Ontrak (OTRK) 10-Q 6 May 21 2021 Q1 Quarterly report Financial data

Cover Page

Cover Page - shares	3 Months Ended
	Mar. 31, 2021	Apr. 30, 2021
Document Information [Line Items]
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Mar. 31, 2021
Document Transition Report	false
Entity File Number	001-31932
Entity Registrant Name	Ontrak, Inc.
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	88-0464853
Entity Address, Address Line One	2120 Colorado Ave.
Entity Address, Address Line Two	Suite 230
Entity Address, City or Town	Santa Monica
Entity Address, State or Province	CA
Entity Address, Postal Zip Code	90404
City Area Code	310
Local Phone Number	444-4300
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding (in shares)		17,736,618
Entity Central Index Key	0001136174
Document Fiscal Year Focus	2021
Document Fiscal Period Focus	Q1
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Common Stock, $0.0001 par value
Document Information [Line Items]
Title of 12(b) Security	Common Stock, $0.0001 par value
Trading Symbol	OTRK
Security Exchange Name	NASDAQ
9.50% Series A Cumulative Perpetual Preferred Stock, $0.0001 par value
Document Information [Line Items]
Title of 12(b) Security	9.50% Series A Cumulative Perpetual Preferred Stock, $0.0001 par value
Trading Symbol	OTRKP
Security Exchange Name	NASDAQ

Condensed Consolidated Balance

Condensed Consolidated Balance Sheets - USD ($) $ in Thousands	Mar. 31, 2021	Dec. 31, 2020
Current assets:
Cash and cash equivalents	$ 92,467	$ 86,907
Restricted cash - current	9,127	9,127
Receivables, net	14,553	16,682
Unbilled receivables	3,669	4,426
Deferred costs - current	1,602	2,352
Prepaid expenses and other current assets	4,204	4,144
Total current assets	125,622	123,638
Long-term assets:
Property and equipment, net	3,090	2,273
Restricted cash - long-term	4,987	7,176
Goodwill	5,713	5,727
Intangible assets, net	3,261	3,561
Other assets	290	367
Operating lease right-of-use assets	1,965	1,959
Total assets	144,928	144,701
Current liabilities:
Accounts payable	1,297	1,287
Accrued compensation and benefits	5,918	4,723
Deferred revenue	24,940	20,954
Current portion of operating lease liabilities	501	434
Other accrued liabilities	7,988	9,012
Total current liabilities	40,644	36,410
Long-term liabilities:
Long-term debt, net	45,918	45,719
Long-term operating lease liabilities	1,365	1,403
Long-term finance lease liabilities	334	418
Total liabilities	88,261	83,950
Commitments and contingencies
Stockholders' equity:
Preferred stock, $0.0001 par value; 50,000,000 shares authorized; 3,770,265 shares issued and outstanding at each of March 31, 2021 and December 31, 2020	0	0
Common stock, $0.0001 par value; 500,000,000 shares authorized; 17,729,740 and 17,543,218 shares issued and outstanding at March 31, 2021 and December 31, 2020, respectively	2	2
Additional paid-in capital	416,182	414,773
Accumulated deficit	(359,517)	(354,024)
Total stockholders' equity	56,667	60,751
Total liabilities and stockholders' equity	$ 144,928	$ 144,701

Condensed Consolidated Balanc_2

Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares	Mar. 31, 2021	Dec. 31, 2020
Statement of Financial Position [Abstract]
Preferred stock, par value (in dollars per share)	$ 0.0001	$ 0.0001
Preferred stock, shares authorized (in shares)	50,000,000	50,000,000
Preferred stock, shares issued (in shares)	3,770,265	3,770,265
Preferred stock, shares outstanding (in shares)	3,770,265	3,770,265
Common stock, par value (in dollars per share)	$ 0.0001	$ 0.0001
Common stock, shares authorized (in shares)	500,000,000	500,000,000
Common stock, shares issued (in shares)	17,729,740	17,543,218
Common stock, shares outstanding (in shares)	17,729,740	17,543,218

Condensed Consolidated Statemen

Condensed Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands	3 Months Ended
	Mar. 31, 2021	Mar. 31, 2020
Income Statement [Abstract]
Revenue	$ 28,722	$ 12,338
Cost of revenue	12,750	7,233
Gross profit	15,972	5,105
Operating expenses:
Research and development	4,569	1,944
Sales and marketing	1,942	877
General and administrative	12,341	8,288
Total operating expenses	18,852	11,109
Operating loss	(2,880)	(6,004)
Other (expense) income, net	(606)	64
Interest expense, net	(2,007)	(1,655)
Net loss	(5,493)	(7,595)
Dividends on preferred stock - declared and undeclared	(2,239)	0
Net loss attributable to common stockholders	$ (7,732)	$ (7,595)
Net loss per common share, basic and diluted (in dollars per share)	$ (0.44)	$ (0.45)
Weighted-average common shares outstanding, basic and diluted (in shares)	17,622	16,693

Condensed Consolidated Statem_2

Condensed Consolidated Statements of Stockholders' Equity - USD ($) $ in Thousands	Total	Preferred Stock	Common Stock	Additional Paid-In Capital	Accumulated Deficit
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Beginning balance (in shares)		0	16,616,165
Beginning balance (in shares)		0	16,876,581
Beginning balance at Dec. 31, 2019	$ (23,909)	$ 0	$ 2	$ 307,403	$ (331,314)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Warrants exercised (in shares)			11,049
Warrants exercised	20			20
Stock option exercised (in shares)			223,643
Stock options exercised	1,759			1,759
Stock-based compensation expense (in shares)			25,724
Stock-based compensation expense	2,272			2,272
Net loss	(7,595)				(7,595)
Ending balance (in shares) at Mar. 31, 2020		0	16,876,581
Ending balance at Mar. 31, 2020	(27,453)	$ 0	$ 2	311,454	(338,909)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Beginning balance (in shares)		0	16,876,581
Beginning balance (in shares)		3,770,265	17,543,218
Beginning balance (in shares)		3,770,265	17,729,740
Beginning balance at Dec. 31, 2020	60,751	$ 0	$ 2	414,773	(354,024)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Preferred dividends declared	(2,200)			(2,200)
Warrants exercised (in shares)			124,717
Warrants exercised	58			58
Stock option exercised (in shares)			56,923
Stock options exercised	726			726
401(k) employer match (in shares)			4,882
401(k) employer match	251			251
Stock-based compensation expense	2,574			2,574
Net loss	(5,493)				(5,493)
Ending balance (in shares) at Mar. 31, 2021		3,770,265	17,729,740
Ending balance at Mar. 31, 2021	$ 56,667	$ 0	$ 2	$ 416,182	$ (359,517)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Beginning balance (in shares)		3,770,265	17,729,740

Condensed Consolidated Statem_3

Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2021	Mar. 31, 2020
Cash flows from operating activities
Net loss	$ (5,493)	$ (7,595)
Adjustments to reconcile net loss to net cash provided by (used in) operating activities:
Stock-based compensation expense	2,574	2,272
Paid-in-kind interest expense	0	1,453
Depreciation expense	162	23
Amortization expense	701	347
Change in fair value of warrants	0	(64)
Change in fair value of contingent consideration	635	0
401(k) employer match in common shares	257	0
Changes in operating assets and liabilities:
Receivables	2,129	633
Unbilled receivables	756	(626)
Prepaid expenses and other current assets	640	(612)
Accounts payable	(117)	349
Deferred revenue	3,985	907
Leases liabilities	29	(88)
Other accrued liabilities	174	(145)
Net cash provided by (used in) operating activities	6,432	(3,146)
Cash flows from investing activities
Purchase of property and equipment	(827)	(14)
Net cash used in investing activities	(827)	(14)
Cash flows from financing activities
Dividends paid	(2,200)	0
Proceeds from warrant exercise	58	20
Proceeds from options exercise	726	1,567
Finance lease obligations	(78)	(36)
Financed insurance premium payments	(740)	0
Net cash (used in) provided by financing activities	(2,234)	1,551
Net change in cash and restricted cash	3,371	(1,609)
Cash and restricted cash at beginning of period	103,210	14,018
Cash and restricted cash at end of period	106,581	12,409
Supplemental disclosure of cash flow information:
Interest paid	1,820	3
Non cash financing and investing activities:
Finance lease and accrued purchases of property and equipment	226	0
Stock options exercise in transit	$ 0	$ 192

Organization

Organization	3 Months Ended
	Mar. 31, 2021
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Organization	Organization Company Overview Ontrak, Inc. (“Ontrak” or the “Company”) is an AI-powered and telehealth-enabled, virtualized healthcare company, whose mission is to help improve the health and save the lives of as many people as possible. The Company’s PRE™ (Predict-Recommend-Engage) platform organizes and automates healthcare data integration and analytics through the application of machine intelligence to deliver analytic insights. The Company's PRE platform predicts people whose chronic disease will improve with behavior change, recommends effective care pathways that people are willing to follow, and engages people who are not getting the care they need. By combining predictive analytics with human engagement, the Company delivers improved member health and validated outcomes and savings to healthcare payors. The Company’s integrated, technology-enabled Ontrak TM programs, a critical component of the PRE platform, are designed to provide healthcare solutions to members with behavioral conditions that cause or exacerbate chronic medical conditions such as diabetes, hypertension, coronary artery disease, chronic obstructive pulmonary disease, and congestive heart failure, which result in high medical costs. Ontrak has a unique ability to engage these members, who do not otherwise seek behavioral healthcare, leveraging proprietary enrollment capabilities built on deep insights into the drivers of care avoidance. Ontrak integrates evidence-based psychosocial and medical interventions delivered either in-person or via telehealth, along with care coaching and in-market Community Care Coordinators who address the social and environmental determinants of health, including loneliness. The Company’s programs seek to improve member health and deliver validated cost savings to healthcare payors. Basis of Presentation The accompanying condensed consolidated financial statements include Ontrak, Inc. and its wholly-owned subsidiaries and variable interest entities (VIEs). The accompanying condensed consolidated financial statements for Ontrak, Inc. have been prepared in accordance with generally accepted accounting principles in the United States of America (“GAAP”) and instructions to Form 10-Q and Article 10 of Regulation S-X. All intercompany balances and transactions have been eliminated in consolidation. Certain information and note disclosures normally included in the annual consolidated financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to such rules and regulations. In the opinion of management, the condensed financial statements included all adjustments (consisting of normal recurring adjustments) necessary for the fair presentation of the interim periods presented. Interim results are not necessarily indicative of the results that may be expected for any other interim period or for the entire fiscal year. The accompanying unaudited financial information should be read in conjunction with the audited financial statements and the notes thereto included in the most recent Annual Report on Form 10-K for the year-ended December 31, 2020, filed with the Securities and Exchange Commission ("SEC"), from which the consolidated balance sheet as of December 31, 2020 has been derived. The Company operates as one segment. Certain prior period amounts reported in condensed consolidated financial statements and notes have been reclassified to conform to current period presentation. As of March 31, 2021, cash and restricted cash was $106.6 million and working capital was approximately $85.0 million. During the three months ended March 31, 2021, the Company generated $6.4 million of cash flows from operating activities. However, the Company could incur negative cash flows and operating losses for the next twelve months as it continues to reinvest into the development of its technology and growth of its operations. The Company expects its current cash resources to cover its operations through at least the next 12 months. However, delays in cash collections, revenue, or unforeseen expenditures could impact this estimate. The Company’s ability to fund ongoing operations is dependent on several factors. The Company aims to increase the number of members that are eligible for its solutions by signing new contracts and identifying more eligible members in existing contracts. Additionally, the Company’s funding is dependent upon the success of management’s plan to increase revenue and control expenses. The Company provides services to commercial (employer funded), managed Medicare Advantage, and managed Medicaid and dual eligible (Medicare and Medicaid) populations. The Company generates fees from its launched programs and expects to increase enrollment and fees in the near future. Management’s Plans Historically, we have seen and continue to see net losses, net loss from operations, negative cash flow from operating activities, and historical working capital deficits as we continue through a period of rapid growth. The accompanying financial statements do not reflect any adjustments that might result if we were unable to continue as a going concern. We have alleviated substantial doubt by both entering into contracts for additional revenue-generating health plan customers and expanding our Ontrak program within existing health plan customers as well as completing equity and debt financings totaling approximately $87 million and $10 million, respectively, in 2020. To support this increased demand for services, we had invested and will continue to invest in additional headcount as needed, and invest in enhancements to technology needed to support the anticipated growth. Additional management plans include increasing the outreach pool as well as improving our current enrollment rate. We will continue to explore ways to increase operational efficiencies resulting in increase in margins on both existing and new members. We have a growing customer base and believe we are able to fully scale our operations to service the contracts and future enrollment providing leverage in these investments that will generate positive cash flow in the near future. We believe we will have enough capital to cover expenses through the foreseeable future and we will continue to monitor liquidity. If we add more health plans than budgeted, increase the size of the outreach pool by more than we anticipate, decide to invest in new products or seek out additional growth opportunities, we would consider financing these options with either a debt or equity financing. Recently Adopted Accounting Standards In March 2020, the Financial Accounting Standards Board ("FASB") issued Accounting Standard Update No. 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting ("ASU 2020-04"), which provides optional expedients and exceptions to accounting for contracts, hedging relationships and other transactions affected by reference rate reform if certain criteria are met. In January 2021, the FASB issued ASU 2021-01, "Reference Rate Reform (Topic 848): Scope" which clarifies that certain optional expedients and exceptions in Topic 848 for contract modifications and hedge accounting apply to derivatives that are affected by the discounting transition. ASU 2020-04 is effective for all entities beginning on March 12, 2020 and may be applied prospectively to contract modifications entered through December 31, 2022. ASU 2021-01 is effective beginning on January 7, 2021 and may be applied retrospectively or prospectively to contract modifications entered through December 31, 2022. The adoption of ASU 2020-04 and ASU 2021-01 as of the respective effective beginning dates did not have a material effect on our consolidated financial statements. In December 2019, the FASB issued ASU No. 2019-12, "Simplifying the Accounting for Income Taxes" ("ASU 2019-12"), which enhances and simplifies various aspects of income tax accounting guidance. The guidance is effective for the Company in the first quarter of 2021, although early adoption is permitted. The adoption of ASU 2019-12 on January 1, 2021 did not have a material effect on our consolidated financial statements. Recently Issued Accounting Pronouncements In October 2020, the FASB issued ASU No. 2020-10, "Codification Improvements" ("ASU 2020-10"), which includes amendments to improve consistency of disclosures by ensuring that all guidance that require disclosures or provides an option for an entity to provide information in the notes to the financial statement is codified in the disclosure section of the codification. ASU 2020-10 is effective for public companies, other than smaller reporting companies, for fiscal years beginning after December 15, 2020. For all other entities, ASU 2020-10 is effective for fiscal years beginning after December 15, 2021, and interim periods beginning after December 15, 2022. The Company is currently evaluating the impact of adoption of ASU 2020-10 on its consolidated financial statements and related footnote disclosures. In August 2020, the FASB issued ASU No. 2020-06, “Debt - Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging - Contracts in Entity’s Own Equity (Subtopic 815-40) ("ASU 2020-06").” ASU 2020-06 modifies and simplifies accounting for convertible instruments, and eliminates certain separation models that require separating embedded conversion features from convertible instruments. ASU 2020-06 also addresses how convertible instruments are accounted for in the diluted earnings per share calculation. ASU 2020-06 is effective for fiscal years beginning after December 15, 2021, including interim periods within those fiscal years. Early adoption is permitted, but no earlier the fiscal year beginning after December 15, 2020. The Company is currently evaluating the impact of adoption of ASU 2020-06 on its consolidated financial statements and related footnote disclosures. In June 2016, the FASB issued ASU No. 2016-13, “Financial Instruments - Credit Losses (Topic 326) - Measurement of Credit Losses on Financial Instruments” (“ASU 2016-13”), which requires recognition of an estimate of lifetime expected credit losses as an allowance. For companies eligible to be smaller reporting company as defined by the Securities and Exchange Commission (“SEC”), ASU 2016-13 is effective for annual reporting periods beginning after December 15, 2022, including interim periods within those annual periods. The Company is currently evaluating the impact of adoption of ASU 2016-13 on its consolidated financial statements and related footnote disclosures. Other Significant Accounting Policies Capitalized Internal Use Software Costs We account for the costs of computer software obtained or developed for internal use in accordance with ASC 350, Intangibles—Goodwill and Other (“ASC 350”). We capitalize certain costs in the development of our internal use software when the preliminary project stage is completed and it is probable that the project will be completed and performed as intended. These capitalized costs include personnel and related expenses for employees and costs of third-party consultants who are directly associated with and who devote time to internal-use software projects. Capitalization of these costs ceases once the project is substantially complete and the software is ready for its intended purpose. Costs incurred for significant upgrades and enhancements to the Company’s internal use software solutions are also capitalized. Costs incurred for training, maintenance and minor modifications or enhancements are expensed as incurred. Capitalized software development costs are amortized using the straight-line method over an estimated useful life of three years. During the three months ended March 31, 2021, we capitalized $1.0 million of costs relating to development of internal use software and recorded approximately $0.1 million of amortization expense relating to capitalized internal use software costs. There were no capitalized costs relating to development of internal use software during the three months ended March 31, 2020.

Restricted Cash

Restricted Cash	3 Months Ended
	Mar. 31, 2021
Cash and Cash Equivalents [Abstract]
Restricted Cash	Restricted Cash The following table provides a reconciliation of cash, cash equivalents and restricted cash total as presented in the consolidated statement of cash flows for the periods presented (in thousands): March 31, 2021 December 31, 2020 Cash and cash equivalents $ 92,467 $ 86,907 Restricted cash - current 9,127 9,127 Restricted cash - long term 4,987 7,176 Cash, cash equivalents and restricted cash $ 106,581 $ 103,210 As of March 31, 2021 and December 31, 2020, as part of "Restricted cash - current," we had $8.9 million of cash restricted solely for the purpose of future quarterly dividend payments on our Series A Cumulative Perpetual Preferred Stock (see detailed discussion in Note 5 below under " Preferred Stock ") and $0.2 million of cash held in escrow. Also, included as part of "Restricted cash - long term" as of March 31, 2021 and December 31, 2020 were $4.5 million and $6.7 million, respectively, of cash restricted solely for the purpose of future quarterly dividend payments on our Series A Cumulative Perpetual Preferred Stock, as wells as $0.4 million in each of the respective periods relating to a letter of credit required as part of our corporate headquarters office lease and $0.1 million in each of the respective periods relating to cash balance required under our 2024 Notes.

Accounts Receivable and Revenue

Accounts Receivable and Revenue Concentration	3 Months Ended
	Mar. 31, 2021
Receivables [Abstract]
Accounts Receivable and Revenue Concentration	Accounts Receivable and Revenue Concentration The following table is a summary of concentration of credit risk by customer revenues as a percentage of our total revenue: Three Months Ended March 31, Percentage of Revenue 2021 2020 Customer A 45.8 % 48.2 % Customer B 38.4 18.2 Customer C 7.0 10.0 Customer D 4.0 14.7 Remaining customers 4.8 8.9 100.0 % 100.0 % The following table is a summary of concentration of credit risk by customer accounts receivables as a percentage of our total accounts receivable: Percentage of Accounts Receivable March 31, 2021 December 31, 2020 Customer B 62.2 % 85.9 % Customer A 30.2 13.5 Remaining customers 7.6 0.6 100.0 % 100.0 % The Company applies the specific identification method for assessing provision for doubtful accounts. There was no bad debt expense in each of the three months ended March 31, 2021 and 2020. On February 26, 2021, the Company received a termination notice from its largest customer that the participation status with this customer will be terminated effective June 26, 2021. As a result of this termination notice, the Company’s management assessed various options and deemed it prudent to initiate a workforce reduction plan to effectively align its resources and manage its operating costs, resulting in reduction of 35% full time positions. The Company estimated a total of one-time costs of approximately $1.3 million of termination benefits to the impacted employees. During the three months ended March 31, 2021, the Company incurred $1.0 million of termination related costs recorded as part of "General and administrative" expenses on our condensed consolidated statement of operations. As of March 31, 2021, we paid $0.2 million of the total $1.3 million of termination benefits and we had $1.1 million of accrued termination related costs on our condensed consolidated balance sheet. The Company expects to complete the reduction in workforce plan by the end of June 2021.

Goodwill and Intangible Assets

Goodwill and Intangible Assets	3 Months Ended
	Mar. 31, 2021
Goodwill and Intangible Assets Disclosure [Abstract]
Goodwill and Intangible Assets	Goodwill and Intangible Assets Goodwill The carrying amount of indefinite-lived goodwill was as follows (in thousands): Goodwill Balance at December 31, 2020 $ 5,727 Adjustment related to acquisition of LifeDojo (14) Balance at March 31, 2021 $ 5,713 Intangible Assets The following table sets forth amounts recorded for intangible assets subject to amortization (in thousands): At March 31, 2021 At December 31, 2020 Weighted Average Estimated Useful Life (years) Gross Value Accumulated Amortization Net Carrying Value Gross Value Accumulated Amortization Net Carrying Value Acquired software technology 3 $ 3,500 $ (486) $ 3,014 $ 3,500 $ (194) $ 3,306 Customer relationships 5 270 (23) 247 270 (15) 255 Total $ 3,770 $ (509) $ 3,261 $ 3,770 $ (209) $ 3,561 Amortization expense for intangible assets was $0.3 million for the three months ended March 31, 2021. There was no intangible assets amortization expense for the three months ended March 31, 2020. At March 31, 2021, estimated amortization expense for intangible assets for each of the five years thereafter was as follows (in thousands): Remainder of 2021 $ 915 2022 1,221 2023 1,026 2024 54 2025 45 Total $ 3,261

Common Stock and Preferred Stoc

Common Stock and Preferred Stock	3 Months Ended
	Mar. 31, 2021
Earnings Per Share [Abstract]
Common Stock and Preferred Stock	Common Stock and Preferred Stock Net Loss Per Common Share Basic net loss per common share is computed by dividing net loss attributable to common shareholders by the weighted-average number of shares of common stock outstanding during the period. Diluted net loss per common share is computed by giving effect to all potential shares of common stock, preferred stock and outstanding stock options and warrants, to the extent dilutive. Basic and diluted net loss per common share was the same for each period presented below as the inclusion of any such potential shares of common stock would have been anti-dilutive. Basic and diluted net loss per common share (in thousands, except per share amounts) are as follows: Three Months Ended March 31, 2021 2020 Net loss $ (5,493) $ (7,595) Dividends on preferred stock - declared and undeclared (2,239) — Net loss attributable to common shareholders $ (7,732) $ (7,595) Weighted-average shares of common stock outstanding 17,622 16,693 Net loss per share - basic and diluted $ (0.44) $ (0.45) The following common equivalent shares as of March 31, 2021 and 2020, issuable upon exercise of stock options and warrants, have been excluded from the diluted earnings per share calculation as their effect is anti-dilutive: March 31, 2021 2020 Warrants to purchase common stock 1,312,250 1,539,926 Options to purchase common stock 3,507,395 3,961,490 Total 4,819,645 5,501,416 Preferred Stock In August 2020, we completed the offering of 1,700,000 shares of 9.50% Series A Cumulative Perpetual Preferred Stock (the "Series A Preferred Stock") and in September 2020, we completed the closing of the underwriters' full exercise of the over-allotment option of 255,000 additional shares of Series A Preferred Stock, resulting in aggregate gross proceeds of $48.9 million to the Company (or $45.1 million net of underwriting fees and other offering expenses). In mid-September 2020, we began an at-the-market ("ATM") offering of the Series A Preferred Stock through a designated broker for up to 2,000,000 shares, of which we sold 5,027 shares in November 2020. In December 2020, we terminated the ATM offering and began an underwritten offering of the Series A Preferred Stock, under which we completed the offering of 1,730,000 shares of Series A Preferred Stock as well as the issuance of 80,238 shares of Series A Preferred Stock under the over-allotment option, resulting in total gross proceeds, including the proceeds of the ATM offering, of $44.9 million (or $41.4 million net of underwriting fees and other offering expenses). The Series A Preferred Stock is listed on the Nasdaq Global Market under the symbol "OTRKP." The Company, generally, may not redeem the Series A Preferred Stock until August 25, 2025, except upon the occurrence of a Delisting Event or Change of Control (as defined in the Certificate of Designations establishing the Series A Preferred Stock), and on and after August 25, 2025, the Company may, at its option, redeem the Series A Preferred Stock, in whole, at any time, or in part, from time to time, for cash at a redemption price of $25.00 per share, plus any accrued and unpaid dividends. The Series A Preferred Stock has no maturity date and will remain outstanding indefinitely unless redeemed by the Company or exchanged for shares of common stock in connection with a Delisting Event or Change of Control. Holders of Series A Preferred Stock generally have no voting rights, but will have limited voting rights if the Company fails to pay dividends for six or more quarters, whether or not declared or consecutive) and in certain other events. Holders of Series A Preferred Stock of record at the close of business of each respective record date (February 15, May 15, August 15 and November 15) are entitled to receive, when, as and if declared by our Board of Directors, out of funds legally available for the payment of dividends, cumulative cash dividends at the rate of 9.50% per annum of the $25.00 per share liquidation preference (equivalent to $2.375 per annum per share). Dividends, if and when declared by our Board of Directors, are payable quarterly in arrears, every February 28, May 30, August 31, and November 30, as applicable, beginning on or about November 30, 2020. On February 5, 2021, our Board of Directors declared the second quarterly dividend on the Company's Series A Preferred Stock for shareholders of record as of the close of business on February 15, 2021. The second quarterly cash dividend equaled $0.593750 per share, at 9.50% per annum of liquidation preference of $25.00 per share. As such, we paid cash dividends of $2.2 million on February 28, 2021. At March 31, 2021, we had undeclared dividends of $0.7 million.

Stock-Based Compensation

Stock-Based Compensation	3 Months Ended
	Mar. 31, 2021
Share-based Payment Arrangement [Abstract]
Stock-Based Compensation	Stock-Based Compensation The Company's 2017 Stock Incentive Plan (the “2017 Plan”) and 2010 Stock Incentive Plan (the “2010 Plan”) provide for the issuance of 5,082,955 shares of the Company's common stock. The Company has granted stock options to executive officers, employees, members of the Company's board of directors, and certain outside consultants and restricted stock units ("RSUs") to employees. The terms and conditions upon which options become exercisable vary among grants; however, option rights expire no later than ten years from the date of grant and employee and Board of Director awards generally vest over one Stock-based compensation expense was approximately $2.6 million and $2.3 million for the three months ended March 31, 2021 and 2020, respectively. The Company issued $0.4 million of common stock to one of the Company's executives during the quarter ended March 31, 2020 and it has been included in stock-based compensation expense for the three months ended March 31, 2020. The assumptions used in the Black-Scholes option-pricing model were as follows: Three Months Ended Volatility 82.00 % Risk-free interest rate 0.19 % Expected life (in years) 2.75 Dividend yield 0 % The expected volatility assumptions have been based on the historical and expected volatility of our stock and comparable companies, measured over a period generally commensurate with the expected term or acceptable period to determine reasonable volatility. The weighted average expected option term for the three months ended March 31, 2021, reflects the application of the simplified method prescribed in SEC Staff Accounting Bulletin (“SAB”) No. 107 (as amended by SAB 110), which defines the life as the average of the contractual term of the options and the weighted average vesting period for all option tranches. Stock Options - Employees and Directors A summary of stock option activity for employees, directors and consultants is as follows: Number of Shares Weighted Average Exercise Price Outstanding as of December 31, 2020 3,616,314 $ 14.66 Granted 18,628 86.57 Exercised (56,923) 12.76 Forfeited (70,624) 7.94 Outstanding as of March 31, 2021 3,507,395 15.21 Options vested and exercisable as of March 31, 2021 1,171,348 $ 12.98 As of March 31, 2021, there was $20.9 million of total unrecognized compensation cost related to non-vested stock compensation arrangements granted to employees, directors and consultants under the 2017 Amended Plan, which is expected to be recognized over a weighted-average period of approximately 1.92 years. Restricted Stock Units - Employees The Company estimates the fair value of RSUs based on the closing price of our common stock on the date of grant. The following table summarizes our RSU award activity during the three months ended March 31, 2021 issued under the 2017 Plan: Restricted Stock Units Weighted- Non-vested at December 31, 2020 30,000 $ 51.98 Granted — — Non-vested at March 31, 2021 30,000 51.98 As of March 31, 2021, there was $1.4 million of unrecognized compensation cost related to unvested outstanding RSUs. We expect to recognize these costs over a weighted average period of 3.64 years. Stock Options and Warrants - Non-employees The Company has also granted warrants to purchase common stock that have been approved by our Board of Directors. A summary of warrants activity was as follows: Number of Warrants Weighted Average Outstanding as of December 31, 2020 1,465,927 $ 6.02 Granted — — Exercised (1) (153,677) 17.30 Outstanding as of March 31, 2021 1,312,250 4.70 Warrants exercisable as of March 31, 2021 1,312,250 4.70 ____________ (1) Included in total number of warrants exercised are 28,960 shares that were net settled at the election of the warrant holder during the three months ended March 31, 2021. Of the total outstanding warrants as of March 31, 2021, 1,249,189 warrants were held by an entity controlled by the Company's Executive Chairman. Performance-Based and Market-Based Awards The Company’s Compensation Committee designed a compensation structure to align the compensation levels of certain executives to the performance of the Company through the issuance of performance-based and market-based stock options. The performance-based options vest upon the Company meeting certain revenue targets and the total amount of compensation expense recognized is based on the number of shares that the Company determines are probable of vesting. The market-based options vest upon the Company’s stock price reaching a certain price at a specific performance period and the total amount of compensation expense recognized is based on a Monte Carlo simulation that factors in the probability of the award vesting. The following table summarizes the Company’s outstanding awards under this structure: Grant Date Performance Measures Vesting Term Performance Period # of Shares Exercise Price December 2017 Weighted Average Price of our common stock is $15.00 for at least twenty trading days within a period of thirty consecutive trading days ending on the trading day prior to January 1, 2023. Fully vest on January 1, 2023 January 1, 2023 642,307 $ 7.50 August 2018 Weighted Average Price of our common stock is $15.00 for at least twenty trading days within a period of thirty consecutive trading days ending on the trading day prior to January 1, 2023. Fully vest on January 1, 2023 January 1, 2023 397,693 $ 7.50

Leases

Leases	3 Months Ended
	Mar. 31, 2021
Leases [Abstract]
Leases	Leases The Company determines whether an arrangement is a lease, or contains a lease, at inception and recognizes right-of-use assets and lease liabilities, initially measured at present value of the lease payments, on our balance sheet and classifies the leases as either operating or financing leases. The Company leases office space for our corporate headquarters in Santa Monica, California, and an office space in Rosemont, Illinois, which are accounted for as operating leases and various computer equipment used in the operation of our business, which are accounted for as finance leases. The operating lease agreements include a total of 10,445 square feet of office space for lease terms ranging from 26 months to 60 months. The finance leases are generally for 36 month terms. The Company’s operating leases do not require any contingent rental payments, impose any financial restrictions, or contain any residual value guarantees. The lease includes renewal options and escalation clauses. The renewal options have not been included in the calculation of the operating lease liability and right-of-use asset as the Company is not reasonably certain to exercise the options. Variable expenses generally represent the Company’s share of the landlord’s operating expenses. Quantitative information for our leases is as follows (in thousands): Condensed Consolidated Balance Sheets Balance Sheet Classification March 31, 2021 December 31, 2020 Assets Operating lease assets "Operating lease right-of-use-assets" $ 1,965 $ 1,959 Finance lease assets "Property and equipment, net" 642 721 Total lease assets $ 2,607 $ 2,680 Liabilities Current Operating lease liabilities "Current portion of operating lease liabilities" $ 501 $ 434 Finance lease liabilities "Other accrued liabilities" 327 321 Non-current Operating lease liabilities "Long-term operating lease liabilities" 1,365 1,403 Finance lease liabilities "Long-term finance lease liabilities" 334 418 Total lease liabilities $ 2,527 $ 2,576 Three Months Ended Condensed Consolidated Statements of Operations 2021 2020 Operating lease expense $ 171 $ 166 Short-term lease rent expense 23 27 Variable lease expense 12 11 Total rent expense $ 206 $ 204 Finance lease expense: Amortization of leased assets $ 79 $ 36 Interest on lease liabilities 12 3 Total $ 91 $ 39 Three Months Ended Condensed Consolidated Statements of Cash Flows 2021 2020 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 148 $ 143 Financing cash flows from finance leases 78 36 Other Information March 31, 2021 December 31, 2020 Weighted-average remaining lease term (years) Operating leases 3.2 3.8 Financing leases 2.1 2.4 Weighted-average discount rate Operating leases 10.41 % 10.15 % Finance leases 10.97 % 10.88 % The following table sets forth maturities of our lease liabilities (in thousands): March 31, 2021 Operating Leases Financing Leases Total Remainder of 2021 $ 502 $ 272 $ 774 2022 696 302 998 2023 674 139 813 2024 332 — 332 Total lease payments 2,204 713 2,917 Less: imputed interest (338) (52) (390) Present value of lease liabilities 1,866 661 2,527 Less: current portion (501) (327) (828) Lease liabilities, non-current $ 1,365 $ 334 $ 1,699
Leases	Leases The Company determines whether an arrangement is a lease, or contains a lease, at inception and recognizes right-of-use assets and lease liabilities, initially measured at present value of the lease payments, on our balance sheet and classifies the leases as either operating or financing leases. The Company leases office space for our corporate headquarters in Santa Monica, California, and an office space in Rosemont, Illinois, which are accounted for as operating leases and various computer equipment used in the operation of our business, which are accounted for as finance leases. The operating lease agreements include a total of 10,445 square feet of office space for lease terms ranging from 26 months to 60 months. The finance leases are generally for 36 month terms. The Company’s operating leases do not require any contingent rental payments, impose any financial restrictions, or contain any residual value guarantees. The lease includes renewal options and escalation clauses. The renewal options have not been included in the calculation of the operating lease liability and right-of-use asset as the Company is not reasonably certain to exercise the options. Variable expenses generally represent the Company’s share of the landlord’s operating expenses. Quantitative information for our leases is as follows (in thousands): Condensed Consolidated Balance Sheets Balance Sheet Classification March 31, 2021 December 31, 2020 Assets Operating lease assets "Operating lease right-of-use-assets" $ 1,965 $ 1,959 Finance lease assets "Property and equipment, net" 642 721 Total lease assets $ 2,607 $ 2,680 Liabilities Current Operating lease liabilities "Current portion of operating lease liabilities" $ 501 $ 434 Finance lease liabilities "Other accrued liabilities" 327 321 Non-current Operating lease liabilities "Long-term operating lease liabilities" 1,365 1,403 Finance lease liabilities "Long-term finance lease liabilities" 334 418 Total lease liabilities $ 2,527 $ 2,576 Three Months Ended Condensed Consolidated Statements of Operations 2021 2020 Operating lease expense $ 171 $ 166 Short-term lease rent expense 23 27 Variable lease expense 12 11 Total rent expense $ 206 $ 204 Finance lease expense: Amortization of leased assets $ 79 $ 36 Interest on lease liabilities 12 3 Total $ 91 $ 39 Three Months Ended Condensed Consolidated Statements of Cash Flows 2021 2020 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 148 $ 143 Financing cash flows from finance leases 78 36 Other Information March 31, 2021 December 31, 2020 Weighted-average remaining lease term (years) Operating leases 3.2 3.8 Financing leases 2.1 2.4 Weighted-average discount rate Operating leases 10.41 % 10.15 % Finance leases 10.97 % 10.88 % The following table sets forth maturities of our lease liabilities (in thousands): March 31, 2021 Operating Leases Financing Leases Total Remainder of 2021 $ 502 $ 272 $ 774 2022 696 302 998 2023 674 139 813 2024 332 — 332 Total lease payments 2,204 713 2,917 Less: imputed interest (338) (52) (390) Present value of lease liabilities 1,866 661 2,527 Less: current portion (501) (327) (828) Lease liabilities, non-current $ 1,365 $ 334 $ 1,699

Debt

Debt	3 Months Ended
	Mar. 31, 2021
Debt Disclosure [Abstract]
Debt	Debt 2024 Notes The Company is party to a Note Purchase Agreement dated September 24, 2019 (the “Note Agreement”) with Goldman Sachs Specialty Lending Holdings, Inc. and any other purchasers party thereto from time to time (collectively, the “Holders”) (the "Amended Note Agreement"), as amended, pursuant to which the Company initially issued $35.0 million aggregate principal amount of senior secured notes (the "Initial 2024 Notes"). In August 2020, pursuant to a Second Amendment to the Note Purchase Agreement (the "Second Amendment"), the Company issued an additional $10.0 million principal amount of senior secured notes as provided under the additional note purchase commitment of the Note Agreement (together with the Initial 2024 Notes, the "2024 Notes"). The Second Amendment included changes in certain definitions in the Note Agreement intended to permit the Company to issue the Series A Preferred Stock in an amount not to exceed $50 million and to pay dividends thereon under specified conditions, including a waiver of the mandatory prepayment of the 2024 Notes with the proceeds of the Series A Preferred Stock offering. The Second Amendment also modified the Leverage Ratio covenant, Consolidated Adjusted EBITDA covenant, Minimum Consolidated Liquidity covenant and Minimum Revenue covenant providing increased financial flexibility to the Company. In September 2020, the Company and the Holders entered into a Third Amendment to the Note Purchase Agreement, which increased the maximum amount allowed for issuances of the Series A Preferred Stock to $100 million. In late September 2020, the Company and the Holders entered into a Fourth Amendment to the Note Purchase Agreement, which changed certain definitions and covenants in the Note Agreement primarily intended to reduce the Company’s information reporting obligations to the Holders under specified conditions. The Company was subsequently notified on March 3, 2021, that pursuant to Section C of the Fourth Amendment to the Note Purchase Agreement, the Collateral Agent rescinded all amendments under the Fourth Amendment and the Fourth Amendment immediately ceased to be effective and all provisions amended by the Fourth Amendment reverted to their respective formulations prior to the execution of the Fourth Amendment. In December 2020, the Company and the Holders entered into a Fifth Amendment to the Note Purchase Agreement, which increased the maximum amount allowed for issuances of the Series A Preferred Stock to $125 million. The 2024 Notes bear interest, based on the Company's election, at either a floating rate plus an applicable margin based on cash interest payments or a floating rate plus a slightly higher applicable margin based on interest payment in kind. The applicable margins are subject to stepdowns, in each case, following the achievement of certain financial ratios. The LIBOR index is expected to be discontinued by the end of calendar year 2021. The terms of the Note Agreement allow for a replacement rate if the LIBOR index is discontinued. At March 31, 2021, the effective weighted average annual interest rate applicable to the outstanding 2024 Notes was 14.25%. The entire principal amount of the 2024 Notes is due and payable on the fifth anniversary of the Note Agreement (September 24, 2024) unless earlier redeemed upon the occurrence of certain mandatory prepayment events, including 50% of excess cash flow, asset sales and the amount by which total debt exceeds an applicable leverage multiple. The principal amount of the 2024 Notes increased by $1.5 million in the form of payment in kind of the interest component during the three months ended March 31, 2020. The Amended Note Agreement contains customary covenants, including, among others, covenants that restrict the Company’s ability to incur debt, grant liens, make certain investments and acquisitions, pay certain dividends, repurchase equity interests, repay certain debt, amend certain contracts, enter into affiliate transactions and asset sales or make certain equity issuances, and covenants that require the Company to, among other things, provide annual, quarterly and monthly financial statements, together with related compliance certificates if and when requested by Holders, maintain its property in good repair, maintain insurance and comply with applicable laws. The Amended Note Agreement also includes covenants with respect to the Company’s maintenance of certain financial ratios, including a fixed charge coverage ratio, leverage ratio and consolidated liquidity as well as minimum levels of consolidated adjusted EBITDA and revenue. The Amended Note Agreement also contains customary events of default, including, among others, payment default, bankruptcy events, cross-default, breaches of covenants and representations and warranties, change of control, judgment defaults and an ownership change within the meaning of Section 382 of the Internal Revenue Code. In the case of an event of default, the Holder may, among other remedies, accelerate the payment of all obligations under the 2024 Notes and all assets of the Company serves as collateral. Any prepayment of the 2024 Notes must be accompanied by a yield maintenance premium and on or prior to the third anniversary of the date of the Note Agreement must be accompanied by a prepayment premium. The Company was in compliance with all of its debt covenants as of March 31, 2021. In accounting for the issuance of the 2024 Notes, the Company separated the 2024 Notes into liability and equity components. The fair value of the liability component was estimated using an interest rate for debt with terms similar to the 2024 Notes. The carrying amount of the equity component was calculated by measuring the fair value based on the Black-Scholes model. The gross proceeds from the transaction was allocated between liability and equity based on the proportionate value. The debt discount is accreted to interest expense over the term of the 2024 Notes using the interest method. The equity component is not re-measured as long as it continues to meet the conditions for equity classification. The assumptions used in the Black-Scholes option-pricing model remain unchanged and are determined as follows: March 31, 2021 Volatility 98.01 % Risk-free interest rate 1.58 % Expected life (in years) 7 Dividend yield 0 % The net carrying amounts of the liability components consists of the following (in thousands): March 31, 2021 December 31, 2020 Principal $ 50,001 $ 50,001 Less: debt discount (4,083) (4,282) Net carrying amount $ 45,918 $ 45,719 The following table presents the interest expense recognized related to the 2024 Notes (in thousands): Three Months Ended 2021 2020 Contractual interest expense $ 1,781 $ 1,453 Accretion of debt discount 199 200 Total interest expense $ 1,980 $ 1,653 Other In August 2020, the Company financed a portion of its insurance premiums totaling $0.3 million at an annual effective rate of 8.25%, payable in ten equal monthly installments which began on September 1, 2020 and a down payment of $0.1 million at inception. In November 2020, the Company financed $3.0 million of insurance premiums at an annual effective rate of 4.95%, payable in ten equal monthly installments beginning on December 8, 2020 and a down payment of $0.8 million at inception. At March 31, 2021, $1.1 million was outstanding under this financing agreement, which was included as part of "Other accrued liabilities" on our condensed consolidated balance sheet.

Fair Value Measurements

Fair Value Measurements	3 Months Ended
	Mar. 31, 2021
Fair Value Disclosures [Abstract]
Fair Value Measurements	Fair Value MeasurementsFair 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. Assets and liabilities recorded at fair value in the condensed consolidated balance sheets are categorized based upon the level of judgment associated with the inputs used to measure fair value. The fair value hierarchy distinguishes between (1) market participant assumptions developed based on market data obtained from independent sources (observable inputs) and (2) an entity’s own assumptions about market participant assumptions developed based on the best information available in the circumstances (unobservable inputs). The fair value hierarchy consists of three broad levels, which gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level I) and the lowest priority to unobservable inputs (Level III). The three levels of the fair value hierarchy are described below: Level Input Input Definition Level I Inputs are unadjusted, quoted prices for identical assets or liabilities in active markets at the measurement date. Level II Inputs, other than quoted prices included in Level I, that are observable for the asset or liability through corroboration with market data at the measurement date. Level III Unobservable inputs that reflect management’s best estimate of what market participants would use in pricing the asset or liability at the measurement date. The following tables summarize fair value measurements by level for assets and liabilities measured at fair value on a recurring basis as of the periods presented (in thousands): Balance as of March 31, 2021 Level I Level II Level III Total Letter of credit (1) $ 408 $ — $ — $ 408 Total assets $ 408 $ — $ — $ 408 Contingent consideration (2) $ — $ — $ 1,120 $ 1,120 Total liabilities $ — $ — $ 1,120 $ 1,120 Balance as of December 31, 2020 Level I Level II Level III Total Letter of credit (1) $ 408 $ — $ — $ 408 Total assets $ 408 $ — $ — $ 408 Contingent consideration (2) $ — $ — $ 485 $ 485 Total liabilities $ — $ — $ 485 $ 485 ___________________ (1) $408,000 was included in "Restricted cash - long term" on our condensed consolidated balance sheets as of March 31, 2021 and December 31, 2020. (2) Contingent consideration was included in "Other accrued liabilities" on our condensed consolidated balance sheets as of March 31, 2021 and December 31, 2020. Financial instruments classified as Level III in the fair value hierarchy as of March 31, 2021 and December 31, 2020 represent liabilities measured at market value on a recurring basis and include contingent consideration relating to a stock price guarantee in an acquisition. In accordance with current accounting rules, the contingent consideration liability is being marked-to-market each quarter-end until it is completely settled or expire. The fair value of contingent consideration liability is valued using the Monte Carlo simulation model, using both observable and unobservable inputs and assumptions. The carrying value of the 2024 Notes is estimated to approximate their fair value as the variable interest rate of the Senior Secured Notes approximates the market rate for debt with similar terms and risk characteristics. The fair value measurements using significant Level III inputs, and changes therein, was as follows (in thousands): Level III Balance as of December 31, 2020 $ 485 Change in fair value 635 Balance as of March 31, 2021 $ 1,120

Variable Interest Entities

Variable Interest Entities	3 Months Ended
	Mar. 31, 2021
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Variable Interest Entities	Variable Interest Entities Generally, an entity is defined as a Variable Interest Entity (“VIE”) under current accounting rules if it either lacks sufficient equity to finance its activities without additional subordinated financial support, or it is structured such that the holders of the voting rights do not substantively participate in the gains and losses of the entity. When determining whether an entity that meets the definition of a business, qualifies for a scope exception from applying VIE guidance, the Company considers whether: (i) it has participated significantly in the design of the entity, (ii) it has provided more than half of the total financial support to the entity, and (iii) substantially all of the activities of the VIE are conducted on its behalf. A VIE is consolidated by its primary beneficiary, the party that has the power to direct the activities that most significantly affect the economics of the VIE and has the right to receive benefits or the obligation to absorb losses of the entity that could be potentially significant to the VIE. The primary beneficiary assessment must be re-evaluated on an ongoing basis. As discussed under the heading Management Services Agreements (“MSA”) below, the Company has an MSA with a Texas nonprofit health organization (“TIH”) and a California Professional Corporation (“CIH”). Under the MSAs, the equity owners of TIH and CIH have only a nominal equity investment at risk, and the Company absorbs or receives a majority of the entity’s expected losses or benefits. The Company participates significantly in the design of these MSAs. The Company also agrees to provide working capital loans to allow for TIH and CIH to fund their day to day obligations. Substantially all of the activities of TIH and CIH, including its decision making and approvals are conducted for its benefit, as evidenced by the fact that (i) the operations of TIH and CIH are conducted primarily using the Company's licensed network of providers and (ii) under the MSA, the Company agrees to provide and perform all non-medical management and administrative services for the entities. Payment of the Company's management fee by TIH and CIH is subordinate to payments of the other obligations of TIH and CIH, and repayment of the working capital loans is not guaranteed by the equity owner of the affiliated medical group or other third party. Creditors of TIH and CIH do not have recourse to the Company's general credit. Based on the design of the entity and the lack of sufficient equity to finance its activities without additional working capital loans, the Company has determined that TIH and CIH are VIEs. The Company, as the primary beneficiary, is required to consolidate the VIE entities as it has power and potentially significant interests in the entities. Accordingly, the Company is required to consolidate the assets, liabilities, revenues and expenses of the managed treatment centers. Management Services Agreements In April 2018, the Company executed an MSA with TIH and in July 2018, the Company executed an MSA with CIH. Under the MSAs, the Company licenses to TIH and CIH the right to use its proprietary treatment programs and related trademarks, and provides all required day-to-day business management services, including, but not limited to: • general administrative support services; • information systems; • recordkeeping; • billing and collection; and • obtaining and maintaining all federal, state and local licenses, certifications and regulatory permits. All clinical matters relating to the operation of TIH and CIH and the performance of clinical services through the network of providers shall be the sole and exclusive responsibility of the TIH and CIH Board free of any control or direction from the Company. TIH pays the Company a monthly fee equal to the aggregate amount of (a) its costs of providing management services (including reasonable overhead allocated to the delivery of its services and including salaries, rent, equipment, and tenant improvements incurred for the benefit of the medical group, provided that any capitalized costs will be amortized over a five-year period), (b) 10%-15% of the foregoing costs, and (c) any performance bonus amount, as determined by TIH at its sole discretion. CIH pays the Company a monthly fee equal to the aggregate amount of (a) its costs of providing management services (including reasonable overhead allocated to the delivery of its services and including salaries, rent, equipment, and tenant improvements incurred for the benefit of the entity, provided that any capitalized costs will be amortized over a five-year period), and (b) any performance bonus amount, as determined by CIH at its sole discretion. The Company's condensed consolidated balance sheets include the following assets and liabilities from its TIH and CIH VIEs (in thousands): March 31, December 31, Cash and cash equivalents $ 408 $ 1,206 Accounts receivable 449 — Unbilled receivables 136 272 Prepaid and other current assets 30 46 Total assets $ 1,023 $ 1,524 Accounts payable $ 23 $ 9 Accrued liabilities 128 234 Deferred revenue 35 76 Intercompany payable 1,275 1,695 Total liabilities $ 1,461 $ 2,014

Commitments and Contingencies

Commitments and Contingencies	3 Months Ended
	Mar. 31, 2021
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	Commitments and Contingencies From time to time, we are subject to various legal proceedings that arise in the normal course of our business activities. As of the date of this Quarterly Report on Form 10-Q, we were not party to any litigation the outcome of which, if determined adversely to us, would individually or in the aggregate be reasonably expected to have a material adverse effect on our results of operations or financial position except for the following: Loss Contingency On March 3, 2021, a purported securities class action was filed in the United States District Court for the Central District of California, entitled Farhar v. Ontrak, Inc. , Case No. 2:21-cv-01987 (C.D. Cal. filed Mar. 3, 2021). On March 19, 2021, another similar lawsuit was filed in the Central District of California, entitled Alexander Yildrim v. Ontrak, Inc. , Case No. 2:21-cv-02460 (C.D. Cal. Filed March 19, 2021). The Court is in process of consolidating these cases. In these actions, plaintiffs, purportedly on behalf of a putative class of purchasers of Ontrak securities from November 5, 2020 through February 26, 2021, allege that the Company and certain of its officers violated Sections 10(b) and 20(a) of the Securities Exchange Act of 1934, 15 U.S.C. §§ 78j(b), 78t(a), and Rule 10b-5, 17 C.F.R. § 240.10b-5, promulgated thereunder, by intentionally or recklessly making false and/or misleading statements and/or failing to disclose that (i) Ontrak’s largest customer evaluated Ontrak on a provider basis, valuing Ontrak’s performance based on achieving the lowest cost per medical visit rather than clinical outcomes or medical cost savings; (ii) as a result, Ontrak’s largest customer did not find Ontrak’s program to be effective and was reasonably likely to terminate its contract with Ontrak; (iii) because this customer accounted for a significant portion of Ontrak’s revenue, loss of the customer would have an outsized impact on Ontrak’s financial results; and (iv) as a result of the foregoing, Ontrak’s positive statements about its business, operations and prospects were materially misleading and/or lacked a reasonable basis. In these actions, plaintiffs seek certification of a class and monetary damages in an indeterminate amount. The Court has not yet appointed a lead plaintiff pursuant to the Private Securities Litigation Reform Act of 1995 or set a deadline for the filing of a consolidated amended complaint. We believe that the allegations lack merit and intend to defend against these actions vigorously.

Organization (Policies)

Organization (Policies)	3 Months Ended
	Mar. 31, 2021
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Basis of Presentation	Basis of Presentation The accompanying condensed consolidated financial statements include Ontrak, Inc. and its wholly-owned subsidiaries and variable interest entities (VIEs). The accompanying condensed consolidated financial statements for Ontrak, Inc. have been prepared in accordance with generally accepted accounting principles in the United States of America (“GAAP”) and instructions to Form 10-Q and Article 10 of Regulation S-X. All intercompany balances and transactions have been eliminated in consolidation. Certain information and note disclosures normally included in the annual consolidated financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to such rules and regulations. In the opinion of management, the condensed financial statements included all adjustments (consisting of normal recurring adjustments) necessary for the fair presentation of the interim periods presented. Interim results are not necessarily indicative of the results that may be expected for any other interim period or for the entire fiscal year. The accompanying unaudited financial information should be read in conjunction with the audited financial statements and the notes thereto included in the most recent Annual Report on Form 10-K for the year-ended December 31, 2020, filed with the Securities and Exchange Commission ("SEC"), from which the consolidated balance sheet as of December 31, 2020 has been derived. The Company operates as one segment. Certain prior period amounts reported in condensed consolidated financial statements and notes have been reclassified to conform to current period presentation.
Recently Adopted/Issued Accounting Standards and Pronouncements	Recently Adopted Accounting Standards In March 2020, the Financial Accounting Standards Board ("FASB") issued Accounting Standard Update No. 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting ("ASU 2020-04"), which provides optional expedients and exceptions to accounting for contracts, hedging relationships and other transactions affected by reference rate reform if certain criteria are met. In January 2021, the FASB issued ASU 2021-01, "Reference Rate Reform (Topic 848): Scope" which clarifies that certain optional expedients and exceptions in Topic 848 for contract modifications and hedge accounting apply to derivatives that are affected by the discounting transition. ASU 2020-04 is effective for all entities beginning on March 12, 2020 and may be applied prospectively to contract modifications entered through December 31, 2022. ASU 2021-01 is effective beginning on January 7, 2021 and may be applied retrospectively or prospectively to contract modifications entered through December 31, 2022. The adoption of ASU 2020-04 and ASU 2021-01 as of the respective effective beginning dates did not have a material effect on our consolidated financial statements. In December 2019, the FASB issued ASU No. 2019-12, "Simplifying the Accounting for Income Taxes" ("ASU 2019-12"), which enhances and simplifies various aspects of income tax accounting guidance. The guidance is effective for the Company in the first quarter of 2021, although early adoption is permitted. The adoption of ASU 2019-12 on January 1, 2021 did not have a material effect on our consolidated financial statements. Recently Issued Accounting Pronouncements In October 2020, the FASB issued ASU No. 2020-10, "Codification Improvements" ("ASU 2020-10"), which includes amendments to improve consistency of disclosures by ensuring that all guidance that require disclosures or provides an option for an entity to provide information in the notes to the financial statement is codified in the disclosure section of the codification. ASU 2020-10 is effective for public companies, other than smaller reporting companies, for fiscal years beginning after December 15, 2020. For all other entities, ASU 2020-10 is effective for fiscal years beginning after December 15, 2021, and interim periods beginning after December 15, 2022. The Company is currently evaluating the impact of adoption of ASU 2020-10 on its consolidated financial statements and related footnote disclosures. In August 2020, the FASB issued ASU No. 2020-06, “Debt - Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging - Contracts in Entity’s Own Equity (Subtopic 815-40) ("ASU 2020-06").” ASU 2020-06 modifies and simplifies accounting for convertible instruments, and eliminates certain separation models that require separating embedded conversion features from convertible instruments. ASU 2020-06 also addresses how convertible instruments are accounted for in the diluted earnings per share calculation. ASU 2020-06 is effective for fiscal years beginning after December 15, 2021, including interim periods within those fiscal years. Early adoption is permitted, but no earlier the fiscal year beginning after December 15, 2020. The Company is currently evaluating the impact of adoption of ASU 2020-06 on its consolidated financial statements and related footnote disclosures.
Capitalized Internal Use Software Costs	Capitalized Internal Use Software Costs We account for the costs of computer software obtained or developed for internal use in accordance with ASC 350, Intangibles—Goodwill and Other (“ASC 350”). We capitalize certain costs in the development of our internal use software when the preliminary project stage is completed and it is probable that the project will be completed and performed as intended. These capitalized costs include personnel and related expenses for employees and costs of third-party consultants who are directly associated with and who devote time to internal-use software projects. Capitalization of these costs ceases once the project is substantially complete and the software is ready for its intended purpose. Costs incurred for significant upgrades and enhancements to the Company’s internal use software solutions are also capitalized. Costs incurred for training, maintenance and minor modifications or enhancements are expensed as incurred. Capitalized software development costs are amortized using the straight-line method over an estimated useful life of three years.
Fair Value Measurements	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. Assets and liabilities recorded at fair value in the condensed consolidated balance sheets are categorized based upon the level of judgment associated with the inputs used to measure fair value. The fair value hierarchy distinguishes between (1) market participant assumptions developed based on market data obtained from independent sources (observable inputs) and (2) an entity’s own assumptions about market participant assumptions developed based on the best information available in the circumstances (unobservable inputs). The fair value hierarchy consists of three broad levels, which gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level I) and the lowest priority to unobservable inputs (Level III). The three levels of the fair value hierarchy are described below: Level Input Input Definition Level I Inputs are unadjusted, quoted prices for identical assets or liabilities in active markets at the measurement date. Level II Inputs, other than quoted prices included in Level I, that are observable for the asset or liability through corroboration with market data at the measurement date. Level III Unobservable inputs that reflect management’s best estimate of what market participants would use in pricing the asset or liability at the measurement date. Financial instruments classified as Level III in the fair value hierarchy as of March 31, 2021 and December 31, 2020 represent liabilities measured at market value on a recurring basis and include contingent consideration relating to a stock price guarantee in an acquisition. In accordance with current accounting rules, the contingent consideration liability is being marked-to-market each quarter-end until it is completely settled or expire. The fair value of contingent consideration liability is valued using the Monte Carlo simulation model, using both observable and unobservable inputs and assumptions. The carrying value of the 2024 Notes is estimated to approximate their fair value as the variable interest rate of the Senior Secured Notes approximates the market rate for debt with similar terms and risk characteristics.
Variable Interest Entities	Generally, an entity is defined as a Variable Interest Entity (“VIE”) under current accounting rules if it either lacks sufficient equity to finance its activities without additional subordinated financial support, or it is structured such that the holders of the voting rights do not substantively participate in the gains and losses of the entity. When determining whether an entity that meets the definition of a business, qualifies for a scope exception from applying VIE guidance, the Company considers whether: (i) it has participated significantly in the design of the entity, (ii) it has provided more than half of the total financial support to the entity, and (iii) substantially all of the activities of the VIE are conducted on its behalf. A VIE is consolidated by its primary beneficiary, the party that has the power to direct the activities that most significantly affect the economics of the VIE and has the right to receive benefits or the obligation to absorb losses of the entity that could be potentially significant to the VIE. The primary beneficiary assessment must be re-evaluated on an ongoing basis. As discussed under the heading Management Services Agreements (“MSA”) below, the Company has an MSA with a Texas nonprofit health organization (“TIH”) and a California Professional Corporation (“CIH”). Under the MSAs, the equity owners of TIH and CIH have only a nominal equity investment at risk, and the Company absorbs or receives a majority of the entity’s expected losses or benefits. The Company participates significantly in the design of these MSAs. The Company also agrees to provide working capital loans to allow for TIH and CIH to fund their day to day obligations. Substantially all of the activities of TIH and CIH, including its decision making and approvals are conducted for its benefit, as evidenced by the fact that (i) the operations of TIH and CIH are conducted primarily using the Company's licensed network of providers and (ii) under the MSA, the Company agrees to provide and perform all non-medical management and administrative services for the entities. Payment of the Company's management fee by TIH and CIH is subordinate to payments of the other obligations of TIH and CIH, and repayment of the working capital loans is not guaranteed by the equity owner of the affiliated medical group or other third party. Creditors of TIH and CIH do not have recourse to the Company's general credit. Based on the design of the entity and the lack of sufficient equity to finance its activities without additional working capital loans, the Company has determined that TIH and CIH are VIEs. The Company, as the primary beneficiary, is required to consolidate the VIE entities as it has power and potentially significant interests in the entities. Accordingly, the Company is required to consolidate the assets, liabilities, revenues and expenses of the managed treatment centers. Management Services Agreements In April 2018, the Company executed an MSA with TIH and in July 2018, the Company executed an MSA with CIH. Under the MSAs, the Company licenses to TIH and CIH the right to use its proprietary treatment programs and related trademarks, and provides all required day-to-day business management services, including, but not limited to: • general administrative support services; • information systems; • recordkeeping; • billing and collection; and • obtaining and maintaining all federal, state and local licenses, certifications and regulatory permits. All clinical matters relating to the operation of TIH and CIH and the performance of clinical services through the network of providers shall be the sole and exclusive responsibility of the TIH and CIH Board free of any control or direction from the Company. TIH pays the Company a monthly fee equal to the aggregate amount of (a) its costs of providing management services (including reasonable overhead allocated to the delivery of its services and including salaries, rent, equipment, and tenant improvements incurred for the benefit of the medical group, provided that any capitalized costs will be amortized over a five-year period), (b) 10%-15% of the foregoing costs, and (c) any performance bonus amount, as determined by TIH at its sole discretion. CIH pays the Company a monthly fee equal to the aggregate amount of (a) its costs of providing management services (including reasonable overhead allocated to the delivery of its services and including salaries, rent, equipment, and tenant improvements incurred for the benefit of the entity, provided that any capitalized costs will be amortized over a five-year period), and (b) any performance bonus amount, as determined by CIH at its sole discretion.

Restricted Cash (Tables)

Restricted Cash (Tables)	3 Months Ended
	Mar. 31, 2021
Cash and Cash Equivalents [Abstract]
Summary of restricted cash	The following table provides a reconciliation of cash, cash equivalents and restricted cash total as presented in the consolidated statement of cash flows for the periods presented (in thousands): March 31, 2021 December 31, 2020 Cash and cash equivalents $ 92,467 $ 86,907 Restricted cash - current 9,127 9,127 Restricted cash - long term 4,987 7,176 Cash, cash equivalents and restricted cash $ 106,581 $ 103,210 As of March 31, 2021 and December 31, 2020, as part of "Restricted cash - current," we had $8.9 million of cash restricted solely for the purpose of future quarterly dividend payments on our Series A Cumulative Perpetual Preferred Stock (see detailed discussion in Note 5 below under " Preferred Stock ") and $0.2 million of cash held in escrow. Also, included as part of "Restricted cash - long term" as of March 31, 2021 and December 31, 2020 were $4.5 million and $6.7 million, respectively, of cash restricted solely for the purpose of future quarterly dividend payments on our Series A Cumulative Perpetual Preferred Stock, as wells as $0.4 million in each of the respective periods relating to a letter of credit required as part of our corporate headquarters office lease and $0.1 million in each of the respective periods relating to cash balance required under our 2024 Notes.

Accounts Receivable and Reven_2

Accounts Receivable and Revenue Concentration (Tables)	3 Months Ended
	Mar. 31, 2021
Receivables [Abstract]
Schedule of concentration of risk	The following table is a summary of concentration of credit risk by customer revenues as a percentage of our total revenue: Three Months Ended March 31, Percentage of Revenue 2021 2020 Customer A 45.8 % 48.2 % Customer B 38.4 18.2 Customer C 7.0 10.0 Customer D 4.0 14.7 Remaining customers 4.8 8.9 100.0 % 100.0 % The following table is a summary of concentration of credit risk by customer accounts receivables as a percentage of our total accounts receivable: Percentage of Accounts Receivable March 31, 2021 December 31, 2020 Customer B 62.2 % 85.9 % Customer A 30.2 13.5 Remaining customers 7.6 0.6 100.0 % 100.0 %

Goodwill and Intangible Assets

Goodwill and Intangible Assets (Tables)	3 Months Ended
	Mar. 31, 2021
Goodwill and Intangible Assets Disclosure [Abstract]
Schedule of goodwill	The carrying amount of indefinite-lived goodwill was as follows (in thousands): Goodwill Balance at December 31, 2020 $ 5,727 Adjustment related to acquisition of LifeDojo (14) Balance at March 31, 2021 $ 5,713
Schedule of the useful life of internal use software	The following table sets forth amounts recorded for intangible assets subject to amortization (in thousands): At March 31, 2021 At December 31, 2020 Weighted Average Estimated Useful Life (years) Gross Value Accumulated Amortization Net Carrying Value Gross Value Accumulated Amortization Net Carrying Value Acquired software technology 3 $ 3,500 $ (486) $ 3,014 $ 3,500 $ (194) $ 3,306 Customer relationships 5 270 (23) 247 270 (15) 255 Total $ 3,770 $ (509) $ 3,261 $ 3,770 $ (209) $ 3,561
Schedule of intangible assets' estimated future amortization expense	At March 31, 2021, estimated amortization expense for intangible assets for each of the five years thereafter was as follows (in thousands): Remainder of 2021 $ 915 2022 1,221 2023 1,026 2024 54 2025 45 Total $ 3,261

Common Stock and Preferred St_2

Common Stock and Preferred Stock (Tables)	3 Months Ended
	Mar. 31, 2021
Earnings Per Share [Abstract]
Schedule of basic and diluted net loss per share	Basic and diluted net loss per common share (in thousands, except per share amounts) are as follows: Three Months Ended March 31, 2021 2020 Net loss $ (5,493) $ (7,595) Dividends on preferred stock - declared and undeclared (2,239) — Net loss attributable to common shareholders $ (7,732) $ (7,595) Weighted-average shares of common stock outstanding 17,622 16,693 Net loss per share - basic and diluted $ (0.44) $ (0.45)
Schedule of shares excluded from net loss per share	The following common equivalent shares as of March 31, 2021 and 2020, issuable upon exercise of stock options and warrants, have been excluded from the diluted earnings per share calculation as their effect is anti-dilutive: March 31, 2021 2020 Warrants to purchase common stock 1,312,250 1,539,926 Options to purchase common stock 3,507,395 3,961,490 Total 4,819,645 5,501,416

Stock-Based Compensation (Table

Stock-Based Compensation (Tables)	3 Months Ended
	Mar. 31, 2021
Share-based Payment Arrangement [Abstract]
Schedule of assumptions used in the Black-Scholes option-pricing model	The assumptions used in the Black-Scholes option-pricing model were as follows: Three Months Ended Volatility 82.00 % Risk-free interest rate 0.19 % Expected life (in years) 2.75 Dividend yield 0 %
Summary of stock option activity for employees and directors	A summary of stock option activity for employees, directors and consultants is as follows: Number of Shares Weighted Average Exercise Price Outstanding as of December 31, 2020 3,616,314 $ 14.66 Granted 18,628 86.57 Exercised (56,923) 12.76 Forfeited (70,624) 7.94 Outstanding as of March 31, 2021 3,507,395 15.21 Options vested and exercisable as of March 31, 2021 1,171,348 $ 12.98
Schedule of restricted stock units activity	The following table summarizes our RSU award activity during the three months ended March 31, 2021 issued under the 2017 Plan: Restricted Stock Units Weighted- Non-vested at December 31, 2020 30,000 $ 51.98 Granted — — Non-vested at March 31, 2021 30,000 51.98
Summary of warrants activity for non-employees	A summary of warrants activity was as follows: Number of Warrants Weighted Average Outstanding as of December 31, 2020 1,465,927 $ 6.02 Granted — — Exercised (1) (153,677) 17.30 Outstanding as of March 31, 2021 1,312,250 4.70 Warrants exercisable as of March 31, 2021 1,312,250 4.70 ____________ (1) Included in total number of warrants exercised are 28,960 shares that were net settled at the election of the warrant holder during the three months ended March 31, 2021.
Schedule of performance based and market based issuances	The following table summarizes the Company’s outstanding awards under this structure: Grant Date Performance Measures Vesting Term Performance Period # of Shares Exercise Price December 2017 Weighted Average Price of our common stock is $15.00 for at least twenty trading days within a period of thirty consecutive trading days ending on the trading day prior to January 1, 2023. Fully vest on January 1, 2023 January 1, 2023 642,307 $ 7.50 August 2018 Weighted Average Price of our common stock is $15.00 for at least twenty trading days within a period of thirty consecutive trading days ending on the trading day prior to January 1, 2023. Fully vest on January 1, 2023 January 1, 2023 397,693 $ 7.50

Leases (Tables)

Leases (Tables)	3 Months Ended
	Mar. 31, 2021
Leases [Abstract]
Schedule of quantitative information for leases - Balance Sheet	Quantitative information for our leases is as follows (in thousands): Condensed Consolidated Balance Sheets Balance Sheet Classification March 31, 2021 December 31, 2020 Assets Operating lease assets "Operating lease right-of-use-assets" $ 1,965 $ 1,959 Finance lease assets "Property and equipment, net" 642 721 Total lease assets $ 2,607 $ 2,680 Liabilities Current Operating lease liabilities "Current portion of operating lease liabilities" $ 501 $ 434 Finance lease liabilities "Other accrued liabilities" 327 321 Non-current Operating lease liabilities "Long-term operating lease liabilities" 1,365 1,403 Finance lease liabilities "Long-term finance lease liabilities" 334 418 Total lease liabilities $ 2,527 $ 2,576
Schedule of quantitative information for leases - Statements of Operations, Statements of Cash Flows, and Other Information	Three Months Ended Condensed Consolidated Statements of Operations 2021 2020 Operating lease expense $ 171 $ 166 Short-term lease rent expense 23 27 Variable lease expense 12 11 Total rent expense $ 206 $ 204 Finance lease expense: Amortization of leased assets $ 79 $ 36 Interest on lease liabilities 12 3 Total $ 91 $ 39 Three Months Ended Condensed Consolidated Statements of Cash Flows 2021 2020 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 148 $ 143 Financing cash flows from finance leases 78 36 Other Information March 31, 2021 December 31, 2020 Weighted-average remaining lease term (years) Operating leases 3.2 3.8 Financing leases 2.1 2.4 Weighted-average discount rate Operating leases 10.41 % 10.15 % Finance leases 10.97 % 10.88 %
Schedule of maturities of lease liabilities	The following table sets forth maturities of our lease liabilities (in thousands): March 31, 2021 Operating Leases Financing Leases Total Remainder of 2021 $ 502 $ 272 $ 774 2022 696 302 998 2023 674 139 813 2024 332 — 332 Total lease payments 2,204 713 2,917 Less: imputed interest (338) (52) (390) Present value of lease liabilities 1,866 661 2,527 Less: current portion (501) (327) (828) Lease liabilities, non-current $ 1,365 $ 334 $ 1,699
Schedule of maturities of lease liabilities	The following table sets forth maturities of our lease liabilities (in thousands): March 31, 2021 Operating Leases Financing Leases Total Remainder of 2021 $ 502 $ 272 $ 774 2022 696 302 998 2023 674 139 813 2024 332 — 332 Total lease payments 2,204 713 2,917 Less: imputed interest (338) (52) (390) Present value of lease liabilities 1,866 661 2,527 Less: current portion (501) (327) (828) Lease liabilities, non-current $ 1,365 $ 334 $ 1,699

Debt (Tables)

Debt (Tables)	3 Months Ended
	Mar. 31, 2021
Debt Disclosure [Abstract]
Schedule of debt valuation assumptions	The assumptions used in the Black-Scholes option-pricing model remain unchanged and are determined as follows: March 31, 2021 Volatility 98.01 % Risk-free interest rate 1.58 % Expected life (in years) 7 Dividend yield 0 %
Schedule of carrying amounts of debt	The net carrying amounts of the liability components consists of the following (in thousands): March 31, 2021 December 31, 2020 Principal $ 50,001 $ 50,001 Less: debt discount (4,083) (4,282) Net carrying amount $ 45,918 $ 45,719
Schedule of interest expense recognized	The following table presents the interest expense recognized related to the 2024 Notes (in thousands): Three Months Ended 2021 2020 Contractual interest expense $ 1,781 $ 1,453 Accretion of debt discount 199 200 Total interest expense $ 1,980 $ 1,653

Fair Value Measurements (Tables

Fair Value Measurements (Tables)	3 Months Ended
	Mar. 31, 2021
Fair Value Disclosures [Abstract]
Schedule of fair value measurements by level	The following tables summarize fair value measurements by level for assets and liabilities measured at fair value on a recurring basis as of the periods presented (in thousands): Balance as of March 31, 2021 Level I Level II Level III Total Letter of credit (1) $ 408 $ — $ — $ 408 Total assets $ 408 $ — $ — $ 408 Contingent consideration (2) $ — $ — $ 1,120 $ 1,120 Total liabilities $ — $ — $ 1,120 $ 1,120 Balance as of December 31, 2020 Level I Level II Level III Total Letter of credit (1) $ 408 $ — $ — $ 408 Total assets $ 408 $ — $ — $ 408 Contingent consideration (2) $ — $ — $ 485 $ 485 Total liabilities $ — $ — $ 485 $ 485 ___________________ (1) $408,000 was included in "Restricted cash - long term" on our condensed consolidated balance sheets as of March 31, 2021 and December 31, 2020. (2) Contingent consideration was included in "Other accrued liabilities" on our condensed consolidated balance sheets as of March 31, 2021 and December 31, 2020.
Schedule of fair value measurements using significant Level III inputs	The fair value measurements using significant Level III inputs, and changes therein, was as follows (in thousands): Level III Balance as of December 31, 2020 $ 485 Change in fair value 635 Balance as of March 31, 2021 $ 1,120

Variable Interest Entities (Tab

Variable Interest Entities (Tables)	3 Months Ended
	Mar. 31, 2021
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Schedule of Variable Interest Entities	The Company's condensed consolidated balance sheets include the following assets and liabilities from its TIH and CIH VIEs (in thousands): March 31, December 31, Cash and cash equivalents $ 408 $ 1,206 Accounts receivable 449 — Unbilled receivables 136 272 Prepaid and other current assets 30 46 Total assets $ 1,023 $ 1,524 Accounts payable $ 23 $ 9 Accrued liabilities 128 234 Deferred revenue 35 76 Intercompany payable 1,275 1,695 Total liabilities $ 1,461 $ 2,014

Organization (Details)

Organization (Details)	3 Months Ended
	Mar. 31, 2021USD ($)segment	Mar. 31, 2020USD ($)	Dec. 31, 2020USD ($)	Dec. 31, 2019USD ($)
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Number of segments | segment	1
Cash and restricted cash	$ 106,581,000	$ 12,409,000	$ 103,210,000	$ 14,018,000
Working capital	85,000,000
Cash flows from operating activities	6,432,000	(3,146,000)
Equity financing			87,000,000
Debt financing			$ 10,000,000
Organization, Consolidation and Presentation of Financial Statements [Line Items]
Computer software capitalized costs	1,000,000	$ 0
Capitalized computer software amortization expense	$ 100,000
Computer Software
Organization, Consolidation and Presentation of Financial Statements [Line Items]
Estimated useful life (in years)	3 years

Restricted Cash - Summary of Re

Restricted Cash - Summary of Restricted Cash (Details) - USD ($) $ in Thousands	Mar. 31, 2021	Dec. 31, 2020	Mar. 31, 2020	Dec. 31, 2019
Restricted Cash and Cash Equivalents Items [Line Items]
Cash and cash equivalents	$ 92,467	$ 86,907
Restricted cash - current	9,127	9,127
Restricted cash - long-term	4,987	7,176
Cash, cash equivalents and restricted cash	106,581	103,210	$ 12,409	$ 14,018
Restricted Due to Future Dividend Payments
Restricted Cash and Cash Equivalents Items [Line Items]
Restricted cash - current	8,900	8,900
Restricted cash - long-term	4,500	6,700
Restricted in Escrow
Restricted Cash and Cash Equivalents Items [Line Items]
Restricted cash - current	200	200
Restricted Related to Letter Of Credit
Restricted Cash and Cash Equivalents Items [Line Items]
Restricted cash - long-term	400	400
Restricted Under 2024 Note
Restricted Cash and Cash Equivalents Items [Line Items]
Restricted cash - long-term	$ 100	$ 100

Accounts Receivable and Reven_3

Accounts Receivable and Revenue Concentration - Concentration of Credit Risk (Details) - Customer Concentration Risk	3 Months Ended		6 Months Ended
	Mar. 31, 2021	Mar. 31, 2020	Jun. 30, 2020
Revenue from Contract with Customer Benchmark
Concentration Risk [Line Items]
Concentration risk (in percentage)	100.00%	100.00%
Revenue from Contract with Customer Benchmark | Customer A
Concentration Risk [Line Items]
Concentration risk (in percentage)	45.80%	48.20%
Revenue from Contract with Customer Benchmark | Customer B
Concentration Risk [Line Items]
Concentration risk (in percentage)	38.40%	18.20%
Revenue from Contract with Customer Benchmark | Customer C
Concentration Risk [Line Items]
Concentration risk (in percentage)	7.00%	10.00%
Revenue from Contract with Customer Benchmark | Customer D
Concentration Risk [Line Items]
Concentration risk (in percentage)	4.00%	14.70%
Revenue from Contract with Customer Benchmark | Remaining customers
Concentration Risk [Line Items]
Concentration risk (in percentage)	4.80%	8.90%
Accounts Receivable
Concentration Risk [Line Items]
Concentration risk (in percentage)	100.00%		100.00%
Accounts Receivable | Customer A
Concentration Risk [Line Items]
Concentration risk (in percentage)	30.20%		13.50%
Accounts Receivable | Customer B
Concentration Risk [Line Items]
Concentration risk (in percentage)	62.20%		85.90%
Accounts Receivable | Remaining customers
Concentration Risk [Line Items]
Concentration risk (in percentage)	7.60%		0.60%

Accounts Receivable and Reven_4

Accounts Receivable and Revenue Concentration - Narrative (Details) - USD ($)	Feb. 26, 2021	Mar. 31, 2021	Mar. 31, 2020
Receivables [Abstract]
Bad debt expense		$ 0	$ 0
Workforce Reduction
Restructuring Cost and Reserve [Line Items]
Positions eliminated (in percentage)	35.00%
Workforce Reduction | One-time Termination Benefits
Restructuring Cost and Reserve [Line Items]
Total estimated one-time costs of termination benefits	$ 1,300,000	1,300,000
Termination benefits paid		200,000
Workforce Reduction | One-time Termination Benefits | Other accrued liabilities
Restructuring Cost and Reserve [Line Items]
Termination related costs accrued		1,100,000
Workforce Reduction | One-time Termination Benefits | General and Administrative Expense
Restructuring Cost and Reserve [Line Items]
Termination related costs incurred		$ 1,000,000

Goodwill and Intangible Asset_2

Goodwill and Intangible Assets - Schedule of Goodwill (Details) $ in Thousands	3 Months Ended
	Mar. 31, 2021USD ($)
Goodwill [Roll Forward]
Goodwill, beginning balance	$ 5,727
Adjustment related to acquisition of LifeDojo	(14)
Goodwill, ending balance	$ 5,713

Goodwill and Intangible Asset_3

Goodwill and Intangible Assets - Schedule of Finite-Lived Intangible Assets (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2021	Dec. 31, 2020
Finite-Lived Intangible Assets [Line Items]
Gross Value	$ 3,770	$ 3,770
Accumulated Amortization	(509)	(209)
Net Carrying Value	$ 3,261	3,561
Acquired software technology
Finite-Lived Intangible Assets [Line Items]
Weighted Average Estimated Useful Life (years)	3 years
Gross Value	$ 3,500	3,500
Accumulated Amortization	(486)	(194)
Net Carrying Value	$ 3,014	3,306
Customer relationships
Finite-Lived Intangible Assets [Line Items]
Weighted Average Estimated Useful Life (years)	5 years
Gross Value	$ 270	270
Accumulated Amortization	(23)	(15)
Net Carrying Value	$ 247	$ 255

Goodwill and Intangible Asset_4

Goodwill and Intangible Assets - Narrative (Details) - USD ($)	3 Months Ended
	Mar. 31, 2021	Mar. 31, 2020
Goodwill and Intangible Assets Disclosure [Abstract]
Amortization of intangible assets	$ 300,000	$ 0

Goodwill and Intangible Asset_5

Goodwill and Intangible Assets - Intangible Assets' Estimated Future Amortization (Details) - USD ($) $ in Thousands	Mar. 31, 2021	Dec. 31, 2020
Goodwill and Intangible Assets Disclosure [Abstract]
Remainder of 2021	$ 915
2022	1,221
2023	1,026
2024	54
2025	45
Net Carrying Value	$ 3,261	$ 3,561

Common Stock and Preferred St_3

Common Stock and Preferred Stock - Earnings Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	3 Months Ended
	Mar. 31, 2021	Mar. 31, 2020
Earnings Per Share [Abstract]
Net loss	$ (5,493)	$ (7,595)
Dividends on preferred stock - declared and undeclared	(2,239)	0
Net loss attributable to common stockholders	$ (7,732)	$ (7,595)
Weighted-average shares of common stock outstanding (in shares)	17,622	16,693
Net loss per share - basic and diluted (in dollars per share)	$ (0.44)	$ (0.45)

Common Stock and Preferred St_4

Common Stock and Preferred Stock - Antidilutive Shares (Details) - shares	3 Months Ended
	Mar. 31, 2021	Mar. 31, 2020
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities (in shares)	4,819,645	5,501,416
Warrants to purchase common stock
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities (in shares)	1,312,250	1,539,926
Options to purchase common stock
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities (in shares)	3,507,395	3,961,490

Common Stock and Preferred St_5

Common Stock and Preferred Stock - Narrative (Details) - USD ($) $ / shares in Units, $ in Millions	Feb. 28, 2021	Feb. 05, 2021	Dec. 31, 2020	Nov. 30, 2020	Sep. 30, 2020	Aug. 31, 2020	Sep. 30, 2020	Mar. 31, 2021
Class of Stock [Line Items]
Preferred stock, shares authorized (in shares)			50,000,000					50,000,000
Series A Cumulative Perpetual Preferred Stock
Class of Stock [Line Items]
Preferred stock issued (in shares)						1,700,000
Preferred stock, dividend rate		9.50%				9.50%
Proceeds from issuance of preferred stock			$ 44.9				$ 48.9
Proceeds from issuance of preferred stock, net of underwriting fees and other offering cost			$ 41.4				$ 45.1
Preferred stock, redemption price (in dollars per share)						$ 25
Preferred stock, liquidation preference (in dollars per share)		$ 25				25
Preferred stock, liquidation preference, per annum (in dollars per share)						$ 2.375
Preferred stock, dividend rate (in dollars per share)		$ 0.593750
Cash payment of preferred stock dividends	$ 2.2
Preferred stock, undeclared dividends								$ 0.7
Series A Cumulative Perpetual Preferred Stock | Over-Allotment Option
Class of Stock [Line Items]
Preferred stock issued (in shares)			80,238		255,000
Series A Cumulative Perpetual Preferred Stock | At The Market Program
Class of Stock [Line Items]
Preferred stock issued (in shares)				5,027
Preferred stock, shares authorized (in shares)					2,000,000		2,000,000
Series A Cumulative Perpetual Preferred Stock | Underwritten Offering
Class of Stock [Line Items]
Preferred stock issued (in shares)			1,730,000

Stock-Based Compensation - Narr

Stock-Based Compensation - Narrative (Details) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2021	Mar. 31, 2020
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Shares authorized (in shares)	5,082,955
Expiration period (in years)	10 years
Shares reserved for future award (in shares)	527,074
Share-based compensation expense	$ 2.6	$ 2.3
Executive Chairman
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Warrants outstanding (in shares)	1,249,189
Stock options and RSUs
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock options and RSUs outstanding (in shares)	3,537,395
Restricted Stock Units (RSUs)
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting period (in years)	4 years
Executive Officer
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-based compensation expense		0.6
Common stock issued		$ 0.4
Employees, Directors and Consultants
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Unrecognized compensation costs	$ 20.9
Unrecognized compensation costs, recognition period (in years)	1 year 11 months 1 day
Employees | Restricted Stock Units (RSUs)
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Unrecognized compensation costs	$ 1.4
Unrecognized compensation costs, recognition period (in years)	3 years 7 months 20 days
Minimum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting period (in years)	1 year
Maximum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting period (in years)	4 years

Stock-Based Compensation - Assu

Stock-Based Compensation - Assumptions Used in the Black-Scholes Option-pricing Model (Details)	3 Months Ended
	Mar. 31, 2021
Share-based Payment Arrangement [Abstract]
Volatility	82.00%
Risk-free interest rate	0.19%
Expected life (in years)	2 years 9 months
Dividend yield	0.00%

Stock-Based Compensation - Empl

Stock-Based Compensation - Employee and Director Stock Option Activity (Details) - Employees, Directors and Consultants	3 Months Ended
	Mar. 31, 2021$ / sharesshares
Number of Shares
Beginning balance (in shares) | shares	3,616,314
Granted (in shares) | shares	18,628
Exercised (in shares) | shares	(56,923)
Forfeited (in shares) | shares	(70,624)
Ending balance (in shares) | shares	3,507,395
Vested (in shares) | shares	1,171,348
Exercisable (in shares) | shares	1,171,348
Weighted Average Exercise Price
Beginning balance (in dollars per share) | $ / shares	$ 14.66
Granted (in dollars per share) | $ / shares	86.57
Exercised (in dollars per share) | $ / shares	12.76
Forfeited (in dollars per share) | $ / shares	7.94
Ending balance (in dollars per share) | $ / shares	15.21
Vested (in dollars per share) | $ / shares	12.98
Exercisable (in dollars per share) | $ / shares	$ 12.98

Stock Based Compensation - Rest

Stock Based Compensation - Restricted Stock Units Activity (Details) - Employees - Restricted Stock Units (RSUs)	3 Months Ended
	Mar. 31, 2021$ / sharesshares
Restricted Stock Units
Non-vested beginning balance (in shares) | shares	30,000
Granted (in shares) | shares	0
Non-vested ending balance (in shares) | shares	30,000
Weighted- Average Grant Date Fair Value
Beginning balance (in dollars per share) | $ / shares	$ 51.98
Granted (in dollars per share) | $ / shares	0
Ending balance (in dollars per share) | $ / shares	$ 51.98

Stock-Based Compensation - Summ

Stock-Based Compensation - Summary of Warrant Activity (Details) - Nonemployees	3 Months Ended
	Mar. 31, 2021$ / sharesshares
Number of Warrants
Beginning balance (in shares)	1,465,927
Exercised (in shares)	(153,677)
Ending balance (in shares)	1,312,250
Exercisable (in shares)	1,312,250
Weighted Average Exercise Price
Beginning balance (in dollars per share) | $ / shares	$ 6.02
Exercised (in dollars per share) | $ / shares	17.30
Ending balance (in dollars per share) | $ / shares	4.70
Exercisable (in dollars per share) | $ / shares	$ 4.70
Number of warrants exercised at the election of warrant holder (in shares)	28,960

Stock-Based Compensation - Perf

Stock-Based Compensation - Performance-based and Market-based Awards (Details) - Market Based Options	1 Months Ended
	Aug. 31, 2018day$ / sharesshares	Dec. 31, 2017day$ / sharesshares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Common stock, share price (in dollars per share) | $ / shares	$ 15	$ 15
Threshold trading days | day	20	20
Threshold consecutive trading days | day	30	30
Fully Vest on January 1, 2023
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Granted (in shares) | shares	397,693	642,307
Stock options granted (in dollars per share) | $ / shares	$ 7.50	$ 7.50

Leases - Narrative (Details)

Leases - Narrative (Details)	Mar. 31, 2021ft²
Lessee, Lease, Description [Line Items]
Area of real estate property (in sq. ft)	10,445
Finance lease, term (in months)	36 months
Minimum
Lessee, Lease, Description [Line Items]
Operating lease, term (in months)	26 months
Maximum
Lessee, Lease, Description [Line Items]
Operating lease, term (in months)	60 months

Leases - Condensed Consolidated

Leases - Condensed Consolidated Balance Sheets (Details) - USD ($) $ in Thousands	Mar. 31, 2021	Dec. 31, 2020
Assets
Operating lease assets	$ 1,965	$ 1,959
Finance lease assets	$ 642	721
Finance Lease, Right-of-Use Asset, Statement of Financial Position [Extensible List]	Property and equipment, net
Total lease assets	$ 2,607	2,680
Current
Operating lease liabilities	501	434
Finance lease liabilities	$ 327	321
Finance Lease, Liability, Current, Statement of Financial Position [Extensible List]	Other accrued liabilities
Non-current
Operating lease liabilities	$ 1,365	1,403
Finance lease liabilities	334	418
Total lease liabilities	$ 2,527	$ 2,576

Leases - Condensed Consolidat_2

Leases - Condensed Consolidated Statement of Operations (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2021	Mar. 31, 2020
Leases [Abstract]
Operating lease expense	$ 171	$ 166
Short-term lease rent expense	23	27
Variable lease expense	12	11
Total rent expense	206	204
Amortization of leased assets	79	36
Interest on lease liabilities	12	3
Total	$ 91	$ 39

Leases - Condensed Consolidat_3

Leases - Condensed Consolidated Statement of Cash Flows (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2021	Mar. 31, 2020
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from operating leases	$ 148	$ 143
Financing cash flows from finance leases	$ 78	$ 36

Leases - Other Information (Det

Leases - Other Information (Details)	Mar. 31, 2021	Dec. 31, 2020
Weighted-average remaining lease term (years)
Operating leases (in years)	3 years 2 months 12 days	3 years 9 months 18 days
Financing leases (in years)	2 years 1 month 6 days	2 years 4 months 24 days
Weighted-average discount rate
Operating leases (in percentage)	10.41%	10.15%
Finance leases (in percentage)	10.97%	10.88%

Leases - Maturities of Lease Li

Leases - Maturities of Lease Liabilities (Details) - USD ($) $ in Thousands	Mar. 31, 2021	Dec. 31, 2020
Operating Leases
Remainder of 2021	$ 502
2022	696
2023	674
2024	332
Total lease payments	2,204
Less: imputed interest	(338)
Present value of lease liabilities	1,866
Less: current portion	(501)	$ (434)
Lease liabilities, non-current	1,365	1,403
Financing Leases
Remainder of 2021	272
2022	302
2023	139
2024	0
Total lease payments	713
Less: imputed interest	(52)
Present value of lease liabilities	661
Less: current portion	(327)	(321)
Long-term finance lease liabilities	334	418
Total
Remainder of 2021	774
2022	998
2023	813
2024	332
Total lease payments	2,917
Less: imputed interest	(390)
Total lease liabilities	2,527	$ 2,576
Less: current portion	(828)
Lease liabilities, non-current	$ 1,699

Debt - Narrative (Details)

Debt - Narrative (Details)	Sep. 24, 2019USD ($)	Dec. 31, 2020USD ($)	Nov. 30, 2020USD ($)installment	Sep. 30, 2020USD ($)	Aug. 31, 2020USD ($)installment	Mar. 31, 2020USD ($)	Mar. 31, 2021USD ($)
Debt Instrument [Line Items]
Issuance of preferred stock, maximum value allowed		$ 125,000,000		$ 100,000,000
Mandatory prepayment trigger, excess cash flow (in percentage)							0.50
Number of installments | installment			10		10
2024 Notes
Debt Instrument [Line Items]
Proceeds from debt	$ 35,000,000				$ 10,000,000
Issuance of preferred stock, maximum value allowed					$ 50,000,000
Effective weighted average annual interest rate							14.25%
Debt instrument, increase in principal amount						$ 1,500,000
Insurance Premium Financing
Debt Instrument [Line Items]
Effective weighted average annual interest rate			4.95%		8.25%
Principal amount of debt			$ 3,000,000		$ 300,000
Debt down payment			$ 800,000		$ 100,000
Debt outstanding							$ 1,100,000

Debt - Valuation Assumptions (D

Debt - Valuation Assumptions (Details)	Mar. 31, 2021year
Volatility
Debt Instrument [Line Items]
Equity component valuation input	0.9801
Risk-free interest rate
Debt Instrument [Line Items]
Equity component valuation input	0.0158
Expected life (in years)
Debt Instrument [Line Items]
Equity component valuation input	7
Dividend yield
Debt Instrument [Line Items]
Equity component valuation input	0

Debt - Net Carrying Amounts (De

Debt - Net Carrying Amounts (Details) - USD ($) $ in Thousands	Dec. 31, 2020	Mar. 31, 2020
Debt Disclosure [Abstract]
Principal	$ 50,001	$ 50,001
Less: debt discount	(4,282)	(4,083)
Net carrying amount	$ 45,719	$ 45,918

Debt - Interest Expense (Detail

Debt - Interest Expense (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2021	Mar. 31, 2020
Debt Disclosure [Abstract]
Contractual interest expense	$ 1,781	$ 1,453
Accretion of debt discount	199	200
Total interest expense	$ 1,980	$ 1,653

Fair Value Measurements - Fair

Fair Value Measurements - Fair Value, Assets and Liabilities Measured on a Recurring Basis (Details) - Fair Value, Recurring - USD ($) $ in Thousands	Mar. 31, 2021	Dec. 31, 2020
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total assets	$ 408	$ 408
Contingent consideration	1,120	485
Total liabilities	1,120	485
Letter of credit
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Letter of credit	408	408
Letter of credit | Restricted cash, long term
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Letter of credit	408	408
Level I
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total assets	408	408
Contingent consideration	0	0
Total liabilities	0	0
Level I | Letter of credit
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Letter of credit	408	408
Level II
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total assets	0	0
Contingent consideration	0	0
Total liabilities	0	0
Level II | Letter of credit
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Letter of credit	0	0
Level III
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total assets	0	0
Contingent consideration	1,120	485
Total liabilities	1,120	485
Level III | Letter of credit
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Letter of credit	$ 0	$ 0

Fair Value Measurements - Fai_2

Fair Value Measurements - Fair Value Measurements Using Significant Level III Inputs (Details) - Contingent Consideration Liability - Level III $ in Thousands	3 Months Ended
	Mar. 31, 2021USD ($)
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Beginning balance	$ 485
Change in fair value	635
Ending balance	$ 1,120

Variable Interest Entities - Na

Variable Interest Entities - Narrative (Details)	3 Months Ended
	Mar. 31, 2021
TIH
Variable Interest Entity [Line Items]
Capitalized cost, amortization period (in years)	5 years
TIH | Minimum
Variable Interest Entity [Line Items]
Foregoing costs, percent	10.00%
TIH | Maximum
Variable Interest Entity [Line Items]
Foregoing costs, percent	15.00%
CIH
Variable Interest Entity [Line Items]
Capitalized cost, amortization period (in years)	5 years

Variable Interest Entities - Su

Variable Interest Entities - Summary of Amounts and Classification of Assets and Liabilities of the VIE in Our Consolidated Balance Sheets (Details) - USD ($) $ in Thousands	Mar. 31, 2021	Dec. 31, 2020
Variable Interest Entity [Line Items]
Cash and cash equivalents	$ 92,467	$ 86,907
Unbilled receivables	3,669	4,426
Prepaid and other current assets	4,204	4,144
Total assets	144,928	144,701
Accounts payable	1,297	1,287
Deferred revenue	24,940	20,954
Total liabilities	88,261	83,950
Variable Interest Entity, Primary Beneficiary
Variable Interest Entity [Line Items]
Cash and cash equivalents	408	1,206
Accounts receivable	449	0
Unbilled receivables	136	272
Prepaid and other current assets	30	46
Total assets	1,023	1,524
Accounts payable	23	9
Accrued liabilities	128	234
Deferred revenue	35	76
Intercompany payable	1,275	1,695
Total liabilities	$ 1,461	$ 2,014