TrueCar (TRUE) 10-Q 10 Aug 20 2020 Q2 Quarterly report Financial data

Cover Page

Cover Page - shares	6 Months Ended
	Jun. 30, 2020	Aug. 01, 2020
Cover [Abstract]
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Jun. 30, 2020
Document Transition Report	false
Entity File Number	001-36449
Entity Registrant Name	TRUECAR, INC.
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	04-3807511
Entity Address, Address Line One	120 Broadway
Entity Address, Address Line Two	Suite 200
Entity Address, City or Town	Santa Monica
Entity Address, State or Province	CA
Entity Address, Postal Zip Code	90401
City Area Code	800
Local Phone Number	200-2000
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Large Accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	false
Entity Shell Company	false
Title of 12(b) Security	Common Stock, par value $0.0001 per share
Trading Symbol	TRUE
Security Exchange Name	NASDAQ
Entity Common Stock, Shares Outstanding		108,007,698
Entity Central Index Key	0001327318
Current Fiscal Year End Date	--12-31
Document Fiscal Year Focus	2020
Document Fiscal Period Focus	Q2
Amendment Flag	false

Consolidated Balance Sheets

Consolidated Balance Sheets - USD ($) $ in Thousands	Jun. 30, 2020	Dec. 31, 2019
Current assets
Cash and cash equivalents	$ 173,086	$ 181,534
Accounts receivable, net of allowances of $10,459 and $6,759 at June 30, 2020 and December 31, 2019, respectively (includes related party receivables of $6,512 and $209 at June 30, 2020 and December 31, 2019, respectively)	41,540	44,888
Prepaid expenses	8,311	7,215
Other current assets	5,800	6,104
Total current assets	228,737	239,741
Property and equipment, net	27,775	29,797
Operating lease right-of-use assets	33,062	36,064
Goodwill	63,124	73,311
Intangible assets, net	14,167	17,260
Equity method investment	21,005	21,894
Other assets	3,567	3,620
Total assets	391,437	421,687
Current liabilities
Accounts payable (includes related party payables of $467 and $6,439 at June 30, 2020 and December 31, 2019, respectively)	10,017	21,336
Accrued employee expenses	10,364	5,969
Operating lease liabilities, current	4,665	5,875
Accrued expenses and other current liabilities (includes related party accrued expenses of $0 and $1,299 at June 30, 2020 and December 31, 2019, respectively)	13,037	20,990
Total current liabilities	38,083	54,170
Deferred tax liabilities	386	783
Operating lease liabilities, net of current portion	34,632	37,127
Other liabilities	1,142	2,336
Total liabilities	74,243	94,416
Commitments and contingencies (Note 7)
Stockholders’ Equity
Preferred stock — $0.0001 par value; 20,000,000 shares authorized at June 30, 2020 and December 31, 2019; no shares issued and outstanding at June 30, 2020 and December 31, 2019	0	0
Common stock — $0.0001 par value; 1,000,000,000 shares authorized at June 30, 2020 and December 31, 2019; 107,910,000 and 106,865,830 shares issued and outstanding at June 30, 2020 and December 31, 2019, respectively	11	11
Additional paid-in capital	771,156	759,322
Accumulated deficit	(453,973)	(432,062)
Total stockholders’ equity	317,194	327,271
Total liabilities and stockholders’ equity	$ 391,437	$ 421,687

Consolidated Balance Sheets (Pa

Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands	Jun. 30, 2020	Dec. 31, 2019
Statement of Financial Position [Abstract]
Allowance for doubtful accounts receivables- current	$ 10,459	$ 6,759
Related party accounts receivable- current	6,512	209
Related party accounts payable- current	467	6,439
Related party accrued expenses and other current liabilities	$ 0	$ 1,299
Preferred stock, par value ( in dollar per share)	$ 0.0001	$ 0.0001
Preferred stock, shares authorized (in shares)	20,000,000	20,000,000
Preferred stock, share issued (in shares)	0	0
Preferred stock, shares outstanding (in shares)	0	0
Common stock, par value (in dollars per shares)	$ 0.0001	$ 0.0001
Common stock, shares authorized (in shares)	1,000,000,000	1,000,000,000
Common stock, shares issued (in shares)	107,910,000	106,865,830
Common stock, shares outstanding (in shares)	107,910,000	106,865,830

Consolidated Statements of Comp

Consolidated Statements of Comprehensive Loss - USD ($) shares in Thousands, $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2020	Jun. 30, 2019	Jun. 30, 2020	Jun. 30, 2019
Income Statement [Abstract]
Revenue from Related Parties	$ 3,773	$ 345	$ 5,020	$ 509
Revenues (includes related party revenue of $3,773 and $345 for the three months ended June 30, 2020 and 2019, respectively, and $5,020 and $509 for the six months ended June 30, 2020 and 2019, respectively)	62,685	88,075	146,211	173,657
Costs and operating expenses:
Cost of revenue (exclusive of depreciation and amortization presented separately below; includes related party cost of revenue of $139 and $289 for the three months ended June 30, 2020 and 2019, respectively, and $424 and $423 for the six months ended June 30, 2020 and 2019, respectively)	6,859	8,332	14,080	17,268
Sales and marketing (includes related party expenses of $0 and $5,749 for the three months ended June 30, 2020 and 2019, respectively, and $1,959 and $11,222 for the six months ended June 30, 2020 and 2019, respectively)	33,476	60,233	80,051	114,971
Technology and development	13,103	16,045	25,319	31,699
General and administrative	13,520	21,382	25,832	36,486
Depreciation and amortization	6,425	6,767	12,696	13,182
Goodwill impairment	0	0	10,187	0
Total costs and operating expenses	73,383	112,759	168,165	213,606
Loss from operations	(10,698)	(24,684)	(21,954)	(39,949)
Interest income	72	966	605	1,967
Loss from equity method investment	(507)	(273)	(889)	(273)
Loss before income taxes	(11,133)	(23,991)	(22,238)	(38,255)
Provision for (benefit from) income taxes	109	69	(327)	170
Net loss	$ (11,242)	$ (24,060)	$ (21,911)	$ (38,425)
Net loss per share attributable to common stockholders:
Net loss per share, basic and diluted (in dollars per share)	$ (0.10)	$ (0.23)	$ (0.20)	$ (0.37)
Weighted average common shares outstanding, basic and diluted (in shares)	107,535	105,485	107,279	105,139
Other comprehensive loss:
Comprehensive loss	$ (11,242)	$ (24,060)	$ (21,911)	$ (38,425)

Consolidated Statements of Co_2

Consolidated Statements of Comprehensive Loss (Parenthetical) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2020	Jun. 30, 2019	Jun. 30, 2020	Jun. 30, 2019
Revenue from Related Parties	$ 3,773	$ 345	$ 5,020	$ 509
Cost of revenue
Costs and expenses with related parties	139	289	424	423
Sales and marketing
Costs and expenses with related parties	$ 0	$ 5,749	$ 1,959	$ 11,222

Consolidated Statements of Stoc

Consolidated Statements of Stockholders' Equity - USD ($) $ in Thousands	Total	Cumulative-effect of accounting change adopted as of January 1, 2019	Common stock	APIC	Accumulated Deficit	Accumulated DeficitCumulative-effect of accounting change adopted as of January 1, 2019
Beginning Balance at Dec. 31, 2018	$ 346,553	$ (3,690)	$ 10	$ 720,025	$ (373,482)	$ (3,690)
Balance (in shares) at Dec. 31, 2018			104,337,508
Increase (Decrease) in Stockholders' Equity
Net loss	(14,365)				(14,365)
Stock-based compensation	9,108			9,108
Shares issued in connection with employee stock plans, net of shares withheld for employee taxes	2,261			2,261
Shares issued in connection with employee stock plans, net of shares withheld for employee taxes (in shares)			781,538
Ending Balance at Mar. 31, 2019	339,867		$ 10	731,394	(391,537)
Balance (in shares) at Mar. 31, 2019			105,119,046
Beginning Balance at Dec. 31, 2018	346,553	$ (3,690)	$ 10	720,025	(373,482)	$ (3,690)
Balance (in shares) at Dec. 31, 2018			104,337,508
Increase (Decrease) in Stockholders' Equity
Net loss	(38,425)
Ending Balance at Jun. 30, 2019	331,399		$ 10	746,986	(415,597)
Balance (in shares) at Jun. 30, 2019			105,895,609
Beginning Balance at Mar. 31, 2019	339,867		$ 10	731,394	(391,537)
Balance (in shares) at Mar. 31, 2019			105,119,046
Increase (Decrease) in Stockholders' Equity
Net loss	(24,060)				(24,060)
Stock-based compensation	16,061			16,061
Shares issued in connection with employee stock plans, net of shares withheld for employee taxes	(469)			(469)
Shares issued in connection with employee stock plans, net of shares withheld for employee taxes (in shares)			776,563
Ending Balance at Jun. 30, 2019	331,399		$ 10	746,986	(415,597)
Balance (in shares) at Jun. 30, 2019			105,895,609
Beginning Balance at Dec. 31, 2019	$ 327,271		$ 11	759,322	(432,062)
Balance (in shares) at Dec. 31, 2019	106,865,830		106,865,830
Increase (Decrease) in Stockholders' Equity
Net loss	$ (10,669)				(10,669)
Stock-based compensation	6,559			6,559
Shares issued in connection with employee stock plans, net of shares withheld for employee taxes	(724)			(724)
Shares issued in connection with employee stock plans, net of shares withheld for employee taxes (in shares)			317,803
Ending Balance at Mar. 31, 2020	322,437		$ 11	765,157	(442,731)
Balance (in shares) at Mar. 31, 2020			107,183,633
Beginning Balance at Dec. 31, 2019	$ 327,271		$ 11	759,322	(432,062)
Balance (in shares) at Dec. 31, 2019	106,865,830		106,865,830
Increase (Decrease) in Stockholders' Equity
Net loss	$ (21,911)
Ending Balance at Jun. 30, 2020	$ 317,194		$ 11	771,156	(453,973)
Balance (in shares) at Jun. 30, 2020	107,910,000		107,910,000
Beginning Balance at Mar. 31, 2020	$ 322,437		$ 11	765,157	(442,731)
Balance (in shares) at Mar. 31, 2020			107,183,633
Increase (Decrease) in Stockholders' Equity
Net loss	(11,242)				(11,242)
Stock-based compensation	6,855			6,855
Shares issued in connection with employee stock plans, net of shares withheld for employee taxes	(856)			(856)
Shares issued in connection with employee stock plans, net of shares withheld for employee taxes (in shares)			726,367
Ending Balance at Jun. 30, 2020	$ 317,194		$ 11	$ 771,156	$ (453,973)
Balance (in shares) at Jun. 30, 2020	107,910,000		107,910,000

Consolidated Statements of Cash

Consolidated Statements of Cash Flows - USD ($)	6 Months Ended
	Jun. 30, 2020	Jun. 30, 2019
Statement of Cash Flows [Abstract]
Net loss	$ (21,911,000)	$ (38,425,000)
Adjustments to reconcile net loss to net cash provided by operating activities:
Depreciation and amortization	12,696,000	13,182,000
Goodwill impairment	10,187,000	0
Deferred income taxes	(397,000)	127,000
Bad debt expense and other reserves	3,485,000	485,000
Stock-based compensation	12,631,000	24,191,000
Increase in the fair value of contingent consideration liability	121,000	150,000
Amortization of lease right-of-use assets	3,002,000	2,944,000
Loss from equity method investment	889,000	273,000
Write-off and loss on disposal of fixed assets	41,000	1,139,000
Changes in operating assets and liabilities:
Accounts receivable	(137,000)	(2,011,000)
Prepaid expenses	(1,096,000)	(2,538,000)
Other current assets	304,000	(29,711,000)
Other assets	53,000	1,406,000
Accounts payable	(11,280,000)	(5,777,000)
Accrued employee expenses	4,410,000	5,905,000
Operating lease liabilities	(3,705,000)	(3,064,000)
Accrued expenses and other liabilities	(8,509,000)	39,047,000
Other liabilities	905,000	(99,000)
Net cash provided by operating activities	1,689,000	7,224,000
Cash flows from investing activities
Purchase of property and equipment	(6,294,000)	(5,405,000)
Cash paid for equity method investment	0	(23,174,000)
Net cash used in investing activities	(6,294,000)	(28,579,000)
Cash flows from financing activities
Payment of contingent consideration liability	(2,263,000)	0
Proceeds from exercise of common stock options	3,000	2,835,000
Taxes paid related to net share settlement of equity awards	(1,583,000)	(1,043,000)
Net cash (used in) provided by financing activities	(3,843,000)	1,792,000
Net decrease in cash and cash equivalents	(8,448,000)	(19,563,000)
Cash and cash equivalents at beginning of period	181,534,000	196,128,000
Cash and cash equivalents at end of period	173,086,000	176,565,000
Supplemental disclosures of non-cash activities
Stock-based compensation capitalized for software development	783,000	978,000
Capitalized assets included in accounts payable, accrued employee expenses and other accrued expenses	410,000	245,000
Capitalized asset retirement costs included in property and equipment	$ 498,000	$ 0

Organization and Nature of Busi

Organization and Nature of Business	6 Months Ended
	Jun. 30, 2020
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Organization and nature of business	Organization and Nature of Business TrueCar, Inc. is an Internet-based information, technology, and communication services company. Hereinafter, TrueCar, Inc. and its wholly owned subsidiaries ALG, Inc., TrueCar Dealer Solutions, Inc. and DealerScience, LLC are collectively referred to as “TrueCar” or the “Company,” ALG, Inc. is referred to as “ALG,” TrueCar Dealer Solutions, Inc. is referred to as “TCDS,” and DealerScience, LLC is referred to as “DealerScience.” TrueCar was incorporated in the State of Delaware in February 2005 and began business operations in April 2005. Its principal corporate offices are located in Santa Monica, California. TrueCar is a digital automotive marketplace that (i) provides pricing transparency about what other people paid for their cars and enables consumers to engage with TrueCar Certified Dealers who are committed to providing a superior purchase experience; (ii) empowers Certified Dealers to attract these informed, in-market consumers in a cost-effective, accountable manner; and (iii) allows automobile manufacturers (“OEMs”) to more effectively target their incentive spending at deep-in-market consumers during their purchase process. TrueCar has established a diverse software ecosystem on a common technology infrastructure, powered by proprietary data and analytics. Consumers access TrueCar’s platform through the TrueCar.com website and TrueCar mobile applications or through the car buying websites and mobile applications that TrueCar operates for its affinity group marketing partners (“Auto Buying Programs”). An affinity group is comprised of a network of members or employees that provides discounts to its members. ALG provides forecasts, consulting, and other services regarding determination of the residual value of an automobile at future given points in time, which are used to underwrite automotive loans and leases and by financial institutions to measure exposure and risk across loan, lease, and fleet portfolios. ALG also obtains automobile purchase data from a variety of sources and uses this data to provide consumers and dealers with highly accurate, geographically specific, real-time pricing information. Through its subsidiary TCDS, the Company provides its Retail Solutions offerings, which combine its TrueCar Trade and Payments products. Our Trade solution gives consumers information on the value of their trade-in vehicles and enables them to obtain a guaranteed trade-in price before setting foot in the dealership. This valuation is, in turn, backed by a third-party guarantee to dealers that the vehicles will be repurchased at the indicated price if the dealer does not want to keep them. The Company’s Payments solution leverages the digital retailing technology of its DealerScience subsidiary, acquired in December 2018, to help consumers calculate accurate monthly payments.

Summary of Significant Accounti

Summary of Significant Accounting Policies	6 Months Ended
	Jun. 30, 2020
Accounting Policies [Abstract]
Summary of significant accounting policies	Summary of Significant Accounting Policies Basis of Presentation The Company’s unaudited condensed consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (“GAAP”) and applicable rules and regulations of the U.S. Securities and Exchange Commission (“SEC”) for quarterly reports on Form 10-Q and Article 10-1 of Regulation S-X. Accordingly, some information and footnote disclosures required by GAAP for complete financial statements have been condensed or omitted pursuant to such rules and regulations. In the opinion of the Company’s management, the accompanying unaudited condensed consolidated financial statements and notes have been prepared on the same basis as the audited consolidated financial statements for the year ended December 31, 2019, and include all adjustments (consisting of normal recurring adjustments) necessary for a fair statement of the interim periods presented. The condensed consolidated balance sheet at December 31, 2019 has been derived from the audited financial statements at that date, but does not include all of the disclosures required by GAAP. The accompanying condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto contained in the Company’s Form 10-K filed with the SEC on February 28, 2020. Principles of Consolidation The accompanying condensed consolidated financial statements include the accounts of TrueCar and its wholly owned subsidiaries. Business acquisitions are included in the Company’s condensed consolidated financial statements from the date of the acquisition. The Company’s purchase accounting resulted in all assets and liabilities of acquired businesses being recorded at their estimated fair values on the acquisition dates. Equity investments through which the Company is able to exercise significant influence over but does not control the investee and is not the primary beneficiary of the investee’s activities are accounted for using the equity method. The Company’s share of the income or loss from equity method investments is recognized on a one-quarter lag due to the timing and availability of financial information. All intercompany balances and transactions have been eliminated in consolidation. Use of Estimates The preparation of consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the dates of the consolidated financial statements, and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Assets and liabilities that are subject to judgment and use of estimates include sales allowances and allowances for doubtful accounts, contract assets, the fair value of assets and liabilities assumed in business combinations, right-of-use assets and lease liabilities, the recoverability of goodwill and long-lived assets, valuation allowances with respect to deferred tax assets, useful lives associated with property and equipment and intangible assets, timing and costs associated with our asset retirement obligations, contingencies, and the valuation and assumptions underlying stock-based compensation and other equity instruments. On an ongoing basis, the Company evaluates its estimates compared to historical experience and trends, which form the basis for making judgments about the carrying value of assets and liabilities. In addition, the Company engaged valuation specialists to assist with management’s determination of the valuation of right-of-use assets and lease liabilities, the fair values of assets and liabilities assumed in business combinations, the fair value of reporting units in connection with annual goodwill impairment testing, the fair value of performance shares, and in periods prior to the Company’s initial public offering, valuation of common stock. Risks and Uncertainties In March 2020, the World Health Organization declared a novel strain of coronavirus (“COVID-19”) a pandemic that continues to spread throughout the United States and the world. The COVID-19 pandemic has impacted and could further impact the Company’s operations and the operations of its customers due to facility closures, travel and logistics restrictions and quarantines. As a result, the Company’s business has been negatively affected in a number of ways. Most directly, a number of states and local governments have taken steps that have prohibited or curtailed the sale of automobiles during the pandemic. In some jurisdictions, shelter-at-home orders, or other orders related to the pandemic, impede car sales. On top of these legal restrictions, the economic uncertainty and rapidly increasing number of consumers who are unemployed, as well as the decrease in consumers’ willingness to make discretionary trips outside of the home, have decreased the demand for cars. The severity of the impact of COVID-19 on the Company’s business will depend on a number of factors, including, but not limited to, the duration and severity of the pandemic and the extent and severity of the impact on the Company’s customers, all of which are uncertain and cannot be predicted. The Company’s future results of operations and liquidity could be adversely impacted by delays in payments of outstanding receivable amounts beyond normal payment terms and concessions that the Company may provide to its customers. Even after the COVID-19 pandemic has subsided, the Company may continue to experience adverse impacts to its business as a result of any impacts to its business and any economic recession or depression that has occurred or may occur in the future. Segments The Company has one operating segment. The Company’s chief operating decision maker (“CODM”) is the President and Chief Executive Officer and the Chief Financial Officer and Chief Accounting Officer, who manage the Company’s operations based on consolidated financial information for purposes of evaluating financial performance and allocating resources. The CODM reviews financial information on a consolidated basis, accompanied by information about dealer revenue, OEM incentive revenue, and forecasts, consulting and other revenue (Note 12). All of the Company’s principal operations, decision-making functions and assets are located in the United States. Allowance for Doubtful Accounts On January 1, 2020, the Company adopted the new accounting guidance on measuring credit losses on its trade accounts receivable. The new credit loss guidance replaces the old model for measuring the allowance for credit losses with a model that is based on the expected losses rather than incurred losses. Under the new credit loss model, lifetime expected credit losses are measured and recognized at each reporting date based on historical, current and forecast information. The Company determines its allowance for doubtful accounts based on historical write-off experience and specific circumstances that make it likely that recovery will not occur. The Company reviews the allowance for doubtful accounts periodically and assesses the aging of account balances, with an emphasis on those that are past due over ninety days. Account balances are charged off against the allowance when the Company determines that it is probable the receivable will not be recovered. Under the new guidance, the Company considers the need to adjust historical information to reflect the extent to which the Company expects current conditions and reasonable and supportable forecasts to differ from the conditions that existed for the period over which historical information was evaluated. The primary current and future economic indicators the Company uses to develop its current estimate of expected credit losses include the current and forecast U.S. Gross Domestic Product (GDP). The Company calculates the expected credit losses on a pool basis for those trade receivables that have similar risk characteristics. For those trade receivables that do not share similar risk characteristics, the allowance for doubtful accounts is calculated on an individual basis. Risk characteristics relevant to the Company’s accounts receivable include revenue billing model and aging status. The following table summarizes the changes in the allowance for doubtful accounts and sales allowances (in thousands): Three Months Ended June 30, 2020 Six Months Ended June 30, 2020 Allowances, at beginning of period $ 8,054 $ 6,759 Charged as a reduction of revenue 2,978 5,386 Charged to bad debt expense in general and administrative expenses 1,260 3,485 Write-offs, net of recoveries (1,833) (5,171) Allowances, at end of period $ 10,459 $ 10,459 For the six months ended June 30, 2020, the Company’s assessment considered business and market disruptions caused by COVID-19 and estimates of expected emerging credit and collectability trends. The continued volatility in market conditions and evolving shifts in credit trends are difficult to predict causing variability and volatility that may have a material impact on our allowance for credit losses in future periods. Recent Accounting Pronouncements In December 2019, the Financial Accounting Standards Board (“FASB”) issued new guidance to simplify the accounting for income taxes by removing certain exceptions to the general principles in Accounting Standards Codification Topic 740, Income Taxes. This standard is effective for annual reporting periods beginning after December 15, 2020, including interim reporting periods within those annual reporting periods. The Company is currently evaluating the impact of this guidance but the adoption is not expected to have a material impact on the Company’s condensed consolidated financial statements. In August 2018, the FASB issued new guidance that modifies the disclosure requirements in fair value measurements by removing, modifying and adding certain disclosures. The Company adopted this guidance on January 1, 2020 using the prospective transition method. The adoption of this guidance did not have a material impact on the Company’s condensed consolidated financial statements. In August 2018, the FASB issued new guidance that aligns the requirements for capitalizing implementation costs incurred in a cloud computing arrangement that is a service contract with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software (and hosting arrangements that include an internal-use software license). The Company adopted this guidance on January 1, 2020 using the prospective transition method. The adoption of this guidance did not have a material impact on the Company’s condensed consolidated financial statements. In June 2016, the FASB issued new guidance that replaces the then-existing model for measuring the allowance for credit losses for financial assets measured at amortized cost (including trade accounts receivable) to a model that is based on the expected losses rather than incurred losses. Under the new credit loss model, lifetime expected credit losses on such financial assets are measured and recognized at each reporting date based on historical, current, and forecast information. The amendments in this new guidance are applied through a cumulative-effect adjustment to retained earnings as of the beginning of the first reporting period in which the guidance is effective. The Company adopted this guidance on January 1, 2020. The adoption of this guidance did not have a material impact on the Company’s condensed consolidated financial statements.

Fair Value Measurements

Fair Value Measurements	6 Months Ended
	Jun. 30, 2020
Fair Value Disclosures [Abstract]
Fair value measurements	Fair Value Measurements Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Valuation techniques used to measure fair value must maximize the use of observable inputs and minimize the use of unobservable inputs. Accounting standards describe a fair value hierarchy based on the following three levels of inputs, of which the first two are considered observable and the last unobservable, that may be used to measure fair value: • Level 1 — Quoted prices in active markets for identical assets, liabilities, or funds. • Level 2 — Inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. • Level 3 — Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. The carrying amounts of cash equivalents, accounts receivable, prepaid and other current assets, accounts payable, and accrued expenses and other current liabilities approximate fair value because of the short maturity of these items. The following table summarizes the Company’s financial assets measured at fair value on a recurring basis at June 30, 2020 and December 31, 2019 by level within the fair value hierarchy. Financial assets are classified in their entirety based on the lowest level of input that is significant to the fair value measurement (in thousands): At June 30, 2020 At December 31, 2019 Total Fair Total Fair Level 1 Level 2 Level 3 Value Level 1 Level 2 Level 3 Value Assets: Cash equivalents $ 165,919 $ — $ — $ 165,919 $ 174,429 $ — $ — $ 174,429 Total assets $ 165,919 $ — $ — $ 165,919 $ 174,429 $ — $ — $ 174,429 Liabilities: Contingent consideration, current $ — $ — $ 2,398 $ 2,398 $ — $ — $ 2,441 $ 2,441 Contingent consideration, non-current — — — — — — 2,336 2,336 Total liabilities $ — $ — $ 2,398 $ 2,398 $ — $ — $ 4,777 $ 4,777 Contingent Consideration Obligations The following table summarizes the changes in the fair value of the contingent consideration obligation (in thousands): Three Months Ended Six Months Ended June 30, 2020 2019 2020 2019 Fair value, beginning of period $ 4,852 $ 4,552 $ 4,777 $ 4,477 Cash payments (2,500) — (2,500) — Additions and changes in fair value 46 75 121 150 Fair value, end of period $ 2,398 $ 4,627 $ 2,398 $ 4,627 The following table summarizes the significant unobservable inputs and valuation technique in the fair value measurement of Level 3 financial liabilities used to measure the contingent consideration liability at June 30, 2020: Valuation Technique Unobservable Input Value Discounted cash flow Probability of achievement 98.9% Discount rate 4.9%

Goodwill

Goodwill	6 Months Ended
	Jun. 30, 2020
Goodwill and Intangible Assets Disclosure [Abstract]
Goodwill	Goodwill The following table summarizes the changes in goodwill for the six months ended June 30, 2020 (in thousands): Goodwill Balance at December 31, 2019 $ 73,311 Impairment (10,187) Balance at June 30, 2020 $ 63,124 The Company assesses recoverability of goodwill on an annual basis or when events or changes in circumstances indicate that the carrying value of goodwill may not be recoverable, such as a decline in stock price and market capitalization. Throughout the second half of 2019 and through the first quarter of 2020, the Company’s stock price experienced high volatility, causing a decline in its enterprise market capitalization. During the first quarter of 2020, as a result of the recent global economic disruption and uncertainty due to the COVID-19 pandemic, along with the Company’s announcement that it had entered into a short-term agreement to extend its partnership with USAA Federal Savings Bank to continue to power the

Property and Equipment, net

Property and Equipment, net	6 Months Ended
	Jun. 30, 2020
Property, Plant and Equipment [Abstract]
Property and Equipment, net	Property and Equipment, net Property and equipment consisted of the following at June 30, 2020 and December 31, 2019 (in thousands): June 30, 2020 December 31, 2019 Computer equipment, software, and internally developed software $ 66,845 $ 60,049 Furniture and fixtures 5,022 4,927 Leasehold improvements 16,064 15,839 87,931 80,815 Less: Accumulated depreciation (60,156) (51,018) Total property and equipment, net $ 27,775 $ 29,797 Included in the table above are property and equipment of $1.9 million and $1.4 million at June 30, 2020 and December 31, 2019, respectively, which are capitalizable but had not yet been placed in service. These balances were comprised primarily of capitalized software not ready for its intended use. Total depreciation and amortization expense of property and equipment was $4.9 million and $5.2 million for the three months ended June 30, 2020 and 2019, respectively. Total depreciation and amortization expense of property and equipment was $9.6 million and $10.1 million for the six months ended June 30, 2020 and 2019, respectively.

Credit Facility

Credit Facility	6 Months Ended
	Jun. 30, 2020
Debt Disclosure [Abstract]
Credit facility	Credit Facility The Company is party to a third amended and restated loan and security agreement (the “Credit Facility”) with a financial institution that provides for advances under a $35.0 million revolving line of credit. In February 2018, the Company entered into a first amendment to the Credit Facility that, among other things, extended the expiration of the Credit Facility from February 18, 2018 to February 18, 2021. In December 2018, the Company entered into a second amendment to the Credit Facility to make certain other revisions that do not alter the borrowing amounts, interest rates, or required ratios. The Credit Facility provides a $10.0 million subfacility for the issuance of letters of credit and contains an increase option permitting the Company, subject to the lender’s consent, to increase the revolving credit facility by up to $15.0 million, to an aggregate maximum of $50.0 million. The Credit Facility bears interest, at the Company’s option, at either (i) the prime rate published by The Wall Street Journal, plus a spread of -0.25% to 0.50%, or (ii) a LIBOR rate determined in accordance with the terms of the Credit Facility, plus a spread of 1.75% to 2.50%. In each case, the spread is based on the Company’s adjusted quick ratio, which is a ratio of the Company’s cash and cash equivalents plus net billed accounts receivable to current liabilities plus all borrowings under the Credit Facility. Interest is due and payable quarterly in arrears for prime rate loans and on the earlier of the last day of each quarter or the end of an interest period, as defined in the Credit Facility, for LIBOR rate loans. The Company is also obligated to pay an unused revolving line facility fee of 0.00% to 0.20% per annum based on the Company’s adjusted quick ratio. The Credit Facility requires the Company to maintain an adjusted quick ratio of at least 1.50 to 1.00 on the last day of each quarter. If this adjusted quick ratio is not maintained, then the facility requires the Company to maintain, as measured at each quarter end, a maximum consolidated leverage ratio of 3.00 or 2.50 to 1.00, and a fixed charge coverage ratio of at least 1.25 to 1.00. Consolidated leverage ratio is a ratio of all funded indebtedness, including all capital lease obligations, plus all letters of credit under the facility to the Company’s Adjusted EBITDA for the trailing twelve months. Fixed charge coverage ratio is the ratio of the Company’s Adjusted EBITDA minus cash income taxes to its cash interest payments for the trailing twelve months. The Credit Facility also limits the Company’s ability to pay dividends. At June 30, 2020, the Company was in compliance with the Credit Facility’s financial covenants. The Company’s future material domestic subsidiaries are required, upon the lender’s request, to become co-borrowers under the Credit Facility. Additionally, the Credit Facility contains acceleration clauses that accelerate any borrowings in the event of default. The Company’s obligations and those of its future material domestic subsidiaries are collateralized by substantially all of their respective assets, subject to certain exceptions and limitations. At June 30, 2020, the Company had no outstanding amounts under the Credit Facility and the amount available was $31.9 million, reduced for the letters of credit issued and outstanding under the subfacility of $3.1 million.

Commitments and Contingencies

Commitments and Contingencies	6 Months Ended
	Jun. 30, 2020
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	Commitments and Contingencies Reorganization In May 2020, the Company committed to a restructuring plan (the “Restructuring Plan”) in furtherance of its efforts to enhance productivity and efficiency, preserve profitability and streamline its organizational structure to better align operations with its long-term commitment to providing an enhanced consumer experience. The Company recorded restructuring costs of approximately $8.5 million in the second quarter of 2020 in connection with the Restructuring Plan. Of the total, the Company recorded $0.7 million in cost of revenue, $5.3 million in sales and marketing, $1.6 million in technology and development and $0.9 million in general and administrative expenses within the Company’s condensed consolidated statements of comprehensive loss during the three and six months ended June 30, 2020. The Company expects the majority of the restructuring costs liability as of June 30, 2020 to be paid during the three months ended September 30, 2020 with the remainder to be paid by early 2021. The Company does not expect to incur significant additional charges in future periods related to the Restructuring Plan. The following table presents a roll forward of the restructuring costs liability for the six months ended June 30, 2020 (in thousands): Restructuring Costs Liability Accrual at December 31, 2019 $ 28 Expense 8,514 Cash Payments (2,139) Accrual at June 30, 2020 $ 6,403 Legal Proceedings From time to time, the Company may become subject to legal proceedings, claims and litigation arising in the ordinary course of business. When the Company becomes aware of a claim or potential claim, it assesses the likelihood of any loss or exposure. In accordance with authoritative guidance, the Company records loss contingencies in its financial statements only for matters in which losses are probable and can be reasonably estimated. Where a range of loss can be reasonably estimated with no best estimate in the range, the Company records the minimum estimated liability. If the loss is not probable or the amount of the loss cannot be reasonably estimated, the Company discloses the nature of the specific claim if the likelihood of a potential loss is reasonably possible and the amount involved is material. The Company continuously assesses the potential liability related to the Company’s pending litigation and revises its estimates when additional information becomes available. The Company is not currently a party to any material legal proceedings, other than as described below. Stockholder Litigation Milbeck Federal Securities Litigation On March 30, 2018, Leon Milbeck filed a putative securities class action against the Company in the U.S. District Court for the Central District of California (the “Milbeck Federal Securities Litigation”). On June 27, 2018, the court appointed the Oklahoma Police Pension and Retirement Fund as lead plaintiff, who filed an amended complaint on August 24, 2018. The amended complaint sought an award of unspecified damages, interest, attorney’s fees and equitable relief based on allegations that the defendants made false or misleading statements about the Company’s business, operations, prospects and performance during a purported class period of February 16, 2017 through November 6, 2017 in violation of Sections 10(b) and 20(a) of the Exchange Act and Rule 10b-5 promulgated thereunder and that the defendants made actionable misstatements in violation of Section 11 of the Securities Act in connection with our secondary offering that occurred during the class period. The amended complaint named the Company, certain of its then-current and former officers and directors and the underwriters for its secondary offering as defendants. On October 31, 2018, the plaintiff dismissed the underwriters from the litigation “without prejudice,” meaning that they could be reinstated as defendants at a later time, and on November 5, 2018, the Company filed a motion to dismiss the amended complaint, which the court denied on February 5, 2019. On May 9, 2019, the court granted the lead plaintiff’s motion for class certification. On August 2, 2019, the parties entered into an agreement to settle the Milbeck Federal Securities Litigation on a class-wide basis for $28.25 million, all of which was paid by the Company’s directors’ and officers’ liability insurance. On October 15, 2019, the court granted preliminary approval of the proposed settlement, and on January 27, 2020, the court issued a minute order granting final approval to the settlement. The court entered the final judgment and order of dismissal on May 26, 2020. As a result, the Milbeck Federal Securities Litigation is resolved. Because the settlement was fully funded by the Company’s directors’ and officers’ liability insurance, the Company removed the settlement liability and offsetting insurance receivable of $28.25 million from its consolidated balance sheet at December 31, 2019. California Derivative Litigation On March 6, 2019, the Company, certain of its then-current and former officers and directors and USAA were named as defendants in a derivative action filed by Dean Drulias nominally on behalf of the Company in the U.S. District Court for the Central District of California (the “California Derivative Litigation”). On March 12, 2019, the plaintiff filed an amended complaint, which alleged breach of fiduciary duties, unjust enrichment and violation of Section 10(b) and Section 29(b) of the Exchange Act and sought contribution for damages awarded against us in the Milbeck Federal Securities Litigation and an award of unspecified damages, interest, attorney’s fees and equitable relief based on substantially the same factual allegations as the Milbeck Federal Securities Litigation. On May 13, 2019, the Company filed motions to dismiss the amended complaint on the grounds of forum non conveniens based upon the exclusive forum provision of the Company’s certificate of incorporation, failure to make a pre-suit demand on the Company’s board of directors and failure to state a claim upon which relief may be granted. On October 23, 2019, the court granted the Company’s motion to dismiss the state-law claims with prejudice on the grounds of forum non conveniens and granted the Company’s motion to dismiss the federal-law claims without prejudice for failure to state a claim. In light of these rulings, the court declined to address the Company’s motion to dismiss for failure to show pre-suit demand futility. The court permitted the plaintiff to amend his complaint with respect to the dismissed federal-law claims, but on November 5, 2019, he informed the court that he declined to do so and stated his intent to appeal the court’s ruling. On November 18, 2019, the court entered judgment in favor of the defendants and against the plaintiff, and on December 13, 2019, the plaintiff appealed that judgment. The Company believes that the appeal is without merit, and intends to vigorously defend itself in this matter. The Company has not recorded an accrual related to this matter as of June 30, 2020 as the Company does not believe a loss is probable or reasonably estimable. Delaware Consolidated Derivative Litigation In August 2019, three purported stockholder derivative actions were filed in Delaware alleging a variety of claims nominally on the Company’s behalf arising out of alleged breaches of fiduciary duty under Delaware law based upon substantially the same factual allegations as the Milbeck Federal Securities Litigation. The complaints named the Company, certain of its then-current and former directors and officers, USAA and, in one of the actions, certain entities affiliated with USAA and certain of our current and former directors as defendants. On October 7, 2019, the Delaware Court of Chancery consolidated the cases into a single action in that court bearing the caption In re TrueCar, Inc. Stockholder Derivative Litigation (the “Delaware Consolidated Derivative Litigation”). On November 6, 2019, the plaintiffs filed a consolidated complaint against all of the defendants named in the prior actions, asserting claims for breach of fiduciary duty, unjust enrichment, contribution and indemnification against the Company’s current and former officers and directors, and claims for aiding and abetting breaches of fiduciary duty against the entities affiliated with USAA and with certain of the Company’s current and former directors. The plaintiffs seek an award of damages against the defendants on behalf of the Company and various alleged corporate governance reforms. On December 19, 2019, the defendants filed motions to dismiss for failure to make a pre-suit demand. The Company believes that the consolidated complaint is without merit and intends to vigorously defend itself in this matter. The Company has not recorded an accrual related to this matter as of June 30, 2020 as the Company does not believe a loss is probable or reasonably estimable. Lee Derivative Litigation In December 2019, Sulgi Lee, a purported stockholder, filed a derivative action in the Delaware Court of Chancery alleging a variety of claims nominally on the Company’s behalf arising out of alleged breaches of fiduciary duty under Delaware law based upon substantially the same factual allegations as the Milbeck Federal Securities Litigation. The complaint named the Company, certain of its then-current and former directors and officers and USAA as defendants. The plaintiff seeks an award of damages against the defendants on the Company’s behalf and various alleged corporate governance reforms. On May 5, 2020, the court entered the parties’ stipulation to stay this litigation pending the outcome of the motions to dismiss in the Delaware Consolidated Derivative Litigation. The Company believes that the complaint is without merit, and intends to vigorously defend itself in this matter. The Company has not recorded an accrual related to this matter as of June 30, 2020 as the Company does not believe a loss is probable or reasonably estimable. Delaware Federal Derivative Litigation In April 2019, the Company, certain of its then-current and former directors and officers and USAA were named as defendants in derivative actions nominally on behalf of the Company filed by Ara Afarian and Shelley Niemi in the U.S. District Court for the District of Delaware. The complaints alleged breach of Section 29(b) of the Exchange Act as well as breach of fiduciary duties and unjust enrichment and sought contribution for damages awarded against the Company in the Milbeck Federal Securities Litigation and an award of unspecified damages, interest, attorney’s fees and equitable relief based on substantially the same factual allegations as the Milbeck Federal Securities Litigation. The Niemi complaint also sought rescission of certain contracts. On April 17, 2019, the cases were consolidated into a single action bearing the caption In re TrueCar, Inc. Shareholder Derivative Litigation . On September 4, 2019, the court granted the plaintiffs’ unopposed motion to voluntarily dismiss the litigation without prejudice, meaning it could be re-filed at a later date. In light of the termination of the litigation on this basis, the Company has not recorded an accrual related to this matter as of June 30, 2020 as the Company does not believe a loss is probable. Trademark Litigation On April 9, 2020, the Company was named as a defendant in a lawsuit filed by Six Star, Inc. (“Six Star”) in the U.S. District Court for the Middle District of Florida (the “Trademark Litigation”). The complaint in the Trademark Litigation alleges that the Company’s new “BUY SMARTER DRIVE HAPPIER” tagline infringed and diluted Six Star’s “BUY SMART BE HAPPY” trademark and included claims of false advertising and deceptive and unfair trade practices. The complaint seeks injunctive relief in addition to certain monetary awards. The Company believes that the complaint is without merit, and intends to vigorously defend itself in this matter. The Company did not record an accrual related to this matter as of June 30, 2020, as the Company does not believe a loss is probable or reasonably estimable. Employment Contracts The Company has entered into employment contracts with certain executives of the Company. Employment under these contracts is at-will employment. However, under the provisions of the contracts, the Company would incur severance obligations of up to twelve months of the executive’s annual base salary for certain events such as involuntary terminations. Indemnifications

Stock-based Awards

Stock-based Awards	6 Months Ended
	Jun. 30, 2020
Share-based Payment Arrangement [Abstract]
Stock based awards	Stock-based Awards Stock Options A summary of the Company’s stock option activity for the six months ended June 30, 2020 is as follows: Number of Weighted-Average Exercise Price Weighted-Average (in years) Outstanding at December 31, 2019 10,625,980 $ 11.22 5.2 Granted 1,713,111 2.66 Exercised (3,166) 0.83 Forfeited/expired (1,596,381) 12.28 Outstanding at June 30, 2020 10,739,544 $ 9.70 5.3 At June 30, 2020, total remaining stock-based compensation expense for unvested stock option awards was $9.5 million, which is expected to be recognized over a weighted-average period of 2.3 years. For the three months ended June 30, 2020 and 2019, the Company recorded stock-based compensation expense for stock option awards of $1.5 million and $6.9 million, respectively. For the six months ended June 30, 2020 and 2019, the Company recorded stock-based compensation expense for stock option awards of $3.1 million and $10.0 million, respectively. Restricted Stock Units Activity in connection with restricted stock units is as follows for the six months ended June 30, 2020: Number of Weighted- Average Grant Date Fair Value Non-vested — December 31, 2019 5,890,992 $ 7.96 Granted 5,652,422 2.77 Vested (1,598,585) 6.89 Forfeited (1,338,505) 7.43 Non-vested — June 30, 2020 8,606,324 $ 4.83 At June 30, 2020, total remaining stock-based compensation expense for non-vested restricted stock units was $38.9 million, which is expected to be recognized over a weighted-average period of 2.4 years. The Company recorded $5.0 million and $8.7 million in stock-based compensation expense for restricted stock units for the three months ended June 30, 2020 and 2019, respectively. The Company recorded $9.6 million and $14.2 million in stock-based compensation expense for restricted stock units for the six months ended June 30, 2020 and 2019, respectively. Stock-based Compensation Cost The Company recorded stock-based compensation cost relating to stock options and restricted stock units in the following categories on the accompanying condensed consolidated statements of comprehensive loss (in thousands): Three Months Ended Six Months Ended 2020 2019 2020 2019 Cost of revenue $ 211 $ 553 $ 618 $ 1,052 Sales and marketing 2,388 4,716 4,644 8,188 Technology and development 1,361 3,463 2,633 5,409 General and administrative 2,494 6,824 4,736 9,542 Total stock-based compensation expense 6,454 15,556 12,631 24,191 Amount capitalized to internal software use 401 505 783 978 Total stock-based compensation cost $ 6,855 $ 16,061 $ 13,414 $ 25,169

Income Taxes

Income Taxes	6 Months Ended
	Jun. 30, 2020
Income Tax Disclosure [Abstract]
Income Taxes	Income Taxes In determining quarterly provisions for income taxes, the Company uses the annual estimated effective tax rate applied to the actual year-to-date loss. The Company’s annual estimated effective tax rate differs from the statutory rate primarily as a result of state taxes, tax amortization of goodwill and changes in the Company’s valuation allowance. The Company recorded an income tax expense of $0.1 million in each of the three months ended June 30, 2020 and 2019. The Company recorded an income tax benefit of $0.3 million and income tax expense of $0.2 million for the six months ended June 30, 2020 and 2019, respectively. For the six months ended June 30, 2020, the $0.3 million tax benefit arose in connection with the impairment of goodwill during the first quarter of 2020, resulting in reduction of indefinite-lived deferred tax liabilities. There were no material changes to the Company’s unrecognized tax benefits in the six months ended June 30, 2020, and the Company does not expect to have any significant changes to unrecognized tax benefits through the end of the fiscal year. Due to the presence of net operating loss (“NOL”) carryforwards, all income tax years remain open for examination by the IRS and various state taxing authorities. The Internal Revenue Code of 1986, as amended (the “IRC”), imposes substantial restrictions on the utilization of net operating losses and other tax attributes in the event of an “ownership change” of a corporation. Accordingly, a company’s ability to use pre-change net operating loss and research tax credits may be limited as prescribed under IRC Sections 382 and 383. Events that may cause a limitation in the amount of the net operating losses and credits that the Company uses in any one year include, but are not limited to, a cumulative ownership change of more than 50% over a three-year period. The Company experienced a cumulative ownership change as of December 31, 2019 within the meaning of IRC Sections 382 and 383. As a result of this ownership change, the Company estimates that up to $86.8 million and $2.5 million of federal and state net operating loss carryforwards, respectively, may expire unused. Similarly, the Company estimates that up to $0.8 million of federal research and development credit carryforward may expire unused. The Section 382 limitation resulted in a reduction of deferred tax assets of $18.4 million and would be fully offset by a corresponding decrease in its valuation allowance, with no net tax provision impact. On March 27, 2020, the Coronavirus Aid, Relief and Economic Security (CARES) Act was enacted to provide economic relief to individuals and businesses facing economic hardship as a result of the COVID-19 public health emergency. The CARES Act includes, among other things, provisions relating to payroll tax credits and deferrals, net operating loss carryback periods, alternative minimum tax credits refunds, modifications to the net interest deduction limitations, and technical corrections to tax depreciation methods for qualified improvement property. In addition, on June 29, 2020 California enacted legislation suspending NOL deductions for taxpayers with more than $1 million of business income and imposing limits on the use of tax credits up to $5 million effective for tax years 2020 through 2022. The changes in tax law did not have a material impact on the Company’s results of operations for the three and six months ended June 30, 2020. The Company will continue to monitor possible future impact of changes in tax legislation.

Net Loss Per Share

Net Loss Per Share	6 Months Ended
	Jun. 30, 2020
Earnings Per Share [Abstract]
Net loss per share	Net Loss Per Share The following table sets forth the computation of basic and diluted net loss per share (in thousands, except per share data): Three Months Ended Six Months Ended 2020 2019 2020 2019 Net loss $ (11,242) $ (24,060) $ (21,911) $ (38,425) Weighted-average common shares outstanding 107,535 105,485 107,279 105,139 Net loss per share - basic and diluted $ (0.10) $ (0.23) $ (0.20) $ (0.37) The following table presents the number of anti-dilutive shares excluded from the calculation of diluted net loss per share at June 30, 2020 and 2019 (in thousands): June 30, 2020 2019 Options to purchase common stock 10,740 13,080 Common stock warrants 1,459 1,459 Non-vested restricted stock unit awards 8,606 6,701 Total shares excluded from net loss per share 20,805 21,240

Related Party Transactions

Related Party Transactions	6 Months Ended
	Jun. 30, 2020
Related Party Transactions [Abstract]
Related Party Transactions	Related Party Transactions Transactions with USAA USAA is a large stockholder in the Company and the Company’s most significant affinity marketing partner. The Company has entered into arrangements with USAA to operate its Auto Buying Program. At the time that the Company entered into these arrangements, USAA met the definition of a related party. In February 2020, the Company entered into a short-term agreement to extend its partnership with USAA Federal Savings Bank (“USAA FSB”) to continue to power the USAA Car Buying Service through September 30, 2020. USAA FSB will pay the Company a $20 million transition services fee that will be earned over the term of the agreement. Revenue share from USAA FSB to the Company will remain the same as it was under the previous agreement except that amounts earned after March 1, 2020 will be settled net of the transaction service fee. The Company had amounts due from USAA included in accounts receivable at June 30, 2020 and December 31, 2019 of $6.5 million and $0.2 million, respectively. In addition, the Company had an amount due to USAA included in accounts payable at June 30, 2020 of $0.2 million. At December 31, 2019, the Company had an amount due to USAA of $7.3 million, of which $6.0 million was included in accounts payable and $1.3 million was included in accrued expenses and other current liabilities. For the three and six months ended June 30, 2020, the Company recognized revenue of $3.9 million and $5.6 million, respectively. Additionally, for the six months ended June 30, 2020, the Company recorded sales and marketing expense of $2.0 million. For the three and six months ended June 30, 2019, the Company recorded sales and marketing expense of $5.7 million and $11.2 million, respectively. Transactions with Accu-Trade During the first quarter of 2019, the Company became a 20% owner of Accu-Trade and accounts for the investment using the equity method, as the Company has significant influence over the investee. The Company had amounts due to Accu-Trade included in accounts payable at June 30, 2020 and December 31, 2019 of $0.2 million and $0.4 million, respectively. The Company recognized contra-revenue of $0.2 million and $0.3 million and cost of revenue of $0.1 million and $0.3 million for the three months ended June 30, 2020 and 2019, respectively, related to a software and data licensing agreement entered into with Accu-Trade. The Company recognized contra-revenue of $0.6 million and $0.5 million and cost of revenue of $0.4 million and $0.4 million for the six months ended June 30, 2020 and 2019, respectively.

Revenue Information

Revenue Information	6 Months Ended
	Jun. 30, 2020
Revenue from Contract with Customer [Abstract]
Revenue Information	Revenue Information Disaggregation of Revenue The Company disaggregates revenue into three revenue streams: dealer revenue, OEM incentives revenue, and forecasts, consulting and other revenue. The following table presents the Company’s revenue categories during the periods presented (in thousands): Three Months Ended Six Months Ended 2020 2019 2020 2019 Dealer revenue $ 50,049 $ 78,977 $ 123,847 $ 155,791 OEM incentives revenue 4,771 4,143 8,294 8,344 Forecasts, consulting and other revenue 7,865 4,955 14,070 9,522 Total revenues $ 62,685 $ 88,075 $ 146,211 $ 173,657 Contract Balances

Subsequent Events

Subsequent Events	6 Months Ended
	Jun. 30, 2020
Subsequent Events [Abstract]
Subsequent Events	Subsequent EventsIn July 2020, the Company entered into a definitive agreement (the “Purchase Agreement”) to sell its 100% interest (the “Transaction”) in ALG to J.D. Power, a Delaware corporation (“J.D. Power”). The Purchase Agreement provides for J.D. Power to pay the Company (i) $112.5 million in cash consideration at the closing of the Transaction, subject to certain customary post-closing adjustments, (ii) a potential cash earnout of up to $7.5 million based upon ALG’s achievement of certain revenue metrics in 2020 and (iii) a potential cash earnout of up to $15 million based upon ALG’s achievement of certain revenue metrics in 2022. The closing of the Transaction is subject to customary closing conditions as well as regulatory review and approval. The Company is currently evaluating the tax effects of the Transaction on the Company’s condensed consolidated financial statements.In July 2020, the Company’s board of directors authorized an open market stock repurchase program (the “Program”) of up to $75 million to allow for the repurchase of shares of the Company’s common stock through September 30, 2022. The timing and amount of any repurchases will be determined by Company management based on its evaluation of market conditions and other factors. Repurchases of the Company’s common stock may be made under a Rule 10b5-1 plan, which would permit common stock to be repurchased when the Company might otherwise be precluded from doing so under insider trading laws, open market purchases, privately-negotiated transactions, block purchases or otherwise in accordance with applicable federal securities laws. The Program may be suspended or discontinued at any time and does not obligate the Company to purchase any minimum number of shares. The Program will be funded using the Company’s available cash and proceeds from the ALG divestiture.

Summary of Significant Accoun_2

Summary of Significant Accounting Policies (Policies)	6 Months Ended
	Jun. 30, 2020
Accounting Policies [Abstract]
Basis of presentation	Basis of Presentation The Company’s unaudited condensed consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (“GAAP”) and applicable rules and regulations of the U.S. Securities and Exchange Commission (“SEC”) for quarterly reports on Form 10-Q and Article 10-1 of Regulation S-X. Accordingly, some information and footnote disclosures required by GAAP for complete financial statements have been condensed or omitted pursuant to such rules and regulations. In the opinion of the Company’s management, the accompanying unaudited condensed consolidated financial statements and notes have been prepared on the same basis as the audited consolidated financial statements for the year ended December 31, 2019, and include all adjustments (consisting of normal recurring adjustments) necessary for a fair statement of the interim periods presented.
Consolidation	Principles of Consolidation The accompanying condensed consolidated financial statements include the accounts of TrueCar and its wholly owned subsidiaries. Business acquisitions are included in the Company’s condensed consolidated financial statements from the date of the acquisition. The Company’s purchase accounting resulted in all assets and liabilities of acquired businesses being recorded at their estimated fair values on the acquisition dates. Equity investments through which the Company is able to exercise significant influence over but does not control the investee and is not the primary beneficiary of the investee’s activities are accounted for using the equity method. The Company’s share of the income or loss from equity method investments is recognized on a one-quarter lag due to the timing and availability of financial information. All intercompany balances and transactions have been eliminated in consolidation.
Use of estimates	Use of Estimates The preparation of consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the dates of the consolidated financial statements, and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Assets and liabilities that are subject to judgment and use of estimates include sales allowances and allowances for doubtful accounts, contract assets, the fair value of assets and liabilities assumed in business combinations, right-of-use assets and lease liabilities, the recoverability of goodwill and long-lived assets, valuation allowances with respect to deferred tax assets, useful lives associated with property and equipment and intangible assets, timing and costs associated with our asset retirement obligations, contingencies, and the valuation and assumptions underlying stock-based compensation and other equity instruments. On an ongoing basis, the Company evaluates its estimates compared to historical experience and trends, which form the basis for making judgments about the carrying value of assets and liabilities. In addition, the Company engaged valuation specialists to assist with management’s determination of the valuation of right-of-use assets and lease liabilities, the fair values of assets and liabilities assumed in business combinations, the fair value of reporting units in connection with annual goodwill impairment testing, the fair value of performance shares, and in periods prior to the Company’s initial public offering, valuation of common stock. Risks and Uncertainties In March 2020, the World Health Organization declared a novel strain of coronavirus (“COVID-19”) a pandemic that continues to spread throughout the United States and the world. The COVID-19 pandemic has impacted and could further impact the Company’s operations and the operations of its customers due to facility closures, travel and logistics restrictions and quarantines. As a result, the Company’s business has been negatively affected in a number of ways. Most directly, a number of states and local governments have taken steps that have prohibited or curtailed the sale of automobiles during the pandemic. In some jurisdictions, shelter-at-home orders, or other orders related to the pandemic, impede car sales. On top of these legal restrictions, the economic uncertainty and rapidly increasing number of consumers who are unemployed, as well as the decrease in consumers’ willingness to make discretionary trips outside of the home, have decreased the demand for cars. The severity of the impact of COVID-19 on the Company’s business will depend on a number of factors, including, but not limited to, the duration and severity of the pandemic and the extent and severity of the impact on the Company’s customers, all of which are uncertain and cannot be predicted. The Company’s future results of operations and liquidity could be adversely impacted by delays in payments of outstanding receivable amounts beyond normal payment terms and concessions that the Company may provide to its customers. Even after the COVID-19 pandemic has subsided, the Company may continue to experience adverse impacts to its business as a result of any impacts to its business and any economic recession or depression that has occurred or may occur in the future.
Segment Reporting, Policy [Policy Text Block]	Segments The Company has one operating segment. The Company’s chief operating decision maker (“CODM”) is the President and Chief Executive Officer and the Chief Financial Officer and Chief Accounting Officer, who manage the Company’s operations based on consolidated financial information for purposes of evaluating financial performance and allocating resources. The CODM reviews financial information on a consolidated basis, accompanied by information about dealer revenue, OEM incentive revenue, and forecasts, consulting and other revenue (Note 12). All of the Company’s principal operations, decision-making functions and assets are located in the United States.
Recent accounting pronouncements	Allowance for Doubtful Accounts On January 1, 2020, the Company adopted the new accounting guidance on measuring credit losses on its trade accounts receivable. The new credit loss guidance replaces the old model for measuring the allowance for credit losses with a model that is based on the expected losses rather than incurred losses. Under the new credit loss model, lifetime expected credit losses are measured and recognized at each reporting date based on historical, current and forecast information. The Company determines its allowance for doubtful accounts based on historical write-off experience and specific circumstances that make it likely that recovery will not occur. The Company reviews the allowance for doubtful accounts periodically and assesses the aging of account balances, with an emphasis on those that are past due over ninety days. Account balances are charged off against the allowance when the Company determines that it is probable the receivable will not be recovered. Under the new guidance, the Company considers the need to adjust historical information to reflect the extent to which the Company expects current conditions and reasonable and supportable forecasts to differ from the conditions that existed for the period over which historical information was evaluated. The primary current and future economic indicators the Company uses to develop its current estimate of expected credit losses include the current and forecast U.S. Gross Domestic Product (GDP). The Company calculates the expected credit losses on a pool basis for those trade receivables that have similar risk characteristics. For those trade receivables that do not share similar risk characteristics, the allowance for doubtful accounts is calculated on an individual basis. Risk characteristics relevant to the Company’s accounts receivable include revenue billing model and aging status. Recent Accounting Pronouncements In December 2019, the Financial Accounting Standards Board (“FASB”) issued new guidance to simplify the accounting for income taxes by removing certain exceptions to the general principles in Accounting Standards Codification Topic 740, Income Taxes. This standard is effective for annual reporting periods beginning after December 15, 2020, including interim reporting periods within those annual reporting periods. The Company is currently evaluating the impact of this guidance but the adoption is not expected to have a material impact on the Company’s condensed consolidated financial statements. In August 2018, the FASB issued new guidance that modifies the disclosure requirements in fair value measurements by removing, modifying and adding certain disclosures. The Company adopted this guidance on January 1, 2020 using the prospective transition method. The adoption of this guidance did not have a material impact on the Company’s condensed consolidated financial statements. In August 2018, the FASB issued new guidance that aligns the requirements for capitalizing implementation costs incurred in a cloud computing arrangement that is a service contract with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software (and hosting arrangements that include an internal-use software license). The Company adopted this guidance on January 1, 2020 using the prospective transition method. The adoption of this guidance did not have a material impact on the Company’s condensed consolidated financial statements. In June 2016, the FASB issued new guidance that replaces the then-existing model for measuring the allowance for credit losses for financial assets measured at amortized cost (including trade accounts receivable) to a model that is based on the expected losses rather than incurred losses. Under the new credit loss model, lifetime expected credit losses on such financial assets are measured and recognized at each reporting date based on historical, current, and forecast information. The amendments in this new guidance are applied through a cumulative-effect adjustment to retained earnings as of the beginning of the first reporting period in which the guidance is effective. The Company adopted this guidance on January 1, 2020. The adoption of this guidance did not have a material impact on the Company’s condensed consolidated financial statements.
Goodwill	The Company assesses recoverability of goodwill on an annual basis or when events or changes in circumstances indicate that the carrying value of goodwill may not be recoverable, such as a decline in stock price and market capitalization.

Summary of Significant Accoun_3

Summary of Significant Accounting Policies (Tables)	6 Months Ended
	Jun. 30, 2020
Accounting Policies [Abstract]
Summary of changes in the allowance for doubtful accounts and sales allowances	The following table summarizes the changes in the allowance for doubtful accounts and sales allowances (in thousands): Three Months Ended June 30, 2020 Six Months Ended June 30, 2020 Allowances, at beginning of period $ 8,054 $ 6,759 Charged as a reduction of revenue 2,978 5,386 Charged to bad debt expense in general and administrative expenses 1,260 3,485 Write-offs, net of recoveries (1,833) (5,171) Allowances, at end of period $ 10,459 $ 10,459

Fair Value Measurements (Tables

Fair Value Measurements (Tables)	6 Months Ended
	Jun. 30, 2020
Fair Value Disclosures [Abstract]
Summary of financial assets measured at fair value on a recurring basis	The following table summarizes the Company’s financial assets measured at fair value on a recurring basis at June 30, 2020 and December 31, 2019 by level within the fair value hierarchy. Financial assets are classified in their entirety based on the lowest level of input that is significant to the fair value measurement (in thousands): At June 30, 2020 At December 31, 2019 Total Fair Total Fair Level 1 Level 2 Level 3 Value Level 1 Level 2 Level 3 Value Assets: Cash equivalents $ 165,919 $ — $ — $ 165,919 $ 174,429 $ — $ — $ 174,429 Total assets $ 165,919 $ — $ — $ 165,919 $ 174,429 $ — $ — $ 174,429 Liabilities: Contingent consideration, current $ — $ — $ 2,398 $ 2,398 $ — $ — $ 2,441 $ 2,441 Contingent consideration, non-current — — — — — — 2,336 2,336 Total liabilities $ — $ — $ 2,398 $ 2,398 $ — $ — $ 4,777 $ 4,777
Schedule of changes in fair value of contingent consideration obligation	The following table summarizes the changes in the fair value of the contingent consideration obligation (in thousands): Three Months Ended Six Months Ended June 30, 2020 2019 2020 2019 Fair value, beginning of period $ 4,852 $ 4,552 $ 4,777 $ 4,477 Cash payments (2,500) — (2,500) — Additions and changes in fair value 46 75 121 150 Fair value, end of period $ 2,398 $ 4,627 $ 2,398 $ 4,627
Summary of significant unobservable inputs and valuation technique of level 3 financial liabilities	The following table summarizes the significant unobservable inputs and valuation technique in the fair value measurement of Level 3 financial liabilities used to measure the contingent consideration liability at June 30, 2020: Valuation Technique Unobservable Input Value Discounted cash flow Probability of achievement 98.9% Discount rate 4.9%

Goodwill (Tables)

Goodwill (Tables)	6 Months Ended
	Jun. 30, 2020
Goodwill and Intangible Assets Disclosure [Abstract]
Schedule of Goodwill	The following table summarizes the changes in goodwill for the six months ended June 30, 2020 (in thousands): Goodwill Balance at December 31, 2019 $ 73,311 Impairment (10,187) Balance at June 30, 2020 $ 63,124

Property and Equipment, net (Ta

Property and Equipment, net (Tables)	6 Months Ended
	Jun. 30, 2020
Property, Plant and Equipment [Abstract]
Schedule of property and equipment	Property and equipment consisted of the following at June 30, 2020 and December 31, 2019 (in thousands): June 30, 2020 December 31, 2019 Computer equipment, software, and internally developed software $ 66,845 $ 60,049 Furniture and fixtures 5,022 4,927 Leasehold improvements 16,064 15,839 87,931 80,815 Less: Accumulated depreciation (60,156) (51,018) Total property and equipment, net $ 27,775 $ 29,797

Commitments and Contingencies (

Commitments and Contingencies (Tables)	6 Months Ended
	Jun. 30, 2020
Commitments and Contingencies Disclosure [Abstract]
Schedule of roll forward of severance liability	The following table presents a roll forward of the restructuring costs liability for the six months ended June 30, 2020 (in thousands): Restructuring Costs Liability Accrual at December 31, 2019 $ 28 Expense 8,514 Cash Payments (2,139) Accrual at June 30, 2020 $ 6,403

Stock-based Awards (Tables)

Stock-based Awards (Tables)	6 Months Ended
	Jun. 30, 2020
Share-based Payment Arrangement [Abstract]
Summary of stock option activity	A summary of the Company’s stock option activity for the six months ended June 30, 2020 is as follows: Number of Weighted-Average Exercise Price Weighted-Average (in years) Outstanding at December 31, 2019 10,625,980 $ 11.22 5.2 Granted 1,713,111 2.66 Exercised (3,166) 0.83 Forfeited/expired (1,596,381) 12.28 Outstanding at June 30, 2020 10,739,544 $ 9.70 5.3
Schedule of activity in connection with restricted stock	Activity in connection with restricted stock units is as follows for the six months ended June 30, 2020: Number of Weighted- Average Grant Date Fair Value Non-vested — December 31, 2019 5,890,992 $ 7.96 Granted 5,652,422 2.77 Vested (1,598,585) 6.89 Forfeited (1,338,505) 7.43 Non-vested — June 30, 2020 8,606,324 $ 4.83
Schedule of stock-based compensation cost relating to stock options and restricted stock awards	The Company recorded stock-based compensation cost relating to stock options and restricted stock units in the following categories on the accompanying condensed consolidated statements of comprehensive loss (in thousands): Three Months Ended Six Months Ended 2020 2019 2020 2019 Cost of revenue $ 211 $ 553 $ 618 $ 1,052 Sales and marketing 2,388 4,716 4,644 8,188 Technology and development 1,361 3,463 2,633 5,409 General and administrative 2,494 6,824 4,736 9,542 Total stock-based compensation expense 6,454 15,556 12,631 24,191 Amount capitalized to internal software use 401 505 783 978 Total stock-based compensation cost $ 6,855 $ 16,061 $ 13,414 $ 25,169

Net Loss Per Share (Tables)

Net Loss Per Share (Tables)	6 Months Ended
	Jun. 30, 2020
Earnings Per Share [Abstract]
Computation of basic and diluted net loss per share	The following table sets forth the computation of basic and diluted net loss per share (in thousands, except per share data): Three Months Ended Six Months Ended 2020 2019 2020 2019 Net loss $ (11,242) $ (24,060) $ (21,911) $ (38,425) Weighted-average common shares outstanding 107,535 105,485 107,279 105,139 Net loss per share - basic and diluted $ (0.10) $ (0.23) $ (0.20) $ (0.37)
Anti-dilutive shares excluded from the calculation of diluted net loss per share	The following table presents the number of anti-dilutive shares excluded from the calculation of diluted net loss per share at June 30, 2020 and 2019 (in thousands): June 30, 2020 2019 Options to purchase common stock 10,740 13,080 Common stock warrants 1,459 1,459 Non-vested restricted stock unit awards 8,606 6,701 Total shares excluded from net loss per share 20,805 21,240

Revenue Information (Tables)

Revenue Information (Tables)	6 Months Ended
	Jun. 30, 2020
Revenue from Contract with Customer [Abstract]
Schedule of revenue categories	The following table presents the Company’s revenue categories during the periods presented (in thousands): Three Months Ended Six Months Ended 2020 2019 2020 2019 Dealer revenue $ 50,049 $ 78,977 $ 123,847 $ 155,791 OEM incentives revenue 4,771 4,143 8,294 8,344 Forecasts, consulting and other revenue 7,865 4,955 14,070 9,522 Total revenues $ 62,685 $ 88,075 $ 146,211 $ 173,657

Organization and Nature of Bu_2

Organization and Nature of Business (Details)	6 Months Ended
	Jun. 30, 2020segment
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Number of Operating Segments	1

Accounting Policies - Summary o

Accounting Policies - Summary of Changes in Allowance for Doubtful Accounts and Sales Allowances (Details) - USD ($) $ in Thousands	3 Months Ended	6 Months Ended
	Jun. 30, 2020	Jun. 30, 2020
Allowance for Doubtful Accounts Receivable [Roll Forward]
Allowances, at beginning of period	$ 8,054	$ 6,759
Charged as a reduction of revenue	2,978	5,386
Charged to bad debt expense in general and administrative expenses	1,260	3,485
Write-offs, net of recoveries	(1,833)	(5,171)
Allowances, at end of period	$ 10,459	$ 10,459

Fair Value Measurements - Summa

Fair Value Measurements - Summary of Financial Assets Measured at Fair Value (Details) - Recurring - USD ($) $ in Thousands	Jun. 30, 2020	Dec. 31, 2019
Fair Value Measurements
Contingent consideration, current	$ 2,398	$ 2,441
Contingent consideration, non-current	0	2,336
Total liabilities	2,398	4,777
Level 1
Fair Value Measurements
Cash equivalents	165,919	174,429
Total assets	165,919	174,429
Contingent consideration, current	0	0
Contingent consideration, non-current	0	0
Total liabilities	0	0
Level 2
Fair Value Measurements
Cash equivalents	0	0
Total assets	0	0
Contingent consideration, current	0	0
Contingent consideration, non-current	0	0
Total liabilities	0	0
Level 3
Fair Value Measurements
Cash equivalents	0	0
Total assets	0	0
Contingent consideration, current	2,398	2,441
Contingent consideration, non-current	0	2,336
Total liabilities	2,398	4,777
Total fair value
Fair Value Measurements
Cash equivalents	165,919	174,429
Total assets	$ 165,919	$ 174,429

Fair Value Measurements - Sched

Fair Value Measurements - Schedule of Changes in Fair Value of Contingent Consideration Obligation (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2020	Jun. 30, 2019	Jun. 30, 2020	Jun. 30, 2019
Fair Value Disclosures [Abstract]
Fair value, beginning of period	$ 4,852	$ 4,552	$ 4,777	$ 4,477
Cash payments	(2,500)	0	(2,500)	0
Additions and changes in fair value	46	75	121	150
Fair value, end of period	$ 2,398	$ 4,627	$ 2,398	$ 4,627

Fair Value Measurements - Sum_2

Fair Value Measurements - Summary of Significant Unobservable Inputs and Valuation Technique of Level 3 Financial Liabilities (Details) - Discounted cash flow - Level 3	Jun. 30, 2020
Probability of achievement
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Contingent consideration liability	0.989
Discount rate
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Contingent consideration liability	4.9

Goodwill (Details)

Goodwill (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2020	Jun. 30, 2019	Jun. 30, 2020	Jun. 30, 2019
Goodwill [Roll Forward]
Goodwill, Beginning Balance			$ 73,311
Goodwill, Impairment Loss	$ 0	$ 0	(10,187)	$ 0
Goodwill, Ending Balance	63,124		63,124
Goodwill impairment	$ 0	$ 0	$ 10,187	$ 0

Property and Equipment, net (De

Property and Equipment, net (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2020	Jun. 30, 2019	Jun. 30, 2020	Jun. 30, 2019	Dec. 31, 2019
Property and Equipment, net
Property and equipment, gross	$ 87,931		$ 87,931		$ 80,815
Less: Accumulated depreciation	(60,156)		(60,156)		(51,018)
Total property and equipment, net	27,775		27,775		29,797
Property and equipment capitalized but not placed in service	1,900		1,900		1,400
Total depreciation and amortization expense	6,425	$ 6,767	12,696	$ 13,182
Property and Equipment
Property and Equipment, net
Total depreciation and amortization expense	4,900	5,200	9,600	10,100
Computer equipment, software, and internally developed software
Property and Equipment, net
Property and equipment, gross	66,845		66,845		60,049
Furniture and fixtures
Property and Equipment, net
Property and equipment, gross	5,022		5,022		4,927
Leasehold improvements
Property and Equipment, net
Property and equipment, gross	16,064		16,064		$ 15,839
Internally developed software
Property and Equipment, net
Amortization	$ 3,500	$ 3,900	$ 6,900	$ 7,300

Credit Facility (Details)

Credit Facility (Details) - USD ($)	1 Months Ended
	Feb. 28, 2018	Jun. 30, 2020	Feb. 18, 2018
Credit facility
Amount outstanding		$ 0
Remaining borrowing capacity		31,900,000
Letters of credit outstanding, amount		$ 3,100,000
Revolving line of credit
Credit facility
Maximum borrowing capacity			$ 35,000,000
Increase in maximum borrowing capacity, subject to lender's consent			15,000,000
Maximum borrowing capacity, subject to lender's consent			50,000,000
Quick ratio minimum	1.50
Maximum consolidated leverage ratio, upper end of range	3
Maximum consolidated leverage ratio, lower end of range	2.50
Minimum fixed charge coverage ratio	1.25
Revolving line of credit | Minimum
Credit facility
Unused facility fee (as a percent)	0.00%
Revolving line of credit | Maximum
Credit facility
Unused facility fee (as a percent)	0.20%
Revolving line of credit | Prime rate | Minimum
Credit facility
Variable rate basis spread (as a percent)	(0.25%)
Revolving line of credit | Prime rate | Maximum
Credit facility
Variable rate basis spread (as a percent)	0.50%
Revolving line of credit | LIBOR | Minimum
Credit facility
Variable rate basis spread (as a percent)	1.75%
Revolving line of credit | LIBOR | Maximum
Credit facility
Variable rate basis spread (as a percent)	2.50%
Letters of credit
Credit facility
Maximum borrowing capacity			$ 10,000,000

Commitments and Contingencies -

Commitments and Contingencies - Legal Proceedings (Details) $ in Thousands	Aug. 02, 2019USD ($)	Dec. 31, 2019USD ($)	Aug. 31, 2019action
Loss Contingencies [Line Items]
Stockholder derivative actions | action			3
Milbeck Federal Securities Litigation
Loss Contingencies [Line Items]
Agreement to settle	$ 28,250
Insurance Settlements Receivable		$ 28,250
Loss Contingency Accrual		$ 28,250

Commitments and Contingencies_2

Commitments and Contingencies - Employee Contracts and Severance Costs (Details) - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2020	Dec. 31, 2019
Employment contracts
Restructuring Cost and Reserve [Line Items]
Maximum term of executive's annual base salary to determine severance obligations	12 months
Employee Severance [Member]
Restructuring Cost and Reserve [Line Items]
Restructuring Reserve	$ 6,403	$ 28
Restructuring Charges	8,514
Payments for Restructuring	$ (2,139)

Commitments and Contingencies_3

Commitments and Contingencies - Reorganization (Details) - Employee Severance [Member] - USD ($) $ in Thousands	3 Months Ended	6 Months Ended
	Jun. 30, 2020	Jun. 30, 2020	Dec. 31, 2019
Restructuring Cost and Reserve [Line Items]
Severance costs		$ 8,514
Restructuring Reserve	$ 6,403	6,403	$ 28
Payments for Restructuring		(2,139)
Reorganization Plan [Member]
Restructuring Cost and Reserve [Line Items]
Severance costs	8,500	8,500
Sales and marketing | Reorganization Plan [Member]
Restructuring Cost and Reserve [Line Items]
Severance costs	5,300	5,300
Technology and development | Reorganization Plan [Member]
Restructuring Cost and Reserve [Line Items]
Severance costs	1,600	1,600
General and administrative | Reorganization Plan [Member]
Restructuring Cost and Reserve [Line Items]
Severance costs	900	900
Cost of revenue | Reorganization Plan [Member]
Restructuring Cost and Reserve [Line Items]
Severance costs	$ 700	$ 700

Stock-based Awards (Details - O

Stock-based Awards (Details - Options) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended		6 Months Ended		12 Months Ended
	Jun. 30, 2020	Jun. 30, 2019	Jun. 30, 2020	Jun. 30, 2019	Dec. 31, 2019
Additional disclosure
Stock-based compensation expense	$ 6,454	$ 15,556	$ 12,631	$ 24,191
Options
Number of Options
Outstanding at the beginning of period (in shares)			10,625,980
Granted (in shares)			1,713,111
Exercised (in shares)			(3,166)
Canceled/forfeited (in shares)			(1,596,381)
Outstanding at the end of the period (in shares)	10,739,544		10,739,544		10,625,980
Weighted-Average Exercise Price
Outstanding at the beginning of period (in dollars per share)			$ 11.22
Granted (in dollars per share)			2.66
Exercised (in dollars per share)			0.83
Canceled/forfeited (in dollars per share)			12.28
Outstanding at the end of the period (in dollars per share)	$ 9.70		$ 9.70		$ 11.22
Additional disclosure
Weighted average remaining contractual life (in years)			5 years 3 months 18 days		5 years 2 months 12 days
Remaining stock-based compensation expense for unvested awards	$ 9,500		$ 9,500
Weighted average period over which remaining stock based compensation expense for unvested awards is expected to be recognized			2 years 3 months 18 days
Stock-based compensation expense	$ 1,500	$ 6,900	$ 3,100	$ 10,000

Stock-based Awards (Details 2 -

Stock-based Awards (Details 2 - RSUs) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2020	Jun. 30, 2019	Jun. 30, 2020	Jun. 30, 2019
Weighted-Average Grant Date Fair Value
Stock based compensation expense	$ 6,454	$ 15,556	$ 12,631	$ 24,191
Non-vested restricted stock unit awards
Number of Shares
Non-vested at the beginning of period (in shares)			5,890,992
Granted (in shares)			5,652,422
Vested (in shares)			(1,598,585)
Canceled/forfeited (in shares)			(1,338,505)
Non-vested at the end of the period (in per share)	8,606,324		8,606,324
Weighted-Average Grant Date Fair Value
Non-vested at the beginning of period (in dollars per share)			$ 7.96
Granted (in dollars per share)			2.77
Vested (in dollars per share)			6.89
Canceled/forfeited (in dollars per share)			7.43
Non-vested at the end of the period (in dollars per share)	$ 4.83		$ 4.83
Remaining stock based compensation expense for non vested restricted stock units	$ 38,900		$ 38,900
Weighted average period over which remaining stock based compensation expense for unvested awards is expected to be recognized			2 years 4 months 24 days
Stock based compensation expense	$ 5,000	$ 8,700	$ 9,600	$ 14,200

Stock-based Awards (Details 3 -

Stock-based Awards (Details 3 - Stock comp by FSLI) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2020	Jun. 30, 2019	Jun. 30, 2020	Jun. 30, 2019
Stock-based Compensation Cost
Stock-based compensation expense	$ 6,454	$ 15,556	$ 12,631	$ 24,191
Amount capitalized to internal software use	401	505	783	978
Total stock-based compensation cost	6,855	16,061	13,414	25,169
Certain Executive-level Employees [Member]
Stock-based Compensation Cost
Termination benefits		7,200		7,200
Cost of revenue
Stock-based Compensation Cost
Stock-based compensation expense	211	553	618	1,052
Sales and marketing
Stock-based Compensation Cost
Stock-based compensation expense	2,388	4,716	4,644	8,188
Technology and development
Stock-based Compensation Cost
Stock-based compensation expense	1,361	3,463	2,633	5,409
General and administrative
Stock-based Compensation Cost
Stock-based compensation expense	$ 2,494	$ 6,824	$ 4,736	$ 9,542

Income Taxes (Details)

Income Taxes (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2020	Jun. 30, 2019	Jun. 30, 2020	Jun. 30, 2019	Dec. 31, 2019
Income Tax Disclosure [Abstract]
Income tax expense (benefit)	$ 109	$ 69	$ (327)	$ 170
Operating Loss Carryforwards [Line Items]
Deferred Tax Assets, Tax Deferred Expense					$ 18,400
Domestic Tax Authority [Member]
Operating Loss Carryforwards [Line Items]
Operating Loss Carryforwards					86,800
Tax Credit Carryforward, Amount					800
Tax Credit Carryforward, Amount					800
State and Local Jurisdiction [Member]
Operating Loss Carryforwards [Line Items]
Operating Loss Carryforwards					$ 2,500

Net Loss Per Share (Details)

Net Loss Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	3 Months Ended				6 Months Ended
	Jun. 30, 2020	Mar. 31, 2020	Jun. 30, 2019	Mar. 31, 2019	Jun. 30, 2020	Jun. 30, 2019
Earnings Per Share [Abstract]
Net loss	$ (11,242)	$ (10,669)	$ (24,060)	$ (14,365)	$ (21,911)	$ (38,425)
Weighted average common shares outstanding (in shares)	107,535		105,485		107,279	105,139
Net loss per share, basic and diluted (in dollars per share)	$ (0.10)		$ (0.23)		$ (0.20)	$ (0.37)

Net Loss Per Shares (Details 2)

Net Loss Per Shares (Details 2) - shares shares in Thousands	6 Months Ended
	Jun. 30, 2020	Jun. 30, 2019
Anti-dilutive shares excluded from the calculation of diluted net loss per share attributable to common stockholders
Total shares excluded from net loss per share	20,805	21,240
Options to purchase common stock
Anti-dilutive shares excluded from the calculation of diluted net loss per share attributable to common stockholders
Total shares excluded from net loss per share	10,740	13,080
Common stock warrants
Anti-dilutive shares excluded from the calculation of diluted net loss per share attributable to common stockholders
Total shares excluded from net loss per share	1,459	1,459
Non-vested restricted stock unit awards
Anti-dilutive shares excluded from the calculation of diluted net loss per share attributable to common stockholders
Total shares excluded from net loss per share	8,606	6,701

Related Party Transactions (Det

Related Party Transactions (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended		8 Months Ended
	Jun. 30, 2020	Jun. 30, 2019	Jun. 30, 2020	Jun. 30, 2019	Sep. 30, 2020	Dec. 31, 2019
Related Party Transactions
Revenue	$ 62,685	$ 88,075	$ 146,211	$ 173,657
Related party accounts payable- current	467		467			$ 6,439
Accrued expenses and other current liabilities	0		0			1,299
Revenue	3,773	345	5,020	509
USAA | Forecast
Related Party Transactions
Revenue					$ 20,000
Sales and marketing
Related Party Transactions
Costs and expenses with related parties	0	5,749	1,959	11,222
Cost of revenue
Related Party Transactions
Costs and expenses with related parties	139	289	424	423
USAA
Related Party Transactions
Due from related party	6,500		6,500			200
Related party accounts payable- current	200		200			6,000
Due to USAA						7,300
Accrued expenses and other current liabilities						1,300
Revenue	$ 3,900		5,600
USAA | Sales and marketing
Related Party Transactions
Costs and expenses with related parties		5,700
Costs under related party agreements			$ 2,000	11,200
Accu-Trade
Related Party Transactions
Ownership percent	20.00%		20.00%
Due to related party	$ 200		$ 200			$ 400
Accu-Trade | Contra-revenue
Related Party Transactions
Contra revenue	200	300	600	500
Accu-Trade | Cost of revenue
Related Party Transactions
Costs under related party agreements	$ 100	$ 300	$ 400	$ 400

- Schedule of Revenue Categorie

- Schedule of Revenue Categories (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2020	Jun. 30, 2019	Jun. 30, 2020	Jun. 30, 2019
Revenue Information
Revenues (includes related party revenue of $3,773 and $345 for the three months ended June 30, 2020 and 2019, respectively, and $5,020 and $509 for the six months ended June 30, 2020 and 2019, respectively)	$ 62,685	$ 88,075	$ 146,211	$ 173,657
Dealer revenue
Revenue Information
Revenues (includes related party revenue of $3,773 and $345 for the three months ended June 30, 2020 and 2019, respectively, and $5,020 and $509 for the six months ended June 30, 2020 and 2019, respectively)	50,049	78,977	123,847	155,791
OEM incentives revenue
Revenue Information
Revenues (includes related party revenue of $3,773 and $345 for the three months ended June 30, 2020 and 2019, respectively, and $5,020 and $509 for the six months ended June 30, 2020 and 2019, respectively)	4,771	4,143	8,294	8,344
Forecasts, consulting and other revenue
Revenue Information
Revenues (includes related party revenue of $3,773 and $345 for the three months ended June 30, 2020 and 2019, respectively, and $5,020 and $509 for the six months ended June 30, 2020 and 2019, respectively)	$ 7,865	$ 4,955	$ 14,070	$ 9,522

Revenue Information - Narrative

Revenue Information - Narrative (Details) - USD ($)	6 Months Ended
	Jun. 30, 2020	Dec. 31, 2019
Revenue from Contract with Customer [Abstract]
Contract with Customer, Asset, Reclassified to Receivable	$ 2,800,000
Contract with Customer, Asset, after Allowance for Credit Loss	$ 3,300,000	$ 2,800,000

Subsequent Events (Details)

Subsequent Events (Details) - Subsequent Event [Member] - USD ($)	1 Months Ended	12 Months Ended
	Jul. 31, 2020	Dec. 31, 2020	Dec. 31, 2022
Subsequent Event [Line Items]
Discontinued Operation, Ownership Interest Prior to Disposal	100.00%
Proceeds from Divestiture of Businesses		$ 112,500,000
Disposal Group, Including Discontinued Operation, Contingent Consideration, Asset		$ 7,500,000	$ 15,000,000
Stock Repurchase Program, Authorized Amount	$ 75,000,000