions in the TRA, including the use of an assumed weighted-average state and local income tax rate to calculate tax benefits. While the amount of existing tax basis, the anticipated tax basis adjustments and the actual amount and utilization of tax attributes, as well as the amount and timing of any payments under the TRA, will vary depending upon a number of factors, we expect that the payments that Alight may make under the TRA will be substantial.

The Company’s TRA liability established upon completion of the Business Combination is measured at fair value on a recurring basis using significant unobservable inputs (Level 3). The TRA liability balance at June 30, 2022 assumes: (i) a constant blended U.S. federal, state and local income tax rate of 26.17%; (ii) no material changes in tax law; (iii) the ability to utilize tax attributes based on current alternative tax forecasts; and (iv) future payments under the TRA are made when due under the TRA. The amount of the expected future payments under the TRA has been discounted to its present value using a discount rate of 9.6%.

Subsequent to the Business Combination, we will record additional liabilities under the TRA when Class A units of Alight Holdings are exchanged for Class A Common Stock. Liabilities resulting from these exchanges will be recorded on a gross undiscounted basis and are not remeasured at fair value. During the Successor six months ended June 30, 2022, an additional TRA liability of $7 million was established as a result of these exchanges.

The following table summarizes the changes in the TRA liabilities (in millions):

	Tax Receivable
	Agreement Liability
Beginning balance as of December 31, 2021	$	581
Measurement period adjustment		(8	)
Fair value remeasurement		(43	)
Conversion of noncontrolling interest		7
Ending Balance as of June 30, 2022		537
Less: current portion included in other current liabilities		(7	)
Total long-term tax receivable agreement liability	$	530

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Fair Value Measurement

6 Months Ended

Jun. 30, 2022

Fair Value Disclosures [Abstract]

Fair Value Measurement

16. Fair Value Measurement

Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The accounting standards related to fair value measurements include a hierarchy for information and valuations used in measuring fair value that is broken down into three levels based on reliability, as follows:

•Level 1 – observable inputs such as quoted prices in active markets for identical assets and liabilities;

•Level 2 – inputs other than quoted prices for identical assets in active markets that are observable either directly or indirectly; and

•Level 3 – unobservable inputs in which there is little or no market data which requires the use of valuation techniques and the development of assumptions.

The Company’s financial assets and liabilities measured at fair value on a recurring basis are as follows (in millions):

	June 30, 2022
	Level 1		Level 2		Level 3		Total
Assets
Interest rate swaps	$	—	$	96	$	—	$	96
Total assets recorded at fair value	$	—	$	96	$	—	$	96
Liabilities
Interest rate swaps	$	—	$	—	$	—	$	—
Contingent consideration liability		—		—		25		25
Seller Earnouts liability		—		—		71		71
Tax receivable agreement liability		—		—		530		530
Total liabilities recorded at fair value	$	—	$	—	$	626	$	626

	December 31, 2021
	Level 1		Level 2		Level 3		Total
Assets
Interest rate swaps	$	—	$	17	$	—	$	17
Total assets recorded at fair value	$	—	$	17	$	—	$	17
Liabilities
Interest rate swaps	$	—	$	9	$	—	$	9
Contingent consideration liability		—		—		33		33
Seller Earnouts liability		—		—		135		135
Tax receivable agreement liability		—		—		581		581
Total liabilities recorded at fair value	$	—	$	9	$	749	$	758

Derivatives

The valuations of the derivatives intended to mitigate our interest rate risk are determined using widely accepted valuation techniques, including discounted cash flow analysis on the expected cash flows of each instrument. This analysis utilizes observable market-based inputs, including interest rate curves, interest rate volatility, or spot and forward exchange rates, and reflects the contractual terms of these instruments, including the period to maturity. In addition, credit valuation adjustments, which consider the impact of any credit enhancements to the contracts, are incorporated in the fair values to account for potential non-performance risk.

Contingent Consideration

The contingent consideration liabilities relate to acquisitions completed during the Successor six months ended December 31, 2021, the Predecessor years ended December 31, 2020 and 2018, and are included in Other current liabilities and Other liabilities on the Condensed Consolidated Balance Sheets. The fair value of these liabilities is determined using a discounted cash flow analysis. Changes in the fair value of the liabilities are included in Other (income) expense, net in the Condensed Consolidated Statements of Comprehensive Income (Loss). Significant unobservable inputs are used in the assessment of fair value, including assumptions

regarding discount rates and probability assessments based on the likelihood of reaching the various targets set out in the acquisition agreements.

The following table summarizes the changes in deferred contingent consideration liabilities (in millions):

	Successor						Predecessor
	Three Months Ended			Six Months Ended			Three Months Ended		Six Months Ended
	June 30,			June 30,			June 30,		June 30,
	2022			2022			2021		2021
Beginning balance	$	32		$	33		$	28	$	26
Measurement period adjustments		—			(2	)		—		2
Accretion of contingent consideration		—			1			1		1
Remeasurement of acquisition-related contingent consideration		(7	)		(7	)		—		—
Ending Balance	$	25		$	25		$	29	$	29

Non-Recurring Fair Value Measurements

The Company’s financial liabilities not measured at fair value on a recurring basis are as follows (in millions):

	June 30, 2022				December 31, 2021
	Carrying Value		Fair Value		Carrying Value		Fair Value
Liabilities
Current portion of long-term debt, net	$	31	$	31	$	38	$	38
Long-term debt, net		2,809		2,656		2,830		2,834
Total	$	2,840	$	2,687	$	2,868	$	2,872

The carrying value of the Term Loan, Secured Senior Notes and Unsecured Senior Notes include the outstanding principal balances, less any unamortized discount or premium. The carrying value of the Term Loan approximates fair value as it bears interest at variable rates and we believe our credit risk is consistent with when the debt originated. The outstanding balances under the Senior Notes have fixed interest rates and the fair value is classified as Level 2 within the fair value hierarchy and corroborated by observable market data (see Note 8 “Debt”).

The carrying amounts of Cash and cash equivalents, Receivables, net and Accounts payable and accrued liabilities approximate their fair values due to the short-term maturities of these instruments.

During the Successor six months ended June 30, 2022, there were no transfers in or out of the Level 1, Level 2 or Level 3 classifications.

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Restructuring and Integration

6 Months Ended

Jun. 30, 2022

Restructuring And Related Activities [Abstract]

Restructuring and Integration

17. Restructuring and Integration

During the third quarter of 2019, management initiated a restructuring and integration plan (“the Plan”) following the completion of the Hodges acquisition and in anticipation of the NGA HR acquisition, which was completed on November 1, 2019. The Plan is intended to integrate and streamline operations across the Company and is expected to generate cost reductions related to position eliminations and facility and system rationalizations. The Company expects to incur costs related to severance, contract and lease exits and other related costs. The Company expects these restructuring and integration activities and related expenses to affect continuing operations through the fourth quarter of 2022.

The Plan is expected to result in cumulative costs of approximately $140 million through the end of the Plan, consisting of approximately $69 million in severance and related benefits, and approximately $71 million in other costs, including technology realization, lease consolidation costs, advisory and consulting fees. The Plan is expected to generate annual cost savings of approximately $196 million by 2022.

From the inception of the Plan through June 30, 2022, the Company has incurred total expenses of $125 million. These charges are recorded in Cost of services, exclusive of depreciation and amortization and Selling, general and administrative expenses in the Condensed Consolidated Statements of Comprehensive Income (Loss).

The following table summarizes restructuring costs by type that have been incurred through June 30, 2022 and are estimated to be incurred through the end of the Plan. Estimated costs by type may be revised in future periods as these assumptions are updated:

	Three Months Ended		Six Months Ended				Estimated		Estimated
	June 30,		June 30,		Inception to		Remaining		Total
	2022		2022		Date		Costs		Cost(1)
Employer Solutions
Severance and Related Benefits	$	3	$	5	$	51	$	8	$	59
Other Restructuring Costs(2)		10		13		58		4		62
Total Employer Solutions	$	13	$	18	$	109	$	12	$	121
Professional Services
Severance and Related Benefits	$	—	$	—	$	8	$	2	$	10
Other Restructuring Costs(2)		1		2		8		1		9
Total Professional Services	$	1	$	2	$	16	$	3	$	19
Total Restructuring Costs	$	14	$	20	$	125	$	15	$	140

(1)Actual costs, when incurred, may vary due to changes in the assumptions built into the Plan. Significant assumptions that may change when plans are finalized and implemented include, but are not limited to, changes in severance calculations, changes in the assumptions underlying sublease loss calculations due to changing market conditions, and changes in the overall analysis that might cause the Company to add or cancel component initiatives.

(2)Other costs associated with the Plan primarily include consulting and legal fees and lease consolidation.

As of June 30, 2022, approximately $5 million of the restructuring liability is unpaid and is recorded in Accounts payable and accrued liabilities on the Condensed Consolidated Balance Sheets.

	Severance and Related Benefits			Other Restructuring Costs			Total
Accrued restructuring liability as of December 31, 2021	$	4		$	—		$	4
Restructuring charges		5			15			20
Cash payments		(5	)		(15	)		(20	)
Non-cash charges(1)		—			1			1
Accrued restructuring liability as of June 30, 2022	$	4		$	1		$	5

(1)Non-cash charges relate to lease consolidation.

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Employee Benefits

6 Months Ended

Jun. 30, 2022

Compensation And Retirement Disclosure [Abstract]

Employee Benefits

18. Employee Benefits

Defined Contribution Savings Plans

Certain of the Company’s employees participate in a defined contribution savings plan sponsored by the Company. For the Successor three and six months ended June 30, 2022 and the Predecessor three and six months ended June 30, 2021, expenses were $14 million, $31 million, $15 million and $31 million, respectively. Expenses were recognized in Cost of services, exclusive of depreciation and amortization and Selling, general and administrative expenses in the Condensed Consolidated Statements of Comprehensive Income (Loss).

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Commitments and Contingencies

6 Months Ended

Jun. 30, 2022

Commitments And Contingencies Disclosure [Abstract]

Commitments and Contingencies

19. Commitments and Contingencies

Legal

The Company is subject to various claims, tax assessments, lawsuits, and proceedings that arise in the ordinary course of business relating to the delivery of our services and the effectiveness of our technologies. The damages claimed in these matters are or may be substantial. Accruals for any exposures, and related insurance or other receivables, when applicable, are included on the Condensed Consolidated Balance Sheets and have been recognized in Selling, general and administrative expenses in the Condensed Consolidated Statements of Comprehensive Income (Loss) to the extent that losses are deemed probable and are reasonably estimable. These amounts are adjusted from time to time as developments warrant. Management believes that the reserves established are appropriate based on the facts currently known. The reserves recorded at June 30, 2022 and December 31, 2021 were not significant.

Guarantees and Indemnifications

The Company provides a variety of service performance guarantees and indemnifications to its clients. The maximum potential amount of future payments represents the notional amounts that could become payable under the guarantees and indemnifications if there were a total default by the guaranteed parties, without consideration of possible recoveries under recourse provisions or other methods. These notional amounts may bear no relationship to the future payments that may be made, if any, for these guarantees and indemnifications.

To date, the Company has not been required to make any payment under any client arrangement as described above. The Company has assessed the current status of performance risk related to the client arrangements with performance guarantees and believes that any potential payments would be immaterial to the Condensed Consolidated Financial Statements.

Purchase Obligations

The Company’s expected cash outflow for non-cancellable purchase obligations related to purchases of information technology assets and services is $11 million, $26 million, $27 million, $9 million, $4 million and $3 million, for the remainder of 2022 and the years ended 2023, 2024, 2025, 2026 and thereafter, respectively.

Service Obligations

On September 1, 2018, the Company executed an agreement to form a strategic partnership with Wipro, a leading global information technology, consulting and business process services company.

The Company’s expected cash outflow for non-cancellable service obligations related to our strategic partnership with Wipro is $71 million, $147 million, $154 million, $162 million, $170 million and $332 million for the remainder of 2022 and the years ended 2023, 2024, 2025, 2026 and thereafter, respectively.

The Company may terminate its arrangement with Wipro for cause or for the Company’s convenience. In the case of a termination for convenience, the Company would be required to pay a termination fee, including certain of Wipro’s unamortized costs, plus 25% of any remaining portion of the minimum level of services the Company agreed to purchase from Wipro over the course of 10 years.

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Subsequent Events

6 Months Ended

Jun. 30, 2022

Subsequent Events [Abstract]

Subsequent Events

20. Subsequent Events

The Company has evaluated subsequent events through the filing of this Quarterly Report on Form 10-Q, and determined that there have been no events that have occurred that would require adjustments to our disclosures in the consolidated financial statements except for the transaction described below.

On August 1 2022, the Company's Board of Directors authorized a share repurchase program (the "Program"), under which the Company may repurchase up to $100 million of issued and outstanding shares of Class A Common Stock, par value $0.0001 per share, from time to time, depending on market conditions and alternate uses of capital. The program may be effected through open market purchases or privately negotiated transactions in compliance with Rule 10b-18 under the Exchange Act, including through Rule 10b5-1 trading plans. The Program has no expiration date and may be suspended or discontinued at any time. The Program does not obligate the Company to purchase any particular number of shares and there is no guarantee as to any number of shares being repurchased by the Company.

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Accounting Policies and Practices (Policies)

6 Months Ended

Jun. 30, 2022

Accounting Policies [Abstract]

Basis of Presentation

Basis of Presentation

As a result of the Business Combination, for accounting purposes, the Company is the acquirer and Alight Holdings is the acquiree and accounting predecessor. While the Closing Date was July 2, 2021, we determined that as the impact of one day would be immaterial to the results of operations, we utilized July 1, 2021 as the date of the Business Combination for accounting purposes. Therefore, the financial statement presentation includes the financial statements of Alight Holdings as Predecessor for the periods prior to July 1, 2021 and the Company as Successor for the periods including and after July 1, 2021, including the consolidation of Alight Holdings.

The accompanying unaudited Condensed Consolidated Financial Statements have been prepared in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”) for interim financial information and should be read in conjunction with the Consolidated Financial Statements contained in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2021, filed with the Securities and Exchange Commission (“SEC”) on March 10, 2022. In the opinion of management, all adjustments, including normal recurring adjustments, considered necessary for a fair presentation have been included. All significant intercompany transactions and balances have been eliminated upon consolidation. The results of operations for interim periods are not necessarily indicative of the results to be expected for future quarters or for the full fiscal year ending December 31, 2022.

Use of Estimates

Use of Estimates

The preparation of the accompanying Condensed Consolidated Financial Statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosures of contingent assets and liabilities at the date of the financial statements, and the reported amounts of reserves and expenses.

These estimates and assumptions are based on management’s best estimates and judgments. Management evaluates its estimates and assumptions on an ongoing basis using historical experience and other factors, including the current economic environment. Management believes its estimates to be reasonable given the current facts available. Management adjusts such estimates and assumptions when facts and circumstances dictate. Illiquid credit markets, volatile equity markets, and foreign currency exchange rate movements increase the uncertainty inherent in such estimates and assumptions. As future events and their effects cannot be predicted with certainty, actual results could differ significantly from these estimates. Changes in estimates resulting from continuing changes in the economic environment would, if applicable, be reflected in the financial statements in future periods.

Tax Receivable Agreement

Tax Receivable Agreement

In connection with the Business Combination, we entered into a Tax Receivable Agreement (the “TRA”) with certain of our pre-Business Combination owners that provides for the payment by Alight to such owners of 85% of the benefits that Alight is deemed to realize as a result of the Company’s share of existing tax basis acquired in the Business Combination and other tax benefits related to entering into the TRA. The Company accounts for the TRA as a liability at fair value and is subject to remeasurement at each balance sheet date. Any change in fair value is recognized within the Condensed Consolidated Statements of Comprehensive Income (Loss).

Subsequent to the Business Combination, upon equity exchanges of the noncontrolling interests, the Company records obligations under the TRA at the gross undiscounted amount of the expected future payments as an increase to the liability with an offset to Additional paid-in capital.

New Accounting Pronouncements

New Accounting Pronouncements

There are no pending accounting pronouncements that are expected to have a material impact upon our Consolidated Financial Statements.

Fair Value Measurement

Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The accounting standards related to fair value measurements include a hierarchy for information and valuations used in measuring fair value that is broken down into three levels based on reliability, as follows:

•Level 1 – observable inputs such as quoted prices in active markets for identical assets and liabilities;

•Level 2 – inputs other than quoted prices for identical assets in active markets that are observable either directly or indirectly; and

•Level 3 – unobservable inputs in which there is little or no market data which requires the use of valuation techniques and the development of assumptions.

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Acquisitions (Tables)

6 Months Ended

Jun. 30, 2022

Business Acquisition [Line Items]

Summary of Final Consideration Transferred

The following table summarizes the final consideration transferred (in millions):

Cash consideration to prior equityholders(1)	$	1,055
Repayment of debt		1,814
Total cash consideration	$	2,869
Continuing unitholders rollover equity into the Company(2)		1,414
Contingent consideration - Tax Receivable Agreement(3)		610
Contingent consideration - Seller Earnouts(3)		109
Total consideration transferred	$	5,002
Noncontrolling interest(4)	$	799

(1)Includes cash consideration paid to reimburse seller for certain transaction expenses.

(2)The Company issued approximately 141 million shares of Class A Common Stock that had a total fair value of approximately $1.4 billion based on the price of $10 per share on July 2, 2021, the acquisition date.

(3)The TRA and Seller Earnouts represent liability classified contingent consideration. Refer to Note 9 “Stockholders’ and Members’ Equity”, Note 14 “Financial Instruments” and Note 15 “Tax Receivable Agreement” for further discussion.

(4)The fair value of the noncontrolling interest is based on the fair value of acquired business, which was determined based on the price of the Company's Class A Common Stock at the July 2, 2021 Closing Date, plus the contingent consideration related to the Seller Earnouts. The noncontrolling interest is exchangeable for Class A Common Stock at the option of the holder. Refer to Note 9 “Stockholders’ and Members’ Equity” for additional information.

Summary of Final Purchase Price allocation

The following table summarizes the final purchase price allocation (in millions):

Cash and cash equivalents	$	460
Receivables		484
Fiduciary assets		1,015
Other current assets		162
Fixed assets		205
Other assets		425
Accounts payable and accrued liabilities		(327	)
Fiduciary liabilities		(1,015	)
Other current liabilities		(291	)
Debt assumed		(2,370	)
Deferred tax liabilities		(3	)
Other liabilities		(396	)
Intangible assets		4,078
Total identifiable net assets	$	2,427
Goodwill	$	3,374

Summary of Preliminary Values Allocated to Identifiable Intangible Assets and Estimated Useful Lives

Intangible assets were identified that met either the separability criterion or the contractual-legal criterion described in ASC 805. The trade name intangible asset represents the corporate Alight tradename, which was valued using the relief-from-royalty method. The technology related intangible assets represent software developed by Alight Holdings to differentiate its product/service offerings for its customers, valued using the relief-from-royalty method. The customer-related and contract-based intangible assets represent strong, long-term relationships with customers, valued using the multi-period excess earnings method. The values allocated to identifiable intangible assets and their estimated useful lives are as follows:

	Fair value		Useful life
Identifiable intangible assets	(in millions)		(in years)
Definite lived trade names	$	400		15
Technology related intangibles	$	222		6
Customer-related and contract-based intangibles	$	3,456		15

Retiree Health Exchange

Business Acquisition [Line Items]

Summary of Final Purchase Price allocation

The following table summarizes the preliminary purchase price allocation (in millions):

Receivables	$	1
Other current assets		29
Accounts payable and accrued liabilities		(13	)
Intangible assets		104
Fair value of net assets acquired and liabilities assumed		121
Goodwill		78
Total consideration	$	199

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Other Financial Data (Tables)

6 Months Ended

Jun. 30, 2022

Other Financial Data [Abstract]

Summary of Components of Receivables, Net

The components of Receivables, net are as follows (in millions):

	June 30,			December 31,
	2022			2021
Billed and unbilled receivables	$	559		$	520
Allowance for expected credit losses		(8	)		(5	)
Balance at end of period	$	551		$	515

Summary of Components of Other Current Assets

The components of Other current assets are as follows (in millions):

	June 30,		December 31,
	2022		2021
Deferred project costs	$	44	$	39
Prepaid expenses		48		66
Commissions receivable		75		148
Other		93		49
Total	$	260	$	302

Summary of Components of Other Assets

The components of Other assets are as follows (in millions):

	June 30,		December 31,
	2022		2021
Deferred project costs	$	318	$	274
Operating lease right of use asset		100		120
Commissions receivable		26		34
Other		81		44
Total	$	525	$	472

Summary of Components of Other Current Liabilities

The components of Other current liabilities are as follows (in millions):

	June 30,		December 31,
	2022		2021
Deferred revenue	$	116	$	148
Operating lease liabilities		41		44
Finance lease liabilities		27		27
Other		87		182
Total	$	271	$	401

Summary of Components of Other Liabilities

The components of Other liabilities are as follows (in millions):

	June 30,		December 31,
	2022		2021
Deferred revenue	$	98	$	55
Operating lease liabilities		111		139
Finance lease liabilities		24		34
Unrecognized tax positions		43		44
Other		58		81
Total	$	334	$	353

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Goodwill and Intangible Assets, Net (Tables)

6 Months Ended

Jun. 30, 2022

Goodwill And Intangible Assets Disclosure [Abstract]

Summary of Changes in Net Carrying Amount of Goodwill

The changes in the net carrying amount of goodwill are as follows (in millions):

	Employer			Professional
	Solutions			Services			Total
Balance as of December 31, 2021	$	3,564			74			3,638
Measurement period adjustments		(10	)		—			(10	)
Foreign currency translation		(3	)		(1	)		(4	)
Balance as of June 30, 2022	$	3,551			73			3,624

Schedule of Intangible Assets by Asset Class

Intangible assets by asset class are as follows (in millions):

	June 30, 2022						December 31, 2021
	Gross				Net		Gross				Net
	Carrying		Accumulated		Carrying		Carrying		Accumulated		Carrying
	Amount		Amortization		Amount		Amount		Amortization		Amount
Intangible assets:
Customer-related and contract based    intangibles	$	3,658		243		3,415	$	3,662	$	119	$	3,543
Technology related intangibles		254		41		213		254		20		234
Trade name (finite life)		407		28		379		407		14		393
Total	$	4,319		312		4,007	$	4,323	$	153	$	4,170

Schedule of Intangible Asset Net Carrying Amount and Weighted Average Remaining Useful Lives

The following table reflects intangible assets net carrying amount and weighted-average remaining useful lives as of June 30, 2022 (in millions, except for years):

	Net		Weighted-Average
	Carrying		Remaining
	Amount		Useful Lives
Intangible assets at June 30, 2022:
Customer-related and contract-based    intangibles	$	3,415		14.0
Technology-related intangibles		213		5.0
Trade name (finite life)		379		13.8
Total	$	4,007

Schedule of Intangible Assets Expected Annual Amortization Expense

Subsequent to June 30, 2022, the annual amortization expense is expected to be as follows (in millions):

	Customer-Related		Technology		Trade
	and Contract Based		Related		Name
	Intangibles		Intangibles		Intangible
2022 (July - December)	$	123	$	22	$	14
2023		245		43		28
2024		245		43		28
2025		245		43		28
2026		245		42		27
Thereafter		2,312		20		254
Total amortization expense	$	3,415	$	213	$	379

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Debt (Tables)

6 Months Ended

Jun. 30, 2022

Debt Disclosure [Abstract]

Schedule of Debt Outstanding

Debt outstanding consisted of the following (in millions):

		June 30,			December 31,
	Maturity Date	2022			2021
Term Loan	May 1, 2024	$	68		$	72
Term Loan, Amended	October 31, 2026		—			1,958
Term Loan, Third Incremental(1)	August 31, 2028		—			517
Term Loan, B-1(2)	August 31, 2028		2,460			—
Secured Senior Notes	June 1, 2025		312			314
$294m Revolving Credit Facility, Amended	August 31, 2026		—			—
Other	June 30, 2022		—			7
Total debt, net			2,840			2,868
Less: current portion of long-term debt, net			(31	)		(38	)
Total long-term debt, net		$	2,809		$	2,830

(1)The net balance for the Third Incremental Term Loan at December 31, 2021 includes unamortized debt issuance costs of $6 million.

(2)The net balance for the B-1 Term Loan at June 30, 2022 includes unamortized debt issuance costs of $9 million.

Schedule of Aggregate Contractual Principal Payments

Aggregate contractual principal payments as of June 30, 2022 are as follows (in millions):

Remainder of 2022 (July - December)	$	16
2023		31
2024		83
2025		325
2026		25
Thereafter		2,356
Total payments	$	2,836

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Stockholders' and Members' Equity (Tables)

6 Months Ended

Jun. 30, 2022

Equity [Abstract]

Schedule of Changes in Outstanding Stock

The following table reflects the changes in our outstanding stock:

	Class A		Class B-1		Class B-2		Class V			Class Z
Balance at December 31, 2021		456,282,881		4,990,453		4,990,453		77,459,687			5,595,577
Conversion of noncontrolling interest		1,239,256		—		—		(1,239,256	)		—
Shares granted upon vesting		106,188		—		—		—			—
Issuance for compensation to non-employees(1)		13,743		—		—		—			—
Balance at March 31, 2022		457,642,068		4,990,453		4,990,453		76,220,431			5,595,577
Conversion of noncontrolling interest		333,715		—		—		(333,715	)		—
Shares granted upon vesting		50,132		—		—		—			—
Issuance for compensation to non-employees(1)		20,258		—		—		—			—
Balance at June 30, 2022		458,046,173		4,990,453		4,990,453		75,886,716			5,595,577

(1) Issued to certain members of the Board of Directors in lieu of cash retainer.

Schedule of Changes in Accumulated Other Comprehensive Income (Loss) by Component

Changes in accumulated other comprehensive income, net of noncontrolling interests and tax, are as follows (in millions):

	Foreign
	Currency			Interest
	Translation			Rate
	Adjustments			Swaps(1)			Total
Balance at December 31, 2021	$	—		$	8		$	8
Other comprehensive (loss) income before reclassifications		(4	)		53			49
Tax expense (benefit)		1			(14	)		(13	)
Other comprehensive (loss) income before reclassifications, net of tax		(3	)		39			36
Amounts reclassified from accumulated other comprehensive income		—			—			—
Tax expense		—			—			—
Amounts reclassified from accumulated other comprehensive income, net of tax		—			—			—
Net current period other comprehensive income, net of tax		(3	)		39			36
Balance at March 31, 2022	$	(3	)	$	47		$	44
Other comprehensive (loss) income before reclassifications		(11	)		19			8
Tax expense (benefit)		—			9			9
Other comprehensive (loss) income before reclassifications, net of tax		(11	)		28			17
Amounts reclassified from accumulated other comprehensive income		—			—			—
Tax expense		—			—			—
Amounts reclassified from accumulated other comprehensive income, net of tax		—			—			—
Net current period other comprehensive income, net of tax		(11	)		28			17
Balance at June 30, 2022	$	(14	)	$	75		$	61

(1) Reclassifications from this category are recorded in Interest expense. See Note 13 “Derivative Financial Instruments” for additional information.

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Share-Based Compensation Expense (Tables)

6 Months Ended

Jun. 30, 2022

Disclosure Of Compensation Related Costs Sharebased Payments [Abstract]

Summary of Unit Activity

The following tables summarizes the unit activity related to the RSUs and PRSUs during the six months ended June 30, 2022:

				Weighted					Weighted
				Average					Average
				Grant Date					Grant Date
				Fair Value					Fair Value
	RSUs(1)			Per Unit		PRSUs(1)(2)			Per Unit
Balance as of December 31, 2021		7,148,416		$	12.27		16,743,113		$	11.20
Granted		4,809,866			9.07		10,009,102			11.30
Vested		(341,745	)		9.90		—			—
Forfeited		(684,059	)		11.96		(1,225,719	)		11.99
Balance as of June 30, 2022		10,932,478		$	10.94		25,526,496		$	11.14

(1) These share totals include both unvested shares and restricted stock units.

(2) PRSUs granted includes both new grants in the period as well as adjustments in the period to existing grants to account for the expected level of achievement of the performance-based vesting requirements.

Schedule of Share-Based Compensation Costs Related to RSUs and PRSUs

Total share-based compensation costs related to the RSUs and PRSUs are recorded in the Condensed Consolidated Statements of Comprehensive Income (Loss) as follows (in millions):

	Successor				Predecessor
	Three Months Ended		Six Months Ended		Three Months Ended		Six Months Ended
	June 30,		June 30,		June 30,		June 30,
	2022		2022		2021		2021
Cost of services, exclusive of depreciation and amortization	$	10	$	17	$	—	$	1
Selling, general and administrative		32		58		3		4
Total share-based compensation expense	$	42	$	75	$	3	$	5

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Earnings Per Share (Tables)

6 Months Ended

Jun. 30, 2022

Earnings Per Share [Abstract]

Summary of Basic and Diluted Earnings Per Share

Basic and diluted earnings per share are as follows (in millions, except for share and per share amounts):

	Three Months Ended		Six Months Ended
	June 30,		June 30,
	2022		2022
Basic and diluted earnings per share:
Numerator
Net income attributable to Alight, Inc. - basic	$	51	$	40
Income (loss) impact of conversion of noncontrolling interest		1		(1	)
Net income attributable to Alight, Inc. - diluted	$	52	$	39
Denominator
Weighted-average shares outstanding - basic		457,851,348		457,347,581
Dilutive effect of the exchange of noncontrolling interest units		75,886,716		75,886,716
Dilutive effect of RSUs		—		836,356
Weighted-average shares outstanding - diluted		533,738,064		534,070,653
Basic earnings per share	$	0.11	$	0.09
Diluted earnings per share	$	0.10	$	0.07

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Segment Reporting (Tables)

6 Months Ended

Jun. 30, 2022

Segment Reporting [Abstract]

Schedule of Current Reportable Segments

Information regarding the Company’s current reportable segments is as follows (in millions):

	Revenue
	Successor				Predecessor
	Three Months Ended		Six Months Ended		Three Months Ended		Six Months Ended
	June 30,		June 30,		June 30,		June 30,
	2022		2022		2021		2021
Employer Solutions
Recurring	$	559	$	1,129	$	516	$	1,049
Project		55		108		53		107
Total Employer Solutions		614		1,237		569		1,156
Professional Services
Recurring		32		62		31		60
Project		59		119		61		124
Total Professional Services		91		181		92		184
Hosted Business		10		22		11		21
Total	$	715	$	1,440	$	672	$	1,361

There was no single client who accounted for more than 10% of the Company’s revenues in any of the periods presented.

	Segment Profit
	Successor						Predecessor
	Three Months Ended			Six Months Ended			Three Months Ended			Six Months Ended
	June 30,			June 30,			June 30,			June 30,
	2022			2022			2021			2021
Employer Solutions	$	147		$	289		$	138		$	274
Professional Services		(3	)		(3	)		7			7
Hosted Business		(2	)		(2	)		—			(3	)
Total of all reportable segments		142			284			145			278
Share-based compensation		42			75			3			5
Transaction and integration expenses(1)		3			9			—			—
Non-recurring professional expenses(2)		—			—			9			18
Restructuring		14			20			2			9
Other(3)		8			11			—			(5	)
Depreciation		18			35			25			49
Intangible amortization		80			159			50			100
Operating (Loss) Income		(23	)		(25	)		56			102
Gain from change in fair value of financial instruments		(50	)		(63	)		—			—
Gain from change in fair value of tax receivable agreement		(38	)		(43	)		—			—
Interest expense		29			58			61			123
Other (income) expense, net		(7	)		(8	)		1			9
Income (Loss) Before Income Tax Benefit	$	43		$	31		$	(6	)	$	(30	)

(1)Transaction and integration expenses includes activity related to acquisitions.

(2)Non-recurring professional expenses includes external advisor and legal costs related to the Company’s Business Combination completed in 2021.

(3)For the three and six months ended June 30, 2022, Other primarily includes expenses related to debt refinancing completed in the first quarter of 2022 and other non-operational expenses, offset by Other income, net. For the three and six months ended June 30, 2021, Other includes long-term incentive expenses, offset by Other expense, net.

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Derivative Financial Instruments (Tables)

6 Months Ended

Jun. 30, 2022

Derivative Instruments And Hedging Activities Disclosure [Abstract]

Schedule of Swap Agreements That Will Fix the Floating Interest Rates Associated With Its Term Loan

The Company has utilized swap agreements that will fix the floating interest rates associated with its Term Loan as shown in the following table:

Designation Date	Effective Date	Initial Notional Amount		Notional Amount Outstanding as of June 30, 2022			Fixed Rate			Expiration Date
July 2021	August 2020	$	557,500,000	$		557,500,000		2.5069	%	May 2022
July 2021	August 2020	$	89,863,420	$		100,000,000		3.0680	%	February 2023
December 2021	August 2020	$	181,205,050	$		483,171,957		0.7203	%	April 2024
December 2021	August 2020	$	388,877,200	$		602,676,513		0.6826	%	April 2024
December 2021	May 2022	$	220,130,318	$		219,653,493		0.4570	%	April 2024
December 2021	May 2022	$	306,004,562	$		304,838,287		0.4480	%	April 2024
December 2021	April 2024	$	871,205,040		n/a			1.6533	%	June 2025
December 2021	April 2024	$	435,602,520		n/a			1.6560	%	June 2025
December 2021	April 2024	$	435,602,520		n/a			1.6650	%	June 2025
March 2022	June 2025	$	1,197,000,000		n/a			2.5540	%	December 2026

Schedule of Fair Values and Location of Outstanding Derivative Instruments Recorded in the Condensed Consolidated Balance Sheets

The fair values and location of outstanding derivative instruments recorded in the Condensed Consolidated Balance Sheets are as follows (in millions):

	June 30,		December 31,
	2022		2021
Assets
Other current assets	$	39	$	1
Other assets	$	57	$	16
Total	$	96	$	17
Liabilities
Other current liabilities	$	—	$	8
Other liabilities		—		1
Total	$	—	$	9

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Tax Receivable Agreement (Tables)

6 Months Ended

Jun. 30, 2022

Receivables [Abstract]

Summary of Changes of Tax Receivable Liability

The following table summarizes the changes in the TRA liabilities (in millions):

	Tax Receivable
	Agreement Liability
Beginning balance as of December 31, 2021	$	581
Measurement period adjustment		(8	)
Fair value remeasurement		(43	)
Conversion of noncontrolling interest		7
Ending Balance as of June 30, 2022		537
Less: current portion included in other current liabilities		(7	)
Total long-term tax receivable agreement liability	$	530

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Fair Value Measurement (Tables)

6 Months Ended

Jun. 30, 2022

Fair Value Disclosures [Abstract]

Schedule of Financial Assets and Liabilities Measured at Fair Value on Recurring Basis

The Company’s financial assets and liabilities measured at fair value on a recurring basis are as follows (in millions):

	June 30, 2022
	Level 1		Level 2		Level 3		Total
Assets
Interest rate swaps	$	—	$	96	$	—	$	96
Total assets recorded at fair value	$	—	$	96	$	—	$	96
Liabilities
Interest rate swaps	$	—	$	—	$	—	$	—
Contingent consideration liability		—		—		25		25
Seller Earnouts liability		—		—		71		71
Tax receivable agreement liability		—		—		530		530
Total liabilities recorded at fair value	$	—	$	—	$	626	$	626

	December 31, 2021
	Level 1		Level 2		Level 3		Total
Assets
Interest rate swaps	$	—	$	17	$	—	$	17
Total assets recorded at fair value	$	—	$	17	$	—	$	17
Liabilities
Interest rate swaps	$	—	$	9	$	—	$	9
Contingent consideration liability		—		—		33		33
Seller Earnouts liability		—		—		135		135
Tax receivable agreement liability		—		—		581		581
Total liabilities recorded at fair value	$	—	$	9	$	749	$	758

Summary of Changes in Deferred Contingent Consideration Liabilities

The following table summarizes the changes in deferred contingent consideration liabilities (in millions):

	Successor						Predecessor
	Three Months Ended			Six Months Ended			Three Months Ended		Six Months Ended
	June 30,			June 30,			June 30,		June 30,
	2022			2022			2021		2021
Beginning balance	$	32		$	33		$	28	$	26
Measurement period adjustments		—			(2	)		—		2
Accretion of contingent consideration		—			1			1		1
Remeasurement of acquisition-related contingent consideration		(7	)		(7	)		—		—
Ending Balance	$	25		$	25		$	29	$	29

Schedule of Financial Liabilities Not Measured at Fair Value on Recurring Basis

The Company’s financial liabilities not measured at fair value on a recurring basis are as follows (in millions):

	June 30, 2022				December 31, 2021
	Carrying Value		Fair Value		Carrying Value		Fair Value
Liabilities
Current portion of long-term debt, net	$	31	$	31	$	38	$	38
Long-term debt, net		2,809		2,656		2,830		2,834
Total	$	2,840	$	2,687	$	2,868	$	2,872

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Restructuring and Integration (Tables)

6 Months Ended

Jun. 30, 2022

Restructuring And Related Activities [Abstract]

Summary of Restructuring Costs

The following table summarizes restructuring costs by type that have been incurred through June 30, 2022 and are estimated to be incurred through the end of the Plan. Estimated costs by type may be revised in future periods as these assumptions are updated:

	Three Months Ended		Six Months Ended				Estimated		Estimated
	June 30,		June 30,		Inception to		Remaining		Total
	2022		2022		Date		Costs		Cost(1)
Employer Solutions
Severance and Related Benefits	$	3	$	5	$	51	$	8	$	59
Other Restructuring Costs(2)		10		13		58		4		62
Total Employer Solutions	$	13	$	18	$	109	$	12	$	121
Professional Services
Severance and Related Benefits	$	—	$	—	$	8	$	2	$	10
Other Restructuring Costs(2)		1		2		8		1		9
Total Professional Services	$	1	$	2	$	16	$	3	$	19
Total Restructuring Costs	$	14	$	20	$	125	$	15	$	140

(1)Actual costs, when incurred, may vary due to changes in the assumptions built into the Plan. Significant assumptions that may change when plans are finalized and implemented include, but are not limited to, changes in severance calculations, changes in the assumptions underlying sublease loss calculations due to changing market conditions, and changes in the overall analysis that might cause the Company to add or cancel component initiatives.

(2)Other costs associated with the Plan primarily include consulting and legal fees and lease consolidation.

Schedule of Accrued Restructuring Liability

As of June 30, 2022, approximately $5 million of the restructuring liability is unpaid and is recorded in Accounts payable and accrued liabilities on the Condensed Consolidated Balance Sheets.

	Severance and Related Benefits			Other Restructuring Costs			Total
Accrued restructuring liability as of December 31, 2021	$	4		$	—		$	4
Restructuring charges		5			15			20
Cash payments		(5	)		(15	)		(20	)
Non-cash charges(1)		—			1			1
Accrued restructuring liability as of June 30, 2022	$	4		$	1		$	5

(1)Non-cash charges relate to lease consolidation.

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Basis of Presentation and Nature of Business - Additional Information (Details)		6 Months Ended
	Jul. 02, 2021	Jun. 30, 2022
Basis Of Presentation And Nature Of Business [Line Items]
Date of incorporation		Mar. 26, 2020
Foley Trasimene Acquisition Corp
Basis Of Presentation And Nature Of Business [Line Items]
Business combination, closing date of acquisition	Jul. 02, 2021
Foley Trasimene Acquisition Corp | Alight Holdings
Basis Of Presentation And Nature Of Business [Line Items]
Non-voting ownership percentage held by noncontrolling interest		14.00%
Alight | Foley Trasimene Acquisition Corp | Alight Holdings
Basis Of Presentation And Nature Of Business [Line Items]
Percentage of economic interest		86.00%
Business combination, percentage of voting power		100.00%

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Accounting Policies and Practices - Additional Information (Details)	6 Months Ended
	Jun. 30, 2022
Accounting Policies And Practices [Line Items]
Business combination tax receivable agreement percentage of benefit deemed to realize	85.00%

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Revenue from Contracts with Customers - Additional Information (Details)	6 Months Ended
	Jun. 30, 2022
Disaggregation Of Revenue [Line Items]
Revenue related to unsatisfied performance obligations, description	The Company has elected to apply practical expedients to not disclose the revenue related to unsatisfied performance obligations if (1) the contract has an original duration of one year or less, or (2) the variable consideration is allocated entirely to an unsatisfied performance obligation which is recognized as a series of distinct goods and services that form a single performance obligation.
Customer Relationships
Disaggregation Of Revenue [Line Items]
Practical expedient description	For situations where the duration of the contract is 1 year or less, the Company has applied a practical expedient and recognized the costs of obtaining a contract as an expense when incurred. These costs are recorded in Cost of services, exclusive of depreciation and amortization in the Condensed Consolidated Statements of Comprehensive Income (Loss)
Payroll and Cloud Solutions | Customer Relationships
Disaggregation Of Revenue [Line Items]
Capitalized costs, amortization period	7 years
Other Solutions | Customer Relationships
Disaggregation Of Revenue [Line Items]
Capitalized costs, amortization period	15 years
Minimum
Disaggregation Of Revenue [Line Items]
Revenue recognition contract terms	3 years
Maximum
Disaggregation Of Revenue [Line Items]
Revenue recognition contract terms	5 years

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Acquisitions - Additional Information (Details) - USD ($) $ in Millions			6 Months Ended
	Oct. 01, 2021	Jul. 02, 2021	Jun. 30, 2022	Dec. 31, 2021
Business Acquisition [Line Items]
Goodwill			$ 3,624	$ 3,638
Technology Related Intangibles
Business Acquisition [Line Items]
Identifiable intangible assets, Useful life			5 years
Foley Trasimene Acquisition Corp
Business Acquisition [Line Items]
Consideration transferred		$ 5,002
Business combination, deferred underwriting costs related to initial public offering		36
Business combination, fees related to PIPE Investment		37
Business combination, acquisition-related costs		21
Business combination, seller transaction costs		39
Business combination, advisory and investment banker fees		36
Business combination, certain executive compensation related expenses		36
Goodwill		3,374
Receivables		484
Other current liabilities		291
Noncontrolling interest		799
Goodwill tax deductible		$ 1,600
Foley Trasimene Acquisition Corp | Purchase Accounting Measurement
Business Acquisition [Line Items]
Consideration transferred			$ 8
Receivables			2
Other current liabilities			2
Noncontrolling interest			$ 1
Foley Trasimene Acquisition Corp | Customer Related and Contract Based Intangibles
Business Acquisition [Line Items]
Identifiable intangible assets, Useful life		15 years
Foley Trasimene Acquisition Corp | Technology Related Intangibles
Business Acquisition [Line Items]
Identifiable intangible assets, Useful life		6 years
Retiree Health Exchange
Business Acquisition [Line Items]
Consideration transferred	$ 199
Goodwill	78
Receivables	1
Goodwill tax deductible	$ 78
Retiree Health Exchange | Customer Related and Contract Based Intangibles
Business Acquisition [Line Items]
Identifiable intangible assets, Useful life	13 years
Retiree Health Exchange | Technology Related Intangibles
Business Acquisition [Line Items]
Identifiable intangible assets, Useful life	5 years

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Acquisitions - Summary of Final Consideration Transferred (Details) - Foley Trasimene Acquisition Corp $ in Millions	Jul. 02, 2021 USD ($)
Business Acquisition [Line Items]
Cash consideration to prior equityholders	$ 1,055
Repayment of debt	1,814
Total cash consideration	2,869
Continuing unitholders rollover equity into the Company	1,414
Consideration transferred	5,002
Noncontrolling interest	799
Tax Receivable Agreement
Business Acquisition [Line Items]
Contingent consideration	610
Seller Earnouts
Business Acquisition [Line Items]
Contingent consideration	$ 109

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Acquisitions - Summary of Final Consideration Transferred (Parenthetical) (Details) - Foley Trasimene Acquisition Corp - Class A Common Stock $ / shares in Units, shares in Millions, $ in Billions	Jul. 02, 2021 USD ($) $ / shares shares
Business Acquisition [Line Items]
Business acquisition, equity interest issued, number of shares | shares	141
Business acquisition, equity interest issued, total fair value | $	$ 1.4
Business acquisition, equity interest issued, share price per share | $ / shares	$ 10

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Acquisitions - Summary of Final Purchase Price allocation (Details) - USD ($) $ in Millions	Jun. 30, 2022	Dec. 31, 2021	Oct. 01, 2021	Jul. 02, 2021
Business Acquisition [Line Items]
Goodwill	$ 3,624	$ 3,638
Foley Trasimene Acquisition Corp
Business Acquisition [Line Items]
Cash and cash equivalents				$ 460
Receivables				484
Fiduciary assets				1,015
Other current assets				162
Fixed assets				205
Other assets				425
Accounts payable and accrued liabilities				(327)
Fiduciary liabilities				(1,015)
Other current liabilities				(291)
Debt assumed				(2,370)
Deferred tax liabilities				(3)
Other liabilities				(396)
Intangible assets				4,078
Total identifiable net assets				2,427
Goodwill				$ 3,374
Retiree Health Exchange
Business Acquisition [Line Items]
Receivables			$ 1
Other current assets			29
Accounts payable and accrued liabilities			(13)
Intangible assets			104
Fair value of net assets acquired and liabilities assumed			121
Goodwill			78
Total consideration			$ 199

XML

Acquisitions - Summary of Preliminary Values Allocated to Identifiable Intangible Assets and Estimated Useful Lives (Details) - USD ($) $ in Millions		6 Months Ended
	Jul. 02, 2021	Jun. 30, 2022
Definite Lived Trade Names
Acquired Finite-Lived Intangible Assets [Line Items]
Identifiable intangible assets, Useful life		13 years 9 months 18 days
Technology Related Intangibles
Acquired Finite-Lived Intangible Assets [Line Items]
Identifiable intangible assets, Useful life		5 years
Foley Trasimene Acquisition Corp | Definite Lived Trade Names
Acquired Finite-Lived Intangible Assets [Line Items]
Identifiable intangible assets, Fair value	$ 400
Identifiable intangible assets, Useful life	15 years
Foley Trasimene Acquisition Corp | Technology Related Intangibles
Acquired Finite-Lived Intangible Assets [Line Items]
Identifiable intangible assets, Fair value	$ 222
Identifiable intangible assets, Useful life	6 years
Foley Trasimene Acquisition Corp | Customer Related and Contract Based Intangibles
Acquired Finite-Lived Intangible Assets [Line Items]
Identifiable intangible assets, Fair value	$ 3,456
Identifiable intangible assets, Useful life	15 years

XML

Other Financial Data - Summary of Components of Receivables, Net (Details) - USD ($) $ in Millions	Jun. 30, 2022	Dec. 31, 2021
Other Financial Data [Abstract]
Billed and unbilled receivables	$ 559	$ 520
Allowance for expected credit losses	(8)	(5)
Balance at end of period	$ 551	$ 515

XML

Other Financial Data - Additional Information (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2022	Jun. 30, 2021	Jun. 30, 2022	Jun. 30, 2021	Dec. 31, 2021
Other Financial Data [Line Items]
Contract with customer, liability, revenue recognized			$ 94
Deferred consideration payments, Paid	$ 81		81
Alight Holdings
Other Financial Data [Line Items]
Contract with customer, liability, revenue recognized				$ 101
Deferred consideration payments, Paid				1
Interest Rate Swaps
Other Financial Data [Line Items]
Derivative asset, current	39		39		$ 1
Derivative asset, noncurrent	57		57		16
Derivative liability, current					8
Derivative liability, noncurrent					1
Other Current Liabilities
Other Financial Data [Line Items]
Tax receivable agreement liability	7		7
Deferred compensation liability					$ 83
Cost of Services, Exclusive of Depreciation and Amortization
Other Financial Data [Line Items]
Amortization expense	$ 13		$ 25
Cost of Services, Exclusive of Depreciation and Amortization | Alight Holdings
Other Financial Data [Line Items]
Amortization expense		$ 17		$ 33

XML

Other Financial Data - Summary of Components of Other Current Assets (Details) - USD ($) $ in Millions	Jun. 30, 2022	Dec. 31, 2021
Other Financial Data [Abstract]
Deferred project costs	$ 44	$ 39
Prepaid expenses	48	66
Commissions receivable	75	148
Other	93	49
Total	$ 260	$ 302

XML

Other Financial Data - Summary of Components of Other Assets (Details) - USD ($) $ in Millions	Jun. 30, 2022	Dec. 31, 2021
Other Financial Data [Abstract]
Deferred project costs	$ 318	$ 274
Operating lease right of use asset	100	120
Commissions receivable	26	34
Other	81	44
Total	$ 525	$ 472

XML

Other Financial Data - Summary of Components of Other Current Liabilities (Details) - USD ($) $ in Millions	Jun. 30, 2022	Dec. 31, 2021
Other Financial Data [Abstract]
Deferred revenue	$ 116	$ 148
Operating lease liabilities	41	44
Finance lease liabilities	27	27
Other	87	182
Total	$ 271	$ 401

XML

Other Financial Data - Summary of Components of Other Liabilities (Details) - USD ($) $ in Millions	Jun. 30, 2022	Dec. 31, 2021
Other Financial Data [Abstract]
Deferred revenue	$ 98	$ 55
Operating lease liabilities	111	139
Finance lease liabilities	24	34
Unrecognized tax positions	43	44
Other	58	81
Total	$ 334	$ 353

XML

Goodwill and Intangible Assets, Net - Summary of Changes in Net Carrying Amount of Goodwill (Details) $ in Millions	6 Months Ended
	Jun. 30, 2022 USD ($)
Goodwill [Line Items]
Balance as of December 31, 2021	$ 3,638
Measurement period adjustments	(10)
Foreign currency translation	(4)
Balance as of June 30, 2022	3,624
Employer Solutions
Goodwill [Line Items]
Balance as of December 31, 2021	3,564
Measurement period adjustments	(10)
Foreign currency translation	(3)
Balance as of June 30, 2022	3,551
Professional Services
Goodwill [Line Items]
Balance as of December 31, 2021	74
Foreign currency translation	(1)
Balance as of June 30, 2022	$ 73

XML

Goodwill and Intangible Assets, Net - Schedule of Intangible Assets by Asset Class (Details) - USD ($) $ in Millions	Jun. 30, 2022	Dec. 31, 2021
Intangible Assets
Intangible assets, Gross Carrying Amount	$ 4,319	$ 4,323
Intangible assets, Accumulated Amortization	312	153
Intangible assets, Net Carrying Amount	4,007	4,170
Customer Related and Contract Based Intangibles
Intangible Assets
Intangible assets, Gross Carrying Amount	3,658	3,662
Intangible assets, Accumulated Amortization	243	119
Intangible assets, Net Carrying Amount	3,415	3,543
Technology Related Intangibles
Intangible Assets
Intangible assets, Gross Carrying Amount	254	254
Intangible assets, Accumulated Amortization	41	20
Intangible assets, Net Carrying Amount	213	234
Trade Name
Intangible Assets
Intangible assets, Gross Carrying Amount	407	407
Intangible assets, Accumulated Amortization	28	14
Intangible assets, Net Carrying Amount	$ 379	$ 393

XML

Goodwill and Intangible Assets, Net - Additional Information (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2022	Jun. 30, 2021	Jun. 30, 2022	Jun. 30, 2021
Finite Lived Intangible Assets [Line Items]
Amortization of intangible assets	$ 80		$ 159
Alight Holdings
Finite Lived Intangible Assets [Line Items]
Amortization of intangible assets		$ 50		$ 100

XML

Goodwill and Intangible Assets, Net - Schedule of Intangible Asset Net Carrying Amount and Weighted Average Remaining Useful Lives (Details) - USD ($) $ in Millions	6 Months Ended
	Jun. 30, 2022	Dec. 31, 2021
Schedule Of Intangible Assets Other Than Goodwill [Line Items]
Intangible assets, Net Carrying Amount	$ 4,007	$ 4,170
Customer Related and Contract Based Intangibles
Schedule Of Intangible Assets Other Than Goodwill [Line Items]
Intangible assets, Net Carrying Amount	$ 3,415	3,543
Intangible assets, Weighted Average Remaining Useful Lives	14 years
Technology Related Intangibles
Schedule Of Intangible Assets Other Than Goodwill [Line Items]
Intangible assets, Net Carrying Amount	$ 213	234
Intangible assets, Weighted Average Remaining Useful Lives	5 years
Trade Name
Schedule Of Intangible Assets Other Than Goodwill [Line Items]
Intangible assets, Net Carrying Amount	$ 379	$ 393
Intangible assets, Weighted Average Remaining Useful Lives	13 years 9 months 18 days

XML

Goodwill and Intangible Assets, Net - Schedule of Intangible Assets Expected Annual Amortization Expense (Details) - USD ($) $ in Millions	Jun. 30, 2022	Dec. 31, 2021
Customer Related and Contract Based Intangibles
Finite Lived Intangible Assets [Line Items]
2022 (July - December)	$ 123
2023	245
2024	245
2025	245
2026	245
Thereafter	2,312
Intangible assets, Net Carrying Amount	3,415	$ 3,543
Technology Related Intangibles
Finite Lived Intangible Assets [Line Items]
2022 (July - December)	22
2023	43
2024	43
2025	43
2026	42
Thereafter	20
Intangible assets, Net Carrying Amount	213	234
Trade Name
Finite Lived Intangible Assets [Line Items]
2022 (July - December)	14
2023	28
2024	28
2025	28
2026	27
Thereafter	254
Intangible assets, Net Carrying Amount	$ 379	$ 393

XML

Income Taxes - Additional Information (Details)	3 Months Ended		6 Months Ended
	Jun. 30, 2022	Jun. 30, 2021	Jun. 30, 2022	Jun. 30, 2021
Income Tax Examination [Line Items]
Effective tax rate	(21.00%)		(24.00%)
Alight Holdings
Income Tax Examination [Line Items]
Effective tax rate		34.00%		16.00%
Maximum
Income Tax Examination [Line Items]
U.S. statutory corporate income tax rate	21.00%		21.00%

XML

Debt - Schedule of Debt Outstanding (Details) - USD ($) $ in Millions		1 Months Ended				6 Months Ended
		Jan. 31, 2022	Aug. 31, 2021	Aug. 31, 2020	May 31, 2020	Jun. 30, 2022		Dec. 31, 2021
Debt Instrument [Line Items]
Gross debt						$ 2,836
Total debt, net						2,840		$ 2,868
Less: current portion of long term debt, net						(31)		(38)
Total long-term debt, net						2,809		2,830
Term Loan
Debt Instrument [Line Items]
Gross debt						$ 68		72
Maturity Date						May 01, 2024
Term Loan, Amended
Debt Instrument [Line Items]
Gross debt								1,958
Total debt, net				$ 1,986
Maturity Date				Oct. 31, 2026		Oct. 31, 2026
Term Loan, Third Incremental
Debt Instrument [Line Items]
Gross debt	[1]							517
Total debt, net			$ 525
Maturity Date		Aug. 31, 2028	Aug. 31, 2028			Aug. 31, 2028	[1]
Term Loan, B-1
Debt Instrument [Line Items]
Gross debt	[2]					$ 2,460
Maturity Date	[2]					Aug. 31, 2028
Secured Senior Notes
Debt Instrument [Line Items]
Gross debt						$ 312		314
Maturity Date					Jun. 01, 2025	Jun. 01, 2025
$294m Revolving Credit Facility, Amended
Debt Instrument [Line Items]
Maturity Date			Aug. 31, 2026	Oct. 31, 2024		Aug. 31, 2026
Other
Debt Instrument [Line Items]
Gross debt								$ 7
Maturity Date						Jun. 30, 2022

[1] The net balance for the Third Incremental Term Loan at December 31, 2021 includes unamortized debt issuance costs of $6 million.

[2] The net balance for the B-1 Term Loan at June 30, 2022 includes unamortized debt issuance costs of $9 million.

XML

Debt - Schedule of Debt Outstanding (Parenthetical) (Details) - USD ($) $ in Millions	Jun. 30, 2022	Dec. 31, 2021	Aug. 31, 2021	Aug. 31, 2020
Term Loan, Third Incremental
Debt Instrument [Line Items]
Unamortized debt issuance costs		$ 6
Term Loan, B-1
Debt Instrument [Line Items]
Unamortized debt issuance costs	$ 9
$294m Revolving Credit Facility, Amended
Debt Instrument [Line Items]
Line of credit, maximum borrowing capacity	$ 294		$ 294	$ 226

XML

Debt - Additional Information (Details) - USD ($)		1 Months Ended						3 Months Ended		6 Months Ended
		Jan. 31, 2022	Aug. 31, 2021	Jul. 31, 2021	Aug. 31, 2020	May 31, 2020	May 31, 2017	Jun. 30, 2022	Jun. 30, 2021	Jun. 30, 2022		Jun. 30, 2021	Dec. 31, 2021	Dec. 31, 2019
Debt Instrument [Line Items]
Debt balance								$ 2,840,000,000		$ 2,840,000,000			$ 2,868,000,000
Amortization of financing fees and benefits										(1,000,000)
Interest expense related to debt instruments								28,000,000		55,000,000
Alight Holdings
Debt Instrument [Line Items]
Amortization of financing fees and benefits												$ 9,000,000
Interest expense related to debt instruments									$ 52,000,000			105,000,000
Interest Expense
Debt Instrument [Line Items]
Amortization of financing fees and benefits								1,000,000		$ 1,000,000
Interest Expense | Alight Holdings
Debt Instrument [Line Items]
Amortization of financing fees and benefits									$ 4,000,000			8,000,000
Revolving Credit Facility
Debt Instrument [Line Items]
Debt term							5 years
Maturity Date							May 01, 2022
Line of credit, maximum borrowing capacity							$ 250,000,000
Amended Revolving Credit Facility
Debt Instrument [Line Items]
Maturity Date			Aug. 31, 2026		Oct. 31, 2024					Aug. 31, 2026
Line of credit, maximum borrowing capacity			$ 294,000,000		$ 226,000,000			294,000,000		$ 294,000,000
Unused letters of credit								4,000,000		4,000,000
Proceeds from Lines of Credit										$ 0
Other
Debt Instrument [Line Items]
Maturity Date										Jun. 30, 2022
Principal payment										$ 110,000,000
Termination date										Jun. 29, 2022
Debt instrument, borrowings offset amount								$ 104,000,000		$ 104,000,000
Revolving credit facility acquired														$ 20,000,000
Term Loan
Debt Instrument [Line Items]
Debt term							7 years
Repayments of principal to refinance debt					$ 270,000,000
Maturity Date										May 01, 2024
Repayment of principal				$ 556,000,000
Term Loan | LIBOR | Minimum
Debt Instrument [Line Items]
Debt instrument, variable interest rate					2.75%
Term Loan | LIBOR | Maximum
Debt Instrument [Line Items]
Debt instrument, variable interest rate					3.00%
Term Loan, Amended
Debt Instrument [Line Items]
Debt balance					$ 1,986,000,000
Maturity Date					Oct. 31, 2026					Oct. 31, 2026
Debt instrument, variable interest rate basis										1‑month
Payment terms										The Company is required to make principal payments at the end of each fiscal quarter based on defined terms in the agreement with the remaining principal balances due on the maturity dates.
Principal payment										$ 16,000,000
Swap agreement expiration period										2026-12
Term Loan, Amended | Alight Holdings
Debt Instrument [Line Items]
Principal payment												$ 13,000,000
Term Loan, Amended | Minimum
Debt Instrument [Line Items]
Debt instrument, variable interest rate					0.50%
Term Loan, Third Incremental
Debt Instrument [Line Items]
Debt balance			$ 525,000,000
Maturity Date		Aug. 31, 2028	Aug. 31, 2028							Aug. 31, 2028	[1]
Secured Senior Notes
Debt Instrument [Line Items]
Maturity Date						Jun. 01, 2025				Jun. 01, 2025
Payment terms										interest at a fixed rate of 5.75% per annum, payable semi-annually on June 1 and December 1 of each year
Face amount						$ 300,000,000
Interest rate						5.75%
Debt payment beginning date						Dec. 01, 2020
Term Loan, B-1
Debt Instrument [Line Items]
Maturity Date	[2]									Aug. 31, 2028
Term Loan, B-1 | SOFR
Debt Instrument [Line Items]
Debt instrument, variable interest rate					3.00%

[1] The net balance for the Third Incremental Term Loan at December 31, 2021 includes unamortized debt issuance costs of $6 million.

[2] The net balance for the B-1 Term Loan at June 30, 2022 includes unamortized debt issuance costs of $9 million.

XML

Debt - Schedule of Aggregate Contractual Principal Payments (Details) $ in Millions	Jun. 30, 2022 USD ($)
Debt Disclosure [Abstract]
Remainder of 2022 (July - December)	$ 16
2023	31
2024	83
2025	325
2026	25
Thereafter	2,356
Total payments	$ 2,836

XML

Stockholders' and Members' Equity - Additional Information (Details) $ / shares in Units, $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2022 Vote $ / shares shares	Mar. 31, 2022 shares	Jun. 30, 2022 USD ($) Vote $ / shares shares	Jun. 30, 2021 shares	Dec. 31, 2021 shares	Jul. 02, 2021 shares
Class Of Stock [Line Items]
Preferred stock, authorized	1,000,000		1,000,000
Preferred stock, par value | $ / shares	$ 0.0001		$ 0.0001
Preferred stock, issued	0		0
Preferred stock, outstanding	0		0
Increase in equity | $			$ 16
Tax Receivable Agreement Liability
Class Of Stock [Line Items]
Additional TRA liabilities | $			$ 7
Class A Common Stock
Class Of Stock [Line Items]
Common stock, shares issued	465,629,457		465,629,457
Common stock, shares outstanding	465,629,457		465,629,457
Common stock, par value | $ / shares	$ 0.0001		$ 0.0001
Common stock, shares authorized	1,000,000,000		1,000,000,000
Conversion of stock			1,572,971
Unvested Class A common stock
Class Of Stock [Line Items]
Common stock, shares issued	7,583,284		7,583,284
Common stock, shares outstanding	7,583,284		7,583,284
Class B Common Stock
Class Of Stock [Line Items]
Common stock, shares issued	9,980,906		9,980,906
Common stock, shares outstanding	9,980,906		9,980,906
Common stock, par value | $ / shares	$ 0.0001		$ 0.0001
Issuance of common units			14,999,998
Common stock, shares authorized	20,000,000		20,000,000
Unvested Common Class B
Class Of Stock [Line Items]
Issuance of employee compensation			808,276
Class B-1 Common Stock
Class Of Stock [Line Items]
Common stock, shares issued	4,990,453		4,990,453
Common stock, shares outstanding	4,990,453		4,990,453
Common stock shares related to employee compensation, unvested	404,138		404,138
Common stock conversion, description			Class B-1 Common Stock vest and automatically convert into shares of Class A Common Stock on a 1-for-1 basis if the volume weighted average price (“VWAP”) of the shares of Class A Common Stock equals or exceeds $12.50 per share for 20 or more trading days within a consecutive 30-trading day period (or in the event of a change of control or liquidation event that implies a $12.50 per share valuation on a diluted basis).
Common stock shares conversion ratio			1
Common stock shares convertible stock price trigger | $ / shares			$ 12.50
Common stock shares convertible threshold trading days			20 days
Common stock shares convertible threshold consecutive trading days			30 days
Common stock shares convertible stock valuation price on diluted basis | $ / shares			$ 12.50
Class B-1 Common Shares | Alight Holdings
Class Of Stock [Line Items]
Common stock, shares issued	2,509,546		2,509,546
Common stock, shares outstanding	2,509,546		2,509,546
Common stock conversion, description			Class B-1 common units vest and automatically convert into Class A common units of Alight Holdings on a 1-for-1 basis if the VWAP of the shares of Class A Common Stock equals or exceeds $12.50 per share for 20 or more trading days within a consecutive 30-trading day period (or in the event of a change of control or liquidation event that implies a $12.50 per share valuation on a diluted basis).
Common stock shares conversion ratio			1
Common stock shares convertible stock price trigger | $ / shares			$ 12.50
Common stock shares convertible threshold trading days			20 days
Common stock shares convertible threshold consecutive trading days			30 days
Common stock shares convertible stock valuation price on diluted basis | $ / shares			$ 12.50
Class B-2 Common Stock
Class Of Stock [Line Items]
Common stock, shares issued	4,990,453		4,990,453
Common stock, shares outstanding	4,990,453		4,990,453
Common stock shares related to employee compensation, unvested	404,138		404,138
Common stock conversion, description			Class B-2 Common Stock vest and automatically convert into shares of Class A Common Stock on a 1-for-1 basis if the VWAP of the shares of Class A Common Stock equals or exceeds $15.00 per share for 20 or more trading days within a consecutive 30-trading day period (or in the event of a change of control or liquidation event that implies a $15.00 per share valuation on a diluted basis).
Common stock shares conversion ratio			1
Common stock shares convertible stock price trigger | $ / shares			$ 15.00
Common stock shares convertible threshold trading days			20 days
Common stock shares convertible threshold consecutive trading days			30 days
Common stock shares convertible stock valuation price on diluted basis | $ / shares			$ 15.00
Class B-2 Common Units | Alight Holdings
Class Of Stock [Line Items]
Common stock, shares issued	2,509,546		2,509,546
Common stock, shares outstanding	2,509,546		2,509,546
Common stock conversion, description			Class B-2 common units vest and automatically convert into Class A common units of Alight Holdings on a 1-for-1 basis if the VWAP of the shares of Class A Common Stock equals or exceeds $15.00 per share for 20 or more trading days within a consecutive 30-trading day period (or in the event of a change of control or liquidation event that implies a $15.00 per share valuation on a diluted basis).
Common stock shares conversion ratio			1
Common stock shares convertible stock price trigger | $ / shares			$ 15.00
Common stock shares convertible threshold trading days			20 days
Common stock shares convertible threshold consecutive trading days			30 days
Common stock shares convertible stock valuation price on diluted basis | $ / shares			$ 15.00
Class B-3 Common Stock
Class Of Stock [Line Items]
Common stock, shares issued	0		0
Common stock, shares outstanding	0		0
Common stock, par value | $ / shares	$ 0.0001		$ 0.0001
Common stock, shares authorized	10,000,000		10,000,000
Class V Common Stock
Class Of Stock [Line Items]
Common stock, shares issued	75,886,716		75,886,716
Common stock, shares outstanding	75,886,716		75,886,716
Common stock, par value | $ / shares	$ 0.0001		$ 0.0001
Common stock shares conversion ratio			1
Common stock, shares authorized	175,000,000		175,000,000
Common shares, votes per share | Vote	1		1
Shares, outstanding	75,886,716	76,220,431	75,886,716		77,459,687
Conversion of stock	(333,715)	(1,239,256)
Class Z Common Stock
Class Of Stock [Line Items]
Common stock, shares issued	5,595,577		5,595,577			8,671,507
Common stock, shares outstanding	5,595,577		5,595,577
Common stock, par value | $ / shares	$ 0.0001		$ 0.0001
Common stock, shares authorized	12,900,000		12,900,000
Shares, outstanding	5,595,577	5,595,577	5,595,577		5,595,577
Class Z-A Common Stock
Class Of Stock [Line Items]
Common stock, shares issued	5,046,819		5,046,819
Common stock, shares outstanding	5,046,819		5,046,819
Class Z-B-1 Common Stock
Class Of Stock [Line Items]
Common stock, shares issued	274,379		274,379
Common stock, shares outstanding	274,379		274,379
Class Z-B-2 Common Stock
Class Of Stock [Line Items]
Common stock, shares issued	274,379		274,379
Common stock, shares outstanding	274,379		274,379
Class Z Common Units
Class Of Stock [Line Items]
Common stock, shares issued	3,075,930		3,075,930
Common stock, shares outstanding	3,075,930		3,075,930
Class Z-A Common Units
Class Of Stock [Line Items]
Common stock, shares issued	2,774,272		2,774,272
Common stock, shares outstanding	2,774,272		2,774,272
Class Z-B-1 Common Units
Class Of Stock [Line Items]
Common stock, shares issued	150,829		150,829
Common stock, shares outstanding	150,829		150,829
Class Z-B-2 Common Units
Class Of Stock [Line Items]
Common stock, shares issued	150,829		150,829
Common stock, shares outstanding	150,829		150,829
Class A Units
Class Of Stock [Line Items]
Common stock, shares outstanding	541,516,173		541,516,173
Shares, outstanding	465,629,457		465,629,457
Held by non controlling interest			75,886,716
Common Class A
Class Of Stock [Line Items]
Common units/stock voting rights			Each holder of Class A common units is entitled to one vote per unit.
Common Class A | Alight Holdings
Class Of Stock [Line Items]
Common units granted				0
Common Class A-1 Units
Class Of Stock [Line Items]
Common units/stock voting rights			Holders of Class A-1 common units are not entitled to voting rights.
Common Class A-1 Units | Alight Holdings
Class Of Stock [Line Items]
Common units granted				643
Common Class B Units
Class Of Stock [Line Items]
Common units/stock voting rights			Holders of Class B common units are not entitled to voting rights.
Common Class B Units | Alight Holdings
Class Of Stock [Line Items]
Common units granted				0

XML

Stockholders' and Members' Equity - Schedule of Changes in Outstanding Stock (Details) - shares		3 Months Ended		6 Months Ended
		Jun. 30, 2022	Mar. 31, 2022	Jun. 30, 2022
Common Class A
Class Of Stock [Line Items]
Balance, Shares		457,642,068	456,282,881	456,282,881
Conversion of noncontrolling interest		333,715	1,239,256
Shares granted upon vesting		50,132	106,188
Issuance for compensation to non-employees	[1]	20,258	13,743
Balance, Shares		458,046,173	457,642,068	458,046,173
Common Class B1
Class Of Stock [Line Items]
Balance, Shares		4,990,453	4,990,453	4,990,453
Balance, Shares		4,990,453	4,990,453	4,990,453
Common Class B2
Class Of Stock [Line Items]
Balance, Shares		4,990,453	4,990,453	4,990,453
Balance, Shares		4,990,453	4,990,453	4,990,453
Class V Common Stock
Class Of Stock [Line Items]
Balance, Shares		76,220,431	77,459,687	77,459,687
Conversion of noncontrolling interest		(333,715)	(1,239,256)
Balance, Shares		75,886,716	76,220,431	75,886,716
Class Z Common Stock
Class Of Stock [Line Items]
Balance, Shares		5,595,577	5,595,577	5,595,577
Balance, Shares		5,595,577	5,595,577	5,595,577

[1] Issued to certain members of the Board of Directors in lieu of cash retainer.

XML

Stockholders' and Members' Equity - Schedule of Changes in Accumulated Other Comprehensive Income (Loss) by Component (Details) - USD ($) $ in Millions		3 Months Ended
		Jun. 30, 2022	Mar. 31, 2022
Accumulated Other Comprehensive Income Loss [Line Items]
Balance		$ 4,984	$ 4,928
Balance		5,095	4,984
Foreign Currency Translation Adjustments
Accumulated Other Comprehensive Income Loss [Line Items]
Balance		(3)
Other comprehensive income (loss) before reclassifications		(11)	(4)
Tax expense (benefit)			1
Other comprehensive income (loss) before reclassifications, net of tax		(11)	(3)
Net current period other comprehensive income, net of tax		(11)	(3)
Balance		(14)	(3)
Interest Rate Swaps
Accumulated Other Comprehensive Income Loss [Line Items]
Balance	[1]	47	8
Other comprehensive income (loss) before reclassifications	[1]	19	53
Tax expense (benefit)	[1]	9	(14)
Other comprehensive income (loss) before reclassifications, net of tax	[1]	28	39
Net current period other comprehensive income, net of tax	[1]	28	39
Balance	[1]	75	47
Accumulated Other Comprehensive (Loss) Income
Accumulated Other Comprehensive Income Loss [Line Items]
Balance		44	8
Other comprehensive income (loss) before reclassifications		8	49
Tax expense (benefit)		9	(13)
Other comprehensive income (loss) before reclassifications, net of tax		17	36
Net current period other comprehensive income, net of tax		17	36
Balance		$ 61	$ 44

[1] Reclassifications from this category are recorded in Interest expense. See Note 13 “Derivative Financial Instruments” for additional information.

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Share-Based Compensation Expense - Additional Information (Details) - USD ($) $ in Millions	3 Months Ended	6 Months Ended
	Jun. 30, 2022	Jun. 30, 2022	Dec. 31, 2021
Performance-based RSUs [Member]
Class Of Stock [Line Items]
Aggregate grant date fair value		$ 113
Total future compensation expense	$ 195	$ 195
Remaining weighted-average amortization period		1 year 10 months 24 days
RSUs [Member]
Class Of Stock [Line Items]
Aggregate grant date fair value		$ 44
Total future compensation expense	96	$ 96
Remaining weighted-average amortization period		1 year 6 months
RSUs and PRSUs[Member]
Class Of Stock [Line Items]
Share-based compensation	$ 42	$ 75
Service-Based Portion | Minimum
Class Of Stock [Line Items]
Vesting period		2 years
Service-Based Portion | Maximum
Class Of Stock [Line Items]
Vesting period		5 years
2021 Omnibus Incentive Plan | Time-based RSUs [Member]
Class Of Stock [Line Items]
Vesting period			3 years
Percentage of units granted subject to vesting requirements			55.00%
2021 Omnibus Incentive Plan | Performance-based RSUs [Member]
Class Of Stock [Line Items]
Percentage of units granted subject to vesting requirements			45.00%

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Share-Based Compensation Expense - Summary of Unit Activity related to RSUs (Details)	6 Months Ended
	Jun. 30, 2022 $ / shares shares
RSUs [Member]
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Beginning Balance | shares	7,148,416	[1]
Granted | shares	4,809,866	[1]
Vested | shares	(341,745)	[1]
Forfeited | shares	(684,059)	[1]
Ending Balance | shares	10,932,478	[1]
Weighted Average Grant Date Fair Value Per Unit, Beginning Balance | $ / shares	$ 12.27
Weighted Average Grant Date Fair Value Per Unit, Granted | $ / shares	9.07
Weighted Average Grant Date Fair Value Per Unit, Vested | $ / shares	9.90
Weighted Average Grant Date Fair Value Per Unit, Forfeited | $ / shares	11.96
Weighted Average Grant Date Fair Value Per Unit, Ending Balance | $ / shares	$ 10.94
Performance-based RSUs [Member]
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Beginning Balance | shares	16,743,113	[1],[2]
Granted | shares	10,009,102	[1],[2]
Forfeited | shares	(1,225,719)	[1],[2]
Ending Balance | shares	25,526,496	[1],[2]
Weighted Average Grant Date Fair Value Per Unit, Beginning Balance | $ / shares	$ 11.20
Weighted Average Grant Date Fair Value Per Unit, Granted | $ / shares	11.30
Weighted Average Grant Date Fair Value Per Unit, Forfeited | $ / shares	11.99
Weighted Average Grant Date Fair Value Per Unit, Ending Balance | $ / shares	$ 11.14

[1] These share totals include both unvested shares and restricted stock units.

[2] PRSUs granted includes both new grants in the period as well as adjustments in the period to existing grants to account for the expected level of achievement of the performance-based vesting requirements.

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Share-Based Compensation Expense - Schedule of Share-Based Compensation Costs Related to RSUs and PRSUs (Details) - RSUs and PRSUs[Member] - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2022	Jun. 30, 2021	Jun. 30, 2022	Jun. 30, 2021
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Total Share-based compensation expense	$ 42		$ 75
Alight Holdings
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Total Share-based compensation expense		$ 3		$ 5
Cost of services [Member]
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Total Share-based compensation expense	10		17
Cost of services [Member] | Alight Holdings
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Total Share-based compensation expense				1
Selling, general and administrative expenses [Member]
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Total Share-based compensation expense	$ 32		$ 58
Selling, general and administrative expenses [Member] | Alight Holdings
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Total Share-based compensation expense		$ 3		$ 4

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Earnings Per Share - Summary of Basic and Diluted Earnings Per Share (Details) - USD ($) $ / shares in Units, $ in Millions	3 Months Ended	6 Months Ended
	Jun. 30, 2022	Jun. 30, 2022
Numerator
Net income attributable to Alight, Inc. - basic	$ 51	$ 40
Income (loss) impact of conversion of noncontrolling interest	1	(1)
Net income attributable to Alight, Inc. - diluted	$ 52	$ 39
Denominator
Weighted-average shares outstanding - basic	457,851,348	457,347,581
Dilutive effect of the exchange of noncontrolling interest units	75,886,716	75,886,716
Dilutive effect of RSUs		836,356
Weighted-average shares outstanding - diluted	533,738,064	534,070,653
Basic earnings per share	$ 0.11	$ 0.09
Diluted earnings per share	$ 0.10	$ 0.07

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Earnings Per Share - Additional Information (Details) - shares	3 Months Ended	6 Months Ended
	Jun. 30, 2022	Jun. 30, 2022
RSUs [Member]
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount	10,791,134	9,954,778
Seller Earnouts
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount		14,999,998
Performance-based RSUs [Member]
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount		34,577,418

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Segment Reporting - Schedule of Current Reportable Segments by Revenue (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2022	Jun. 30, 2021	Jun. 30, 2022	Jun. 30, 2021
Segment Reporting Information [Line Items]
Revenue	$ 715		$ 1,440
Alight Holdings
Segment Reporting Information [Line Items]
Revenue		$ 672		$ 1,361
Employer Solutions
Segment Reporting Information [Line Items]
Revenue	614		1,237
Employer Solutions | Alight Holdings
Segment Reporting Information [Line Items]
Revenue		569		1,156
Employer Solutions | Recurring
Segment Reporting Information [Line Items]
Revenue	559		1,129
Employer Solutions | Recurring | Alight Holdings
Segment Reporting Information [Line Items]
Revenue		516		1,049
Employer Solutions | Project
Segment Reporting Information [Line Items]
Revenue	55		108
Employer Solutions | Project | Alight Holdings
Segment Reporting Information [Line Items]
Revenue		53		107
Professional Services
Segment Reporting Information [Line Items]
Revenue	91		181
Professional Services | Alight Holdings
Segment Reporting Information [Line Items]
Revenue		92		184
Professional Services | Recurring
Segment Reporting Information [Line Items]
Revenue	32		62
Professional Services | Recurring | Alight Holdings
Segment Reporting Information [Line Items]
Revenue		31		60
Professional Services | Project
Segment Reporting Information [Line Items]
Revenue	59		119
Professional Services | Project | Alight Holdings
Segment Reporting Information [Line Items]
Revenue		61		124
Hosted Business
Segment Reporting Information [Line Items]
Revenue	$ 10		$ 22
Hosted Business | Alight Holdings
Segment Reporting Information [Line Items]
Revenue		$ 11		$ 21

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Segment Reporting - Schedule of Current Reportable Segments by Segment Profit (Details) - USD ($) $ in Millions		3 Months Ended		6 Months Ended
		Jun. 30, 2022	Jun. 30, 2021	Jun. 30, 2022	Jun. 30, 2021
Segment Reporting Information [Line Items]
Segment Profit		$ 142		$ 284
Share-based compensation		42		75
Transaction and integration expenses	[1]	3		9
Restructuring		14		20
Other	[2]	8		11
Depreciation		18		35
Intangible amortization expense		80		159
Operating (Loss) Income		(23)		(25)
Gain from change in fair value of financial instruments		(50)		(63)
Gain from change in fair value of tax receivable agreement		(38)		(43)
Interest expense		29		58
Other (income) expense, net		(7)		(8)
Income (Loss) Before Income Tax Benefit		43		31
Alight Holdings
Segment Reporting Information [Line Items]
Segment Profit			$ 145		$ 278
Share-based compensation			3		5
Non-recurring professional expenses	[3]		9		18
Restructuring			2		9
Other	[2]				(5)
Depreciation			25		49
Intangible amortization expense			50		100
Operating (Loss) Income			56		102
Interest expense			61		123
Other (income) expense, net			1		9
Income (Loss) Before Income Tax Benefit			(6)		(30)
Employer Solutions
Segment Reporting Information [Line Items]
Segment Profit		147		289
Employer Solutions | Alight Holdings
Segment Reporting Information [Line Items]
Segment Profit			138		274
Professional Services
Segment Reporting Information [Line Items]
Segment Profit		(3)		(3)
Professional Services | Alight Holdings
Segment Reporting Information [Line Items]
Segment Profit			$ 7		7
Hosted Business
Segment Reporting Information [Line Items]
Segment Profit		$ (2)		$ (2)
Hosted Business | Alight Holdings
Segment Reporting Information [Line Items]
Segment Profit					$ (3)

[1] Transaction and integration expenses includes activity related to acquisitions.

[2] For the three and six months ended June 30, 2022, Other primarily includes expenses related to debt refinancing completed in the first quarter of 2022 and other non-operational expenses, offset by Other income, net. For the three and six months ended June 30, 2021, Other includes long-term incentive expenses, offset by Other expense, net.

[3] Non-recurring professional expenses includes external advisor and legal costs related to the Company’s Business Combination completed in 2021.

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Derivative Financial Instruments - Schedule of Swap Agreements That Will Fix the Floating Interest Rates Associated With Its Term Loan (Details) - Interest Rate Swaps	6 Months Ended
	Jun. 30, 2022 USD ($)
July 2021 Term Loan One
Derivatives Fair Value [Line Items]
Designation Date	2021-07
Effective Date	2020-08
Initial Notional Amount	$ 557,500,000
Notional Amount Outstanding as of June 30, 2022	$ 557,500,000
Fixed Rate	2.5069%
Expiration Date	2022-05
July 2021 Term Loan Two
Derivatives Fair Value [Line Items]
Designation Date	2021-07
Effective Date	2020-08
Initial Notional Amount	$ 89,863,420
Notional Amount Outstanding as of June 30, 2022	$ 100,000,000
Fixed Rate	3.068%
Expiration Date	2023-02
December 2021 Term Loan One
Derivatives Fair Value [Line Items]
Designation Date	2021-12
Effective Date	2020-08
Initial Notional Amount	$ 181,205,050
Notional Amount Outstanding as of June 30, 2022	$ 483,171,957
Fixed Rate	0.7203%
Expiration Date	2024-04
December 2021 Term Loan Two
Derivatives Fair Value [Line Items]
Designation Date	2021-12
Effective Date	2020-08
Initial Notional Amount	$ 388,877,200
Notional Amount Outstanding as of June 30, 2022	$ 602,676,513
Fixed Rate	0.6826%
Expiration Date	2024-04
December 2021 Term Loan Three
Derivatives Fair Value [Line Items]
Designation Date	2021-12
Effective Date	2022-05
Initial Notional Amount	$ 220,130,318
Notional Amount Outstanding as of June 30, 2022	$ 219,653,493
Fixed Rate	0.457%
Expiration Date	2024-04
December 2021 Term Loan Four
Derivatives Fair Value [Line Items]
Designation Date	2021-12
Effective Date	2022-05
Initial Notional Amount	$ 306,004,562
Notional Amount Outstanding as of June 30, 2022	$ 304,838,287
Fixed Rate	0.448%
Expiration Date	2024-04
December 2021 Term Loan Five
Derivatives Fair Value [Line Items]
Designation Date	2021-12
Effective Date	2024-04
Initial Notional Amount	$ 871,205,040
Fixed Rate	1.6533%
Expiration Date	2025-06
December 2021 Term Loan Six
Derivatives Fair Value [Line Items]
Designation Date	2021-12
Effective Date	2024-04
Initial Notional Amount	$ 435,602,520
Fixed Rate	1.656%
Expiration Date	2025-06
December 2021 Term Loan Seven
Derivatives Fair Value [Line Items]
Designation Date	2021-12
Effective Date	2024-04
Initial Notional Amount	$ 435,602,520
Fixed Rate	1.665%
Expiration Date	2025-06
March 2022 Term Loan
Derivatives Fair Value [Line Items]
Designation Date	2022-03
Effective Date	2025-06
Initial Notional Amount	$ 1,197,000,000
Fixed Rate	2.554%
Expiration Date	2026-12

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Derivative Financial Instruments - Schedule of Fair Values and Location of Outstanding Derivative Instruments Recorded in the Condensed Consolidated Balance Sheets (Details) - USD ($) $ in Millions	Jun. 30, 2022	Dec. 31, 2021
Derivatives Fair Value [Line Items]
Total Assets	$ 96	$ 17
Total Liabilities		9
Other Current Assets
Derivatives Fair Value [Line Items]
Total Assets	39	1
Other Assets
Derivatives Fair Value [Line Items]
Total Assets	$ 57	16
Other Current Liabilities
Derivatives Fair Value [Line Items]
Total Liabilities		8
Other Liabilities
Derivatives Fair Value [Line Items]
Total Liabilities		$ 1

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Derivative Financial Instruments - Additional Information (Details) $ in Millions	6 Months Ended
	Jun. 30, 2022 USD ($)
Derivative [Line Items]
Derivative gains included in Accumulated other comprehensive loss to be reclassified into earnings over next twelve months	$ 38

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Financial Instruments - Seller Earnouts - Additional Information (Details) - USD ($) $ in Millions	3 Months Ended	6 Months Ended	12 Months Ended
	Jun. 30, 2022	Jun. 30, 2022	Dec. 31, 2021
Financial Instruments [Abstract]
Balance portion of seller earnouts	$ 1	$ 1
Fair value of seller earnouts		71	$ 135
Loss (gain) from change in fair value of seller earnouts	$ (50)	$ (64)

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Tax Receivable Agreement - Additional Information (Details) - Tax Receivable Agreement Liability $ in Millions	6 Months Ended
	Jun. 30, 2022 USD ($)
Financing Receivable, Past Due [Line Items]
Federal, state and local income tax rate	26.17%
Additional TRA liability	$ 7
Discount Rate
Financing Receivable, Past Due [Line Items]
Measurement Input	9.6

XML

Tax Receivable Agreement - Summary of Changes to TRA Liability (Details) - USD ($) $ in Millions	6 Months Ended
	Jun. 30, 2022	Dec. 31, 2021
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Total long-term tax receivable agreement liability	$ 530	$ 581
Tax Receivable Agreement Liability
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Beginning Balance	581
Measurement period adjustment	(8)
Fair value remeasurement	(43)
Conversion of noncontrolling interest	7
Ending Balance	537
Less: current portion included in other current liabilities	(7)
Total long-term tax receivable agreement liability	$ 530

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Fair Value Measurement - Schedule of Financial Assets and Liabilities Measured at Fair Value on Recurring Basis (Details) - Measured at Fair Value on Recurring Basis - USD ($) $ in Millions	Jun. 30, 2022	Dec. 31, 2021
Assets
Total assets recorded at fair value	$ 96	$ 17
Liabilities
Total liabilities recorded at fair value	626	758
Interest Rate Swaps
Assets
Total assets recorded at fair value	96	17
Liabilities
Total liabilities recorded at fair value		9
Contingent Consideration Liability
Liabilities
Total liabilities recorded at fair value	25	33
Seller Earnouts Liability
Liabilities
Total liabilities recorded at fair value	71	135
Tax Receivable Agreement Liability
Liabilities
Total liabilities recorded at fair value	530	581
Level 2
Assets
Total assets recorded at fair value	96	17
Liabilities
Total liabilities recorded at fair value		9
Level 2 | Interest Rate Swaps
Assets
Total assets recorded at fair value	96	17
Liabilities
Total liabilities recorded at fair value		9
Level 3
Liabilities
Total liabilities recorded at fair value	626	749
Level 3 | Contingent Consideration Liability
Liabilities
Total liabilities recorded at fair value	25	33
Level 3 | Seller Earnouts Liability
Liabilities
Total liabilities recorded at fair value	71	135
Level 3 | Tax Receivable Agreement Liability
Liabilities
Total liabilities recorded at fair value	$ 530	$ 581

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Fair Value Measurement - Summary of Changes in Deferred Contingent Consideration Liabilities (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2022	Jun. 30, 2021	Jun. 30, 2022	Jun. 30, 2021
Business Acquisition, Contingent Consideration [Line Items]
Beginning balance	$ 32		$ 33
Measurement period adjustments			(2)
Accretion of contingent consideration			1
Remeasurement of acquisition-related contingent consideration	(7)		(7)
Ending Balance	$ 25		$ 25
Alight Holdings
Business Acquisition, Contingent Consideration [Line Items]
Beginning balance		$ 28		$ 26
Measurement period adjustments				2
Accretion of contingent consideration		1		1
Ending Balance		$ 29		$ 29

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Fair Value Measurement - Schedule of Financial Liabilities Not Measured at Fair Value on Recurring Basis (Details) - USD ($) $ in Millions	Jun. 30, 2022	Dec. 31, 2021
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Current portion of long term debt, net	$ 31	$ 38
Long term debt, net	2,809	2,830
Total debt, net	2,840	2,868
Carrying Value [Member]
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Current portion of long term debt, net	31	38
Long term debt, net	2,809	2,830
Total debt, net	2,840	2,868
Fair Value [Member]
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Current portion of long term debt, net	31	38
Long term debt, net	2,656	2,834
Total debt, net	$ 2,687	$ 2,872

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Fair Value Measurement - Additional Information (Details)	6 Months Ended
	Jun. 30, 2022 USD ($)
Fair Value Disclosures [Abstract]
Fair value, assets, Level 1 to Level 2 transfers, amount	$ 0
Fair value, assets, Level 2 to Level 1 transfers, amount	0
Fair value, liabilities, Level 1 to Level 2 transfers, amount	0
Fair value, liabilities, Level 2 to Level 1 transfers, amount	0
Fair value, measurement with unobservable inputs reconciliation, liability, transfers into Level 3	0
Fair Value, measurement with unobservable inputs reconciliation, liability, transfers out of Level 3	$ 0

XML

Restructuring and Integration - Additional Information (Details) - USD ($) $ in Millions		Jun. 30, 2022	Dec. 31, 2021
Restructuring Cost And Reserve [Line Items]
Expected cumulative costs	[1]	$ 140
Total expenses		125
Accrued restructuring liability		5	$ 4
Severance and Related Benefits
Restructuring Cost And Reserve [Line Items]
Accrued restructuring liability		4	$ 4
Other Restructuring Costs
Restructuring Cost And Reserve [Line Items]
Accrued restructuring liability		1
The Plan [Member]
Restructuring Cost And Reserve [Line Items]
Expected cumulative costs		140
Expected annual cost savings by 2022		196
Total expenses		125
The Plan [Member] | Severance and Related Benefits
Restructuring Cost And Reserve [Line Items]
Expected cumulative costs		69
The Plan [Member] | Other Restructuring Costs
Restructuring Cost And Reserve [Line Items]
Expected cumulative costs		$ 71

[1] Actual costs, when incurred, may vary due to changes in the assumptions built into the Plan. Significant assumptions that may change when plans are finalized and implemented include, but are not limited to, changes in severance calculations, changes in the assumptions underlying sublease loss calculations due to changing market conditions, and changes in the overall analysis that might cause the Company to add or cancel component initiatives.

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Restructuring and Integration - Summary of Restructuring Costs (Details) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2022 USD ($)		Jun. 30, 2022 USD ($)
Restructuring Cost And Reserve [Line Items]
Restructuring Costs	$ 14		$ 20
Inception to Date	125		125
Estimated Remaining Costs	15		15
Estimated Total Cost	140	[1]	140	[1]
Employer Solutions
Restructuring Cost And Reserve [Line Items]
Restructuring Costs	13		18
Inception to Date	109		109
Estimated Remaining Costs	12		12
Estimated Total Cost	121	[1]	121	[1]
Employer Solutions | Severance and Related Benefits
Restructuring Cost And Reserve [Line Items]
Restructuring Costs	3		5
Inception to Date	51		51
Estimated Remaining Costs	8		8
Estimated Total Cost	59	[1]	59	[1]
Employer Solutions | Other Restructuring Costs
Restructuring Cost And Reserve [Line Items]
Restructuring Costs	10	[2]	13	[2]
Inception to Date	58	[2]	58	[2]
Estimated Remaining Costs	4	[2]	4	[2]
Estimated Total Cost	62	[1],[2]	62	[1],[2]
Professional Services
Restructuring Cost And Reserve [Line Items]
Restructuring Costs	1		2
Inception to Date	16		16
Estimated Remaining Costs	3		3
Estimated Total Cost	19	[1]	19	[1]
Professional Services | Severance and Related Benefits
Restructuring Cost And Reserve [Line Items]
Inception to Date	8		8
Estimated Remaining Costs	2		2
Estimated Total Cost	10	[1]	10	[1]
Professional Services | Other Restructuring Costs
Restructuring Cost And Reserve [Line Items]
Restructuring Costs	1	[2]	2	[2]
Inception to Date	8	[2]	8	[2]
Estimated Remaining Costs	1	[2]	1	[2]
Estimated Total Cost	$ 9	[1],[2]	$ 9	[1],[2]

[1] Actual costs, when incurred, may vary due to changes in the assumptions built into the Plan. Significant assumptions that may change when plans are finalized and implemented include, but are not limited to, changes in severance calculations, changes in the assumptions underlying sublease loss calculations due to changing market conditions, and changes in the overall analysis that might cause the Company to add or cancel component initiatives.

[2] Other costs associated with the Plan primarily include consulting and legal fees and lease consolidation.

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Restructuring and Integration - Schedule of Accrued Restructuring Liability (Details) - USD ($) $ in Millions		3 Months Ended	6 Months Ended
		Jun. 30, 2022	Jun. 30, 2022
Restructuring Cost And Reserve [Line Items]
Accrued restructuring liability, Beginning balance			$ 4
Restructuring charges		$ 14	20
Cash payments			(20)
Non-cash charges	[1]		1
Accrued restructuring liability, Ending Balance		5	5
Severance and Related Benefits
Restructuring Cost And Reserve [Line Items]
Accrued restructuring liability, Beginning balance			4
Restructuring charges			5
Cash payments			(5)
Accrued restructuring liability, Ending Balance		4	4
Other Restructuring Costs
Restructuring Cost And Reserve [Line Items]
Restructuring charges			15
Cash payments			(15)
Non-cash charges	[1]		1
Accrued restructuring liability, Ending Balance		$ 1	$ 1

[1] Non-cash charges relate to lease consolidation.

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Employee Benefits - Additional Information (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2022	Jun. 30, 2021	Jun. 30, 2022	Jun. 30, 2021
Defined Contribution Plan Disclosure [Line Items]
Defined contribution savings plan expenses	$ 14		$ 31
Alight Holdings
Defined Contribution Plan Disclosure [Line Items]
Defined contribution savings plan expenses		$ 15		$ 31

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Commitments and Contingencies - Additional Information (Details) $ in Millions	6 Months Ended
	Jun. 30, 2022 USD ($)
Purchase Obligations
Commitment And Contingencies [Line Items]
Purchase obligation, remainder of 2022	$ 11
Purchase obligation, 2023	26
Purchase obligation, 2024	27
Purchase obligation, 2025	9
Purchase obligation, 2026	4
Purchase obligation, thereafter	3
Service Obligations
Commitment And Contingencies [Line Items]
Service obligation, remainder of 2022	71
Service obligation, 2023	147
Service obligation, 2024	154
Service obligation, 2025	162
Service obligation, 2026	170
Service obligation, thereafter	$ 332
Service obligation agreement termination fees percentage	25.00%
Service obligation maturity period	10 years

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Subsequent Events - Additional Information (Details) - Class A Common Stock - USD ($)	Aug. 01, 2022	Jun. 30, 2022
Subsequent Event [Line Items]
Common stock, par value		$ 0.0001
Subsequent Events
Subsequent Event [Line Items]
Common stock repurchase, authorized amount	$ 100,000,000
Common stock, par value	$ 0.0001