Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2019 | Oct. 31, 2019 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Sep. 30, 2019 | |
Document Fiscal Year Focus | 2019 | |
Document Fiscal Period Focus (Q1,Q2,Q3,FY) | Q3 | |
Entity Registrant Name | eHealth, Inc. | |
Entity Central Index Key | 0001333493 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Current Reporting Status | Yes | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding (in shares) | 23,098,198 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Unaudited) - USD ($) | Sep. 30, 2019 | Dec. 31, 2018 |
Current assets: | ||
Cash and cash equivalents | $ 88,070,000 | $ 13,089,000 |
Accounts receivable | 682,000 | 3,601,000 |
Commissions receivable — current | 127,414,000 | 134,190,000 |
Prepaid expenses and other current assets | 18,180,000 | 5,288,000 |
Total current assets | 234,346,000 | 156,168,000 |
Commissions receivable — non-current | 230,322,000 | 211,668,000 |
Property and equipment, net | 10,401,000 | 7,684,000 |
Operating lease right-of-use assets | 36,551,000 | |
Restricted cash | 3,354,000 | 0 |
Other assets | 15,424,000 | 11,276,000 |
Intangible assets, net | 10,609,000 | 12,249,000 |
Goodwill | 40,233,000 | 40,233,000 |
Total assets | 581,240,000 | 439,278,000 |
Current liabilities: | ||
Accounts payable | 18,062,000 | 5,688,000 |
Accrued compensation and benefits | 18,139,000 | 20,763,000 |
Accrued marketing expenses | 4,086,000 | 11,013,000 |
Earnout liability — current | 28,300,000 | 20,730,000 |
Lease liabilities — current | 4,317,000 | |
Deferred Revenue | 9,083,000 | 876,000 |
Other current liabilities | 1,671,000 | 1,549,000 |
Total current liabilities | 83,658,000 | 60,619,000 |
Debt | 0 | 5,000,000 |
Earnout liability — non-current | 0 | 19,270,000 |
Deferred income taxes — non-current | 29,735,000 | 47,901,000 |
Lease liabilities — non-current | 34,181,000 | |
Other non-current liabilities | 2,095,000 | 3,339,000 |
Stockholders’ equity: | ||
Common stock | 35,000 | 31,000 |
Additional paid-in capital | 448,409,000 | 298,024,000 |
Treasury stock, at cost | (199,998,000) | (199,998,000) |
Retained earnings | 183,028,000 | 204,965,000 |
Accumulated other comprehensive income | 97,000 | 127,000 |
Total stockholders’ equity | 431,571,000 | 303,149,000 |
Total liabilities and stockholders’ equity | $ 581,240,000 | $ 439,278,000 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Comprehensive Loss (Unaudited) - USD ($) shares in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Revenue: | ||||
Total revenue | $ 69,913,000 | $ 40,751,000 | $ 204,453,000 | $ 116,478,000 |
Operating costs and expenses: | ||||
Cost of revenue | 410,000 | 170,000 | 782,000 | 473,000 |
Marketing and advertising | 25,812,000 | 16,148,000 | 72,857,000 | 45,756,000 |
Customer care and enrollment | 40,144,000 | 17,272,000 | 81,567,000 | 43,730,000 |
Technology and content | 12,033,000 | 7,740,000 | 31,487,000 | 23,368,000 |
General and administrative | 16,608,000 | 10,528,000 | 42,748,000 | 32,459,000 |
Acquisition costs | 0 | 0 | 0 | 76,000 |
Change in fair value of earnout liability | (5,400,000) | 3,800,000 | 15,106,000 | 6,300,000 |
Restructuring charges | 0 | 0 | 0 | 1,865,000 |
Amortization of intangible assets | 547,000 | 547,000 | 1,641,000 | 1,545,000 |
Total operating costs and expenses | 90,154,000 | 56,205,000 | 246,188,000 | 155,572,000 |
Loss from operations | (20,241,000) | (15,454,000) | (41,735,000) | (39,094,000) |
Other income, net | 568,000 | 296,000 | 1,824,000 | 776,000 |
Loss before benefit from income taxes | (19,673,000) | (15,158,000) | (39,911,000) | (38,318,000) |
Benefit from income taxes | (8,649,000) | (6,186,000) | (17,974,000) | (12,487,000) |
Net loss | $ (11,024,000) | $ (8,972,000) | $ (21,937,000) | $ (25,831,000) |
Net loss per share: | ||||
Basic and diluted (in usd per share) | $ (0.47) | $ (0.47) | $ (0.96) | $ (1.36) |
Weighted-average number of shares used in per share amounts: | ||||
Basic and diluted (in shares) | 23,493 | 19,236 | 22,840 | 19,059 |
Comprehensive loss | ||||
Foreign currency translation adjustment, net of taxes | $ (34,000) | $ (66,000) | $ (30,000) | $ (72,000) |
Comprehensive loss | (11,058,000) | (9,038,000) | (21,967,000) | (25,903,000) |
Commission | ||||
Revenue: | ||||
Total revenue | 59,762,000 | 33,613,000 | 184,595,000 | 104,966,000 |
Other | ||||
Revenue: | ||||
Total revenue | $ 10,151,000 | $ 7,138,000 | $ 19,858,000 | $ 11,512,000 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Stockholders' Equity (Unaudited) - USD ($) shares in Thousands, $ in Thousands | Total | Common Stock | Additional Paid-in Capital | Treasury Stock | Retained Earnings | Accumulated Other Comprehensive Income |
Beginning balance (in shares) at Dec. 31, 2017 | 29,880 | 11,238 | ||||
Beginning Balance at Dec. 31, 2017 | $ 286,664 | $ 30 | $ 281,706 | $ (199,998) | $ 204,725 | $ 201 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Issuance of common stock in connection with exercise of common stock options and release of vested restricted stock units, net of cash used to net settle equity awards (in shares) | 559 | |||||
Issuance of common stock in connection with exercise of common stock options and release of vested restricted stock units, net of cash used to net-share settle equity awards | 2,031 | $ 1 | 2,030 | |||
Common stock traded for employee tax obligations | (3,398) | (3,398) | ||||
Common stock traded for employee tax obligation (in shares) | 151 | |||||
Stock-based compensation expense | 9,475 | 9,475 | ||||
Foreign currency translation adjustment, net of taxes | (72) | (72) | ||||
Net loss | (25,831) | (25,831) | ||||
Stock issued for acquisition (in shares) | 295 | |||||
Stock issued for acquisition | 5,595 | 5,595 | ||||
Ending balance (in shares) at Sep. 30, 2018 | 30,734 | 11,389 | ||||
Ending Balance at Sep. 30, 2018 | 274,464 | $ 31 | 295,408 | $ (199,998) | 178,894 | 129 |
Beginning balance (in shares) at Jun. 30, 2018 | 30,485 | 11,324 | ||||
Beginning Balance at Jun. 30, 2018 | 280,252 | $ 30 | 292,159 | $ (199,998) | 187,866 | 195 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Issuance of common stock in connection with exercise of common stock options and release of vested restricted stock units, net of cash used to net settle equity awards (in shares) | 249 | |||||
Issuance of common stock in connection with exercise of common stock options and release of vested restricted stock units, net of cash used to net-share settle equity awards | 1,363 | $ 1 | 1,362 | |||
Common stock traded for employee tax obligations | (1,656) | (1,656) | ||||
Common stock traded for employee tax obligation (in shares) | 65 | |||||
Stock-based compensation expense | 3,543 | 3,543 | ||||
Foreign currency translation adjustment, net of taxes | (66) | (66) | ||||
Net loss | (8,972) | (8,972) | ||||
Ending balance (in shares) at Sep. 30, 2018 | 30,734 | 11,389 | ||||
Ending Balance at Sep. 30, 2018 | 274,464 | $ 31 | 295,408 | $ (199,998) | 178,894 | 129 |
Beginning balance (in shares) at Dec. 31, 2018 | 30,863 | 11,426 | ||||
Beginning Balance at Dec. 31, 2018 | 303,149 | $ 31 | 298,024 | $ (199,998) | 204,965 | 127 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Issuance of common stock in connection with exercise of common stock options and release of vested restricted stock units, net of cash used to net settle equity awards (in shares) | 684 | |||||
Issuance of common stock in connection with exercise of common stock options and release of vested restricted stock units, net of cash used to net-share settle equity awards | 5,168 | $ 1 | 5,167 | |||
Common stock traded for employee tax obligations | (11,511) | (11,511) | ||||
Common stock traded for employee tax obligation (in shares) | 145 | |||||
Stock-based compensation expense | 13,417 | 13,417 | ||||
Foreign currency translation adjustment, net of taxes | (30) | (30) | ||||
Net loss | (21,937) | (21,937) | ||||
Stock issued in equity offering (in shares) | 2,760 | |||||
Stock issued in equity offering | 126,051 | $ 3 | 126,048 | |||
Stock issued for acquisition (in shares) | 295 | |||||
Stock issued for acquisition | 17,264 | 17,264 | ||||
Ending balance (in shares) at Sep. 30, 2019 | 34,602 | 11,571 | ||||
Ending Balance at Sep. 30, 2019 | 431,571 | $ 35 | 448,409 | $ (199,998) | 183,028 | 97 |
Beginning balance (in shares) at Jun. 30, 2019 | 34,267 | 11,482 | ||||
Beginning Balance at Jun. 30, 2019 | 443,265 | $ 34 | 449,046 | $ (199,998) | 194,052 | 131 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Issuance of common stock in connection with exercise of common stock options and release of vested restricted stock units, net of cash used to net settle equity awards (in shares) | 335 | |||||
Issuance of common stock in connection with exercise of common stock options and release of vested restricted stock units, net of cash used to net-share settle equity awards | 1,913 | $ 1 | 1,912 | |||
Common stock traded for employee tax obligations | (8,059) | (8,059) | ||||
Common stock traded for employee tax obligation (in shares) | 89 | |||||
Stock-based compensation expense | 5,510 | 5,510 | ||||
Foreign currency translation adjustment, net of taxes | (34) | (34) | ||||
Net loss | (11,024) | (11,024) | ||||
Ending balance (in shares) at Sep. 30, 2019 | 34,602 | 11,571 | ||||
Ending Balance at Sep. 30, 2019 | $ 431,571 | $ 35 | $ 448,409 | $ (199,998) | $ 183,028 | $ 97 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Cash Flows (Unaudited) | 9 Months Ended | |||
Sep. 30, 2019USD ($) | Sep. 30, 2018USD ($) | |||
Operating activities | ||||
Net loss | $ (21,937,000) | $ (25,831,000) | ||
Adjustments to reconcile net loss to net cash provided by operating activities: | ||||
Deferred income taxes | (18,166,000) | (12,679,000) | ||
Depreciation and amortization | 2,153,000 | 1,870,000 | ||
Amortization of internally developed software | 2,443,000 | 1,583,000 | ||
Amortization of intangible assets | 1,641,000 | 1,545,000 | ||
Stock-based compensation expense | 13,417,000 | 9,475,000 | ||
Change in fair value of earnout liability | 15,106,000 | 6,300,000 | ||
Change in deferred rent | (1,272,000) | 326,000 | ||
Other non-cash items | 336,000 | 61,000 | ||
Changes in operating assets and liabilities: | ||||
Accounts receivable | 2,920,000 | (665,000) | ||
Commissions receivable | (11,878,000) | 29,156,000 | ||
Prepaid expenses and other assets | (9,346,000) | (8,209,000) | ||
Accounts payable | 13,155,000 | 1,513,000 | ||
Accrued compensation and benefits | (2,624,000) | (2,081,000) | ||
Accrued marketing expenses | (6,927,000) | (1,635,000) | ||
Deferred revenue | 8,207,000 | 5,354,000 | ||
Accrued expenses and other liabilities | (1,942,000) | (595,000) | ||
Net cash (used in) provided by operating activities | (14,714,000) | 5,488,000 | ||
Investing activities | ||||
Capitalized internal-use software and website development costs | (6,356,000) | (4,344,000) | ||
Purchases of property and equipment and other assets | (5,616,000) | (3,471,000) | ||
Payments for security deposits | (72,000) | 0 | ||
Acquisition of business, net of cash acquired | 0 | (14,929,000) | ||
Cash used in investing activities | (12,044,000) | (22,744,000) | ||
Financing activities | ||||
Proceeds from issuance of common stock, net of issuance costs | 126,051,000 | 0 | ||
Net proceeds from exercise of common stock options | 5,168,000 | 2,030,000 | ||
Cash used to net-share settle equity awards | (11,511,000) | (3,398,000) | ||
Debt issuance cost payments | 0 | (1,172,000) | ||
Repayment of debt | (5,000,000) | 0 | ||
Acquisition-related contingent payments | (9,542,000) | 0 | ||
Principal payments in connection with finance leases | (81,000) | (78,000) | ||
Net cash (used in) provided by financing activities | 105,085,000 | (2,618,000) | ||
Effect of exchange rate changes on cash, cash equivalents and restricted cash | 8,000 | (71,000) | ||
Net increase (decrease) in cash, cash equivalents and restricted cash | 78,335,000 | (19,945,000) | ||
Cash, cash equivalents and restricted cash at beginning of period | 13,089,000 | 40,293,000 | ||
Cash, cash equivalents and restricted cash at end of period | 91,424,000 | [1] | $ 20,348,000 | [1] |
Restricted cash | $ 3,354,000 | |||
[1] | The ending balance of cash, cash equivalents and restricted cash as of September 30, 2019 included $3.4 million of restricted cash as of September 30, 2019. There was no restricted cash as of December 31, 2018. |
Summary of Business and Signifi
Summary of Business and Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2019 | |
Accounting Policies [Abstract] | |
Summary of Business and Significant Accounting Policies | Summary of Business and Significant Accounting Policies Description of Business — eHealth, Inc. (the “Company,” “eHealth,” “we” or “us”) is a leading private health insurance exchange for individuals, families and small businesses in the United States. Through our website addresses ( www.eHealth.com , www.eHealthInsurance.com , www.eHealthMedicare.com, www.Medicare.com, www.PlanPrescriber.com and www.GoMedigap.com) , consumers can get quotes from leading health insurance carriers, compare plans side-by-side, and apply for and purchase Medicare-related, individual and family, small business and ancillary health insurance plans. We actively market the availability of Medicare-related insurance plans and offer Medicare plan comparison tools and educational materials for Medicare-related insurance plans, including Medicare Advantage, Medicare Supplement and Medicare Part D prescription drug plans. Our ecommerce technology also enables us to deliver consumers’ health insurance applications electronically to health insurance carriers. We are licensed to market and sell health insurance in all 50 states and the District of Columbia. Basis of Presentation — The accompanying condensed consolidated balance sheets as of September 30, 2019 and December 31, 2018, the condensed consolidated statements of comprehensive loss and stockholders' equity for the three and nine months ended September 30, 2019 and 2018, and the condensed consolidated statements of cash flows for the nine months ended September 30, 2019 and 2018, respectively, are unaudited. The condensed consolidated balance sheet data as of December 31, 2018 was derived from the audited consolidated financial statements included in our Annual Report on Form 10-K for the year ended December 31, 2018, which was filed with the Securities and Exchange Commission on March 14, 2019. The accompanying financial statements and related notes should be read in conjunction with the audited consolidated financial statements and related notes included in our Annual Report on Form 10-K. The accompanying condensed consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles ("U.S. GAAP") for interim financial information and reflect all normal recurring adjustments that are necessary to present fairly the results for the interim periods presented. Certain information and disclosures normally included in financial statements prepared in accordance with U.S. GAAP have been condensed or omitted in accordance with those rules and regulations. However, the Company believes the disclosures made are adequate to make the information not misleading. The unaudited condensed consolidated financial statements have been prepared on the same basis as the audited consolidated financial statements in our Annual Report on Form 10-K for the year ended December 31, 2018 and include all adjustments necessary for the fair presentation of our financial position as of September 30, 2019 and December 31, 2018, and our results of operations for the periods presented. The results for the three and nine months ended September 30, 2019 are not necessarily indicative of the results to be expected for any subsequent period or for the year ending December 31, 2019 and therefore should not be relied upon as an indicator of future results. Principles of Consolidation — The condensed consolidated financial statements include the accounts of eHealth, Inc. and its wholly-owned subsidiaries. All intercompany accounts and transactions have been eliminated in consolidation. Operating Segments — We report segment information based on how our chief executive officer, who is our chief operating decision maker ("CODM"), regularly reviews our operating results, allocates resources and makes decisions regarding our business operations. The performance measures of our segments include total revenue and profit (loss). Our business structure is comprised of two operating segments: • Medicare; and • Individual, Family and Small Business. The Medicare segment consists primarily of commissions earned from our sale of Medicare-related health insurance plans, including Medicare Advantage, Medicare Supplement and Medicare Part D prescription drug plans, and to a lesser extent, ancillary products sold to our Medicare-eligible customers, including but not limited to, dental and vision insurance, as well as our advertising program that allows carriers to purchase Medicare-related advertising on a separate website developed, hosted and maintained by us, and our delivery and sale to third parties of Medicare-related health insurance leads generated by our ecommerce platforms and our marketing activities. The Individual, Family and Small Business segment consists primarily of commissions earned from our sale of individual, family and small business health insurance plans and ancillary products sold to our non-Medicare-eligible customers, including but not limited to, dental, vision, and short-term health insurance. To a lesser extent, the Individual, Family and Small Business segment consists of amounts earned from our online sponsorship program that allows carriers to purchase advertising space in specific markets in a sponsorship area on our website, our licensing to third parties the use of our health insurance ecommerce technology, and our delivery and sale to third parties of individual and family health insurance leads generated by our ecommerce platforms and our marketing activities. Marketing and advertising, customer care and enrollment, technology and content, and general and administrative operating expenses that are directly attributable to a segment are reported within the applicable segment. Indirect marketing and advertising, customer care and enrollment, and technology and content operating expenses are allocated to each segment based on usage. Other indirect general and administrative operating expenses are managed in a corporate shared services environment and, since they are not the responsibility of segment operating management, are not allocated to the two operating segments and instead reported within Corporate. Segment profit (loss) is calculated as total revenue for the applicable segment less direct and allocated marketing and advertising, customer care and enrollment, technology and content, and general and administrative operating expenses, excluding stock-based compensation, change in fair value of earnout liability, restructuring charges, acquisition costs, depreciation and amortization expense, other income, net, and amortization of intangible assets. Use of Estimates — The preparation of condensed consolidated financial statements and related disclosures in conformity with U.S. GAAP requires management to make estimates, judgments and assumptions that affect the amounts reported and disclosed in the condensed consolidated financial statements and accompanying notes. On an ongoing basis, we evaluate our estimates, including those related to, but not limited to, the commissions we expect to collect for each approved member cohort, the useful lives of intangible assets, fair value of investments, recoverability of intangible assets, valuation allowance for deferred income taxes, provision (benefit) for income taxes and the assumptions used in determining stock-based compensation. We base our estimates of the carrying value of certain assets and liabilities on historical experience and on various other assumptions that we believe to be reasonable. Actual results may differ from these estimates. Seasonality — A greater number of our Medicare-related health insurance plans are sold in our fourth quarter during the Medicare annual enrollment period when Medicare-eligible individuals are permitted to change their Medicare Advantage, Medicare Supplement, and Medicare Part D prescription drug coverage for the following year. As a result, our Medicare plan-related commission revenue is highest in our fourth quarter. Due to the recent reintroduction of the Medicare open enrollment period into January to March of the following year, commission revenue is typically second-highest in our first quarter. The majority of our major medical individual and family health insurance plans are sold in the fourth quarter during the annual open enrollment period as defined under the federal Patient Protection and Affordable Care Act and related amendments in the Health Care and Education Reconciliation Act. Individuals and families generally are not able to purchase major medical individual and family health insurance outside of these open enrollment periods, unless they qualify for a special enrollment period as a result of certain qualifying events, such as losing employer-sponsored health insurance or moving to another state. Cash Equivalents — We consider all investments with an original maturity of 90 days or less from the date of purchase to be cash equivalents. Cash and cash equivalents are stated at fair value. Revenue Recognition — We account for revenue under Accounting Standards Codification ("ASC") 606 — Revenue from Contracts with Customers. Refer to Note 2 — Revenue in the Notes to Condensed Consolidated Financial Statements of this Quarterly Report on Form 10-Q for a discussion of our revenue recognition. Accounting Pronouncement Not Yet Adopted Financial Instruments — Credit Losses (Topic 326) — In June 2016, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") No. 2016-13, Financial Instruments — Credit Losses (Topic 326), which amends the guidance for accounting for assets that are potentially subject to credit risk. The amendments affect contract assets, loans, debt securities, trade receivables, net investments in leases, off-balance-sheet credit exposures, reinsurance receivables, and any other financial assets not excluded from the scope that have the contractual right to receive cash. ASU 2016-13 is effective for us beginning January 1, 2020 using a modified retrospective transition method. We are still in the process of assessing the impact, if any, this ASU will have on our condensed consolidated financial statements. Recently Adopted Accounting Pronouncement Leases (Topic 842) — In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842). ASU 2016-02 requires lessees to recognize a right-of-use asset and lease liability for all leases with terms of more than 12 months. Recognition, measurement, and presentation of expenses will depend on classification as a finance or operating lease. For lessors, the guidance modifies the classification criteria and the accounting for sales-type and direct finance leases. The guidance also eliminates existing real estate-specific provisions for all entities. The new standard was effective for annual reporting periods beginning after December 15, 2018, including interim periods within that reporting period. We adopted the standard using the optional transition method on January 1, 2019. As a result of adopting the ASU, on January 1, 2019, we recorded a right-of-use asset and lease liability of $23.3 million and $24.6 million , respectively, which are discussed in Note 11 — Leases in the Notes to Condensed Consolidated Financial Statements of this Quarterly Report on Form 10-Q. |
Revenue
Revenue | 9 Months Ended |
Sep. 30, 2019 | |
Revenue from Contract with Customer [Abstract] | |
Revenue | Revenue We are compensated by the receipt of commission payments from health insurance carriers whose health insurance policies are purchased through our ecommerce platforms or our customer care centers. We may also receive commission bonuses based on our attaining predetermined target sales levels for Medicare, individual and family, small business and ancillary health insurance products, or other objectives, as determined by the health insurance carrier, which we recognize as commission revenue when we achieve the predetermined target sales levels or other objectives. In addition, we also generate revenue from non-commission revenue sources, which include online sponsorship and advertising, technology licensing and lead referrals. Payment of commissions typically commences within 60 days from the effective date. Payment terms for non-commission revenue are typically 30 days from the invoice date . We account for revenue under Accounting Standards Codification ("ASC") 606 — Revenue from Contracts with Customers. The core principle of ASC 606 is to recognize revenue upon the transfer of promised goods or services to customers in an amount that reflects the consideration the entity expects to be entitled to in exchange for those goods or services. Accordingly, we recognize revenue for our services in accordance with the following five steps outlined in ASC 606: • Identification of the contract, or contracts, with a customer. A contract with a customer exists when (i) we enter into an enforceable contract with a customer that defines each party’s rights regarding the goods or services to be transferred and identifies the payment terms related to these goods or services, (ii) the contract has commercial substance, and (iii) we determine that collection of substantially all consideration for goods or services that are transferred is probable based on the customer’s intent and ability to pay the promised consideration. • Identification of the performance obligations in the contract. Performance obligations promised in a contract are identified based on the goods or services that will be transferred to the customer that are both capable of being distinct, whereby the customer can benefit from the goods or service either on its own or together with other resources that are readily available from third parties or from us, and are distinct in the context of the contract, whereby the transfer of the goods or services is separately identifiable from other promises in the contract. • Determination of the transaction price. The transaction price is determined based on the consideration to which we will be entitled in exchange for transferring goods or services to the customer. • Allocation of the transaction price to the performance obligations in the contract. If the contract contains a single performance obligation, the entire transaction price is allocated to the single performance obligation. Contracts that contain multiple performance obligations require an allocation of the transaction price to each performance obligation based on a relative standalone selling price basis. • Recognition of revenue when, or as, we satisfy a performance obligation. We satisfy performance obligations either over time or at a point in time, as discussed in further detail below. Revenue is recognized at the time the related performance obligation is satisfied by transferring the promised good or service to the customer. We adopted ASC 606 using the full retrospective method on January 1, 2018, which required us to recast previously reported financial statements. Upon adoption at January 1, 2018, our retained earnings balance increased by $225.5 million . Commission Revenue — Our commission revenue results from approval of an application from health insurance carriers, which we define as our customers. Our commission revenue is primarily comprised of commissions from health insurance carriers which is computed using the estimated constrained lifetime value of commission payments that we expect to receive. We typically enter into contractual agency relationships with health insurance carriers that are non-exclusive and terminable on short notice by either party for any reason. In addition, health insurance carriers often have the ability to terminate or amend our agreements unilaterally on short notice, including provisions in our agreements relating to the commission rates paid to us by the health insurance carriers. The amendment or termination of an agreement we have with a health insurance carrier may adversely impact the commissions we are paid on health insurance plans purchased from the carrier by means of our health insurance exchange services. For both Medicare Advantage and Medicare Part D prescription drug plans, we receive a fixed, annual commission payment from insurance carriers once the plan is approved by the carrier and either a fixed, monthly, or annual commission payment beginning with and subsequent to the second plan year. In the first plan year of a Medicare Advantage and Medicare Part D prescription drug plan, after the health insurance carrier approves the application but during the effective year of the plan, we are paid a fixed commission that is prorated for the number of months remaining in the calendar year. Additionally, if the plan is the first Medicare Advantage or Medicare Part D prescription drug plan issued to the member, we may receive a higher commission rate that covers a full twelve-month period, regardless of the month the plan was effective. We earn commission revenue for Medicare Advantage and Medicare Part D prescription drug plans for which we are the broker of record, typically until either the policy is cancelled or we otherwise do not remain the agent on the policy. For individual and family, Medicare Supplement, small business and ancillary plans, our commissions generally represent a flat amount per member per month or a percentage of the premium amount collected by the carrier during the period that a member maintains coverage under a plan. Premium-based commissions are reported to us after the premiums are collected by the carrier, generally on a monthly basis. We generally continue to receive the commission payment from the relevant insurance carrier until the health insurance plan is cancelled or we otherwise do not remain the agent on the policy. We estimate commission revenue for each insurance product by applying the use of a portfolio approach to a group of approved members by plan type and the effective month of the relevant plan, which we refer to as “cohorts”. We estimate the commissions we expect to collect for each approved member cohort by evaluating various factors, including but not limited to, contracted commission rates, carrier mix and estimated average plan duration. For Medicare-related, individual and family and ancillary health insurance plans, our services are complete once a submitted application is approved by the relevant health insurance carrier. Accordingly, we recognize commission revenue based upon the total estimated lifetime commissions we expect to receive for selling the plan after the carrier approves an application, net of an estimated constraint. We refer to these estimated and constrained lifetime values as the "constrained LTV" for the plan. We provide annual services in selling and renewing small business health insurance plans; therefore, we recognize small business health insurance plan commission revenue at the time the plan is approved by the carrier, and when it renews each year thereafter, equal to the estimated commissions we expect to collect from the plan over the following twelve months. Our estimate of commission revenue for each product line is based on a number of assumptions, which include, but are not limited to, estimating conversion of an approved member to a paying member, forecasting average plan duration and forecasting the commission amounts likely to be received per member. These assumptions are based on our analysis of historical trends for the different cohorts and incorporate management’s judgment in interpreting those trends to apply the constraints discussed below. For our Medicare business, which represented 78% and 75% of our total commission revenue for the nine months ended September 30, 2019 and 2018, respectively, the estimated average plan duration used to calculate Medicare health insurance plan LTVs historically has been approximately 3 years for Medicare Advantage plans, approximately 5 years for Medicare Part D prescription drug plans, and approximately 5.5 years for Medicare Supplement plans. The estimated average plan duration used to calculate the LTV for major medical individual and family health insurance plans historically has been approximately 1.5 to 2 years . For short term health insurance plan LTVs, the estimated average plan duration historically has been less than six months . For all other ancillary health insurance plan LTVs, the estimated average plan duration has historically varied from 1 to 3 years . To the extent we make changes to the assumptions we use to calculate constrained LTVs, we will recognize any material impact of the changes to commission revenue in the reporting period in which the change is made, including revisions of estimated lifetime commissions either below or in excess of previously estimated constrained LTV recognized as revenue. We recognize revenue at the time of approval as the constrained LTV for that product. We recognize adjustment revenue when our cash collections are in excess of the estimated constrained LTVs for previously approved members. Adjustment revenue is a result of actual cash collections exceeding the estimated constrained LTV for the revenue recognized at the time of approval. If cash collections to date are lower than expected collections to date in the constrained LTV in the revenue booked at the time of approval, we would consider an impairment of the commission receivable. We recorded adjustment revenue of $11.5 million and $28.3 million , respectively, or $0.49 per share and $1.24 per share, respectively, for the three and nine months ended September 30, 2019 , and $2.4 million and $8.0 million , or $0.12 per share and $0.42 per share, respectively, for the three and nine months ended September 30, 2018 . Commission revenue by segment is presented in the table below (in thousands): Three Months Ended September 30, 2019 Three Months Ended September 30, 2018 Commission Revenue from Members Approved During the Period (1) Net Commission Revenue from Members Approved in Prior Periods (2) Total Commission Revenue Commission Revenue from Members Approved During the Period (1) Net Commission Revenue from Members Approved in Prior Periods (2) Total Commission Revenue Medicare $ 43,888 $ 3,813 $ 47,701 $ 26,999 $ (35 ) $ 26,964 Individual, Family and Small Business 4,392 7,669 12,061 4,262 2,387 6,649 Total commission revenue $ 48,280 $ 11,482 $ 59,762 $ 31,261 $ 2,352 $ 33,613 Nine Months Ended September 30, 2019 Nine Months Ended September 30, 2018 Commission Revenue from Members Approved During the Period (1) Net Commission Revenue from Members Approved in Prior Periods (2) Total Commission Revenue Commission Revenue from Members Approved During the Period (1) Net Commission Revenue from Members Approved in Prior Periods (2) Total Commission Revenue Medicare $ 141,898 $ 5,226 $ 147,124 $ 80,601 $ (62 ) $ 80,539 Individual, Family and Small Business 14,403 23,068 37,471 16,333 8,094 24,427 Total commission revenue $ 156,301 $ 28,294 $ 184,595 $ 96,934 $ 8,032 $ 104,966 (1) These amounts include commission bonus revenue. (2) These amounts reflect our revised estimates of cash collections for certain members approved prior to the relevant reporting period that are recognized as adjustments to revenue within the relevant reporting period. These amounts include revenue associated with renewing small business health insurance members. For Medicare-related, individual and family and ancillary health insurance plans, we apply constraints to determine the amount of commission revenue to recognize per approved member. The constraints are applied to help ensure that the total estimated lifetime commissions expected to be collected for an approved member’s plan are recognized as revenue only to the extent that it is probable that a significant reversal in the amount of cumulative revenue recognized will not occur when the uncertainty associated with future commissions receivable from the plan is subsequently resolved. The judgments that can be significant in estimating LTVs are related to the constraint. To determine the constraints to be applied to LTV, we compare prior calculations of LTV to actual cash received and review the reasons for any differences. We then apply judgment in assessing whether the difference between historical cash collections and LTV is representative of differences that can be expected in future periods. We also analyze whether circumstances have changed and considers any known or potential modifications to the inputs into LTV in light of the factors that can impact the amount of cash expected to be collected in future periods such as commission rates, carrier mix, plan duration, changes in laws and regulations, and cancellations of insurance plans offered by health insurance carriers with which we have a relationship. We evaluate the appropriateness of our constraints on at least an annual basis, and we update the assumptions when we observe a sufficient level of evidence that would suggest that the long-term expectation of the assumption has changed. For the three and nine months ended September 30, 2019 and 2018, the constraints applied to the total estimated lifetime commissions we expect to receive for selling the plan after the carrier approves an application in order to derive the constrained LTV per approved member were as shown in the following table. Three and Nine Months Ended September 30, 2019 2018 Medicare Medicare Advantage 7 % 7 % Medicare Supplement 5 % 5 % Medicare Part D 5 % 5 % Individual and Family Non-Qualified Health Plans 15 % 15 % Qualified Health Plans 20 % 20 % Ancillaries 10 % 10 % Small Business — % — % Other Revenue — Our sponsorship and advertising program allows carriers to purchase advertising space in specific markets in a sponsorship area on our website. In return, we are typically paid a monthly fee, which is recognized over the period that advertising is displayed, and often a performance fee based on metrics such as submitted health insurance applications, which is recognized based on attainment of metrics. We also offer Medicare advertising services, which include website development, hosting and maintenance. In these instances, we are typically paid a fixed, up-front fee, which we recognize as revenue ratably over the service period. Our commercial technology licensing business allows carriers the use of our ecommerce platform to offer their own health insurance policies on their websites and to utilize our technology to power their online quoting, content and application submission processes. Typically, we are paid a one-time implementation fee, which we recognize ratably on a straight-line basis over the estimated term of the customer relationship (generally the initial term of the agreement), commencing once the technology is available for use by the third party, and a performance fee based on metrics such as submitted health insurance applications. The metrics used to calculate performance fees for both sponsorship and advertising and technology licensing are based on performance criteria that are either measured based on data tracked by us, or based on data tracked by the third party. In instances where the performance criteria data is tracked by us, we recognize revenue in the period of performance and when all other revenue recognition criteria have been met. In instances where the performance criteria data is tracked by the third party, we recognize revenue at amounts in which reversal of such amounts is not likely to occur. Typically, this occurs through our receipt of a cash payment from the third party along with a detailed statement containing the data that is tracked by the third party. Deferred Revenue — Deferred revenue includes deferred technology licensing implementation fees and amounts billed for or collected from sponsorship or technology licensing customers in advance of our performing our service for such customers. It also includes the amount by which both unbilled and billed services provided under our technology licensing arrangements exceed the straight-line revenue recognized to date. Incremental Costs to Obtain a Contract — We reviewed our sales compensation plans, which are directed at converting leads into approved members, and concluded that they are fulfillment costs and not costs to obtain a contract with a customer. Additionally, we reviewed compensation plans related to personnel responsible for identifying new health insurance carriers and entering into contracts with new health insurance carriers and concluded that no incremental costs are incurred to obtain such contracts. Disaggregation of Revenue — The table below depicts the disaggregation of revenue by product for the three and nine months ended September 30, 2019 and 2018 and is consistent with how we evaluate our financial performance (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2019 2018 Percent 2019 2018 Percent Medicare Medicare Advantage $ 36,735 $ 17,976 104 % $ 113,185 $ 57,649 96 % Medicare Supplement 8,229 7,358 12 % 25,082 18,305 37 % Medicare Part D 1,805 1,005 80 % 5,906 2,879 105 % Total Medicare 46,769 26,339 78 % 144,173 78,833 83 % Individual and Family (1) Non-Qualified Health Plans 3,146 876 259 % 11,592 3,386 242 % Qualified Health Plans 839 1,169 (28 )% 4,900 5,006 (2 )% Total Individual and Family 3,985 2,045 95 % 16,492 8,392 97 % Ancillaries Short-term 3,151 1,699 85 % 7,162 4,242 69 % Dental 1,420 245 480 % 3,138 1,611 95 % Vision 537 126 326 % 1,294 857 51 % Other 1,104 1,006 10 % 2,778 3,659 (24 )% Total Ancillaries 6,212 3,076 102 % 14,372 10,369 39 % Small Business 1,938 1,697 14 % 6,576 5,828 13 % Commission Bonus 858 456 88 % 2,982 1,544 93 % Total Commission Revenue 59,762 33,613 78 % 184,595 104,966 76 % Other Revenue 10,151 7,138 42 % 19,858 11,512 72 % Total Revenue $ 69,913 $ 40,751 72 % $ 204,453 $ 116,478 76 % (1) We define our individual and family plan offerings as major medical individual and family health insurance plans, which does not include Medicare-related, small business or ancillary plans. Individual and family health insurance plans include both qualified and non-qualified plans. Qualified health plans are individual and family health insurance plans that meet the requirements of the Affordable Care Act and are offered through the government-run health insurance exchange in the relevant jurisdiction. Non-qualified health plans are individual and family health insurance plans that meet the requirements of the Affordable Care Act and are not offered through the exchange in the relevant jurisdiction. Individuals that purchase non-qualified health plans cannot receive a subsidy in connection with the purchase of non-qualified plans. |
Acquisition
Acquisition | 9 Months Ended |
Sep. 30, 2019 | |
Business Combinations [Abstract] | |
Acquisition | Acquisition On January 22, 2018, we completed our acquisition of all outstanding membership interests of Wealth, Health and Life Advisors, LLC, more commonly known as GoMedigap, a technology-enabled provider of Medicare Supplement enrollment services. We expect this acquisition to enhance our growing presence in the Medicare Supplement market and put us in a stronger position with carriers and strategic partners. The acquisition consideration consisted of cash of $15.0 million , less $0.1 million cash acquired, and 294,637 shares of our common stock. In addition, the members are entitled to receive earnout consideration consisting of up to $20 million in cash and 589,216 shares of our common stock. The earnout consideration becomes payable, subject to the terms and conditions of the purchase agreement relating to the acquisition, upon the final determination of the achievement of certain milestones in 2018 and 2019. The first earnout liability settlement was made during the three months ended March 31, 2019, which consisted of a $9.5 million cash payment as well as a $17.3 million non-cash issuance of common stock. The GoMedigap acquisition was accounted for using the acquisition method of accounting under ASC 805 — Business Combinations . The acquisition method of accounting requires, among other things, that assets acquired and liabilities assumed be recognized at their fair values as of the acquisition date. The major classes of assets and liabilities to which we have allocated the acquisition consideration were as follows (in thousands): Acquisition Consideration Cash paid $ 15,000 Fair value of equity awards issued to GoMedigap members (1) 5,595 Estimated fair value of earnout liability (2) 27,700 $ 48,295 Allocation Cash and cash equivalents $ 71 Commission receivable — current 4,371 Prepaid expenses and other current assets 11 Commission receivable — non-current 11,103 Property and equipment, net 174 Accounts payable (110 ) Accrued compensation and benefits (132 ) Other current liabilities (130 ) Net tangible assets acquired 15,358 Intangible assets 6,800 Goodwill 26,137 Total intangible assets acquired 32,937 Total net assets acquired $ 48,295 (1) The fair value of equity awards issued was determined based on the January 22, 2018 closing price of our common stock of $18.99 per share. (2) The fair value of the earnout liability was determined based on the valuation of a third-party specialist, which utilized certain inputs, including the closing price of our common stock on January 22, 2018 of $18.99 per share. Goodwill and Intangible Assets — Goodwill represents the excess of the purchase price of the acquired business over the acquisition date fair value of the net assets acquired. Goodwill is primarily attributable to the assembled workforce, new product development capabilities and anticipated synergies and economies of scale expected from the operations of the combined company. The goodwill was assigned to our Medicare segment. Goodwill is tested for impairment on an annual basis in the fourth quarter of each year or whenever events or changes in circumstances indicate that the asset may be impaired. Factors that we consider in deciding when to perform an impairment test include significant negative industry or economic trends or significant changes or planned changes in our use of the intangible assets. Goodwill will be deductible for tax purposes over 15 years . Earnout liability — The earnout liability represents the fair value of the earnout consideration payable and will be adjusted to fair value at each reporting date until settled. Changes in fair value will be recognized in operations while changes in the earnout liability due to the passage of time will be recognized as other expense. The earnout liability will be adjusted to the extent the specified enrollment targets are not achieved. The first earnout liability settlement was made during the three months ended March 31, 2019, which consisted of a $9.5 million cash payment as well as a $17.3 million non-cash issuance of common stock. The second payment is expected to be made in the first quarter of 2020. See Note 5 — Fair Value Measurement for additional information regarding change in fair value of the earnout liability for the three and nine months ended September 30, 2019 . Fair Value Measurements — The assets acquired and liabilities assumed of GoMedigap have been recognized at fair value in accordance with ASC 820 — Fair Value Measurement . ASC 820 defines fair value as the price that would be received to sell an asset or would be paid to transfer a liability in an orderly transaction between market participants at the measurement date. ASC 820 requires three levels of hierarchy, which prioritizes the inputs to valuation techniques used to measure fair value. The hierarchy level assigned to each asset and liability is based on the assessment of the transparency and reliability of inputs used in the valuation of such items based on the lowest level of input that is significant to fair value measurement. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and lowest priority to unobservable inputs (Level 3 measurements). Assets acquired and liabilities assumed measured and reported at fair value are classified in one of the following categories based on inputs: Level 1 Unadjusted quoted prices in active markets for identical assets or liabilities. Level 2 Unadjusted quoted prices in active markets for similar assets or liabilities; or unadjusted quoted prices for identical or similar assets or liabilities in markets that are not active; or inputs other than quoted prices that are observable for the asset or liability. Level 3 Unobservable inputs for the asset or liability. The fair values of cash and cash equivalents, prepaid expenses and other current assets, property and equipment, net, accounts payable, accrued compensation and benefits, and other current liabilities were determined using Level 1 inputs, which approximated their carrying value at the date of acquisition. The fair value of commissions receivable was determined using a discount rate of interest, which is a Level 2 input. Intangible assets and the earnout liability were valued using Level 3 inputs. The fair values of the acquired intangible assets were determined using the profit allocation method, which is based on determining the estimated royalties we are relieved from paying because we own the assets. The fair value of the earnout liability was measured using probability-weighted analysis and is discounted using a rate that appropriately captures the risks associated with the obligation. Key assumptions included new enrollments and volatility for the year ended December 31, 2018 and the year ending December 31, 2019 and our simulated stock price at the time of payment. The earnout consideration payable was part of the acquisition consideration and will be adjusted to fair value at each reporting date until settled. The fair value adjustment to the earnout liability during the three months ended September 30, 2019 was a non-cash gain of $5.4 million primarily related to the decrease in value of the shares to be issued upon settlement of the earnout liability. The fair value adjustment to the earnout liability during the nine months ended September 30, 2019 was a non-cash expense of $15.1 million , primarily due to the increase in the value of the shares to be issued upon settlement of the earnout liability. We will update the key assumptions each reporting period and record any fair value adjustments, as necessary. Following are the details of the acquisition consideration allocated to the intangible assets acquired (in thousands): Technology $ 2,000 Trade names, trademarks and website addresses 4,800 Total intangible assets $ 6,800 We are amortizing the existing technology and trade name using a straight-line method over an estimated life of 3 and 10 years , respectively. The estimated useful lives are based on the time periods during which the intangibles are expected to result in incremental cash flows. |
Balance Sheet Accounts
Balance Sheet Accounts | 9 Months Ended |
Sep. 30, 2019 | |
Balance Sheet Related Disclosures [Abstract] | |
Balance Sheet Accounts | Balance Sheet Accounts Cash and Cash Equivalents — As of September 30, 2019 and December 31, 2018, our cash equivalents consisted of money market accounts that invested in U.S. government-sponsored enterprise bonds and discount notes, U.S. government treasury bills and notes and repurchase agreements collateralized by U.S. government obligations. As of September 30, 2019 and December 31, 2018, our cash equivalents carried no unrealized gains or losses. As of September 30, 2019 and December 31, 2018, our cash and cash equivalent balances were invested as follows (in thousands): September 30, 2019 December 31, 2018 Cash $ 5,989 $ 12,766 Money market funds 82,081 323 Total cash and cash equivalents $ 88,070 $ 13,089 In addition to our $88.1 million total cash and cash equivalents balance as of September 30, 2019 , we also had $3.4 million of restricted cash on our condensed consolidated balance sheet. This amount collateralizes letters of credit related to certain lease commitments. Total Accounts Receivable — We do not require collateral or other security for our total accounts receivable. We believe the potential for collection issues with any of our customers was minimal as of September 30, 2019 . Accordingly, our estimate for uncollectible amounts at September 30, 2019 was immaterial. Total accounts receivable as of September 30, 2019 and December 31, 2018 was comprised of the following (in thousands): September 30, 2019 December 31, 2018 Accounts receivable $ 682 $ 3,601 Commissions receivable — current 127,414 134,190 Commissions receivable — non-current 230,322 211,668 Total accounts receivable $ 358,418 $ 349,459 Concentration of Credit Risk — Our financial instruments that are exposed to concentrations of credit risk principally consist of cash, cash equivalents and total accounts receivable (which includes commissions receivable). We invest our cash and cash equivalents with major banks and financial institutions and, at times, such investments are in excess of federally insured limits. We also have deposits with major banks in China that are denominated in both U.S. dollars and Chinese Yuan Renminbi and are not insured by the U.S. federal government. We do not require collateral or other security for our total accounts receivable. Carriers that represented 10% or more of our total accounts receivable balance of $358.4 million and $349.5 million as of September 30, 2019 and December 31, 2018, respectively, were as follows: September 30, 2019 December 31, 2018 Aetna (1) 21 % 19 % UnitedHealthcare (2) 20 % 19 % Humana 19 % 19 % (1) Aetna also includes other carriers owned by Aetna. (2) UnitedHealthcare also includes other carriers owned by UnitedHealthcare. Commissions receivable activity during the nine months ended September 30, 2019 was as follows (in thousands): Commissions receivable, December 31, 2018 $ 345,858 Commission revenue from members approved during the nine months ended September 30, 2019 156,301 Net commission revenue adjustments from members approved in prior periods 28,294 Cash receipts (172,717 ) Commissions receivable, September 30, 2019 $ 357,736 Prepaid Expenses and Other Current Assets — Prepaid expenses and other current assets as of September 30, 2019 and December 31, 2018 was comprised of the following (in thousands): September 30, 2019 December 31, 2018 Prepaid maintenance contracts $ 3,727 $ 1,937 Equity issuance costs — 294 Prepaid insurance 477 161 Prepaid facilities 86 324 Income tax receivable 1,108 1,108 Prepaid advertising 10,939 62 Other current assets 1,843 1,402 Total prepaid expenses and other current assets $ 18,180 $ 5,288 Intangible Assets — The carrying amounts, accumulated amortization, net carrying value and weighted average remaining life of our definite-lived amortizable intangible assets, as well as our indefinite-lived intangible trademarks, are presented in the table below as of September 30, 2019 and December 31, 2018 (dollars in thousands, weighted-average remaining life in years): September 30, 2019 December 31, 2018 Gross Carrying Amount Accumulated Amortization Net Carrying Amount Weighted-Average Remaining Life Gross Carrying Amount Accumulated Amortization Net Carrying Amount Technology $ 2,000 $ (1,111 ) $ 889 1.3 $ 2,000 $ (611 ) $ 1,389 Pharmacy and customer relationships 9,500 (8,946 ) 554 0.6 9,500 (8,234 ) 1,266 Trade names, trademarks and website addresses 5,700 (1,648 ) 4,052 8.2 5,700 (1,220 ) 4,480 Total intangible assets subject to amortization $ 17,200 $ (11,705 ) 5,495 $ 17,200 $ (10,065 ) 7,135 Indefinite-lived trademarks and domain names 5,114 Indefinite 5,114 Total intangible assets $ 10,609 $ 12,249 As of September 30, 2019 , expected amortization expense in future periods is as follows (in thousands): Years Ending December 31, Technology Pharmacy and Customer Relationships Trade Names, Trademarks and Website Addresses Total Remainder of 2019 $ 166 $ 237 $ 142 $ 545 2020 667 317 510 1,494 2021 56 — 480 536 2022 — — 480 480 2023 — — 480 480 Thereafter — — 1,960 1,960 Total $ 889 $ 554 $ 4,052 $ 5,495 |
Fair Value Measurements
Fair Value Measurements | 9 Months Ended |
Sep. 30, 2019 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements We define fair value as the 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 we use to measure fair value maximize the use of observable inputs and minimize the use of unobservable inputs. We classify the inputs used to measure fair value into the following hierarchy: Level 1 Unadjusted quoted prices in active markets for identical assets or liabilities. Level 2 Unadjusted quoted prices in active markets for similar assets or liabilities; or unadjusted quoted prices for identical or similar assets or liabilities in markets that are not active; or inputs other than quoted prices that are observable for the asset or liability. Level 3 Unobservable inputs for the asset or liability. The following table is a summary of financial assets measured at fair value as of September 30, 2019 and December 31, 2018 on a recurring basis and their classification within the fair value hierarchy (in thousands): September 30, 2019 December 31, 2018 Carrying Value Level 1 Level 3 Total Carrying Value Level 1 Level 3 Total Assets Money market funds $ 82,081 $ 82,081 $ — $ 82,081 $ 323 $ 323 $ — $ 323 Total assets measured and recorded at fair value $ 82,081 $ 82,081 $ — $ 82,081 $ 323 $ 323 $ — $ 323 Liabilities Earnout liability—current $ 28,300 $ — $ 28,300 $ 28,300 $ 20,730 $ — $ 20,730 $ 20,730 Earnout liability—non-current — — — — 19,270 — 19,270 19,270 Total liabilities measured and recorded at fair value $ 28,300 $ — $ 28,300 $ 28,300 $ 40,000 $ — $ 40,000 $ 40,000 Our cash equivalents were invested in money market funds and were classified as Level 1. We endeavor to utilize the best available information in measuring fair value. We used observable prices in active markets in determining the classification of our money market funds as Level 1. The earnout liability represents the fair value of the earnout consideration payable to acquire GoMedigap and will be adjusted to fair value at each reporting date until settled. Changes in fair value will be recognized in operations while changes in the earnout liability due to the passage of time will be recognized as other expense. We measure the earnout liability using internally developed assumptions, therefore it is classified as Level 3. The fair value of the earnout liability was measured using probability-weighted analysis and is discounted using a rate that appropriately captures the risks associated with the obligation. Key assumptions included new enrollments and volatility for the year ended December 31, 2018 and the year ending December 31, 2019 and our simulated stock price at the time of payment. Earnout liability activity during the nine months ended September 30, 2019 was as follows (in thousands): Balance at December 31, 2018 $ 40,000 Settlement of first earnout liability (26,806 ) Change in fair value 13,306 Balance at March 31, 2019 26,500 Change in fair value 7,200 Balance at June 30, 2019 33,700 Change in fair value (5,400 ) Balance at September 30, 2019 $ 28,300 The first earnout liability settlement was made during the three months ended March 31, 2019, which consisted of a $9.5 million cash payment as well as a $17.3 million non-cash issuance of common stock. |
Stockholder's Equity
Stockholder's Equity | 9 Months Ended |
Sep. 30, 2019 | |
Stockholders' Equity Note [Abstract] | |
Stockholder's Equity | Stockholder's Equity 2014 Equity Incentive Plan — The following table summarizes activity under our 2014 Equity Incentive Plan (the “2014 Plan”) for the nine months ended September 30, 2019 (in thousands): Shares Available for Grant Shares available for grant December 31, 2018 512 Additional shares authorized pursuant to the 2014 Equity Incentive Plan 2,500 Restricted stock units granted (1) (563 ) Options granted (2) (14 ) Restricted stock units cancelled (3) 95 Options cancelled 36 Shares available for grant September 30, 2019 2,566 (1) Includes grants of restricted stock units with service, performance-based or market-based vesting criteria. (2) Includes grants of stock options with service, performance-based or market-based vesting criteria. (3) Includes cancelled restricted stock units with service, performance-based or market-based vesting criteria. The following table summarizes stock option activity for the nine months ended September 30, 2019 (in thousands, except weighted-average exercise price and weighted-average remaining contractual life data): Number of Stock Options (1) Weighted Average Exercise Price Weighted-Average Remaining Contractual Life (years) Aggregate Intrinsic Value (2) Balance outstanding at December 31, 2018 1,005 $ 18.34 5.0 $ 20,226 Granted 14 $ 66.06 Exercised (298 ) $ 17.19 Cancelled (41 ) $ 25.45 Balance outstanding at September 30, 2019 680 $ 19.42 4.7 $ 32,230 Vested and expected to vest at September 30, 2019 656 $ 19.16 4.6 $ 31,231 Exercisable at September 30, 2019 402 $ 16.21 4.1 $ 20,334 (1) Includes certain stock options with service, performance-based or market-based vesting criteria. (2) The aggregate intrinsic value is calculated as the difference between the closing price of our common stock as of September 30, 2019 and December 31, 2018 and the exercise price multiplied by number of in-the-money options. The following table summarizes restricted stock unit activity for the nine months ended September 30, 2019 (in thousands, except weighted-average grant date fair value and weighted-average remaining contractual life data): Number of Restricted Stock Units (1) Weighted-Average Grant Date Fair Value Weighted-Average Remaining Service Period (years) Aggregate Intrinsic Value (2) Unvested as of December 31, 2018 1,869 $ 16.95 4.8 $ 71,816 Granted 563 $ 66.94 Vested (386 ) $ 13.58 Cancelled (95 ) $ 32.01 Unvested as of September 30, 2019 1,951 $ 31.03 5.4 $ 130,307 (1) Includes certain restricted stock units with service, performance-based or market-based vesting criteria. (2) The aggregate intrinsic value is calculated as the product of our closing stock price as of September 30, 2019 and December 31, 2018, and the number of restricted stock units outstanding as of September 30, 2019 and December 31, 2018, respectively. Stock Repurchase Programs — We had no stock repurchase activity during the three and nine months ended September 30, 2019 . In addition to 10,663,888 shares repurchased under our past repurchase programs as of September 30, 2019 , we have in treasury 907,363 shares that were previously surrendered by employees to satisfy tax withholdings due in connection with the vesting of certain restricted stock units. As of September 30, 2019 and December 31, 2018, we had a total of 11,571,251 shares and 11,426,292 shares, respectively, held in treasury. For accounting purposes, common stock repurchased under our stock repurchase programs is recorded based upon the settlement date of the applicable trade. Such repurchased shares are held in treasury and are presented using the cost method. Stock-Based Compensation Expense — The following table summarizes stock-based compensation expense recorded during the three and nine months ended September 30, 2019 and 2018 (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2019 2018 2019 2018 Common stock options $ 542 $ 639 $ 1,745 $ 1,573 Restricted stock units 4,968 2,904 11,672 7,902 Total stock-based compensation expense $ 5,510 $ 3,543 $ 13,417 $ 9,475 The following table summarizes stock-based compensation expense by operating function for the three and nine months ended September 30, 2019 and 2018 (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2019 2018 2019 2018 Marketing and advertising $ 872 $ 545 $ 2,212 $ 1,477 Customer care and enrollment 369 194 927 565 Technology and content 729 388 1,946 1,115 General and administrative 3,540 2,416 8,332 6,067 Restructuring charges — — — 251 Total stock-based compensation expense $ 5,510 $ 3,543 $ 13,417 $ 9,475 |
Net Loss Per Share
Net Loss Per Share | 9 Months Ended |
Sep. 30, 2019 | |
Earnings Per Share [Abstract] | |
Net Loss Per Share | Net Loss Per Share For each of the three and nine months ended September 30, 2019 and 2018, we had securities outstanding that could potentially dilute earnings per share, but the shares from the assumed conversion or exercise of these securities were excluded in the computation of diluted net loss per share as their effect would have been anti-dilutive. The number of outstanding anti-dilutive shares that were excluded from the computation of diluted net loss per share consisted of the following (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2019 2018 2019 2018 Common stock options 729 925 850 928 Restricted stock units 1,461 1,610 1,537 1,662 Total 2,190 2,535 2,387 2,590 |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Operating Leases Refer to Note 11 — Leases for commitments related to our operating leases. Contingencies From time to time, we receive inquiries from governmental bodies and also may be subject to various legal proceedings and claims arising in the ordinary course of business. We assess contingencies to determine the degree of probability and range of possible loss for potential accrual in our consolidated financial statements. An estimated loss contingency is accrued in the consolidated financial statements if it is probable that a liability has been incurred and the amount of the loss can be reasonably estimated. Legal proceedings or other contingencies could result in material costs, even if we ultimately prevail. Legal Proceedings On April 6, 2018, a former Company employee, Lupita Gonzalez, filed a complaint against the Company in the Superior Court of the State of California for the County of Sacramento (the “Gonzalez Complaint”). The Gonzalez Complaint is brought under the California Private Attorney General Act (“PAGA”) on behalf of all current and former hourly-paid or non-exempt employees who work or have worked for us in California. The claim alleges that the Company violated wage and hour laws with respect to these non-exempt employees, including, among other things, the failure to comply with California law as to (i) the payment of overtime wages; (ii) the payment of minimum wages; (iii) providing meal and rest periods, (iv) the payment of wages earned during employment and owed upon the termination of employment; (v) providing complete and accurate wage statements, (vi) keeping of accurate payroll records; and (vii) the proper reimbursement for necessary business-related expenses and costs. The Gonzalez Complaint seeks civil penalties and costs, expenses and attorneys’ fees. Discovery is ongoing, and a trial date has been set for April 13, 2020. Given the early stage of the litigation, we cannot estimate the likelihood of liability or the amount of potential damages. On July 1, 2019, two other former Company employees, Michael Le’Vias and Ramona Meadows, filed a similar complaint against the Company and eHealth Ins. Serv. Co., in the Superior Court of the State of California for the County of Santa Clara (the “Le’Vias Complaint”). There is substantial overlap between the facts and circumstances alleged in the Gonzalez Complaint and the Le’Vias Complaint. Specifically, the Le’Vias Complaint is also brought under PAGA on behalf of all current and former hourly-paid or non-exempt employees who work or have worked for us in California. The claim alleges that the Company violated wage and hour laws with respect to these non-exempt employees, including, among other things, the failure to comply with California law as to (i) the payment of overtime wages; (ii) the payment of minimum wages; (iii) providing meal and rest periods, (iv) the payment of wages earned during employment and owed upon the termination of employment; (v) providing complete and accurate wage statements, (vi) keeping of accurate payroll records; and (vii) the proper reimbursement for necessary business-related expenses and costs. The Le’Vias Complaint seeks unpaid wages, civil penalties and costs, expenses and attorneys’ fees. Plaintiffs in the Le’Vias Complaint have agreed to stay the Le’Vias case until December 15, 2019. No trial date has been set for the Le’Vias Complaint and discovery has not yet commenced. Given the early stage of the litigation, we cannot estimate the likelihood of liability or the amount of potential damages. Service and Licensing Obligations We have entered into service and licensing agreements with third party vendors to provide various services, including network access, equipment maintenance and software licensing. As the benefits of these agreements are experienced uniformly over the applicable contractual periods, we record the related service and licensing expenses on a straight-line basis, although actual cash payment obligations under certain of these agreements fluctuate over the terms of the agreements. The following table presents a summary of our future minimum payments under non-cancellable contractual service and licensing obligations as of September 30, 2019 (in thousands): For the Years Ending December 31, Service and Licensing Obligations Remainder of 2019 $ 499 2020 2,465 2021 950 2022 415 2023 444 Thereafter 229 Total $ 5,002 |
Operating Segments, Geographic
Operating Segments, Geographic Information and Significant Customers | 9 Months Ended |
Sep. 30, 2019 | |
Segment Reporting [Abstract] | |
Operating Segments, Geographic Information and Significant Customers | Operating Segments, Geographic Information and Significant Customers Operating Segments We report segment information based on how our chief executive officer, who is our chief operating decision maker ("CODM"), regularly reviews our operating results, allocates resources and makes decisions regarding our business operations. The performance measures of our segments include total revenue and profit (loss). Our business structure is comprised of two operating segments: • Medicare; and • Individual, Family and Small Business. The Medicare segment consists primarily of commissions earned from our sale of Medicare-related health insurance plans, including Medicare Advantage, Medicare Supplement and Medicare Part D prescription drug plans, and to a lesser extent, ancillary products sold to our Medicare-eligible customers, including but not limited to, dental and vision insurance, as well as our advertising program that allows carriers to purchase Medicare-related advertising on a separate website developed, hosted and maintained by us, and our delivery and sale to third parties of Medicare-related health insurance leads generated by our ecommerce platforms and our marketing activities. The Individual, Family and Small Business segment consists primarily of commissions earned from our sale of individual, family and small business health insurance plans and ancillary products sold to our non-Medicare-eligible customers, including but not limited to, dental, vision, and short-term health insurance. To a lesser extent, the Individual, Family and Small Business segment consists of amounts earned from our online sponsorship program that allows carriers to purchase advertising space in specific markets in a sponsorship area on our website, our licensing to third parties the use of our health insurance ecommerce technology, and our delivery and sale to third parties of individual and family health insurance leads generated by our ecommerce platforms and our marketing activities. Segment profit (loss) is calculated as total revenue for the applicable segment less direct and allocated marketing and advertising, customer care and enrollment, technology and content, and general and administrative operating expenses, excluding stock-based compensation, change in fair value of earnout liability, restructuring charges, acquisition costs, depreciation and amortization expense, other income, net, and amortization of intangible assets. Marketing and advertising, customer care and enrollment, technology and content, and general and administrative operating expenses that are directly attributable to a segment are reported within the applicable segment. Indirect marketing and advertising, customer care and enrollment, and technology and content operating expenses are allocated to each segment based on usage. Other indirect general and administrative operating expenses are managed in a corporate shared services environment and, since they are not the responsibility of segment operating management, are not allocated to the two operating segments and instead reported within Corporate. The following table presents summary results of our operating segments for the three and nine months ended September 30, 2019 and 2018 (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2019 2018 2019 2018 Revenue Medicare revenue $ 57,189 $ 32,733 $ 164,357 $ 88,964 Individual, Family and Small Business revenue 12,724 8,018 40,096 27,514 Total revenue $ 69,913 $ 40,751 $ 204,453 $ 116,478 Segment profit (loss) Medicare segment profit (loss) $ (11,004 ) $ 467 $ 5,917 $ 2,174 Individual, Family and Small Business segment profit (loss) 3,753 (579 ) 15,045 2,292 Total segment profit (loss) (7,251 ) (112 ) 20,962 4,466 Corporate (11,568 ) (6,832 ) (30,380 ) (22,680 ) Stock-based compensation expense (5,510 ) (3,543 ) (13,417 ) (9,224 ) Depreciation and amortization (765 ) (620 ) (2,153 ) (1,870 ) Acquisition costs — — — (76 ) Change in fair value of earnout liability 5,400 (3,800 ) (15,106 ) (6,300 ) Restructuring charges — — — (1,865 ) Amortization of intangible assets (547 ) (547 ) (1,641 ) (1,545 ) Other income, net 568 296 1,824 776 Loss before benefit from income taxes $ (19,673 ) $ (15,158 ) $ (39,911 ) $ (38,318 ) There are no internal revenue transactions between our operating segments. Our CODM does not separately evaluate assets by segment, and therefore assets by segment are not presented. Geographic Information Our long-lived assets consisted of property and equipment and internally-developed software. Our long-lived assets are attributed to the geographic location in which they are located. Long-lived assets by geographical area as of September 30, 2019 and December 31, 2018 were as follows (in thousands): September 30, 2019 December 31, 2018 United States $ 22,340 $ 15,614 China 282 378 Total $ 22,622 $ 15,992 Significant Customers Substantially all revenue for the three and nine months ended September 30, 2019 and 2018 was generated from customers located in the United States. Carriers representing 10% or more of our total revenue for the three and nine months ended September 30, 2019 and 2018 are presented in the table below: Three Months Ended September 30, Nine Months Ended September 30, 2019 2018 2019 2018 Humana 26 % 17 % 24 % 16 % UnitedHealthcare (1) 18 % 20 % 18 % 22 % Aetna (2) 17 % 12 % 17 % 11 % (1) UnitedHealthcare also includes other carriers owned by UnitedHealthcare. (2) Aetna also includes other carriers owned by Aetna. As of September 30, 2019 , our total outstanding accounts receivable balance was $358.4 million . Our contracts with carriers expose us to credit risk that a financial loss could be incurred if the counterparty does not fulfill its financial obligation. While we are exposed to credit losses due to the non-performance of our counterparties, we consider the risk of this remote. We estimate our maximum credit risk in determining the commissions receivable amount recorded on the balance sheet. |
Restructuring Charges
Restructuring Charges | 9 Months Ended |
Sep. 30, 2019 | |
Restructuring and Related Activities [Abstract] | |
Restructuring Charges | Restructuring Charges In February 2018, our Board of Directors approved a plan to close our sales call center in Massachusetts and to terminate the employment of other employees in certain other locations. As part of this plan, we eliminated approximately 110 full-time positions in the United States, representing approximately 10% of our workforce primarily within customer care and enrollment groups, and to a lesser extent, in our marketing and advertising and general and administrative groups. Total pre-tax restructuring charges for the year ended December 31, 2018 were $1.9 million , which included approximately $1.6 million for employee termination benefits and $0.3 million in non-cash accelerated stock-based compensation. Substantially all of the restructuring charges resulted in cash expenditures. The restructuring activities comprising the plan were completed by June 30, 2018, and there were no restructuring charges during the three or nine months ended September 30, 2019. |
Leases
Leases | 9 Months Ended |
Sep. 30, 2019 | |
Leases [Abstract] | |
Leases | Leases Adoption of ASC 842 On January 1, 2019, we adopted ASC 842 — Leases, using the optional transition method. We have operating and finance leases for our corporate offices and certain equipment. Our leases have remaining lease terms of 1 to 10 years . Our operating lease expense recognized under ASC 842 for the three months ended September 30, 2019 was $2.0 million and $4.9 million for the nine months ended September 30, 2019 , and our cash outflows related to operating leases were $1.4 million for the three months ended September 30, 2019 and $3.5 million for the nine months ended September 30, 2019 . As a result of adopting the ASU, on January 1, 2019, we recorded a right-of-use asset and lease liability of $23.3 million and $24.6 million , respectively. For the three months ended June 30, 2019, we recorded an additional lease liability of $10.8 million related to a newly leased office space in Indianapolis, Indiana, which is described further below, and $1.1 million and $0.8 million related to an expansion and lease extension, respectively, of our office space in Gold River, California. We recorded an additional lease liability of $3.2 million related to an amendment entered into for our Salt Lake City office during the three months ended March 31, 2019. During the nine months ended September 30, 2019 in the Condensed Consolidated Statements of Cash Flows, we had non-cash investing activities of $39.2 million relating to right-of-use assets. Supplemental information as of September 30, 2019 related to leases is as follows (in thousands): As of September 30, 2019 Operating lease right-of-use assets $ 36,551 Operating lease liabilities $ 38,498 Weighted-average remaining lease term of operating leases 7.9 years Weighted-average discount rate used to recognize operating lease right-of-use-assets 5.9 % As of September 30, 2019 , maturities of operating lease liabilities are as follows (in thousands): Year ending December 31, Remainder of 2019 $ 1,645 2020 6,862 2021 6,236 2022 4,964 2023 5,792 Thereafter 26,958 Total lease payments 52,457 Less imputed interest (13,959 ) Total $ 38,498 Operating Lease Obligations We lease our operating facilities and certain of our equipment, furniture and fixtures under various operating leases, the latest of which expires in January 2030. Certain of these leases have free or escalating rent payment provisions. We recognize rent expense on our operating leases on a straight-line basis over the terms of the leases, although actual cash payment obligations under certain of these agreements fluctuate over the terms of the agreements. On August 15, 2019, we entered into an amendment to the lease agreement for our Santa Clara, California, office to expand our office space to a total of 45,657 square feet from 32,492 square feet. This operating lease will commence in the later part of fiscal year 2019 and therefore, we did not reflect this on the condensed consolidated balance sheet as of September 30, 2019 and the tables above. As of September 30, 2019, future minimum payments are expected to be $6.4 million over the lease term of 9 years plus our proportionate share of certain operating expenses, insurance costs and taxes for each calendar year during the lease. In connection with the Santa Clara lease agreement, we entered into a financial guarantee consisting of a standby letter of credit for $0.3 million . On June 3, 2019, we entered into a sublease agreement for 56,276 square feet and a lease agreement for 81,515 square feet as a sublessee and lessee, respectively, of office space in Indianapolis, Indiana. The sublease consists of two suites (Suite 200 and Suite 300). The lease term of Suite 300 commenced on June 3, 2019, and the lease term of Suite 200 commenced on July 1, 2019. The term of the sublease will terminate on October 31, 2022. The term of the lease, which will commence after the sublease, extends from November 1, 2022 to January 31, 2030, which, in addition to Suite 200 and Suite 300, includes an additional 25,239 square feet of office space in Suite 100. As of September 30, 2019, future minimum payments related to the Indiana office space are expected to be $17.8 million over the remaining term of the lease, plus our proportionate share of certain operating expenses, insurance costs and taxes for each calendar year during the lease. The landlord also agreed to contribute up to $1.9 million toward the cost of leasehold improvements. In connection with the Indianapolis, Indiana lease agreement, we entered into a financial guarantee consisting of a standby letter of credit for $0.8 million . On April 8, 2019, we entered into an amendment to the lease agreement for our Gold River, California, office to expand our office space to a total of 63,206 square feet from 44,738 square feet. The lease term for the expanded office space commenced on May 1, 2019. The term of the expanded office space will terminate on September 30, 2021. As of September 30, 2019, future minimum payments are expected to be $3.3 million over the remaining term of the lease plus our proportionate share of certain operating expenses, insurance costs and taxes for each calendar year during the lease. In addition, we have an option to extend the lease for one additional period of five years at the end of the term of the lease and will receive a one-time refurbishment allowance from the landlord if the option to renew is exercised. On March 26, 2019, we entered into an amendment to the lease agreement for our Salt Lake City, Utah, office to expand our office space to a total of 41,813 square feet from 28,915 square feet. The lease term for the expanded office space commenced on May 1, 2019. The term of the lease for the original and expanded office space was also extended to terminate on the last day of the month that is 84 months after the commencement date of the expanded space. As of September 30, 2019, future minimum payments are expected to be $6.9 million over the remaining term of the lease plus our proportionate share of certain operating expenses, insurance costs and taxes for each calendar year during the lease. On April 25, 2018, we entered into a lease agreement to lease approximately 32,492 square feet of office space located in Santa Clara, California. We entered into this lease agreement as a result of the expiration of one of our leases in Mountain View, California on December 31, 2018. The term of the lease is approximately one hundred twenty-three months , commencing on October 1, 2018 and ending on an estimated date of February 28, 2029 . As of September 30, 2019, future minimum payments are expected to be $16.5 million over the remaining term of the lease plus our proportionate share of certain operating expenses, insurance costs and taxes for each calendar year during the lease. In connection with the Santa Clara, California lease agreement, we entered into a financial guarantee consisting of a standby letter of credit for $1.5 million , which may be reduced in increments of 20% of the original amount thereof on the second, third, fourth and fifth anniversaries of the commencement date, and may be reduced by an additional 8% of the original amount on the sixth anniversary of the commencement date, subject to our compliance with the applicable conditions to such reductions set forth in the lease. In March 2018, we entered into an agreement to lease 26,878 square feet of office space in Austin, Texas. The term of this lease agreement is 90 months, commencing in September 2018 and ending in May 2026. As of September 30, 2019, future minimum payments are expected to be $4.2 million over the remaining term of the lease plus our proportionate share of certain operating expenses, insurance costs and taxes for each calendar year during the lease. In connection with the Austin, Texas office lease agreement, we entered into a financial guarantee consisting of a standby letter of credit for $0.6 million , which may be reduced on the third and subsequent anniversaries of the commencement date, subject to our compliance with the applicable conditions to such reductions set forth in the lease. In March 2012, we entered into an agreement to lease 18,272 square feet of office space in Mountain View, California. In connection with this lease agreement, we entered into a financial guarantee consisting of a standby letter of credit for $0.1 million . On November 2, 2018, we entered into an agreement to sublease this office space to a third party. As of September 30, 2019, future minimum payments are expected to be $2.9 million . The obligation as of September 30, 2019 was immaterial net of sublease income. In March 2018, we renewed our agreement to lease approximately 1,413 square feet of office space in Washington, DC. The lease commenced in November 2018 and is for a term of 5 years and 5 months. As of September 30, 2019, future minimum payments are $0.3 million . |
Debt
Debt | 9 Months Ended |
Sep. 30, 2019 | |
Debt Disclosure [Abstract] | |
Debt | Debt On September 17, 2018 , we entered into a Credit Agreement with Royal Bank of Canada (“RBC”), as administrative agent and collateral agent (the “Credit Agreement”). The Credit Agreement provides for a $40 million secured asset-backed revolving credit facility with a $5 million letter of credit sub-facility. The commitments under the Credit Agreement expire on September 17, 2021 , at which time any amounts drawn under facility are contractually due. The borrowing base under the Credit Agreement is comprised of an amount equal to (a) the lesser of (i) eighty percent ( 80% ) of Eligible Commissions Receivables (as defined in the Credit Agreement) we actually collected by during the immediately preceding period of three months or (ii) eighty percent ( 80% ) of our Eligible Commission Receivables for the immediately succeeding period of three months, plus (b) fifty percent ( 50% ) of our Eligible Commission Receivables for the immediately succeeding period of six months (excluding the immediately succeeding period of three months), in each case subject to reserves established by RBC (the “Borrowing Base”). The proceeds of the loans under the Credit Agreement may be used for working capital and general corporate purposes. The Borrowers have the right to prepay the loans under the Credit Agreement in whole or in part at any time without penalty. Subject to availability under the Borrowing Base, amounts repaid may be reborrowed. Amounts not borrowed under the Credit Agreement will be subject to a commitment fee of 0.5% per annum on the daily unused portion of the credit facility, to be paid in arrears on the first business day of each calendar quarter. At closing, the Company paid a one-time facility fee of 1.75% of the total commitments under the Credit Agreement. The Company is also obligated to pay other customary administration fees for a credit facility of this size and type. Availability under the credit facility is up to the lesser of $40 million or the Borrowing Base, which may be reduced from time to time pursuant to the Credit Agreement. In addition, the Credit Agreement contains a financial covenant requiring that we maintain Excess Availability (as defined in the Credit Agreement) at or above $6 million at any time. As of September 30, 2019, we were in compliance with all debt covenants. We incurred $1.2 million of issuance costs in connection with the Credit Agreement, which were capitalized as part of other assets on the balance sheet. As of September 30, 2019, the balance of these issuance costs was $0.8 million . As of September 30, 2019, we had no outstanding principal amount under our revolving credit facility. |
Public Offering of Common Stock
Public Offering of Common Stock | 9 Months Ended |
Sep. 30, 2019 | |
Equity [Abstract] | |
Public Offering of Common Stock | Public Offering of Common Stock Pursuant to the effective registration statement which was filed on December 17, 2018, and amended on January 22, 2019, we entered into an underwriting agreement in January 2019 to issue a total of 2,760,000 shares of common stock, which included the exercise in full of the underwriters’ option to purchase 360,000 additional shares of common stock, at a price to the public of $48.50 per share. Net proceeds from the offering were approximately $126.1 million after deducting underwriting discounts, commissions and expenses of the offering. We intend to use the net proceeds of the offering for general corporate purposes, including working capital. |
Income Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2019 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The following table summarizes our benefit from income taxes and our effective tax rates for the three and nine months ended September 30, 2019 and 2018 (in thousands, except effective tax rate): Three Months Ended September 30, Nine Months Ended September 30, 2019 2018 2019 2018 Loss before benefit from income taxes $ (19,673 ) $ (15,158 ) $ (39,911 ) $ (38,318 ) Benefit from income taxes (8,649 ) (6,186 ) (17,974 ) (12,487 ) Effective tax rate 44.0 % 40.8 % 45.0 % 32.6 % For the three months ended September 30, 2019 , we recognized a benefit for income taxes of $8.6 million representing an effective tax rate of 44.0% , which was higher than the statutory federal tax rate due primarily to stock-based compensation adjustments, lobbying expenses and state taxes, partially offset by research and development credits. For the three months ended September 30, 2018 , we recognized a benefit from income taxes of $6.2 million , representing an effective tax rate of 40.8% , which was higher than the statutory federal tax rate due primarily to stock-based compensation adjustments, non-deductible lobbying expenses and foreign income inclusions, partially offset by research and development credits. For the nine months ended September 30, 2019 , we recognized a benefit for income taxes of $18.0 million , representing an effective tax rate of 45.0% , which was higher than the statutory federal tax rate due primarily to stock-based compensation adjustments, lobbying expenses and state taxes, partially offset by research and development credits. For the nine months ended September 30, 2018 , we recognized a benefit from income taxes of $12.5 million , representing an effective tax rate of 32.6% , which was higher than the statutory federal tax rate due primarily to stock-based compensation adjustments, non-deductible lobbying expenses and foreign income inclusions, partially offset by research and development credits. Assessing the realizability of our deferred tax assets is dependent upon several factors, including the likelihood and amount, if any, of future taxable income in relevant jurisdictions during the periods in which those temporary differences become deductible. We forecast taxable income by considering all available positive and negative evidence, including our history of operating income and losses and our financial plans and estimates that we use to manage the business. These assumptions require significant judgment about future taxable income. As a result, the amount of deferred tax assets considered realizable is subject to adjustment in future periods if estimates of future taxable income change. We continue to recognize our deferred tax assets as of September 30, 2019 , as we believe it is more likely than not that the net deferred tax assets will be realized, with the exception of certain state net operating losses that are expected to expire unutilized which have a valuation allowance. As a result of our adoption of ASC 606 using the full retrospective method, we recognized a significant deferred tax liability due to the resulting acceleration of revenue recognition while revenue for tax purposes will continue to be recognized as we collect cash. This deferred tax liability is a source of income that can be used to support the realizability of our deferred tax assets. As a result of the significantly increased deferred tax liability, in 2018, we reversed the valuation allowance recorded against our U.S. deferred tax assets as of January 1, 2015, the earliest period to which the retrospective adoption of ASC 606 was applied. |
Summary of Business and Signi_2
Summary of Business and Significant Accounting Policies (Policy) | 9 Months Ended |
Sep. 30, 2019 | |
Accounting Policies [Abstract] | |
Description of Business | Description of Business — eHealth, Inc. (the “Company,” “eHealth,” “we” or “us”) is a leading private health insurance exchange for individuals, families and small businesses in the United States. Through our website addresses ( www.eHealth.com , www.eHealthInsurance.com , www.eHealthMedicare.com, www.Medicare.com, www.PlanPrescriber.com and www.GoMedigap.com) , consumers can get quotes from leading health insurance carriers, compare plans side-by-side, and apply for and purchase Medicare-related, individual and family, small business and ancillary health insurance plans. We actively market the availability of Medicare-related insurance plans and offer Medicare plan comparison tools and educational materials for Medicare-related insurance plans, including Medicare Advantage, Medicare Supplement and Medicare Part D prescription drug plans. Our ecommerce technology also enables us to deliver consumers’ health insurance applications electronically to health insurance carriers. We are licensed to market and sell health insurance in all 50 states and the District of Columbia. |
Basis of Presentation | Basis of Presentation — The accompanying condensed consolidated balance sheets as of September 30, 2019 and December 31, 2018, the condensed consolidated statements of comprehensive loss and stockholders' equity for the three and nine months ended September 30, 2019 and 2018, and the condensed consolidated statements of cash flows for the nine months ended September 30, 2019 and 2018, respectively, are unaudited. The condensed consolidated balance sheet data as of December 31, 2018 was derived from the audited consolidated financial statements included in our Annual Report on Form 10-K for the year ended December 31, 2018, which was filed with the Securities and Exchange Commission on March 14, 2019. The accompanying financial statements and related notes should be read in conjunction with the audited consolidated financial statements and related notes included in our Annual Report on Form 10-K. The accompanying condensed consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles ("U.S. GAAP") for interim financial information and reflect all normal recurring adjustments that are necessary to present fairly the results for the interim periods presented. Certain information and disclosures normally included in financial statements prepared in accordance with U.S. GAAP have been condensed or omitted in accordance with those rules and regulations. However, the Company believes the disclosures made are adequate to make the information not misleading. The unaudited condensed consolidated financial statements have been prepared on the same basis as the audited consolidated financial statements in our Annual Report on Form 10-K for the year ended December 31, 2018 and include all adjustments necessary for the fair presentation of our financial position as of September 30, 2019 and December 31, 2018, and our results of operations for the periods presented. The results for the three and nine months ended September 30, 2019 are not necessarily indicative of the results to be expected for any subsequent period or for the year ending December 31, 2019 and therefore should not be relied upon as an indicator of future results. |
Principles of Consideration | Principles of Consolidation — The condensed consolidated financial statements include the accounts of eHealth, Inc. and its wholly-owned subsidiaries. All intercompany accounts and transactions have been eliminated in consolidation. |
Operating Segments | Operating Segments — We report segment information based on how our chief executive officer, who is our chief operating decision maker ("CODM"), regularly reviews our operating results, allocates resources and makes decisions regarding our business operations. The performance measures of our segments include total revenue and profit (loss). Our business structure is comprised of two operating segments: • Medicare; and • Individual, Family and Small Business. The Medicare segment consists primarily of commissions earned from our sale of Medicare-related health insurance plans, including Medicare Advantage, Medicare Supplement and Medicare Part D prescription drug plans, and to a lesser extent, ancillary products sold to our Medicare-eligible customers, including but not limited to, dental and vision insurance, as well as our advertising program that allows carriers to purchase Medicare-related advertising on a separate website developed, hosted and maintained by us, and our delivery and sale to third parties of Medicare-related health insurance leads generated by our ecommerce platforms and our marketing activities. The Individual, Family and Small Business segment consists primarily of commissions earned from our sale of individual, family and small business health insurance plans and ancillary products sold to our non-Medicare-eligible customers, including but not limited to, dental, vision, and short-term health insurance. To a lesser extent, the Individual, Family and Small Business segment consists of amounts earned from our online sponsorship program that allows carriers to purchase advertising space in specific markets in a sponsorship area on our website, our licensing to third parties the use of our health insurance ecommerce technology, and our delivery and sale to third parties of individual and family health insurance leads generated by our ecommerce platforms and our marketing activities. Marketing and advertising, customer care and enrollment, technology and content, and general and administrative operating expenses that are directly attributable to a segment are reported within the applicable segment. Indirect marketing and advertising, customer care and enrollment, and technology and content operating expenses are allocated to each segment based on usage. Other indirect general and administrative operating expenses are managed in a corporate shared services environment and, since they are not the responsibility of segment operating management, are not allocated to the two operating segments and instead reported within Corporate. Segment profit (loss) is calculated as total revenue for the applicable segment less direct and allocated marketing and advertising, customer care and enrollment, technology and content, and general and administrative operating expenses, excluding stock-based compensation, change in fair value of earnout liability, restructuring charges, acquisition costs, depreciation and amortization expense, other income, net, and amortization of intangible assets. |
Use of Estimates | Use of Estimates — The preparation of condensed consolidated financial statements and related disclosures in conformity with U.S. GAAP requires management to make estimates, judgments and assumptions that affect the amounts reported and disclosed in the condensed consolidated financial statements and accompanying notes. On an ongoing basis, we evaluate our estimates, including those related to, but not limited to, the commissions we expect to collect for each approved member cohort, the useful lives of intangible assets, fair value of investments, recoverability of intangible assets, valuation allowance for deferred income taxes, provision (benefit) for income taxes and the assumptions used in determining stock-based compensation. We base our estimates of the carrying value of certain assets and liabilities on historical experience and on various other assumptions that we believe to be reasonable. Actual results may differ from these estimates. |
Seasonality | Seasonality — A greater number of our Medicare-related health insurance plans are sold in our fourth quarter during the Medicare annual enrollment period when Medicare-eligible individuals are permitted to change their Medicare Advantage, Medicare Supplement, and Medicare Part D prescription drug coverage for the following year. As a result, our Medicare plan-related commission revenue is highest in our fourth quarter. Due to the recent reintroduction of the Medicare open enrollment period into January to March of the following year, commission revenue is typically second-highest in our first quarter. The majority of our major medical individual and family health insurance plans are sold in the fourth quarter during the annual open enrollment period as defined under the federal Patient Protection and Affordable Care Act and related amendments in the Health Care and Education Reconciliation Act. Individuals and families generally are not able to purchase major medical individual and family health insurance outside of these open enrollment periods, unless they qualify for a special enrollment period as a result of certain qualifying events, such as losing employer-sponsored health insurance or moving to another state. |
Cash Equivalents | Cash Equivalents — We consider all investments with an original maturity of 90 days or less from the date of purchase to be cash equivalents. Cash and cash equivalents are stated at fair value. |
Revenue Recognition | Revenue Recognition — We account for revenue under Accounting Standards Codification ("ASC") 606 — Revenue from Contracts with Customers. |
Accounting Pronouncement Not Yet Adopted; Recently Adopted Accounting Pronouncement | Accounting Pronouncement Not Yet Adopted Financial Instruments — Credit Losses (Topic 326) — In June 2016, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") No. 2016-13, Financial Instruments — Credit Losses (Topic 326), which amends the guidance for accounting for assets that are potentially subject to credit risk. The amendments affect contract assets, loans, debt securities, trade receivables, net investments in leases, off-balance-sheet credit exposures, reinsurance receivables, and any other financial assets not excluded from the scope that have the contractual right to receive cash. ASU 2016-13 is effective for us beginning January 1, 2020 using a modified retrospective transition method. We are still in the process of assessing the impact, if any, this ASU will have on our condensed consolidated financial statements. Recently Adopted Accounting Pronouncement Leases (Topic 842) — In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842). ASU 2016-02 requires lessees to recognize a right-of-use asset and lease liability for all leases with terms of more than 12 months. Recognition, measurement, and presentation of expenses will depend on classification as a finance or operating lease. For lessors, the guidance modifies the classification criteria and the accounting for sales-type and direct finance leases. The guidance also eliminates existing real estate-specific provisions for all entities. The new standard was effective for annual reporting periods beginning after December 15, 2018, including interim periods within that reporting period. We adopted the standard using the optional transition method on January 1, 2019. As a result of adopting the ASU, on January 1, 2019, we recorded a right-of-use asset and lease liability of $23.3 million and $24.6 million , respectively, which are discussed in Note 11 — Leases in the Notes to Condensed Consolidated Financial Statements of this Quarterly Report on Form 10-Q. |
Revenue (Tables)
Revenue (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Revenue from Contract with Customer [Abstract] | |
Disaggregation of Revenue by Segment | For the three and nine months ended September 30, 2019 and 2018, the constraints applied to the total estimated lifetime commissions we expect to receive for selling the plan after the carrier approves an application in order to derive the constrained LTV per approved member were as shown in the following table. Three and Nine Months Ended September 30, 2019 2018 Medicare Medicare Advantage 7 % 7 % Medicare Supplement 5 % 5 % Medicare Part D 5 % 5 % Individual and Family Non-Qualified Health Plans 15 % 15 % Qualified Health Plans 20 % 20 % Ancillaries 10 % 10 % Small Business — % — % Disaggregation of Revenue — The table below depicts the disaggregation of revenue by product for the three and nine months ended September 30, 2019 and 2018 and is consistent with how we evaluate our financial performance (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2019 2018 Percent 2019 2018 Percent Medicare Medicare Advantage $ 36,735 $ 17,976 104 % $ 113,185 $ 57,649 96 % Medicare Supplement 8,229 7,358 12 % 25,082 18,305 37 % Medicare Part D 1,805 1,005 80 % 5,906 2,879 105 % Total Medicare 46,769 26,339 78 % 144,173 78,833 83 % Individual and Family (1) Non-Qualified Health Plans 3,146 876 259 % 11,592 3,386 242 % Qualified Health Plans 839 1,169 (28 )% 4,900 5,006 (2 )% Total Individual and Family 3,985 2,045 95 % 16,492 8,392 97 % Ancillaries Short-term 3,151 1,699 85 % 7,162 4,242 69 % Dental 1,420 245 480 % 3,138 1,611 95 % Vision 537 126 326 % 1,294 857 51 % Other 1,104 1,006 10 % 2,778 3,659 (24 )% Total Ancillaries 6,212 3,076 102 % 14,372 10,369 39 % Small Business 1,938 1,697 14 % 6,576 5,828 13 % Commission Bonus 858 456 88 % 2,982 1,544 93 % Total Commission Revenue 59,762 33,613 78 % 184,595 104,966 76 % Other Revenue 10,151 7,138 42 % 19,858 11,512 72 % Total Revenue $ 69,913 $ 40,751 72 % $ 204,453 $ 116,478 76 % (1) We define our individual and family plan offerings as major medical individual and family health insurance plans, which does not include Medicare-related, small business or ancillary plans. Individual and family health insurance plans include both qualified and non-qualified plans. Qualified health plans are individual and family health insurance plans that meet the requirements of the Affordable Care Act and are offered through the government-run health insurance exchange in the relevant jurisdiction. Non-qualified health plans are individual and family health insurance plans that meet the requirements of the Affordable Care Act and are not offered through the exchange in the relevant jurisdiction. Individuals that purchase non-qualified health plans cannot receive a subsidy in connection with the purchase of non-qualified plans. Commission revenue by segment is presented in the table below (in thousands): Three Months Ended September 30, 2019 Three Months Ended September 30, 2018 Commission Revenue from Members Approved During the Period (1) Net Commission Revenue from Members Approved in Prior Periods (2) Total Commission Revenue Commission Revenue from Members Approved During the Period (1) Net Commission Revenue from Members Approved in Prior Periods (2) Total Commission Revenue Medicare $ 43,888 $ 3,813 $ 47,701 $ 26,999 $ (35 ) $ 26,964 Individual, Family and Small Business 4,392 7,669 12,061 4,262 2,387 6,649 Total commission revenue $ 48,280 $ 11,482 $ 59,762 $ 31,261 $ 2,352 $ 33,613 Nine Months Ended September 30, 2019 Nine Months Ended September 30, 2018 Commission Revenue from Members Approved During the Period (1) Net Commission Revenue from Members Approved in Prior Periods (2) Total Commission Revenue Commission Revenue from Members Approved During the Period (1) Net Commission Revenue from Members Approved in Prior Periods (2) Total Commission Revenue Medicare $ 141,898 $ 5,226 $ 147,124 $ 80,601 $ (62 ) $ 80,539 Individual, Family and Small Business 14,403 23,068 37,471 16,333 8,094 24,427 Total commission revenue $ 156,301 $ 28,294 $ 184,595 $ 96,934 $ 8,032 $ 104,966 (1) These amounts include commission bonus revenue. (2) These amounts reflect our revised estimates of cash collections for certain members approved prior to the relevant reporting period that are recognized as adjustments to revenue within the relevant reporting period. These amounts include revenue associated with renewing small business health insurance members. |
Acquisition (Tables)
Acquisition (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Business Combinations [Abstract] | |
Schedule of Business Acquisitions | The major classes of assets and liabilities to which we have allocated the acquisition consideration were as follows (in thousands): Acquisition Consideration Cash paid $ 15,000 Fair value of equity awards issued to GoMedigap members (1) 5,595 Estimated fair value of earnout liability (2) 27,700 $ 48,295 Allocation Cash and cash equivalents $ 71 Commission receivable — current 4,371 Prepaid expenses and other current assets 11 Commission receivable — non-current 11,103 Property and equipment, net 174 Accounts payable (110 ) Accrued compensation and benefits (132 ) Other current liabilities (130 ) Net tangible assets acquired 15,358 Intangible assets 6,800 Goodwill 26,137 Total intangible assets acquired 32,937 Total net assets acquired $ 48,295 (1) The fair value of equity awards issued was determined based on the January 22, 2018 closing price of our common stock of $18.99 per share. (2) The fair value of the earnout liability was determined based on the valuation of a third-party specialist, which utilized certain inputs, including the closing price of our common stock on January 22, 2018 of $18.99 per share. |
Acquisition Fair Value Measurements | Assets acquired and liabilities assumed measured and reported at fair value are classified in one of the following categories based on inputs: Level 1 Unadjusted quoted prices in active markets for identical assets or liabilities. Level 2 Unadjusted quoted prices in active markets for similar assets or liabilities; or unadjusted quoted prices for identical or similar assets or liabilities in markets that are not active; or inputs other than quoted prices that are observable for the asset or liability. Level 3 Unobservable inputs for the asset or liability. |
Schedule of Acquired Indefinite-lived Intangible Assets by Major Class | Following are the details of the acquisition consideration allocated to the intangible assets acquired (in thousands): Technology $ 2,000 Trade names, trademarks and website addresses 4,800 Total intangible assets $ 6,800 |
Balance Sheet Accounts (Tables)
Balance Sheet Accounts (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Balance Sheet Related Disclosures [Abstract] | |
Schedule Of Cash And Cash Equivalents | As of September 30, 2019 and December 31, 2018, our cash and cash equivalent balances were invested as follows (in thousands): September 30, 2019 December 31, 2018 Cash $ 5,989 $ 12,766 Money market funds 82,081 323 Total cash and cash equivalents $ 88,070 $ 13,089 |
Schedule of Accounts Receivable | Total accounts receivable as of September 30, 2019 and December 31, 2018 was comprised of the following (in thousands): September 30, 2019 December 31, 2018 Accounts receivable $ 682 $ 3,601 Commissions receivable — current 127,414 134,190 Commissions receivable — non-current 230,322 211,668 Total accounts receivable $ 358,418 $ 349,459 |
Schedule of Credit Risk | Carriers that represented 10% or more of our total accounts receivable balance of $358.4 million and $349.5 million as of September 30, 2019 and December 31, 2018, respectively, were as follows: September 30, 2019 December 31, 2018 Aetna (1) 21 % 19 % UnitedHealthcare (2) 20 % 19 % Humana 19 % 19 % (1) Aetna also includes other carriers owned by Aetna. (2) UnitedHealthcare also includes other carriers owned by UnitedHealthcare. |
Schedule Of Commissions Receivable | Commissions receivable activity during the nine months ended September 30, 2019 was as follows (in thousands): Commissions receivable, December 31, 2018 $ 345,858 Commission revenue from members approved during the nine months ended September 30, 2019 156,301 Net commission revenue adjustments from members approved in prior periods 28,294 Cash receipts (172,717 ) Commissions receivable, September 30, 2019 $ 357,736 |
Schedule Of Prepaid Expenses And Other Current Assets | Prepaid expenses and other current assets as of September 30, 2019 and December 31, 2018 was comprised of the following (in thousands): September 30, 2019 December 31, 2018 Prepaid maintenance contracts $ 3,727 $ 1,937 Equity issuance costs — 294 Prepaid insurance 477 161 Prepaid facilities 86 324 Income tax receivable 1,108 1,108 Prepaid advertising 10,939 62 Other current assets 1,843 1,402 Total prepaid expenses and other current assets $ 18,180 $ 5,288 |
Schedule Of Intangible Assets | The carrying amounts, accumulated amortization, net carrying value and weighted average remaining life of our definite-lived amortizable intangible assets, as well as our indefinite-lived intangible trademarks, are presented in the table below as of September 30, 2019 and December 31, 2018 (dollars in thousands, weighted-average remaining life in years): September 30, 2019 December 31, 2018 Gross Carrying Amount Accumulated Amortization Net Carrying Amount Weighted-Average Remaining Life Gross Carrying Amount Accumulated Amortization Net Carrying Amount Technology $ 2,000 $ (1,111 ) $ 889 1.3 $ 2,000 $ (611 ) $ 1,389 Pharmacy and customer relationships 9,500 (8,946 ) 554 0.6 9,500 (8,234 ) 1,266 Trade names, trademarks and website addresses 5,700 (1,648 ) 4,052 8.2 5,700 (1,220 ) 4,480 Total intangible assets subject to amortization $ 17,200 $ (11,705 ) 5,495 $ 17,200 $ (10,065 ) 7,135 Indefinite-lived trademarks and domain names 5,114 Indefinite 5,114 Total intangible assets $ 10,609 $ 12,249 |
Schedule Of Intangible Assets Future Amortization Expense | As of September 30, 2019 , expected amortization expense in future periods is as follows (in thousands): Years Ending December 31, Technology Pharmacy and Customer Relationships Trade Names, Trademarks and Website Addresses Total Remainder of 2019 $ 166 $ 237 $ 142 $ 545 2020 667 317 510 1,494 2021 56 — 480 536 2022 — — 480 480 2023 — — 480 480 Thereafter — — 1,960 1,960 Total $ 889 $ 554 $ 4,052 $ 5,495 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | We classify the inputs used to measure fair value into the following hierarchy: Level 1 Unadjusted quoted prices in active markets for identical assets or liabilities. Level 2 Unadjusted quoted prices in active markets for similar assets or liabilities; or unadjusted quoted prices for identical or similar assets or liabilities in markets that are not active; or inputs other than quoted prices that are observable for the asset or liability. Level 3 Unobservable inputs for the asset or liability. |
Summary of Financial Assets Measured at Fair Value on a Recurring Basis | The following table is a summary of financial assets measured at fair value as of September 30, 2019 and December 31, 2018 on a recurring basis and their classification within the fair value hierarchy (in thousands): September 30, 2019 December 31, 2018 Carrying Value Level 1 Level 3 Total Carrying Value Level 1 Level 3 Total Assets Money market funds $ 82,081 $ 82,081 $ — $ 82,081 $ 323 $ 323 $ — $ 323 Total assets measured and recorded at fair value $ 82,081 $ 82,081 $ — $ 82,081 $ 323 $ 323 $ — $ 323 Liabilities Earnout liability—current $ 28,300 $ — $ 28,300 $ 28,300 $ 20,730 $ — $ 20,730 $ 20,730 Earnout liability—non-current — — — — 19,270 — 19,270 19,270 Total liabilities measured and recorded at fair value $ 28,300 $ — $ 28,300 $ 28,300 $ 40,000 $ — $ 40,000 $ 40,000 |
Summary of Earnout Liability Activity | Earnout liability activity during the nine months ended September 30, 2019 was as follows (in thousands): Balance at December 31, 2018 $ 40,000 Settlement of first earnout liability (26,806 ) Change in fair value 13,306 Balance at March 31, 2019 26,500 Change in fair value 7,200 Balance at June 30, 2019 33,700 Change in fair value (5,400 ) Balance at September 30, 2019 $ 28,300 |
Stockholder's Equity (Tables)
Stockholder's Equity (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Stockholders' Equity Note [Abstract] | |
Schedule Of Stock Option Share Activity Under Stock Plans | The following table summarizes activity under our 2014 Equity Incentive Plan (the “2014 Plan”) for the nine months ended September 30, 2019 (in thousands): Shares Available for Grant Shares available for grant December 31, 2018 512 Additional shares authorized pursuant to the 2014 Equity Incentive Plan 2,500 Restricted stock units granted (1) (563 ) Options granted (2) (14 ) Restricted stock units cancelled (3) 95 Options cancelled 36 Shares available for grant September 30, 2019 2,566 (1) Includes grants of restricted stock units with service, performance-based or market-based vesting criteria. (2) Includes grants of stock options with service, performance-based or market-based vesting criteria. (3) Includes cancelled restricted stock units with service, performance-based or market-based vesting criteria. |
Schedule Of Activity Under Stock Plans | The following table summarizes stock option activity for the nine months ended September 30, 2019 (in thousands, except weighted-average exercise price and weighted-average remaining contractual life data): Number of Stock Options (1) Weighted Average Exercise Price Weighted-Average Remaining Contractual Life (years) Aggregate Intrinsic Value (2) Balance outstanding at December 31, 2018 1,005 $ 18.34 5.0 $ 20,226 Granted 14 $ 66.06 Exercised (298 ) $ 17.19 Cancelled (41 ) $ 25.45 Balance outstanding at September 30, 2019 680 $ 19.42 4.7 $ 32,230 Vested and expected to vest at September 30, 2019 656 $ 19.16 4.6 $ 31,231 Exercisable at September 30, 2019 402 $ 16.21 4.1 $ 20,334 (1) Includes certain stock options with service, performance-based or market-based vesting criteria. (2) The aggregate intrinsic value is calculated as the difference between the closing price of our common stock as of September 30, 2019 and December 31, 2018 and the exercise price multiplied by number of in-the-money options. |
Schedule Of Restricted Stock Unit Activity Under Stock Plans | The following table summarizes restricted stock unit activity for the nine months ended September 30, 2019 (in thousands, except weighted-average grant date fair value and weighted-average remaining contractual life data): Number of Restricted Stock Units (1) Weighted-Average Grant Date Fair Value Weighted-Average Remaining Service Period (years) Aggregate Intrinsic Value (2) Unvested as of December 31, 2018 1,869 $ 16.95 4.8 $ 71,816 Granted 563 $ 66.94 Vested (386 ) $ 13.58 Cancelled (95 ) $ 32.01 Unvested as of September 30, 2019 1,951 $ 31.03 5.4 $ 130,307 (1) Includes certain restricted stock units with service, performance-based or market-based vesting criteria. (2) The aggregate intrinsic value is calculated as the product of our closing stock price as of September 30, 2019 and December 31, 2018, and the number of restricted stock units outstanding as of September 30, 2019 and December 31, 2018, respectively. |
Schedule Of Stock-Based Compensation Expense By Award Type | The following table summarizes stock-based compensation expense recorded during the three and nine months ended September 30, 2019 and 2018 (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2019 2018 2019 2018 Common stock options $ 542 $ 639 $ 1,745 $ 1,573 Restricted stock units 4,968 2,904 11,672 7,902 Total stock-based compensation expense $ 5,510 $ 3,543 $ 13,417 $ 9,475 |
Schedule Of Stock-Based Compensation Expense By Operating Function | The following table summarizes stock-based compensation expense by operating function for the three and nine months ended September 30, 2019 and 2018 (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2019 2018 2019 2018 Marketing and advertising $ 872 $ 545 $ 2,212 $ 1,477 Customer care and enrollment 369 194 927 565 Technology and content 729 388 1,946 1,115 General and administrative 3,540 2,416 8,332 6,067 Restructuring charges — — — 251 Total stock-based compensation expense $ 5,510 $ 3,543 $ 13,417 $ 9,475 |
Net Loss Per Share (Tables)
Net Loss Per Share (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Earnings Per Share [Abstract] | |
Schedule Of Anti-dilutive Shares Excluded From Computation Of Net Income Per Share | The number of outstanding anti-dilutive shares that were excluded from the computation of diluted net loss per share consisted of the following (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2019 2018 2019 2018 Common stock options 729 925 850 928 Restricted stock units 1,461 1,610 1,537 1,662 Total 2,190 2,535 2,387 2,590 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Future Minimum Rental Payments for Operating Leases | The following table presents a summary of our future minimum payments under non-cancellable contractual service and licensing obligations as of September 30, 2019 (in thousands): For the Years Ending December 31, Service and Licensing Obligations Remainder of 2019 $ 499 2020 2,465 2021 950 2022 415 2023 444 Thereafter 229 Total $ 5,002 |
Operating Segments, Geographi_2
Operating Segments, Geographic Information and Significant Customers (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Segment Reporting [Abstract] | |
Schedule of Segment Reporting Information, by Segment | The following table presents summary results of our operating segments for the three and nine months ended September 30, 2019 and 2018 (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2019 2018 2019 2018 Revenue Medicare revenue $ 57,189 $ 32,733 $ 164,357 $ 88,964 Individual, Family and Small Business revenue 12,724 8,018 40,096 27,514 Total revenue $ 69,913 $ 40,751 $ 204,453 $ 116,478 Segment profit (loss) Medicare segment profit (loss) $ (11,004 ) $ 467 $ 5,917 $ 2,174 Individual, Family and Small Business segment profit (loss) 3,753 (579 ) 15,045 2,292 Total segment profit (loss) (7,251 ) (112 ) 20,962 4,466 Corporate (11,568 ) (6,832 ) (30,380 ) (22,680 ) Stock-based compensation expense (5,510 ) (3,543 ) (13,417 ) (9,224 ) Depreciation and amortization (765 ) (620 ) (2,153 ) (1,870 ) Acquisition costs — — — (76 ) Change in fair value of earnout liability 5,400 (3,800 ) (15,106 ) (6,300 ) Restructuring charges — — — (1,865 ) Amortization of intangible assets (547 ) (547 ) (1,641 ) (1,545 ) Other income, net 568 296 1,824 776 Loss before benefit from income taxes $ (19,673 ) $ (15,158 ) $ (39,911 ) $ (38,318 ) |
Schedule Of Long Lived Assets By Geographical Areas | Long-lived assets by geographical area as of September 30, 2019 and December 31, 2018 were as follows (in thousands): September 30, 2019 December 31, 2018 United States $ 22,340 $ 15,614 China 282 378 Total $ 22,622 $ 15,992 |
Schedule Of Revenue By Major Customers | Carriers representing 10% or more of our total revenue for the three and nine months ended September 30, 2019 and 2018 are presented in the table below: Three Months Ended September 30, Nine Months Ended September 30, 2019 2018 2019 2018 Humana 26 % 17 % 24 % 16 % UnitedHealthcare (1) 18 % 20 % 18 % 22 % Aetna (2) 17 % 12 % 17 % 11 % (1) UnitedHealthcare also includes other carriers owned by UnitedHealthcare. (2) Aetna also includes other carriers owned by Aetna. |
Leases (Tables)
Leases (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Leases [Abstract] | |
Schedule of Supplemental Balance Sheet Information | Supplemental information as of September 30, 2019 related to leases is as follows (in thousands): As of September 30, 2019 Operating lease right-of-use assets $ 36,551 Operating lease liabilities $ 38,498 Weighted-average remaining lease term of operating leases 7.9 years Weighted-average discount rate used to recognize operating lease right-of-use-assets 5.9 % |
Schedule of Operating Lease Maturities | As of September 30, 2019 , maturities of operating lease liabilities are as follows (in thousands): Year ending December 31, Remainder of 2019 $ 1,645 2020 6,862 2021 6,236 2022 4,964 2023 5,792 Thereafter 26,958 Total lease payments 52,457 Less imputed interest (13,959 ) Total $ 38,498 |
Income Taxes (Tables)
Income Taxes (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Income Tax Disclosure [Abstract] | |
Schedule Of Components Of Income Tax Expense | The following table summarizes our benefit from income taxes and our effective tax rates for the three and nine months ended September 30, 2019 and 2018 (in thousands, except effective tax rate): Three Months Ended September 30, Nine Months Ended September 30, 2019 2018 2019 2018 Loss before benefit from income taxes $ (19,673 ) $ (15,158 ) $ (39,911 ) $ (38,318 ) Benefit from income taxes (8,649 ) (6,186 ) (17,974 ) (12,487 ) Effective tax rate 44.0 % 40.8 % 45.0 % 32.6 % |
Summary of Business and Signi_3
Summary of Business and Significant Accounting Policies - Narrative (Details) $ in Thousands | 9 Months Ended | |
Sep. 30, 2019USD ($)segmentstate | Jan. 01, 2019USD ($) | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||
Number of states in which the Company is licensed to market and sell health insurance | state | 50 | |
Number of operating segments | segment | 2 | |
Operating lease right-of-use assets | $ 36,551 | |
Operating lease liabilities | $ 38,498 | |
ASU 2016-02 | ||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||
Operating lease right-of-use assets | $ 23,300 | |
Operating lease liabilities | $ 24,600 |
Revenue - Additional Informatio
Revenue - Additional Information (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | Jan. 01, 2018 | |
Disaggregation of Revenue [Line Items] | |||||
Payment terms | Payment of commissions typically commences within 60 days from the effective date. Payment terms for non-commission revenue are typically 30 days from the invoice date | ||||
Total revenue | $ 69,913 | $ 40,751 | $ 204,453 | $ 116,478 | |
Basic and diluted (in usd per share) | $ (0.47) | $ (0.47) | $ (0.96) | $ (1.36) | |
Medicare | |||||
Disaggregation of Revenue [Line Items] | |||||
Total revenue | $ 46,769 | $ 26,339 | $ 144,173 | $ 78,833 | |
Individual and Family | |||||
Disaggregation of Revenue [Line Items] | |||||
Total revenue | 3,985 | 2,045 | 16,492 | 8,392 | |
Ancillaries | |||||
Disaggregation of Revenue [Line Items] | |||||
Total revenue | 6,212 | 3,076 | 14,372 | 10,369 | |
Commission, Members Approved In Prior Periods | |||||
Disaggregation of Revenue [Line Items] | |||||
Total revenue | $ 11,482 | $ 2,352 | $ 28,294 | $ 8,032 | |
Basic and diluted (in usd per share) | $ 0.49 | $ 0.12 | $ 1.24 | $ 0.42 | |
Product Concentration Risk | Revenue | Medicare | |||||
Disaggregation of Revenue [Line Items] | |||||
Commission revenue, percentage | 78.00% | 75.00% | |||
Medicare Advantage | Medicare | |||||
Disaggregation of Revenue [Line Items] | |||||
Insurance plan duration | 3 years | ||||
Total revenue | $ 36,735 | $ 17,976 | $ 113,185 | $ 57,649 | |
Medicare Part D | Medicare | |||||
Disaggregation of Revenue [Line Items] | |||||
Insurance plan duration | 5 years | ||||
Total revenue | 1,805 | 1,005 | $ 5,906 | 2,879 | |
Medicare Supplement | Medicare | |||||
Disaggregation of Revenue [Line Items] | |||||
Insurance plan duration | 5 years 6 months | ||||
Total revenue | 8,229 | 7,358 | $ 25,082 | 18,305 | |
Short-term | Ancillaries | |||||
Disaggregation of Revenue [Line Items] | |||||
Insurance plan duration | 6 months | ||||
Total revenue | 3,151 | 1,699 | $ 7,162 | 4,242 | |
Other | Ancillaries | |||||
Disaggregation of Revenue [Line Items] | |||||
Total revenue | $ 1,104 | $ 1,006 | $ 2,778 | $ 3,659 | |
Minimum | Individual and Family | |||||
Disaggregation of Revenue [Line Items] | |||||
Insurance plan duration | 1 year 6 months | ||||
Minimum | Other | Ancillaries | |||||
Disaggregation of Revenue [Line Items] | |||||
Insurance plan duration | 1 year | ||||
Maximum | Individual and Family | |||||
Disaggregation of Revenue [Line Items] | |||||
Insurance plan duration | 2 years | ||||
Maximum | Other | Ancillaries | |||||
Disaggregation of Revenue [Line Items] | |||||
Insurance plan duration | 3 years | ||||
Retained Earnings | Accounting Standards Update 2014-09 | |||||
Disaggregation of Revenue [Line Items] | |||||
Retained earnings increase | $ 225,500 |
Revenue - Commission Revenue by
Revenue - Commission Revenue by Segment (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Disaggregation of Revenue [Line Items] | ||||
Total revenue | $ 69,913 | $ 40,751 | $ 204,453 | $ 116,478 |
Commission | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | 59,762 | 33,613 | 184,595 | 104,966 |
Commission revenue from members approved during the nine months ended September 30, 2019 | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | 48,280 | 31,261 | 156,301 | 96,934 |
Net commission revenue adjustments from members approved in prior periods | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | 11,482 | 2,352 | 28,294 | 8,032 |
Medicare | Commission | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | 47,701 | 26,964 | 147,124 | 80,539 |
Medicare | Commission revenue from members approved during the nine months ended September 30, 2019 | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | 43,888 | 26,999 | 141,898 | 80,601 |
Medicare | Net commission revenue adjustments from members approved in prior periods | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | 3,813 | (35) | 5,226 | (62) |
Individual, Family and Small Business | Commission | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | 12,061 | 6,649 | 37,471 | 24,427 |
Individual, Family and Small Business | Commission revenue from members approved during the nine months ended September 30, 2019 | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | 4,392 | 4,262 | 14,403 | 16,333 |
Individual, Family and Small Business | Net commission revenue adjustments from members approved in prior periods | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | $ 7,669 | $ 2,387 | $ 23,068 | $ 8,094 |
Revenue - Disaggregation of Rev
Revenue - Disaggregation of Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | Dec. 31, 2018 | |
Disaggregation of Revenue [Line Items] | |||||
Total revenue | $ 69,913 | $ 40,751 | $ 204,453 | $ 116,478 | |
Percent Change | 72.00% | 76.00% | |||
Medicare | |||||
Disaggregation of Revenue [Line Items] | |||||
Total revenue | $ 46,769 | 26,339 | $ 144,173 | 78,833 | |
Percent Change | 78.00% | 83.00% | |||
Medicare | Medicare Advantage | |||||
Disaggregation of Revenue [Line Items] | |||||
LTV Commissions | 7.00% | 7.00% | 7.00% | ||
Total revenue | $ 36,735 | 17,976 | $ 113,185 | 57,649 | |
Percent Change | 104.00% | 96.00% | |||
Medicare | Medicare Supplement | |||||
Disaggregation of Revenue [Line Items] | |||||
LTV Commissions | 5.00% | 5.00% | 5.00% | ||
Total revenue | $ 8,229 | 7,358 | $ 25,082 | 18,305 | |
Percent Change | 12.00% | 37.00% | |||
Medicare | Medicare Part D | |||||
Disaggregation of Revenue [Line Items] | |||||
LTV Commissions | 5.00% | 5.00% | 5.00% | ||
Total revenue | $ 1,805 | 1,005 | $ 5,906 | 2,879 | |
Percent Change | 80.00% | 105.00% | |||
Individual and Family | |||||
Disaggregation of Revenue [Line Items] | |||||
Total revenue | $ 3,985 | 2,045 | $ 16,492 | 8,392 | |
Percent Change | 95.00% | 97.00% | |||
Individual and Family | Non-Qualified Health Plans | |||||
Disaggregation of Revenue [Line Items] | |||||
LTV Commissions | 15.00% | 15.00% | 15.00% | ||
Total revenue | $ 3,146 | 876 | $ 11,592 | 3,386 | |
Percent Change | 259.00% | 242.00% | |||
Individual and Family | Qualified Health Plans | |||||
Disaggregation of Revenue [Line Items] | |||||
LTV Commissions | 20.00% | 20.00% | 20.00% | ||
Total revenue | $ 839 | 1,169 | $ 4,900 | 5,006 | |
Percent Change | (28.00%) | (2.00%) | |||
Ancillaries | |||||
Disaggregation of Revenue [Line Items] | |||||
LTV Commissions | 10.00% | 10.00% | 10.00% | ||
Total revenue | $ 6,212 | 3,076 | $ 14,372 | 10,369 | |
Percent Change | 102.00% | 39.00% | |||
Ancillaries | Short-term | |||||
Disaggregation of Revenue [Line Items] | |||||
Total revenue | $ 3,151 | 1,699 | $ 7,162 | 4,242 | |
Percent Change | 85.00% | 69.00% | |||
Ancillaries | Dental | |||||
Disaggregation of Revenue [Line Items] | |||||
Total revenue | $ 1,420 | 245 | $ 3,138 | 1,611 | |
Percent Change | 480.00% | 95.00% | |||
Ancillaries | Vision | |||||
Disaggregation of Revenue [Line Items] | |||||
Total revenue | $ 537 | 126 | $ 1,294 | 857 | |
Percent Change | 326.00% | 51.00% | |||
Ancillaries | Other | |||||
Disaggregation of Revenue [Line Items] | |||||
Total revenue | $ 1,104 | 1,006 | $ 2,778 | 3,659 | |
Percent Change | 10.00% | (24.00%) | |||
Small Business | |||||
Disaggregation of Revenue [Line Items] | |||||
LTV Commissions | 0.00% | 0.00% | 0.00% | ||
Total revenue | $ 1,938 | 1,697 | $ 6,576 | 5,828 | |
Percent Change | 14.00% | 13.00% | |||
Commission Bonus | |||||
Disaggregation of Revenue [Line Items] | |||||
Total revenue | $ 858 | 456 | $ 2,982 | 1,544 | |
Percent Change | 88.00% | 93.00% | |||
Commission | |||||
Disaggregation of Revenue [Line Items] | |||||
Total revenue | $ 59,762 | 33,613 | $ 184,595 | 104,966 | |
Percent Change | 78.00% | 76.00% | |||
Other | |||||
Disaggregation of Revenue [Line Items] | |||||
Total revenue | $ 10,151 | $ 7,138 | $ 19,858 | $ 11,512 | |
Percent Change | 42.00% | 72.00% |
Acquisition - Narrative (Detai
Acquisition - Narrative (Details) - USD ($) $ in Thousands | Jan. 22, 2018 | Sep. 30, 2019 | Mar. 31, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 |
Business Acquisition [Line Items] | ||||||
Acquisition-related contingent payments | $ 9,542 | $ 0 | ||||
Change in fair value of earnout liability | $ (5,400) | $ 3,800 | $ 15,106 | $ 6,300 | ||
GoMedigap | ||||||
Business Acquisition [Line Items] | ||||||
Cash paid | $ 15,000 | |||||
Cash and cash equivalents | $ 71 | |||||
Shares acquired (in shares) | 294,637 | |||||
Earnout consideration | $ 20,000 | |||||
Earnout consideration (in shares) | 589,216 | |||||
Acquisition-related contingent payments | $ 9,500 | |||||
Stock issued for acquisition | $ 5,595 | $ 17,300 | ||||
Goodwill deductible period | 15 years | |||||
Trade names, trademarks and website addresses | ||||||
Business Acquisition [Line Items] | ||||||
Weighted-average remaining life | 8 years 2 months 12 days | |||||
Minimum | Trade names, trademarks and website addresses | GoMedigap | ||||||
Business Acquisition [Line Items] | ||||||
Weighted-average remaining life | 3 years | |||||
Maximum | Trade names, trademarks and website addresses | GoMedigap | ||||||
Business Acquisition [Line Items] | ||||||
Weighted-average remaining life | 10 years |
Acquisition - Purchase Price A
Acquisition - Purchase Price Allocation (Details) - USD ($) $ / shares in Units, $ in Thousands | Jan. 22, 2018 | Mar. 31, 2019 | Sep. 30, 2019 | Dec. 31, 2018 |
Allocation | ||||
Goodwill | $ 40,233 | $ 40,233 | ||
Share price (usd per share) | $ 18.99 | |||
GoMedigap | ||||
Acquisition Consideration | ||||
Cash paid | $ 15,000 | |||
Fair value of equity awards issued to GoMedigap members | 5,595 | $ 17,300 | ||
Estimated fair value of earnout liability | 27,700 | |||
Purchase price | 48,295 | |||
Allocation | ||||
Cash and cash equivalents | 71 | |||
Commission receivable — current | 4,371 | |||
Prepaid expenses and other current assets | 11 | |||
Commission receivable — non-current | 11,103 | |||
Property and equipment, net | 174 | |||
Accounts payable | (110) | |||
Accrued compensation and benefits | (132) | |||
Other current liabilities | (130) | |||
Net tangible assets acquired | 15,358 | |||
Intangible assets | 6,800 | |||
Goodwill | 26,137 | |||
Total intangible assets acquired | 32,937 | |||
Total net assets acquired | 48,295 | |||
Technology | GoMedigap | ||||
Allocation | ||||
Intangible assets | 2,000 | |||
Trade names, trademarks and website addresses | GoMedigap | ||||
Allocation | ||||
Intangible assets | $ 4,800 |
Balance Sheet Accounts - Schedu
Balance Sheet Accounts - Schedule of Cash and Cash Equivalents (Details) - USD ($) $ in Thousands | Sep. 30, 2019 | Dec. 31, 2018 |
Balance Sheet Related Disclosures [Abstract] | ||
Cash | $ 5,989 | $ 12,766 |
Money market funds | 82,081 | 323 |
Total cash and cash equivalents | $ 88,070 | $ 13,089 |
Balance Sheet Accounts - Narrat
Balance Sheet Accounts - Narrative (Details) - USD ($) | Sep. 30, 2019 | Dec. 31, 2018 |
Balance Sheet Related Disclosures [Abstract] | ||
Cash and cash equivalents | $ 88,070,000 | $ 13,089,000 |
Restricted cash | 3,354,000 | 0 |
Accounts receivable | $ 358,418,000 | $ 349,459,000 |
Balance Sheet Accounts - Sche_2
Balance Sheet Accounts - Schedule of Accounts Receivable (Details) - USD ($) $ in Thousands | Sep. 30, 2019 | Dec. 31, 2018 |
Balance Sheet Related Disclosures [Abstract] | ||
Total accounts receivable | $ 682 | $ 3,601 |
Commissions receivable — current | 127,414 | 134,190 |
Commissions receivable — non-current | 230,322 | 211,668 |
Total accounts receivable | $ 358,418 | $ 349,459 |
Balance Sheet Accounts - Sche_3
Balance Sheet Accounts - Schedule of Credit Risk (Details) - Customer Concentration Risk - Accounts Receivable | 9 Months Ended | 12 Months Ended |
Sep. 30, 2019 | Dec. 31, 2018 | |
Aetna | ||
Concentration Risk [Line Items] | ||
Major customer revenue, percentage | 21.00% | 19.00% |
UnitedHealthcare | ||
Concentration Risk [Line Items] | ||
Major customer revenue, percentage | 20.00% | 19.00% |
Humana | ||
Concentration Risk [Line Items] | ||
Major customer revenue, percentage | 19.00% | 19.00% |
Balance Sheet Accounts - Sche_4
Balance Sheet Accounts - Schedule of Commissions Receivable (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Disaggregation of Revenue [Line Items] | ||||
Commissions receivable, December 31, 2018 | $ 345,858 | |||
Total revenue | $ 69,913 | $ 40,751 | 204,453 | $ 116,478 |
Cash receipts | (172,717) | |||
Commissions receivable, September 30, 2019 | 357,736 | 357,736 | ||
Commission revenue from members approved during the nine months ended September 30, 2019 | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | 48,280 | 31,261 | 156,301 | 96,934 |
Net commission revenue adjustments from members approved in prior periods | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | $ 11,482 | $ 2,352 | $ 28,294 | $ 8,032 |
Balance Sheet Accounts - Sche_5
Balance Sheet Accounts - Schedule of Prepaid Expenses and Other Current Assets (Details) - USD ($) $ in Thousands | Sep. 30, 2019 | Dec. 31, 2018 |
Balance Sheet Related Disclosures [Abstract] | ||
Prepaid maintenance contracts | $ 3,727 | $ 1,937 |
Equity issuance costs | 0 | 294 |
Prepaid insurance | 477 | 161 |
Prepaid facilities | 86 | 324 |
Income tax receivable | 1,108 | 1,108 |
Prepaid advertising | 10,939 | 62 |
Other current assets | 1,843 | 1,402 |
Total prepaid expenses and other current assets | $ 18,180 | $ 5,288 |
Balance Sheet Accounts - Sche_6
Balance Sheet Accounts - Schedule of Intangible Assets (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2019 | Dec. 31, 2018 | |
Schedule Of Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 17,200 | $ 17,200 |
Accumulated Amortization | (11,705) | (10,065) |
Total | 5,495 | 7,135 |
Indefinite-lived trademarks and domain names | 5,114 | 5,114 |
Total intangible assets | 10,609 | 12,249 |
Technology | ||
Schedule Of Intangible Assets [Line Items] | ||
Gross Carrying Amount | 2,000 | 2,000 |
Accumulated Amortization | (1,111) | (611) |
Total | $ 889 | 1,389 |
Weighted-Average Remaining Life | 1 year 3 months 19 days | |
Pharmacy and customer relationships | ||
Schedule Of Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 9,500 | 9,500 |
Accumulated Amortization | (8,946) | (8,234) |
Total | $ 554 | 1,266 |
Weighted-Average Remaining Life | 7 months 6 days | |
Trade names, trademarks and website addresses | ||
Schedule Of Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 5,700 | 5,700 |
Accumulated Amortization | (1,648) | (1,220) |
Total | $ 4,052 | $ 4,480 |
Weighted-Average Remaining Life | 8 years 2 months 12 days |
Balance Sheet Accounts - Sche_7
Balance Sheet Accounts - Schedule of Intangible Asset Future Amortization Expense (Details) - USD ($) $ in Thousands | Sep. 30, 2019 | Dec. 31, 2018 |
Fiscal Year Maturity [Abstract] | ||
Remainder of 2019 | $ 545 | |
2020 | 1,494 | |
2021 | 536 | |
2022 | 480 | |
2023 | 480 | |
Thereafter | 1,960 | |
Total | 5,495 | $ 7,135 |
Technology | ||
Fiscal Year Maturity [Abstract] | ||
Remainder of 2019 | 166 | |
2020 | 667 | |
2021 | 56 | |
2022 | 0 | |
2023 | 0 | |
Thereafter | 0 | |
Total | 889 | 1,389 |
Pharmacy and customer relationships | ||
Fiscal Year Maturity [Abstract] | ||
Remainder of 2019 | 237 | |
2020 | 317 | |
2021 | 0 | |
2022 | 0 | |
2023 | 0 | |
Thereafter | 0 | |
Total | 554 | 1,266 |
Trade names, trademarks and website addresses | ||
Fiscal Year Maturity [Abstract] | ||
Remainder of 2019 | 142 | |
2020 | 510 | |
2021 | 480 | |
2022 | 480 | |
2023 | 480 | |
Thereafter | 1,960 | |
Total | $ 4,052 | $ 4,480 |
Fair Value Measurements - Summa
Fair Value Measurements - Summary of Financial Assets (Details) - USD ($) $ in Thousands | Sep. 30, 2019 | Dec. 31, 2018 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets measured and recorded at fair value | $ 82,081 | $ 323 |
Total liabilities measured and recorded at fair value | 28,300 | 40,000 |
Carrying Value | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets measured and recorded at fair value | 82,081 | 323 |
Total liabilities measured and recorded at fair value | 28,300 | 40,000 |
Fair Value | Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets measured and recorded at fair value | 82,081 | 323 |
Total liabilities measured and recorded at fair value | 0 | 0 |
Fair Value | Level 3 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets measured and recorded at fair value | 0 | 0 |
Total liabilities measured and recorded at fair value | 28,300 | 40,000 |
Money market funds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets measured and recorded at fair value | 82,081 | 323 |
Money market funds | Carrying Value | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets measured and recorded at fair value | 82,081 | 323 |
Money market funds | Fair Value | Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets measured and recorded at fair value | 82,081 | 323 |
Money market funds | Fair Value | Level 3 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets measured and recorded at fair value | 0 | 0 |
Earnout liability—current | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total liabilities measured and recorded at fair value | 28,300 | 20,730 |
Earnout liability—current | Carrying Value | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total liabilities measured and recorded at fair value | 28,300 | 20,730 |
Earnout liability—current | Fair Value | Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total liabilities measured and recorded at fair value | 0 | 0 |
Earnout liability—current | Fair Value | Level 3 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total liabilities measured and recorded at fair value | 28,300 | 20,730 |
Earnout liability—non-current | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total liabilities measured and recorded at fair value | 0 | 19,270 |
Earnout liability—non-current | Carrying Value | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total liabilities measured and recorded at fair value | 0 | 19,270 |
Earnout liability—non-current | Fair Value | Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total liabilities measured and recorded at fair value | 0 | 0 |
Earnout liability—non-current | Fair Value | Level 3 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total liabilities measured and recorded at fair value | $ 0 | $ 19,270 |
Fair Value Measurements - Earno
Fair Value Measurements - Earnout Liability Activity (Details) - Contingent Consideration - USD ($) $ in Thousands | 3 Months Ended | ||
Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |||
Beginning balance | $ 33,700 | $ 26,500 | $ 40,000 |
Settlement of first earnout liability | (26,806) | ||
Change in fair value | (5,400) | 7,200 | 13,306 |
Ending balance | $ 28,300 | $ 33,700 | $ 26,500 |
Fair Value Measurements - Narra
Fair Value Measurements - Narrative (Details) - USD ($) $ in Thousands | Jan. 22, 2018 | Mar. 31, 2019 | Sep. 30, 2019 | Sep. 30, 2018 |
Business Acquisition [Line Items] | ||||
Acquisition-related contingent payments | $ 9,542 | $ 0 | ||
GoMedigap | ||||
Business Acquisition [Line Items] | ||||
Acquisition-related contingent payments | $ 9,500 | |||
Stock issued for acquisition | $ 5,595 | $ 17,300 |
Stockholder's Equity - Schedul
Stockholder's Equity - Schedule of Stock Plan Activity (Details) - 2014 Equity Incentive Plan shares in Thousands | 9 Months Ended |
Sep. 30, 2019shares | |
Share-based Compensation Arrangement by Share-based Payment Award, Movement in Shares Available for Grant [Roll Forward] | |
Shares available for grant (in shares) | 512 |
Additional shares authorized pursuant to the 2014 Equity Incentive Plan | 2,500 |
Restricted stock units granted (in shares) | (563) |
Options granted (in shares) | (14) |
Restricted stock units cancelled (in shares) | 95 |
Options cancelled (in shares) | 36 |
Shares available for grant (in shares) | 2,566 |
Stockholder's Equity - Sched_2
Stockholder's Equity - Schedule of Option Activity Under Stock Plans (Details) - Common stock options $ / shares in Units, shares in Thousands, $ in Thousands | 9 Months Ended | 12 Months Ended |
Sep. 30, 2019USD ($)$ / sharesshares | Dec. 31, 2018USD ($)$ / sharesshares | |
Number of Stock Options | ||
Balance outstanding (in shares) | shares | 1,005 | |
Granted (in shares) | shares | 14 | |
Exercised (in shares) | shares | (298) | |
Cancelled (in shares) | shares | (41) | |
Balance outstanding (in shares) | shares | 680 | 1,005 |
Options vested and expected to vest (in shares) | shares | 656 | |
Options exercisable (in shares) | shares | 402 | |
Weighted Average Exercise Price | ||
Weighted-average exercise price, beginning balance outstanding (in dollars per share) | $ / shares | $ 18.34 | |
Granted (in dollars per share) | $ / shares | 66.06 | |
Exercised (in dollars per share) | $ / shares | 17.19 | |
Cancelled (in dollars per share) | $ / shares | 25.45 | |
Weighted-average exercise price, ending balance outstanding (in dollars per share) | $ / shares | 19.42 | $ 18.34 |
Weighted-average exercise price, vested and expected to vest (in dollars per share) | $ / shares | 19.16 | |
Weighted-average exercise price, exercisable (in dollars per share) | $ / shares | $ 16.21 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Additional Disclosures [Abstract] | ||
Weighted-average remaining contractual life (years), balance outstanding | 4 years 8 months 12 days | 5 years |
Weighted-average remaining contractual life (years), vested and expected to Vest | 4 years 7 months 6 days | |
Weighted-average remaining contractual life (years), exercisable | 4 years 1 month 6 days | |
Aggregate intrinsic value, balance outstanding | $ | $ 32,230 | $ 20,226 |
Aggregate intrinsic value, vested and expected to vest | $ | 31,231 | |
Aggregate intrinsic value, exercisable | $ | $ 20,334 |
Stockholder's Equity - Sched_3
Stockholder's Equity - Schedule of Restricted Stock Unit Activity Under Stock Plans (Details) - Restricted stock units - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 9 Months Ended | 12 Months Ended |
Sep. 30, 2019 | Dec. 31, 2018 | |
Number of Restricted Stock Units | ||
Unvested, beginning balance (in shares) | 1,869 | |
Granted (in shares) | 563 | |
Vested (in shares) | (386) | |
Cancelled (in shares) | (95) | |
Unvested, ending balance (in shares) | 1,951 | 1,869 |
Weighted-Average Grant Date Fair Value | ||
Unvested, beginning (in dollars per share) | $ 16.95 | |
Granted (in dollars per share) | 66.94 | |
Vested (in dollars per share) | 13.58 | |
Cancelled (in dollars per share) | 32.01 | |
Unvested, ending (in dollars per share) | $ 31.03 | $ 16.95 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Additional Disclosures [Abstract] | ||
Weighted-Average Remaining Service Period (years) | 5 years 4 months 24 days | 4 years 9 months 18 days |
Aggregate Intrinsic Value | $ 130,307 | $ 71,816 |
Stockholder's Equity - Narrati
Stockholder's Equity - Narrative (Details) - shares | 3 Months Ended | 9 Months Ended | 66 Months Ended | |
Sep. 30, 2019 | Sep. 30, 2019 | Sep. 30, 2019 | Dec. 31, 2018 | |
Stockholders' Equity Note [Abstract] | ||||
Number of shares repurchased under share repurchase plan (in shares) | 0 | 0 | 10,663,888 | |
Treasury shares that were previously surrendered by employees to satisfy tax withholdings (in shares) | 907,363 | |||
Treasury stock (in shares) | 11,571,251 | 11,571,251 | 11,571,251 | 11,426,292 |
Stockholder's Equity - Sched_4
Stockholder's Equity - Schedule of Stock-Based Compensation Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Total stock-based compensation expense | $ 5,510 | $ 3,543 | $ 13,417 | $ 9,475 |
Common stock options | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Total stock-based compensation expense | 542 | 639 | 1,745 | 1,573 |
Restricted stock units | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Total stock-based compensation expense | 4,968 | 2,904 | 11,672 | 7,902 |
Marketing and advertising | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Total stock-based compensation expense | 872 | 545 | 2,212 | 1,477 |
Customer care and enrollment | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Total stock-based compensation expense | 369 | 194 | 927 | 565 |
Technology and content | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Total stock-based compensation expense | 729 | 388 | 1,946 | 1,115 |
General and administrative | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Total stock-based compensation expense | 3,540 | 2,416 | 8,332 | 6,067 |
Restructuring charges | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Total stock-based compensation expense | $ 0 | $ 0 | $ 0 | $ 251 |
Net Loss Per Share - Schedule
Net Loss Per Share - Schedule of Anti-Dilutive Shares Excluded from Computation Of Net Income Per Share (Details) - shares shares in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Total | 2,190 | 2,535 | 2,387 | 2,590 |
Common stock options | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Total | 729 | 925 | 850 | 928 |
Restricted stock units | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Total | 1,461 | 1,610 | 1,537 | 1,662 |
Commitments and Contingencies_2
Commitments and Contingencies (Details) $ in Thousands | Jul. 01, 2019plaintiff | Sep. 30, 2019USD ($) |
Loss Contingencies [Line Items] | ||
Remainder of 2019 | $ 499 | |
2020 | 2,465 | |
2021 | 950 | |
2022 | 415 | |
2023 | 444 | |
Thereafter | 229 | |
Total | $ 5,002 | |
Le'Vias Compliant | ||
Loss Contingencies [Line Items] | ||
Number of plaintiffs | plaintiff | 2 |
Operating Segments, Geographi_3
Operating Segments, Geographic Information and Significant Customers - Segment Operating Results (Details) | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2019USD ($) | Sep. 30, 2018USD ($) | Sep. 30, 2019USD ($)segment | Sep. 30, 2018USD ($) | Dec. 31, 2018USD ($) | |
Segment Reporting Information [Line Items] | |||||
Number of operating segments | segment | 2 | ||||
Total revenue | $ 69,913,000 | $ 40,751,000 | $ 204,453,000 | $ 116,478,000 | |
Stock-based compensation expense | (5,510,000) | (3,543,000) | (13,417,000) | (9,224,000) | |
Depreciation and amortization | (765,000) | (620,000) | (2,153,000) | (1,870,000) | |
Acquisition costs | 0 | 0 | 0 | (76,000) | |
Change in fair value of earnout liability | 5,400,000 | (3,800,000) | (15,106,000) | (6,300,000) | |
Restructuring benefit | 0 | 0 | 0 | (1,865,000) | $ (1,900,000) |
Amortization of intangible assets | (547,000) | (547,000) | (1,641,000) | (1,545,000) | |
Other income, net | 568,000 | 296,000 | 1,824,000 | 776,000 | |
Loss before benefit from income taxes | (19,673,000) | (15,158,000) | (39,911,000) | (38,318,000) | |
Operating Segments | |||||
Segment Reporting Information [Line Items] | |||||
Total revenue | 69,913,000 | 40,751,000 | 204,453,000 | 116,478,000 | |
Segment profit (loss) | (7,251,000) | (112,000) | 20,962,000 | 4,466,000 | |
Operating Segments | Medicare | |||||
Segment Reporting Information [Line Items] | |||||
Total revenue | 57,189,000 | 32,733,000 | 164,357,000 | 88,964,000 | |
Segment profit (loss) | (11,004,000) | 467,000 | 5,917,000 | 2,174,000 | |
Operating Segments | Individual, Family and Small Business | |||||
Segment Reporting Information [Line Items] | |||||
Total revenue | 12,724,000 | 8,018,000 | 40,096,000 | 27,514,000 | |
Segment profit (loss) | 3,753,000 | (579,000) | 15,045,000 | 2,292,000 | |
Corporate | |||||
Segment Reporting Information [Line Items] | |||||
Segment profit (loss) | $ (11,568,000) | $ (6,832,000) | $ (30,380,000) | $ (22,680,000) |
Operating Segments, Geographi_4
Operating Segments, Geographic Information and Significant Customers - Schedule Of Long-Lived Assets By Geographical Area (Details) - USD ($) $ in Thousands | Sep. 30, 2019 | Dec. 31, 2018 |
Segment Reporting Information [Line Items] | ||
Long-lived assets | $ 22,622 | $ 15,992 |
United States | ||
Segment Reporting Information [Line Items] | ||
Long-lived assets | 22,340 | 15,614 |
China | ||
Segment Reporting Information [Line Items] | ||
Long-lived assets | $ 282 | $ 378 |
Operating Segments, Geographi_5
Operating Segments, Geographic Information and Significant Customers - Schedule of Revenue by Major Customers (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | Dec. 31, 2018 | |
Revenue, Major Customer [Line Items] | |||||
Accounts receivable | $ 358,418 | $ 358,418 | $ 349,459 | ||
Customer Concentration Risk | Revenue | Humana | |||||
Revenue, Major Customer [Line Items] | |||||
Major customer revenue, percentage | 26.00% | 17.00% | 24.00% | 16.00% | |
Customer Concentration Risk | Revenue | UnitedHealthcare | |||||
Revenue, Major Customer [Line Items] | |||||
Major customer revenue, percentage | 18.00% | 20.00% | 18.00% | 22.00% | |
Customer Concentration Risk | Revenue | Aetna | |||||
Revenue, Major Customer [Line Items] | |||||
Major customer revenue, percentage | 17.00% | 12.00% | 17.00% | 11.00% |
Restructuring Charges (Details)
Restructuring Charges (Details) | 1 Months Ended | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Feb. 28, 2018employee | Sep. 30, 2019USD ($) | Sep. 30, 2018USD ($) | Sep. 30, 2019USD ($) | Sep. 30, 2018USD ($) | Dec. 31, 2018USD ($) | |
Restructuring Cost and Reserve [Line Items] | ||||||
Positions eliminated | employee | 110 | |||||
Percentage of total workforce | 10.00% | |||||
Charges | $ 0 | $ 0 | $ 0 | $ 1,865,000 | $ 1,900,000 | |
Employee termination costs | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Charges | 1,600,000 | |||||
Non-cash employee termination costs - stock-based compensation | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Charges | $ 300,000 |
Leases - Narrative (Details)
Leases - Narrative (Details) $ in Thousands | Apr. 25, 2018USD ($)ft² | Sep. 30, 2019USD ($) | Jun. 30, 2019USD ($) | Mar. 31, 2019USD ($) | Sep. 30, 2019USD ($) | Nov. 01, 2022ft² | Aug. 15, 2019USD ($)ft² | Aug. 14, 2019ft² | Jun. 03, 2019USD ($)ft²suite | Apr. 08, 2019ft²periods | Apr. 07, 2019ft² | Mar. 26, 2019ft² | Mar. 25, 2019ft² | Jan. 01, 2019USD ($) | Mar. 31, 2018USD ($)ft² | Mar. 31, 2012USD ($)ft² |
Lessee, Lease, Description [Line Items] | ||||||||||||||||
Operating lease cost | $ 2,000 | $ 4,900 | ||||||||||||||
Operating cash outflow from operating leases | 1,400 | 3,500 | ||||||||||||||
Operating lease right-of-use assets | 36,551 | 36,551 | ||||||||||||||
Operating lease liabilities | 38,498 | 38,498 | ||||||||||||||
Future minimum lease payments | 52,457 | $ 52,457 | ||||||||||||||
Minimum | ||||||||||||||||
Lessee, Lease, Description [Line Items] | ||||||||||||||||
Lease term | 1 year | |||||||||||||||
Maximum | ||||||||||||||||
Lessee, Lease, Description [Line Items] | ||||||||||||||||
Lease term | 10 years | |||||||||||||||
Indianapolis, Indiana | ||||||||||||||||
Lessee, Lease, Description [Line Items] | ||||||||||||||||
Increase in operating lease liability | $ 10,800 | |||||||||||||||
Office space, square feet | ft² | 81,515 | |||||||||||||||
Future minimum lease payments | 17,800 | $ 17,800 | ||||||||||||||
Office space sublease, square feet | ft² | 56,276 | |||||||||||||||
Number of office suites | suite | 2 | |||||||||||||||
Leasehold improvements | $ 1,900 | |||||||||||||||
Gold River, California | ||||||||||||||||
Lessee, Lease, Description [Line Items] | ||||||||||||||||
Increase in operating lease, liability, office expansion | 1,100 | |||||||||||||||
Operating lease liability, lease extension | $ 800 | |||||||||||||||
Office space, square feet | ft² | 63,206 | 44,738 | ||||||||||||||
Future minimum lease payments | 3,300 | 3,300 | ||||||||||||||
Number of extension periods | periods | 1 | |||||||||||||||
Extension term | 5 years | |||||||||||||||
Salt Lake City, Utah | ||||||||||||||||
Lessee, Lease, Description [Line Items] | ||||||||||||||||
Increase in operating lease liability | $ 3,200 | |||||||||||||||
Office space, square feet | ft² | 41,813 | 28,915 | ||||||||||||||
Future minimum lease payments | 6,900 | 6,900 | ||||||||||||||
Operating lease, term | 84 months | |||||||||||||||
Austin, Texas | ||||||||||||||||
Lessee, Lease, Description [Line Items] | ||||||||||||||||
Office space, square feet | ft² | 26,878 | |||||||||||||||
Future minimum lease payments | 4,200 | 4,200 | ||||||||||||||
Operating lease, term | 90 months | |||||||||||||||
Mountain View, California | ||||||||||||||||
Lessee, Lease, Description [Line Items] | ||||||||||||||||
Office space, square feet | ft² | 18,272 | |||||||||||||||
Future minimum lease payments | 2,900 | 2,900 | ||||||||||||||
Washington, DC | ||||||||||||||||
Lessee, Lease, Description [Line Items] | ||||||||||||||||
Office space, square feet | ft² | 1,413 | |||||||||||||||
Future minimum lease payments | 300 | 300 | ||||||||||||||
Operating lease, term | 5 years 5 months | |||||||||||||||
Standby Letters of Credit | Austin, Texas | ||||||||||||||||
Lessee, Lease, Description [Line Items] | ||||||||||||||||
Credit facility | $ 600 | |||||||||||||||
$0.3 million Standby Letter of Credit | Standby Letters of Credit | Santa Clara, California | ||||||||||||||||
Lessee, Lease, Description [Line Items] | ||||||||||||||||
Credit facility | $ 300 | |||||||||||||||
$0.8 Million Standby Letter of Credit | Standby Letters of Credit | Indianapolis, Indiana | ||||||||||||||||
Lessee, Lease, Description [Line Items] | ||||||||||||||||
Credit facility | $ 800 | |||||||||||||||
$1.5 Million Standby Letter of Credit | Standby Letters of Credit | Santa Clara, California | ||||||||||||||||
Lessee, Lease, Description [Line Items] | ||||||||||||||||
Credit facility | $ 1,500 | |||||||||||||||
Incremental reduction rate | 20.00% | |||||||||||||||
Reduction of standby letter of credit amount, percentage, sixth year | 8.00% | |||||||||||||||
$0.1 Million Standby Letter of Credit | Standby Letters of Credit | Mountain View, California | ||||||||||||||||
Lessee, Lease, Description [Line Items] | ||||||||||||||||
Credit facility | $ 100 | |||||||||||||||
ASU 2016-02 | ||||||||||||||||
Lessee, Lease, Description [Line Items] | ||||||||||||||||
Operating lease right-of-use assets | $ 23,300 | |||||||||||||||
Operating lease liabilities | $ 24,600 | |||||||||||||||
Acquired right-of-use asset | 39,200 | |||||||||||||||
Scenario, Forecast | Indianapolis, Indiana | ||||||||||||||||
Lessee, Lease, Description [Line Items] | ||||||||||||||||
Office space, square feet | ft² | 25,239 | |||||||||||||||
Santa Clara Office Building, April 25, 2018 Lease | Santa Clara, California | ||||||||||||||||
Lessee, Lease, Description [Line Items] | ||||||||||||||||
Office space, square feet | ft² | 32,492 | 32,492 | ||||||||||||||
Future minimum lease payments | 16,500 | 16,500 | ||||||||||||||
Operating lease, term | 123 months | |||||||||||||||
Santa Clara Office Building, August 15, 2019 Lease | Santa Clara, California | ||||||||||||||||
Lessee, Lease, Description [Line Items] | ||||||||||||||||
Office space, square feet | ft² | 45,657 | |||||||||||||||
Future minimum lease payments | $ 6,400 | $ 6,400 | ||||||||||||||
Operating lease, term | 9 years |
Leases - Supplemental Balance S
Leases - Supplemental Balance Sheet Information (Details) $ in Thousands | Sep. 30, 2019USD ($) |
Leases [Abstract] | |
Operating lease right-of-use assets | $ 36,551 |
Operating lease liabilities | $ 38,498 |
Weighted-average remaining lease term of operating leases | 7 years 11 months |
Weighted-average discount rate used to recognize operating lease right-of-use-assets | 5.90% |
Leases - Maturities of Lease Li
Leases - Maturities of Lease Liabilities (Details) $ in Thousands | Sep. 30, 2019USD ($) |
Operating leases | |
Remainder of 2019 | $ 1,645 |
2020 | 6,862 |
2021 | 6,236 |
2022 | 4,964 |
2023 | 5,792 |
Thereafter | 26,958 |
Total lease payments | 52,457 |
Less imputed interest | (13,959) |
Operating lease liabilities | $ 38,498 |
Debt (Details)
Debt (Details) - USD ($) | Sep. 17, 2018 | Sep. 30, 2019 |
Debt Instrument [Line Items] | ||
Borrowings under line of credit | $ 0 | |
Revolving Credit Facility | ||
Debt Instrument [Line Items] | ||
Borrowing capacity | $ 40,000,000 | |
Commitment fee percentage | 0.50% | |
Facility fee percentage | 1.75% | |
Maximum borrowing capacity | $ 40,000,000 | |
Covenant, minimum cash and cash equivalents | 6,000,000 | |
Debt issuance costs | 1,200,000 | $ 800,000 |
Letter of Credit | ||
Debt Instrument [Line Items] | ||
Borrowing capacity | $ 5,000,000 | |
Eligible Commissions Receivables, Preceding Three Months | Revolving Credit Facility | ||
Debt Instrument [Line Items] | ||
Borrowing base percentage | 80.00% | |
Eligible Commissions Receivables, Succeeding Three Months | Revolving Credit Facility | ||
Debt Instrument [Line Items] | ||
Borrowing base percentage | 80.00% | |
Eligible Commissions Receivables, Succeeding Six Months | Revolving Credit Facility | ||
Debt Instrument [Line Items] | ||
Borrowing base percentage | 50.00% |
Public Offering of Common Sto_2
Public Offering of Common Stock (Details) - USD ($) $ / shares in Units, $ in Millions | 1 Months Ended | |
Jan. 31, 2019 | Jan. 22, 2019 | |
Subsidiary, Sale of Stock [Line Items] | ||
Sale of stock, shares issued (in shares) | 2,760,000 | |
Sale of stock, price per share (in dollars per share) | $ 48.50 | |
Net proceeds from sale of stock | $ 126.1 | |
Over-Allotment Option | ||
Subsidiary, Sale of Stock [Line Items] | ||
Sale of stock, shares issued (in shares) | 360,000 |
Income Taxes - Summary of Incom
Income Taxes - Summary of Income Tax Benefit (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Income Tax Disclosure [Abstract] | ||||
Loss before benefit from income taxes | $ (19,673) | $ (15,158) | $ (39,911) | $ (38,318) |
Benefit from income taxes | $ (8,649) | $ (6,186) | $ (17,974) | $ (12,487) |
Effective tax rate | 44.00% | 40.80% | 45.00% | 32.60% |
Income Taxes - Narrative (Detai
Income Taxes - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Income Tax Disclosure [Abstract] | ||||
Benefit from income taxes | $ 8,649 | $ 6,186 | $ 17,974 | $ 12,487 |
Effective tax rate | 44.00% | 40.80% | 45.00% | 32.60% |