Cover Page Document
Cover Page Document - shares | 9 Months Ended | |
Sep. 30, 2020 | Oct. 23, 2020 | |
Cover Page [Abstract] | ||
Entity Central Index Key | 0001371285 | |
Entity Common Stock, Shares Outstanding | 35,578,580 | |
Entity Shell Company | false | |
Entity Filer Category | Large Accelerated Filer | |
Entity Interactive Data Current | Yes | |
Entity Current Reporting Status | Yes | |
Title of 12(b) Security | Common stock, $0.00001 par value per share | |
City Area Code | (855) | |
Entity Address, Address Line One | 6100 4th Avenue S, Suite 200 | |
Entity Address, City or Town | Seattle, | |
Entity Incorporation, State or Country Code | DE | |
Document Period End Date | Sep. 30, 2020 | |
Document Transition Report | false | |
Document Quarterly Report | true | |
Entity File Number | 001-36537 | |
Entity Tax Identification Number | 83-0480694 | |
Entity Address, State or Province | WA | |
Entity Address, Postal Zip Code | 98108 | |
Local Phone Number | 727 - 9079 | |
Trading Symbol | TRUP | |
Security Exchange Name | NASDAQ | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Current Fiscal Year End Date | --12-31 | |
Document Type | 10-Q | |
Document Fiscal Year Focus | 2020 | |
Document Fiscal Period Focus | Q3 | |
Amendment Flag | false | |
Entity Registrant Name | TRUPANION, INC. |
Consolidated Statement of Opera
Consolidated Statement of Operations - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Income Statement [Abstract] | ||||
Revenue | $ 130,120,000 | $ 99,276,000 | $ 359,341,000 | $ 278,453,000 |
Cost of Revenue [Abstract] | ||||
Veterinary invoice expense | 91,266,000 | 69,086,000 | 252,955,000 | 196,301,000 |
Other Cost of Services Sold | 18,265,000 | 12,745,000 | 48,078,000 | 34,962,000 |
Gross profit | 20,589,000 | 17,445,000 | 58,308,000 | 47,190,000 |
Operating Expenses [Abstract] | ||||
Technology and Development Expense | 3,383,000 | 2,271,000 | 9,217,000 | 7,518,000 |
General and Administrative Expense | 6,121,000 | 5,017,000 | 17,737,000 | 15,655,000 |
Selling and Marketing Expense | 13,344,000 | 9,255,000 | 33,028,000 | 26,239,000 |
Operating Expenses | 22,848,000 | 16,543,000 | 59,982,000 | 49,412,000 |
Income (Loss) from Equity Method Investments | 2,000 | (59,000) | (84,000) | (331,000) |
Operating (loss) income | (2,257,000) | 843,000 | (1,758,000) | (2,553,000) |
Interest expense | 324,000 | 340,000 | 1,044,000 | 974,000 |
Other income, net | (49,000) | (297,000) | (533,000) | (1,094,000) |
Income (Loss) before income taxes | (2,532,000) | 800,000 | (2,269,000) | (2,433,000) |
Income tax expense | 26,000 | 18,000 | 69,000 | 12,000 |
Net (loss) income | $ (2,558,000) | $ 782,000 | $ (2,338,000) | $ (2,445,000) |
Earnings Per Share, Basic | $ (0.07) | $ 0.02 | $ (0.07) | $ (0.07) |
Earnings Per Share, Diluted | $ (0.07) | $ 0.02 | $ (0.07) | $ (0.07) |
Weighted Average Number of Shares Outstanding, Basic | 35,426,742 | 34,876,782 | 35,193,317 | 34,593,345 |
Weighted Average Number of Shares Outstanding, Diluted | 35,426,742 | 36,399,136 | 35,193,317 | 34,593,345 |
Consolidated Statement of Compr
Consolidated Statement of Comprehensive Income Statement - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Statement of Comprehensive Income [Abstract] | ||||
Net (loss) income | $ (2,558,000) | $ 782,000 | $ (2,338,000) | $ (2,445,000) |
Foreign currency translation adjustments | 199,000 | (99,000) | (141,000) | 228,000 |
Net unrealized gain on available-for-sale debt securities | 0 | 0 | 1,000 | 19,000 |
Other comprehensive income (loss), net of taxes | 199,000 | (99,000) | (140,000) | 247,000 |
Comprehensive Income (Loss) | $ (2,359,000) | $ 683,000 | $ (2,478,000) | $ (2,198,000) |
Consolidated Balance Sheet
Consolidated Balance Sheet - USD ($) $ in Thousands | Sep. 30, 2020 | Dec. 31, 2019 |
Assets [Abstract] | ||
Cash and cash equivalents | $ 35,230 | $ 29,168 |
Short-term Investments | 83,072 | 69,732 |
Accounts and other receivables | 92,409 | 54,408 |
Prepaid expenses and other assets | 7,344 | 5,513 |
Total current assets | 218,055 | 158,821 |
Restricted Cash | 1,400 | 1,400 |
Long-Term Investments, at fair value | 5,038 | 4,323 |
Property and equipment, net | 71,114 | 70,372 |
Intangible assets, net | 6,944 | 7,731 |
Other Long-Term Assets | 14,591 | 14,553 |
Total assets | 317,142 | 257,200 |
Liabilities and Equity [Abstract] | ||
Accounts payable | 4,999 | 4,087 |
Accrued liabilities and other current liabilities | 19,057 | 13,798 |
Reserve for veterinary invoices | 28,839 | 21,194 |
Deferred Revenue | 86,954 | 52,546 |
Total current liabilities | 139,849 | 91,625 |
Long-term debt | 29,839 | 26,086 |
Deferred Income Tax Liabilities, Net | 1,118 | 1,118 |
Other liabilities | 2,038 | 1,611 |
Total liabilities | 172,844 | 120,440 |
Common stock | 0 | 0 |
Preferred Stock | 0 | 0 |
Additional paid-in capital | 242,825 | 232,731 |
Accumulated other comprehensive loss | 110 | 250 |
Accumulated deficit | (87,858) | (85,520) |
Treasury stock, at cost | (10,779) | (10,701) |
Stockholders' Equity Attributable to Parent | 144,298 | 136,760 |
Total liabilities and stockholders' equity | $ 317,142 | $ 257,200 |
Consolidated Balance Sheet Cond
Consolidated Balance Sheet Condensed Consolidated Balance Sheet Parentheticals - $ / shares | Sep. 30, 2020 | Dec. 31, 2019 |
Common Stock, Par or Stated Value Per Share | $ 0.00001 | $ 0.00001 |
Common Stock, Shares Authorized | 100,000,000 | 100,000,000 |
Common Stock, Shares, Issued | 36,511,705 | 35,876,882 |
Common Stock, Shares, Outstanding | 35,578,540 | 34,947,017 |
Preferred Stock, Par or Stated Value Per Share | $ 0.00001 | $ 0.00001 |
Preferred Stock, Shares Authorized | 10,000,000 | 10,000,000 |
Preferred Stock, Shares Issued | 0 | 0 |
Preferred Stock, Shares Outstanding | 0 | 0 |
Treasury Stock, Shares | 933,165 | 929,865 |
Consolidated Statement of Stock
Consolidated Statement of Stockholders' Equity Statement - USD ($) | Total | Common Stock [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] | AOCI Attributable to Parent [Member] | Treasury Stock [Member] |
Common Stock, Shares, Outstanding Period Start at Dec. 31, 2018 | 34,025,136 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Redemption of warrants | 306,120 | |||||
Stock Issued During Period, Shares, Share-based Compensation, Net of Tax Withholdings | 604,566 | |||||
Common Stock, Shares, Outstanding Period End at Sep. 30, 2019 | 34,935,822 | |||||
Stockholders' Equity Attributable to Parent Period Beginning at Dec. 31, 2018 | $ 129,173,000 | $ 0 | $ 219,838,000 | $ (83,711,000) | $ (753,000) | $ (6,201,000) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Settlement of warrant liabilities | 300,000 | 4,800,000 | (4,500,000) | |||
Stock Issued During Period, Value, Share-based Compensation, Net of Tax Withholdings | 339,000 | 339,000 | ||||
Adjustments to Additional Paid in Capital, Share-based Compensation, Requisite Service Period Recognition | 5,232,000 | 5,232,000 | ||||
Other Comprehensive Income (Loss), Net of Tax | 247,000 | 247,000 | ||||
Net Income (Loss) Available to Common Stockholders, Basic | (2,445,000) | (2,445,000) | ||||
Stockholders' Equity Attributable to Parent Period End at Sep. 30, 2019 | 132,846,000 | $ 0 | 230,209,000 | (86,156,000) | (506,000) | (10,701,000) |
Common Stock, Shares, Outstanding Period Start at Jun. 30, 2019 | 34,782,324 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Redemption of warrants | 0 | |||||
Stock Issued During Period, Shares, Share-based Compensation, Net of Tax Withholdings | 153,498 | |||||
Common Stock, Shares, Outstanding Period End at Sep. 30, 2019 | 34,935,822 | |||||
Stockholders' Equity Attributable to Parent Period Beginning at Jun. 30, 2019 | 131,023,000 | $ 0 | 229,069,000 | (86,938,000) | (407,000) | (10,701,000) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Settlement of warrant liabilities | 0 | 0 | 0 | |||
Stock Issued During Period, Value, Share-based Compensation, Net of Tax Withholdings | (753,000) | (753,000) | ||||
Adjustments to Additional Paid in Capital, Share-based Compensation, Requisite Service Period Recognition | 1,893,000 | 1,893,000 | ||||
Other Comprehensive Income (Loss), Net of Tax | (99,000) | (99,000) | ||||
Net Income (Loss) Available to Common Stockholders, Basic | 782,000 | 782,000 | ||||
Stockholders' Equity Attributable to Parent Period End at Sep. 30, 2019 | $ 132,846,000 | $ 0 | 230,209,000 | (86,156,000) | (506,000) | (10,701,000) |
Common Stock, Shares, Outstanding Period Start at Dec. 31, 2019 | 34,947,017 | 34,947,017 | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Stock Issued During Period, Shares, Share-based Compensation, Net of Tax Withholdings | 634,823 | |||||
Common Stock, Shares, Outstanding Period End at Sep. 30, 2020 | 35,578,540 | 35,578,540 | ||||
Stockholders' Equity Attributable to Parent Period Beginning at Dec. 31, 2019 | $ 136,760,000 | $ 0 | 232,731,000 | (85,520,000) | 250,000 | (10,701,000) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Stock Issued During Period, Value, Share-based Compensation, Net of Tax Withholdings | 3,606,000 | 3,606,000 | ||||
Adjustments to Additional Paid in Capital, Share-based Compensation, Requisite Service Period Recognition | $ 6,488,000 | 6,488,000 | ||||
Stock Repurchased During Period, Shares | (3,300) | |||||
Other Comprehensive Income (Loss), Net of Tax | $ (140,000) | (140,000) | ||||
Net Income (Loss) Available to Common Stockholders, Basic | (2,338,000) | (2,338,000) | ||||
Stockholders' Equity Attributable to Parent Period End at Sep. 30, 2020 | 144,298,000 | $ 0 | 242,825,000 | (87,858,000) | 110,000 | (10,779,000) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Treasury Stock, Value, Acquired, Cost Method | $ (78,000) | |||||
Common Stock, Shares, Outstanding Period Start at Jun. 30, 2020 | 35,246,292 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Stock Issued During Period, Shares, Share-based Compensation, Net of Tax Withholdings | 332,248 | |||||
Common Stock, Shares, Outstanding Period End at Sep. 30, 2020 | 35,578,540 | 35,578,540 | ||||
Stockholders' Equity Attributable to Parent Period Beginning at Jun. 30, 2020 | $ 141,909,000 | $ 0 | 238,077,000 | (85,300,000) | (89,000) | (10,779,000) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Stock Issued During Period, Value, Share-based Compensation, Net of Tax Withholdings | 2,260,000 | 2,260,000 | ||||
Adjustments to Additional Paid in Capital, Share-based Compensation, Requisite Service Period Recognition | 2,488,000 | 2,488,000 | ||||
Other Comprehensive Income (Loss), Net of Tax | 199,000 | 199,000 | ||||
Net Income (Loss) Available to Common Stockholders, Basic | (2,558,000) | (2,558,000) | ||||
Stockholders' Equity Attributable to Parent Period End at Sep. 30, 2020 | $ 144,298,000 | $ 0 | $ 242,825,000 | $ (87,858,000) | $ 110,000 | $ (10,779,000) |
Consolidated Statement of Cash
Consolidated Statement of Cash Flows - USD ($) | 9 Months Ended | |
Sep. 30, 2020 | Sep. 30, 2019 | |
Statement of Cash Flows [Abstract] | ||
Net Income (Loss) Available to Common Stockholders, Basic | $ (2,338,000) | $ (2,445,000) |
Net Loss | (2,338,000) | (2,445,000) |
Adjustments to Reconcile Net Income (Loss) to Cash Provided by (Used in) Operating Activities [Abstract] | ||
Depreciation and Amortization | 4,770,000 | 4,358,000 |
Stock-based compensation expense | 6,310,000 | 5,075,000 |
Other, Net | 118,000 | 143,000 |
Increase (Decrease) in Operating Assets [Abstract] | ||
Accounts and other receivables | (38,068,000) | (18,582,000) |
Prepaid expenses and other assets | (1,979,000) | 275,000 |
Accounts Payable, Accrued Liabilities, and Other Liabilities | 6,602,000 | 2,806,000 |
Claims Reserve | 7,692,000 | 3,187,000 |
Deferred revenue | 34,473,000 | 16,808,000 |
Net cash provided by operating activities | 17,580,000 | 11,625,000 |
Net Cash Provided by Investing Activities [Abstract] | ||
Payments to Acquire Investments | (43,972,000) | (45,492,000) |
Maturities of Investment Securities | 29,817,000 | 28,224,000 |
Purchases of property and equipment | (4,512,000) | (3,586,000) |
Payments for (Proceeds from) Other Investing Activities | 88,000 | (1,937,000) |
Net cash used in investing activities | (18,579,000) | (22,791,000) |
Net Cash Provided by Financing Activities [Abstract] | ||
Proceeds from exercise of stock options | 4,296,000 | 2,255,000 |
Payments Related to Tax Withholding for Share-based Compensation | (656,000) | (1,610,000) |
Proceeds from Debt, Net of Issuance Costs | 6,213,000 | 9,167,000 |
Repayments of Long-term Debt | (2,500,000) | 0 |
Proceeds from (Payments for) Other Financing Activities | (78,000) | (438,000) |
Net cash provided by financing activities | 7,275,000 | 9,374,000 |
Effect of foreign exchange rate changes on cash, cash equivalents, and restricted cash, net | (214,000) | 267,000 |
Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents, Period Increase (Decrease), Including Exchange Rate Effect | 6,062,000 | (1,525,000) |
Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents, Beginning Balance | 30,568,000 | 27,952,000 |
Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents, Ending Balance | 36,630,000 | 26,427,000 |
Supplemental Cash Flow Information [Abstract] | ||
Redemption of Warrants Non-Cash; Common Stock | 0 | 4,500,000 |
Purchases of property and equipment included in accounts payable and accrued liabilities | $ 613,000 | $ 214,000 |
Nature of Operations and Summar
Nature of Operations and Summary of Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Nature of Operations and Summary of Significant Accounting Policies | Nature of Operations and Significant Accounting Policies Description of Business and Basis of Presentation Trupanion, Inc. (collectively with its wholly-owned subsidiaries, the Company) provides medical insurance for cats and dogs throughout the United States, Canada and Puerto Rico. The financial data as of December 31, 2019 was derived from the Company's audited consolidated financial statements. The accompanying unaudited interim consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (GAAP) and, in management's opinion, have been prepared on the same basis as the audited financial statements and include all adjustments, consisting of normal recurring adjustments, necessary for the fair presentation of the Company's financial position, results of operations, comprehensive income (loss), stockholders' equity and cash flows for the interim periods. These unaudited interim consolidated financial statements should be read in conjunction with the Company’s audited financial statements included in the Company’s Annual Report on Form 10-K, filed with the U.S. Securities and Exchange Commission (SEC) on February 13, 2020 (the 2019 10-K). The Company's accounting policies are described in Note 1 to the audited financial statements included in the 2019 10-K. Operating results for the three and nine months ended September 30, 2020 are not necessarily indicative of the results that may be expected for the full fiscal year or any other interim period. Use of Estimates The preparation of consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. Actual results could differ from such estimates. See Note 1 to the audited financial statements included in the 2019 10-K for additional discussion of these estimates and assumptions. Recently Adopted Accounting Pronouncements The Company adopted Accounting Standards Update (ASU) 2016-13, Financial Instruments—Credit Losses (Topic 326), using the modified retrospective approach on January 1, 2020. The ASU replaces the incurred loss impairment methodology with a methodology that reflects expected credit losses and requires the use of a forward-looking expected credit loss model for accounts receivables, loans, and other financial instruments. The new standard did not have a material impact on the Company's consolidated statements of operations, balance sheets, stockholders' equity, or cash flows. The Company did not record any cumulative-effect adjustment to its retained earnings upon the adoption. |
Net Loss per Share
Net Loss per Share | 9 Months Ended |
Sep. 30, 2020 | |
Earnings Per Share, Basic and Diluted [Abstract] | |
Earnings Per Share [Text Block] | Net Income (Loss) per Share Basic net income (loss) per share is computed using the weighted average number of shares of common stock outstanding during the period. Diluted net income (loss) per share is calculated using the weighted average number of shares of common stock plus, when dilutive, potential shares of common stock outstanding using the treasury-stock method. Potential shares of common stock outstanding include stock options, unvested restricted stock awards and restricted stock units, and warrants. The components of basic and diluted earnings per share were as follows (in thousands except share and per share information): Three Months Ended September 30, Nine Months Ended September 30, 2020 2019 2020 2019 Basic earnings per share: Net (loss) income $ (2,558) $ 782 $ (2,338) $ (2,445) Shares used in computation: Weighted average shares of common stock outstanding 35,426,742 34,876,782 35,193,317 34,593,345 Basic earnings per share $ (0.07) $ 0.02 $ (0.07) $ (0.07) Diluted earnings per share: Net (loss) income $ (2,558) $ 782 $ (2,338) $ (2,445) Shares used in computation: Weighted average shares of common stock outstanding 35,426,742 34,876,782 35,193,317 34,593,345 Stock options — 1,457,486 — — Restricted stock awards and units — 64,868 — — Weighted average shares of diluted common stock outstanding 35,426,742 36,399,136 35,193,317 34,593,345 Diluted earnings per share $ (0.07) $ 0.02 $ (0.07) $ (0.07) The following potentially dilutive equity securities were not included in the diluted earnings per share of common stock calculation because they would have had an antidilutive effect: Three Months Ended September 30, Nine Months Ended September 30, 2020 2019 2020 2019 Stock options 1,647,052 2,000 1,647,052 2,199,213 Restricted stock awards and restricted stock units 765,825 43,114 765,825 605,568 |
Investment Securities (Notes)
Investment Securities (Notes) | 9 Months Ended |
Sep. 30, 2020 | |
Investments [Abstract] | |
Cost and Equity Method Investments Disclosure [Text Block] | Long-term investments are classified as available-for-sale and reported at fair value with unrealized gains and losses included in accumulated other comprehensive income (loss). Short-term investments are classified as held-to-maturity and reported at amortized cost. The amortized cost, gross unrealized holding gains and losses, and estimates of fair value of long-term and short-term investments by major security type and class of security were as follows as of September 30, 2020 and December 31, 2019 (in thousands): Amortized Gross Gross Fair As of September 30, 2020 Long-term investments: Foreign deposits $ 4,037 $ — $ — $ 4,037 Municipal bond 1,000 1 — 1,001 $ 5,037 $ 1 $ — $ 5,038 Short-term investments: U.S. Treasury securities $ 6,476 $ — $ (1) $ 6,475 Certificates of deposit 1,634 — — 1,634 U.S. government funds 74,962 — — 74,962 $ 83,072 $ — $ (1) $ 83,071 Amortized Gross Gross Fair As of December 31, 2019 Long-term investments: Foreign deposits $ 3,323 $ — $ — $ 3,323 Municipal bond 1,000 — — 1,000 $ 4,323 $ — $ — $ 4,323 Short-term investments: U.S. Treasury securities $ 6,156 $ — $ (1) $ 6,155 Certificates of deposit 440 — — 440 U.S. government funds 63,136 — — 63,136 $ 69,732 $ — $ (1) $ 69,731 Maturities of debt securities classified as available-for-sale were as follows (in thousands): As of September 30, 2020 Amortized Fair Available-for-sale: Due after one year through five years $ 5,037 $ 5,038 $ 5,037 $ 5,038 The Company does not expect any credit losses from its held-to-maturity investments, considering the composition of the investment portfolio and the credit loss history of these investments. For available-for-sale debt securities, the Company determined that the unrealized losses were immaterial and due to non-credit factors. The Company does not intend to sell, nor is it more likely than not that the Company will be required to sell, the securities prior to maturity or prior to the recovery of the amortized cost basis. |
Other Investments (Notes)
Other Investments (Notes) | 9 Months Ended |
Sep. 30, 2020 | |
Investments, All Other Investments [Abstract] | |
Investments and Other Noncurrent Assets [Text Block] | Other Investments Investment in Variable Interest Entity In July 2018, the Company purchased $3.0 million in preferred stock of a privately held corporation with a complementary business line. In October 2019, the Company purchased an additional $4.0 million in preferred stock upon the exercise of an option by the variable interest entity. The Company does not have power over the activities that most significantly impact the economic performance of the variable interest entity and is, therefore, not the primary beneficiary. The Company has the option to purchase all of the outstanding common shares issued by the variable interest entity on the fifth anniversary of the initial preferred stock purchase. Additionally, the Company has extended a $2.5 million revolving line of credit to the variable interest entity to fund its inventory purchases. The Company's investment and amounts loaned under the line of credit are recorded in other long-term assets on its consolidated balance sheet. The outstanding loan balance under the line of credit was $2.5 million as of September 30, 2020 and December 31, 2019. The Company has also entered into a series of agreements to provide ancillary services to the variable interest entity at cost. The Company provided $1.0 million of these services for both of the nine months ended September 30, 2020 and 2019, respectively, which were recorded against its operating expenses. Investment in Joint Venture |
Fair Value
Fair Value | 9 Months Ended |
Sep. 30, 2020 | |
Fair Value Disclosures [Abstract] | |
Fair Value Disclosures [Text Block] | Fair Value Investments The following table summarizes, by major security type, the Company's assets that are measured at fair value on a recurring basis, and placement within the fair value hierarchy (in thousands): As of September 30, 2020 Fair Value Level 1 Level 2 Level 3 Assets Restricted cash $ 1,400 $ 1,400 $ — $ — Money market funds 1,053 1,053 — — Fixed maturities: Foreign deposits 4,037 4,037 — — Municipal bond 1,001 — 1,001 — Investment in variable interest entity 7,625 — — 7,625 Total $ 15,116 $ 6,490 $ 1,001 $ 7,625 As of December 31, 2019 Fair Value Level 1 Level 2 Level 3 Assets Restricted cash $ 1,400 $ 1,400 $ — $ — Money market funds 1,050 1,050 — — Fixed maturities: Foreign deposits 3,323 3,323 — — Municipal bond 1,000 — 1,000 — Investment in variable interest entity 7,625 — — 7,625 Total $ 14,398 $ 5,773 $ 1,000 $ 7,625 The Company measures the fair value of restricted cash, money market funds, and foreign deposits based on quoted prices in active markets for identical assets. The fair value of the municipal bond is based on either recent trades in inactive markets or quoted market prices of similar instruments and other significant inputs derived from or corroborated by observable market data. Short-term investments are carried at amortized cost, and the fair value and changes in unrealized gains (losses) are disclosed in Note 3, Investments. The fair value of these investments is determined in the same manner as for available-for-sale securities and is considered a Level 1 measurement. The Company's preferred stock investment in the variable interest entity (see Note 4) is accounted for as an available-for-sale debt security and measured at fair value at each balance sheet date. The estimated fair value of the preferred stock investment is a Level 3 measurement and is based on certain unobservable inputs such as the value of the underlying enterprise, volatility, time to liquidity, and market interest rates. An increase or decrease in any of these unobservable inputs would result in a change in the fair value measurement. Estimated fair value was $7.6 million as of September 30, 2020, unchanged from December 31, 2019, recorded in other long-term assets on the Company's consolidated balance sheet. An unrealized gain of $0.6 million was recorded in other comprehensive income in the quarter ended December 31, 2019. Fair Value Disclosures The Company's other long-term assets balance included notes receivable of $5.9 million as of September 30, 2020 and $6.1 million as of December 31, 2019, recorded at their estimated collectible amount. The Company estimates that the carrying value of the notes receivable approximates the fair value. The estimated fair value represents a Level 3 measurement within the fair value hierarchy and is based on market interest rates and the assessed creditworthiness of the third party. There was no significant activity in Level 3 of the hierarchy during the nine months ended September 30, 2020. The Company estimates the fair value of long-term debt based upon rates currently available to the Company for debt with similar terms and remaining maturities. This is a Level 3 measurement. Based upon the terms of the debt, the carrying amount of long-term debt approximated fair value at September 30, 2020 and December 31, 2019. The Company recognizes transfers between levels of the fair value hierarchy on the date of the event or change in circumstances that caused the transfer. There were no transfers between levels for the nine months ended September 30, 2020 and the year ended December 31, 2019. |
Debt
Debt | 9 Months Ended |
Sep. 30, 2020 | |
Debt Disclosure [Abstract] | |
Debt Disclosure [Text Block] | Debt The Company has a revolving line of credit of up to $50.0 million, maturing June 2022. The facility is secured by any and all interests in the Company's assets that are not otherwise restricted. Interest on the revolving line of credit is payable monthly at the greater of 4.5%, or 0.75% plus the prime rate (4.50% at September 30, 2020). The credit agreement includes other ancillary services and letters of credit of up to $4.5 million. It also requires a deposit of restricted cash of $1.4 million and a minimum cash or investment balance of $2.1 million. The credit agreement requires the Company to comply with various financial and non-financial covenants. As of September 30, 2020, the Company was in compliance with all financial and non-financial covenants required by the credit agreement. Borrowings on the revolving line of credit are limited to the lesser of $50.0 million or the total amount of cash and securities held by the Company's insurance subsidiaries (American Pet Insurance Company and Wyndham Insurance Company (SAC) Limited Segregated Account AX). As of September 30, 2020, available borrowing capacity on the line of credit was $19.9 million, with an outstanding balance of $0.2 million for ancillary services and letters of credit, and borrowings under the facility of $30.0 million, recorded net of financing fees of $0.1 million. |
Commitment and Contingencies
Commitment and Contingencies | 9 Months Ended |
Sep. 30, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies Disclosure [Text Block] | Commitments and Contingencies Certain state insurance regulators in the United States have contacted the Company regarding whether employees who had helped prospective members enroll by telephone in prior years were required to have an insurance license to conduct such telephone conversations. To date, the Company has resolved each of these matters in non-material amounts and believes it is compliant with the applicable regulations. The Company is currently engaged with a limited number of state insurance regulators to resolve this same legacy issue and believes it has adequately reserved for these matters. In addition, from time to time the Company is or may become subject to various legal proceedings arising in the ordinary course of business, including proceedings against members, other entities or regulatory bodies. Estimated liabilities are recorded when it is both probable that a liability has been incurred and the amount of the loss can be reasonably estimated. At this time, the Company does not believe any such matters to be material individually or in the aggregate. These views are subject to change following the outcome of future events or the results of future developments. |
Claims Reserve
Claims Reserve | 9 Months Ended |
Sep. 30, 2020 | |
Liability for Unpaid Claims and Claims Adjustment Expense, Claims Paid [Abstract] | |
SEC Schedule, 12-16, Insurance Companies, Supplementary Insurance Information, Disclosure [Text Block] | Reserve for Veterinary Invoices The reserve for veterinary invoices is an estimate of the future amount the Company will pay for veterinary invoices that are dated as of, or prior to, its balance sheet date. The reserve also includes the Company's estimate of related internal processing costs. The reserve estimate involves actuarial projections, and is based on management's assessment of facts and circumstances currently known, and assumptions about anticipated patterns. The Company uses generally accepted actuarial methodologies, such as paid loss development methods, in estimating the amount of the reserve for veterinary invoices. The reserve is made for each of the Company's segments, subscription and other business, and is continually refined as the Company receives and pays veterinary invoices. Changes in management's assumptions and estimates may have a relatively large impact to the reserve and associated expense. Reserve for veterinary invoices Summarized below are the changes in the total liability for the Company's subscription business segment (in thousands): Nine Months Ended September 30, Subscription 2020 2019 Reserve at beginning of year $ 15,541 $ 13,875 Veterinary invoices during the period related to: Current year 202,734 169,234 Prior years 356 560 Total veterinary invoice expense 203,090 169,794 Amounts paid during the period related to: Current year 185,828 155,129 Prior years 12,849 11,985 Total paid 198,677 167,114 Non-cash expenses 903 514 Reserve at end of period $ 19,051 $ 16,041 The Company's reserve for the subscription business segment increased from $15.5 million at December 31, 2019 to $19.1 million at September 30, 2020. This change was comprised of $203.1 million in expense recorded during the period less $198.7 million in payments of veterinary invoices. The $203.1 million in veterinary invoice expense incurred included an adjustment of $0.4 million to the reserves relating to prior years, which was the result of ongoing analysis of recent payment trends. For the nine months ended September 30, 2019, the Company increased prior year reserves by $0.6 million as a result of analysis of payment trends. Summarized below are the changes in total liability for the Company's other business segment (in thousands): Nine Months Ended September 30, Other Business 2020 2019 Reserve at beginning of year $ 5,653 $ 2,187 Veterinary invoices during the period related to: Current year 50,062 26,821 Prior years (197) (314) Total veterinary invoice expense 49,865 26,507 Amounts paid during the period related to: Current year 40,406 23,671 Prior years 5,324 1,765 Total paid 45,730 25,436 Non-cash expenses — — Reserve at end of period $ 9,788 $ 3,258 The Company’s reserve for the other business segment increased from $5.7 million at December 31, 2019 to $9.8 million at September 30, 2020. This change was comprised of $49.9 million in expense recorded during the period less $45.7 million in payments of veterinary invoices. The $49.9 million in veterinary invoice expense incurred included a reduction of $0.2 million to the reserves relating to prior years, which was the result of ongoing analysis of recent payment trends. For the nine months ended September 30, 2019, the Company decreased prior year reserves by $0.3 million as a result of analysis of payment trends. Reserve for veterinary invoices, by year of occurrence In the following tables, the reserve for veterinary invoices for each segment is presented as the amount (in thousands) by the year to which the veterinary invoice relates, referred to as the year of occurrence. Subscription As of September 30, 2020 Year of Occurrence 2018 and prior $ 769 2019 2,280 2020 16,002 $ 19,051 Other Business As of September 30, 2020 Year of Occurrence 2018 and prior $ 45 2019 88 2020 9,655 $ 9,788 |
Stock-based Compensation
Stock-based Compensation | 9 Months Ended |
Sep. 30, 2020 | |
Share-based Payment Arrangement [Abstract] | |
Disclosure of Compensation Related Costs, Share-based Payments [Text Block] | Stock-Based Compensation Stock-based compensation expense includes stock options, restricted stock awards, and restricted stock units granted to employees and other service providers and has been reported in the Company’s consolidated statements of operations depending on the function performed by the employee or other service provider. Stock-based compensation expense recognized in the consolidated statements of operations was as follows (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2020 2019 2020 2019 Veterinary invoice expense $ 337 $ 169 $ 760 $ 515 Other cost of revenue 111 89 300 268 Technology and development 133 94 366 267 General and administrative 1,108 916 2,912 2,452 Sales and marketing 741 577 1,972 1,573 Total stock-based compensation expense 2,430 1,845 6,310 5,075 Capitalized stock-based compensation 58 48 178 157 Total stock-based compensation $ 2,488 $ 1,893 $ 6,488 $ 5,232 As of September 30, 2020, the Company had 66,956 unvested stock options and 765,825 unvested restricted stock awards and restricted stock units that are expected to vest. Stock-based compensation expenses of $0.4 million related to unvested stock options and $20.2 million related to unvested restricted stock awards and restricted stock units are expected to be recognized over a weighted average period of approximately 0.6 years and 2.9 years, respectively. Stock Options A summary of the Company's stock option activity is as follows: Number of Options Weighted Average Exercise Price per Share Aggregate Intrinsic Value (in thousands) Outstanding as of December 31, 2019 2,097,978 $ 9.86 $ 57,907 Granted — — — Exercised (438,981) 9.71 20,132 Forfeited (11,945) 17.40 — Outstanding as of September 30, 2020 1,647,052 9.84 113,740 Exercisable as of September 30, 2020 1,580,096 9.49 109,670 As of September 30, 2020, stock options outstanding and stock options exercisable had a weighted average remaining contractual life of 4.3 years and 4.2 years, respectively. Restricted Stock Awards and Restricted Stock Units A summary of the Company’s restricted stock award and restricted stock unit activity is as follows: Number of Weighted Average Unvested shares as of December 31, 2019 581,943 $ 29.56 Granted 457,553 28.53 Vested (213,495) 29.41 Forfeited (60,176) 30.43 Unvested shares as of September 30, 2020 765,825 28.91 |
Leases (Notes)
Leases (Notes) | 9 Months Ended |
Sep. 30, 2020 | |
Leases [Abstract] | |
Leases of Lessor Disclosure [Text Block] | Leases The Company leases certain office space and equipment from third parties and recognizes lease expense on a straight-line basis over the lease term. Leases with an initial term of 12 months or less are not recorded on its consolidated balance sheets. The Company also leases a portion of its building to third parties and records related rental income within general and administrative expense in the consolidated statements of operations. These leases have remaining initial lease terms of 2 years to 8 years, some of which give the tenants options to renew the leases for up to an additional 10 years, and options to terminate the leases after 3 years of the initial lease terms, with early termination fees required. The Company recorded rental income of $0.4 million and $1.5 million for the three and nine months ended September 30, 2020. |
Stockholders' Equity (Notes)
Stockholders' Equity (Notes) | 9 Months Ended |
Sep. 30, 2020 | |
Stockholders' Equity Attributable to Parent [Abstract] | |
Stockholders' Equity Note Disclosure [Text Block] | Stockholders' Equity Common Stock and Preferred Stock As of September 30, 2020, the Company had 100,000,000 shares of common stock authorized and 35,578,540 shares of common stock outstanding. Holders of common stock are entitled to one vote on each matter properly submitted to the stockholders of the Company except those related to matters concerning possible outstanding preferred stock. At September 30, 2020, the Company had 10,000,000 shares of undesignated preferred stock authorized for future issuance and did not have any outstanding shares of preferred stock. The holders of common stock are also entitled to receive dividends as and when declared by the board of directors of the Company, whenever funds are legally available. These rights are subordinate to the dividend rights of holders of any senior classes of stock outstanding at the time. The Company is unable to pay dividends to stockholders as of September 30, 2020 due to restrictions in its credit agreements. Share Repurchase Program In November 2019, the Company's board of directors approved a share repurchase program, pursuant to which the Company may repurchase up to $15.0 million of its outstanding shares over the twelve-month period following the approval. The Company repurchased 3,300 shares during the nine months ended September 30, 2020. The Company did not repurchase any shares during the three months ended September 30, 2020 or the year ended December 31, 2019. |
Segments
Segments | 9 Months Ended |
Sep. 30, 2020 | |
Segment Reporting [Abstract] | |
Segment Reporting Disclosure [Text Block] | Segments The Company has two segments: subscription business and other business. The subscription business segment includes revenue and expenses related to monthly pet insurance subscriptions marketed directly to consumers, while the other business segment includes all other business that is not directly marketed to consumers. The chief operating decision maker reviews revenue, gross profit, and operating income (loss) to evaluate segment performance. Revenue, veterinary invoice expense, other cost of revenue, and sales and marketing expenses are generally directly attributed to each segment. Other operating expenses, such as technology and development expense and general and administrative expense, are allocated proportionately based on revenue in each segment. Interest and other expenses and income taxes are not allocated to the segments, nor included in the measure of segment profit or loss. The Company does not analyze discrete segment balance sheet information related to long-term assets. Operating income (loss) of the Company’s segments were as follows (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2020 2019 2020 2019 Subscription business: Revenue $ 99,379 $ 82,613 $ 281,316 $ 234,571 Veterinary invoice expense 71,872 58,995 203,090 169,794 Other cost of revenue 9,226 7,775 26,024 21,627 Gross profit 18,281 15,843 52,202 43,150 Technology and development 2,584 1,890 7,214 6,342 General and administrative 4,675 4,175 13,893 13,199 Sales and marketing 13,079 9,161 32,409 25,977 Subscription business operating income (loss) (2,057) 617 (1,314) (2,368) Other business: Revenue 30,741 16,663 78,025 43,882 Veterinary invoice expense 19,394 10,091 49,865 26,507 Other cost of revenue 9,039 4,970 22,054 13,335 Gross profit 2,308 1,602 6,106 4,040 Technology and development 799 381 2,003 1,176 General and administrative 1,446 842 3,844 2,456 Sales and marketing 265 94 619 262 Other business operating income (loss) (202) 285 (360) 146 Gain (loss) from investment in joint venture 2 (59) (84) (331) Total operating income (loss) $ (2,257) $ 843 $ (1,758) $ (2,553) The following table presents the Company’s revenue by geographic region of the member (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2020 2019 2020 2019 United States $ 109,119 $ 81,890 $ 300,699 $ 228,977 Canada 21,001 17,386 58,642 49,476 Total revenue $ 130,120 $ 99,276 $ 359,341 $ 278,453 Substantially all of the Company’s long-lived assets were located in the United States as of September 30, 2020 and December 31, 2019. |
Related Parties (Notes)
Related Parties (Notes) | 9 Months Ended |
Sep. 30, 2020 | |
Related Parties [Abstract] | |
Related Party Transactions Disclosure [Text Block] | Related PartiesIn August 2018, the Company invested $0.3 million in a limited liability entity in exchange for a 17.5% ownership interest. The investee is considered to be a related party, as the Company has the ability to exercise significant influence over the investee. In February 2020, the Company entered into a service agreement with the investee, under which the Company incurred $0.6 million and $1.7 million of expenses for consulting services provided by the investee during the three and nine months ended September 30, 2020, respectively. |
Subsequent Events
Subsequent Events | Oct. 30, 2020 |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events On October 26, 2020, the Company entered into a Strategic Alliance Agreement, Shareholder Agreement, and a Stock Purchase Agreement with Aflac Incorporated (“Aflac”). The Strategic Alliance Agreement sets forth the structure for a distribution alliance between the parties (the “Alliance”). This includes responsibilities of Aflac relating to brand, access and distribution, responsibilities of the Company relating to marketing, product development and middle and back office functions, the intended go-to-market approach, the economic assumptions, and the intending timing. The parties have agreed to negotiate in good faith and to act reasonably with each other in order to agree on such terms as are necessary to fully implement the Alliance. To drive long term alignment, Aflac committed to invest $200.0 million cash in exchange for 3,636,364 newly issued shares of the Company's common stock at a price of $55 per share, subject to a minimum holding period of three years. The initial investment of $60.0 million closed on October 26, 2020. The remaining $140.0 million is subject to regulatory approvals and is expected to close by the end of 2020. On October 30, 2020, the Company completed an acquisition of an unaffiliated software company and also completed an asset acquisition for a total purchase price of approximately $48.2 million. The acquired technology in both transactions focuses on the pet space and, along with the acquired personnel, is intended to enable the Company to improve its back-end software to help facilitate growth opportunities, additional products and geographies, as well as enhance its mobile platform. The initial accounting of these acquisitions has not been completed at the time this Quarterly Report on Form 10-Q is issued. |
Nature of Operations and Summ_2
Nature of Operations and Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Business Description and Basis of Presentation [Text Block] | Description of Business and Basis of Presentation Trupanion, Inc. (collectively with its wholly-owned subsidiaries, the Company) provides medical insurance for cats and dogs throughout the United States, Canada and Puerto Rico. The financial data as of December 31, 2019 was derived from the Company's audited consolidated financial statements. The accompanying unaudited interim consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (GAAP) and, in management's opinion, have been prepared on the same basis as the audited financial statements and include all adjustments, consisting of normal recurring adjustments, necessary for the fair presentation of the Company's financial position, results of operations, comprehensive income (loss), stockholders' equity and cash flows for the interim periods. These unaudited interim consolidated financial statements should be read in conjunction with the Company’s audited financial statements included in the Company’s Annual Report on Form 10-K, filed with the U.S. Securities and Exchange Commission (SEC) on February 13, 2020 (the 2019 10-K). The Company's accounting policies are described in Note 1 to the audited financial statements included in the 2019 10-K. Operating results for the three and nine months ended September 30, 2020 are not necessarily indicative of the results that may be expected for the full fiscal year or any other interim period. Use of Estimates The preparation of consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. Actual results could differ from such estimates. See Note 1 to the audited financial statements included in the 2019 10-K for additional discussion of these estimates and assumptions. |
Basis of Accounting, Policy [Policy Text Block] | The financial data as of December 31, 2019 was derived from the Company's audited consolidated financial statements. The accompanying unaudited interim consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (GAAP) and, in management's opinion, have been prepared on the same basis as the audited financial statements and include all adjustments, consisting of normal recurring adjustments, necessary for the fair presentation of the Company's financial position, results of operations, comprehensive income (loss), stockholders' equity and cash flows for the interim periods. These unaudited interim consolidated financial statements should be read in conjunction with the Company’s audited financial statements included in the Company’s Annual Report on Form 10-K, filed with the U.S. Securities and Exchange Commission (SEC) on February 13, 2020 (the 2019 10-K). The Company's accounting policies are described in Note 1 to the audited financial statements included in the 2019 10-K. Operating results for the three and nine months ended September 30, 2020 are not necessarily indicative of the results that may be expected for the full fiscal year or any other interim period. |
Use of Estimates [Policy Text Block] | Use of Estimates The preparation of consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. Actual results could differ from such estimates. See Note 1 to the audited financial statements included in the 2019 10-K for additional discussion of these estimates and assumptions. |
New Accounting Pronouncements, Policy [Policy Text Block] | Recently Adopted Accounting Pronouncements The Company adopted Accounting Standards Update (ASU) 2016-13, Financial Instruments—Credit Losses (Topic 326), using the modified retrospective approach on January 1, 2020. The ASU replaces the incurred loss impairment methodology with a methodology that reflects expected credit losses and requires the use of a forward-looking expected credit loss model for accounts receivables, loans, and other financial instruments. The new standard did not have a material impact on the Company's consolidated statements of operations, balance sheets, stockholders' equity, or cash flows. The Company did not record any cumulative-effect adjustment to its retained earnings upon the adoption. |
Other Investments Investment in
Other Investments Investment in Variable Interest Entity (Policies) | 9 Months Ended |
Sep. 30, 2020 | |
Investments, All Other Investments [Abstract] | |
Variable Interest Entity Disclosure [Text Block] | Investment in Variable Interest Entity In July 2018, the Company purchased $3.0 million in preferred stock of a privately held corporation with a complementary business line. In October 2019, the Company purchased an additional $4.0 million in preferred stock upon the exercise of an option by the variable interest entity. The Company does not have power over the activities that most significantly impact the economic performance of the variable interest entity and is, therefore, not the primary beneficiary. The Company has the option to purchase all of the outstanding common shares issued by the variable interest entity on the fifth anniversary of the initial preferred stock purchase. |
Other Investments Investment _2
Other Investments Investment in Joint Venture (Policies) | 9 Months Ended |
Sep. 30, 2020 | |
Investments, All Other Investments [Abstract] | |
Equity Method Investments and Joint Ventures Disclosure [Text Block] | Investment in Joint VentureIn September 2018, the Company acquired a non-controlling equity interest in a joint venture, whereby it has committed to licensing certain intellectual property and contributing up to $2.2 million AUD upon the achievement of specific operational milestones over a period of at least four years from the agreement execution date. As of September 30, 2020, the Company has contributed $0.5 million AUD. This equity investment is accounted for using the equity method and is classified in other long-term assets on the Company's consolidated balance sheet. The Company's share of income and losses from this equity method investment is included in gain (loss) from investment in joint venture on its consolidated statement of operations. Also included in this line item are income and expenses associated with administrative services provided to the joint venture. |
Fair Value Notes Receivable (Po
Fair Value Notes Receivable (Policies) | 9 Months Ended |
Sep. 30, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Loans, Notes, Trade and Other Receivables Disclosure [Text Block] | The Company's other long-term assets balance included notes receivable of $5.9 million as of September 30, 2020 and $6.1 million as of December 31, 2019, recorded at their estimated collectible amount. The Company estimates that the carrying value of the notes receivable approximates the fair value. The estimated fair value represents a Level 3 measurement within the fair value hierarchy and is based on market interest rates and the assessed creditworthiness of the third party. There was no significant activity in Level 3 of the hierarchy during the nine months ended September 30, 2020. The Company estimates the fair value of long-term debt based upon rates currently available to the Company for debt with similar terms and remaining maturities. This is a Level 3 measurement. Based upon the terms of the debt, the carrying amount of long-term debt approximated fair value at September 30, 2020 and December 31, 2019. The Company recognizes transfers between levels of the fair value hierarchy on the date of the event or change in circumstances that caused the transfer. There were no transfers between levels for the nine months ended September 30, 2020 and the year ended December 31, 2019. |
Claims Reserve Claims Reserve (
Claims Reserve Claims Reserve (Policies) | 9 Months Ended |
Sep. 30, 2020 | |
Liability for Unpaid Claims and Claims Adjustment Expense, Claims Paid [Abstract] | |
Liability Reserve Estimate, Policy [Policy Text Block] | Reserve for Veterinary InvoicesThe reserve for veterinary invoices is an estimate of the future amount the Company will pay for veterinary invoices that are dated as of, or prior to, its balance sheet date. The reserve also includes the Company's estimate of related internal processing costs. The reserve estimate involves actuarial projections, and is based on management's assessment of facts and circumstances currently known, and assumptions about anticipated patterns. The Company uses generally accepted actuarial methodologies, such as paid loss development methods, in estimating the amount of the reserve for veterinary invoices. The reserve is made for each of the Company's segments, subscription and other business, and is continually refined as the Company receives and pays veterinary invoices. Changes in management's assumptions and estimates may have a relatively large impact to the reserve and associated expense. |
Segments Segments (Policies)
Segments Segments (Policies) | 9 Months Ended |
Sep. 30, 2020 | |
Segment Reporting [Abstract] | |
Segment Reporting, Policy [Policy Text Block] | The Company has two segments: subscription business and other business. The subscription business segment includes revenue and expenses related to monthly pet insurance subscriptions marketed directly to consumers, while the other business segment includes all other business that is not directly marketed to consumers. The chief operating decision maker reviews revenue, gross profit, and operating income (loss) to evaluate segment performance. Revenue, veterinary invoice expense, other cost of revenue, and sales and marketing expenses are generally directly attributed to each segment. Other operating expenses, such as technology and development expense and general and administrative expense, are allocated proportionately based on revenue in each segment. Interest and other expenses and income taxes are not allocated to the segments, nor included in the measure of segment profit or loss. The Company does not analyze discrete segment balance sheet information related to long-term assets. |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share, Basic and Diluted | The components of basic and diluted earnings per share were as follows (in thousands except share and per share information): Three Months Ended September 30, Nine Months Ended September 30, 2020 2019 2020 2019 Basic earnings per share: Net (loss) income $ (2,558) $ 782 $ (2,338) $ (2,445) Shares used in computation: Weighted average shares of common stock outstanding 35,426,742 34,876,782 35,193,317 34,593,345 Basic earnings per share $ (0.07) $ 0.02 $ (0.07) $ (0.07) Diluted earnings per share: Net (loss) income $ (2,558) $ 782 $ (2,338) $ (2,445) Shares used in computation: Weighted average shares of common stock outstanding 35,426,742 34,876,782 35,193,317 34,593,345 Stock options — 1,457,486 — — Restricted stock awards and units — 64,868 — — Weighted average shares of diluted common stock outstanding 35,426,742 36,399,136 35,193,317 34,593,345 Diluted earnings per share $ (0.07) $ 0.02 $ (0.07) $ (0.07) |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share | The following potentially dilutive equity securities were not included in the diluted earnings per share of common stock calculation because they would have had an antidilutive effect: Three Months Ended September 30, Nine Months Ended September 30, 2020 2019 2020 2019 Stock options 1,647,052 2,000 1,647,052 2,199,213 Restricted stock awards and restricted stock units 765,825 43,114 765,825 605,568 |
Investment Securities Available
Investment Securities Available-for-Sale (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Investments [Abstract] | |
Unrealized Gain (Loss) on Investments [Table Text Block] | The amortized cost, gross unrealized holding gains and losses, and estimates of fair value of long-term and short-term investments by major security type and class of security were as follows as of September 30, 2020 and December 31, 2019 (in thousands): Amortized Gross Gross Fair As of September 30, 2020 Long-term investments: Foreign deposits $ 4,037 $ — $ — $ 4,037 Municipal bond 1,000 1 — 1,001 $ 5,037 $ 1 $ — $ 5,038 Short-term investments: U.S. Treasury securities $ 6,476 $ — $ (1) $ 6,475 Certificates of deposit 1,634 — — 1,634 U.S. government funds 74,962 — — 74,962 $ 83,072 $ — $ (1) $ 83,071 Amortized Gross Gross Fair As of December 31, 2019 Long-term investments: Foreign deposits $ 3,323 $ — $ — $ 3,323 Municipal bond 1,000 — — 1,000 $ 4,323 $ — $ — $ 4,323 Short-term investments: U.S. Treasury securities $ 6,156 $ — $ (1) $ 6,155 Certificates of deposit 440 — — 440 U.S. government funds 63,136 — — 63,136 $ 69,732 $ — $ (1) $ 69,731 |
Available-for-sale Securities [Table Text Block] | Maturities of debt securities classified as available-for-sale were as follows (in thousands): As of September 30, 2020 Amortized Fair Available-for-sale: Due after one year through five years $ 5,037 $ 5,038 $ 5,037 $ 5,038 |
Fair Value (Tables)
Fair Value (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Fair Value Disclosures [Abstract] | |
Fair value, asset & liabilities measured on recurring basis [Table Text Block] | The following table summarizes, by major security type, the Company's assets that are measured at fair value on a recurring basis, and placement within the fair value hierarchy (in thousands): As of September 30, 2020 Fair Value Level 1 Level 2 Level 3 Assets Restricted cash $ 1,400 $ 1,400 $ — $ — Money market funds 1,053 1,053 — — Fixed maturities: Foreign deposits 4,037 4,037 — — Municipal bond 1,001 — 1,001 — Investment in variable interest entity 7,625 — — 7,625 Total $ 15,116 $ 6,490 $ 1,001 $ 7,625 As of December 31, 2019 Fair Value Level 1 Level 2 Level 3 Assets Restricted cash $ 1,400 $ 1,400 $ — $ — Money market funds 1,050 1,050 — — Fixed maturities: Foreign deposits 3,323 3,323 — — Municipal bond 1,000 — 1,000 — Investment in variable interest entity 7,625 — — 7,625 Total $ 14,398 $ 5,773 $ 1,000 $ 7,625 |
Claims Reserve (Tables)
Claims Reserve (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Liability for Unpaid Claims and Claims Adjustment Expense, Claims Paid [Abstract] | |
Schedule of Liability for Unpaid Claims and Claims Adjustment Expense [Table Text Block] | Summarized below are the changes in the total liability for the Company's subscription business segment (in thousands): Nine Months Ended September 30, Subscription 2020 2019 Reserve at beginning of year $ 15,541 $ 13,875 Veterinary invoices during the period related to: Current year 202,734 169,234 Prior years 356 560 Total veterinary invoice expense 203,090 169,794 Amounts paid during the period related to: Current year 185,828 155,129 Prior years 12,849 11,985 Total paid 198,677 167,114 Non-cash expenses 903 514 Reserve at end of period $ 19,051 $ 16,041 The Company's reserve for the subscription business segment increased from $15.5 million at December 31, 2019 to $19.1 million at September 30, 2020. This change was comprised of $203.1 million in expense recorded during the period less $198.7 million in payments of veterinary invoices. The $203.1 million in veterinary invoice expense incurred included an adjustment of $0.4 million to the reserves relating to prior years, which was the result of ongoing analysis of recent payment trends. For the nine months ended September 30, 2019, the Company increased prior year reserves by $0.6 million as a result of analysis of payment trends. Summarized below are the changes in total liability for the Company's other business segment (in thousands): Nine Months Ended September 30, Other Business 2020 2019 Reserve at beginning of year $ 5,653 $ 2,187 Veterinary invoices during the period related to: Current year 50,062 26,821 Prior years (197) (314) Total veterinary invoice expense 49,865 26,507 Amounts paid during the period related to: Current year 40,406 23,671 Prior years 5,324 1,765 Total paid 45,730 25,436 Non-cash expenses — — Reserve at end of period $ 9,788 $ 3,258 |
IBRN plus expected development on reported claims[Table Text Block] | In the following tables, the reserve for veterinary invoices for each segment is presented as the amount (in thousands) by the year to which the veterinary invoice relates, referred to as the year of occurrence. Subscription As of September 30, 2020 Year of Occurrence 2018 and prior $ 769 2019 2,280 2020 16,002 $ 19,051 Other Business As of September 30, 2020 Year of Occurrence 2018 and prior $ 45 2019 88 2020 9,655 $ 9,788 |
Stock-based Compensation (Table
Stock-based Compensation (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Share-based Payment Arrangement [Abstract] | |
Schedule of Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Table Text Block] | Stock-based compensation expense includes stock options, restricted stock awards, and restricted stock units granted to employees and other service providers and has been reported in the Company’s consolidated statements of operations depending on the function performed by the employee or other service provider. Stock-based compensation expense recognized in the consolidated statements of operations was as follows (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2020 2019 2020 2019 Veterinary invoice expense $ 337 $ 169 $ 760 $ 515 Other cost of revenue 111 89 300 268 Technology and development 133 94 366 267 General and administrative 1,108 916 2,912 2,452 Sales and marketing 741 577 1,972 1,573 Total stock-based compensation expense 2,430 1,845 6,310 5,075 Capitalized stock-based compensation 58 48 178 157 Total stock-based compensation $ 2,488 $ 1,893 $ 6,488 $ 5,232 |
Share-based Compensation, Stock Options, Activity [Table Text Block] | A summary of the Company's stock option activity is as follows: Number of Options Weighted Average Exercise Price per Share Aggregate Intrinsic Value (in thousands) Outstanding as of December 31, 2019 2,097,978 $ 9.86 $ 57,907 Granted — — — Exercised (438,981) 9.71 20,132 Forfeited (11,945) 17.40 — Outstanding as of September 30, 2020 1,647,052 9.84 113,740 Exercisable as of September 30, 2020 1,580,096 9.49 109,670 As of September 30, 2020, stock options outstanding and stock options exercisable had a weighted average remaining contractual life of 4.3 years and 4.2 years, respectively. |
Schedule of Share-based Compensation, Restricted Stock and Restricted Stock Units Activity [Table Text Block] | A summary of the Company’s restricted stock award and restricted stock unit activity is as follows: Number of Weighted Average Unvested shares as of December 31, 2019 581,943 $ 29.56 Granted 457,553 28.53 Vested (213,495) 29.41 Forfeited (60,176) 30.43 Unvested shares as of September 30, 2020 765,825 28.91 |
Segments (Tables)
Segments (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Segment Reporting [Abstract] | |
Revenue and Gross Profit from Segments [Table Text Block] | Operating income (loss) of the Company’s segments were as follows (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2020 2019 2020 2019 Subscription business: Revenue $ 99,379 $ 82,613 $ 281,316 $ 234,571 Veterinary invoice expense 71,872 58,995 203,090 169,794 Other cost of revenue 9,226 7,775 26,024 21,627 Gross profit 18,281 15,843 52,202 43,150 Technology and development 2,584 1,890 7,214 6,342 General and administrative 4,675 4,175 13,893 13,199 Sales and marketing 13,079 9,161 32,409 25,977 Subscription business operating income (loss) (2,057) 617 (1,314) (2,368) Other business: Revenue 30,741 16,663 78,025 43,882 Veterinary invoice expense 19,394 10,091 49,865 26,507 Other cost of revenue 9,039 4,970 22,054 13,335 Gross profit 2,308 1,602 6,106 4,040 Technology and development 799 381 2,003 1,176 General and administrative 1,446 842 3,844 2,456 Sales and marketing 265 94 619 262 Other business operating income (loss) (202) 285 (360) 146 Gain (loss) from investment in joint venture 2 (59) (84) (331) Total operating income (loss) $ (2,257) $ 843 $ (1,758) $ (2,553) |
Revenue from External Customers by Geographic Areas [Table Text Block] | The following table presents the Company’s revenue by geographic region of the member (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2020 2019 2020 2019 United States $ 109,119 $ 81,890 $ 300,699 $ 228,977 Canada 21,001 17,386 58,642 49,476 Total revenue $ 130,120 $ 99,276 $ 359,341 $ 278,453 |
Net Loss per Share (Details) Sc
Net Loss per Share (Details) Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share - shares | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Employee Stock Option [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 1,647,052 | 2,000 | 1,647,052 | 2,199,213 |
Restricted Stock Units (RSUs) [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 765,825 | 43,114 | 765,825 | 605,568 |
Net Loss per Share Computation
Net Loss per Share Computation of Net Income (Loss) Per Share (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Schedule of Earnings Per Share, Basic and Diluted [Line Items] | ||||
Net Income (Loss) Available to Common Stockholders, Basic | $ (2,558,000) | $ 782,000 | $ (2,338,000) | $ (2,445,000) |
Weighted Average Number of Shares Outstanding, Basic | 35,426,742 | 34,876,782 | 35,193,317 | 34,593,345 |
Earnings Per Share, Basic | $ (0.07) | $ 0.02 | $ (0.07) | $ (0.07) |
Weighted Average Number of Shares Outstanding, Diluted | 35,426,742 | 36,399,136 | 35,193,317 | 34,593,345 |
Earnings Per Share, Diluted | $ (0.07) | $ 0.02 | $ (0.07) | $ (0.07) |
Employee Stock Option [Member] | ||||
Schedule of Earnings Per Share, Basic and Diluted [Line Items] | ||||
Weighted Average Number of Shares Outstanding, Diluted | 0 | 0 | ||
Restricted Stock Units (RSUs) [Member] | ||||
Schedule of Earnings Per Share, Basic and Diluted [Line Items] | ||||
Weighted Average Number of Shares Outstanding, Diluted | 0 | 0 |
Investment Securities (Details)
Investment Securities (Details) Investment Schedule - USD ($) $ in Thousands | Sep. 30, 2020 | Dec. 31, 2019 |
Schedule of Investments [Line Items] | ||
Debt Securities, Held-to-maturity | $ 83,072 | $ 69,732 |
Debt Securities, Available-for-sale | 5,037 | 4,323 |
Available-for-sale Securities, Accumulated Gross Unrealized Gain, before Tax | 1 | 0 |
Debt Securities, Held-to-maturity, Accumulated Unrecognized Gain | 0 | 0 |
Available-for-sale Securities, Accumulated Gross Unrealized Loss, before Tax | 0 | 0 |
Debt Securities, Available-for-sale, Maturity, without Single Maturity Date, Fair Value | 5,038 | 4,323 |
Debt Securities, Held-to-maturity, Accumulated Unrecognized Loss | 1 | 1 |
Debt Securities, Held-to-maturity, Fair Value | 83,071 | 69,731 |
Deposits [Member] | ||
Schedule of Investments [Line Items] | ||
Debt Securities, Available-for-sale | 4,037 | 3,323 |
Available-for-sale Securities, Accumulated Gross Unrealized Gain, before Tax | 0 | 0 |
Available-for-sale Securities, Accumulated Gross Unrealized Loss, before Tax | 0 | 0 |
Debt Securities, Available-for-sale, Maturity, without Single Maturity Date, Fair Value | 4,037 | 3,323 |
Municipal Bonds [Member] | ||
Schedule of Investments [Line Items] | ||
Debt Securities, Available-for-sale | 1,000 | 1,000 |
Available-for-sale Securities, Accumulated Gross Unrealized Gain, before Tax | 1 | 0 |
Available-for-sale Securities, Accumulated Gross Unrealized Loss, before Tax | 0 | 0 |
Debt Securities, Available-for-sale, Maturity, without Single Maturity Date, Fair Value | 1,001 | 1,000 |
US Treasury Securities [Member] | ||
Schedule of Investments [Line Items] | ||
Debt Securities, Held-to-maturity | 6,476 | 6,156 |
Debt Securities, Held-to-maturity, Accumulated Unrecognized Gain | 0 | 0 |
Debt Securities, Held-to-maturity, Accumulated Unrecognized Loss | 1 | 1 |
Debt Securities, Held-to-maturity, Fair Value | 6,475 | 6,155 |
Certificates of Deposit [Member] | ||
Schedule of Investments [Line Items] | ||
Debt Securities, Held-to-maturity | 1,634 | 440 |
Debt Securities, Held-to-maturity, Accumulated Unrecognized Gain | 0 | 0 |
Debt Securities, Held-to-maturity, Accumulated Unrecognized Loss | 0 | 0 |
Debt Securities, Held-to-maturity, Fair Value | 1,634 | 440 |
US Government Debt Securities [Member] | ||
Schedule of Investments [Line Items] | ||
Debt Securities, Held-to-maturity | 74,962 | 63,136 |
Debt Securities, Held-to-maturity, Accumulated Unrecognized Gain | 0 | 0 |
Debt Securities, Held-to-maturity, Accumulated Unrecognized Loss | 0 | 0 |
Debt Securities, Held-to-maturity, Fair Value | $ 74,962 | $ 63,136 |
Investment Securities (Detail_2
Investment Securities (Details) Available-for-Sale - USD ($) $ in Thousands | Sep. 30, 2020 | Dec. 31, 2019 |
Debt Securities, Available-for-sale [Abstract] | ||
Available-for-sale securities, debt maturities, year two through five, amortized cost basis | $ 5,037 | |
Available-for-sale securities, debt maturities, year two through five, fair value | 5,038 | |
Available-for-sale securities, amortized cost | 5,037 | |
Debt Securities, Available-for-sale, Maturity, without Single Maturity Date, Fair Value | $ 5,038 | $ 4,323 |
Other Investments (Details)
Other Investments (Details) - USD ($) $ in Millions | 9 Months Ended | 12 Months Ended | |
Sep. 30, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Investments, All Other Investments [Abstract] | |||
Purchase of Equity Interest | $ 4 | $ 3 | |
Other Commitment | $ 2.2 | ||
Increase (Decrease) in Notes Receivables | 2.5 | ||
Loans Receivable, Net | 2.5 | 2.5 | |
Payments to Acquire Interest in Joint Venture | 0.5 | ||
Services performed for Variable Interest Entity | $ 1 | $ 1 |
Fair Value (Details) Unobservab
Fair Value (Details) Unobservable - USD ($) | Sep. 30, 2020 | Dec. 31, 2019 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Restricted Cash | $ 1,400,000 | $ 1,400,000 |
Debt Securities, Available-for-sale, Maturity, without Single Maturity Date, Fair Value | 5,038,000 | 4,323,000 |
Noncontrolling Interest in Variable Interest Entity | 7,625,000 | 7,625,000 |
Assets, Fair Value Disclosure | 15,116,000 | 14,398,000 |
Notes Receivable, Fair Value Disclosure | 5,900,000 | 6,100,000 |
Fair Value, Inputs, Level 1 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Noncontrolling Interest in Variable Interest Entity | 0 | 0 |
Assets, Fair Value Disclosure | 6,490,000 | 5,773,000 |
Fair Value, Inputs, Level 2 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Noncontrolling Interest in Variable Interest Entity | 0 | 0 |
Assets, Fair Value Disclosure | 1,001,000 | 1,000,000 |
Fair Value, Inputs, Level 3 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Noncontrolling Interest in Variable Interest Entity | 7,625,000 | 7,625,000 |
Assets, Fair Value Disclosure | 7,625,000 | 7,625,000 |
Cash and Cash Equivalents [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Restricted Cash | 1,400,000 | 1,400,000 |
Cash and Cash Equivalents [Member] | Fair Value, Inputs, Level 1 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Restricted Cash | 1,400,000 | 1,400,000 |
Cash and Cash Equivalents [Member] | Fair Value, Inputs, Level 2 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Restricted Cash | 0 | 0 |
Cash and Cash Equivalents [Member] | Fair Value, Inputs, Level 3 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Restricted Cash | 0 | 0 |
Deposits [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Debt Securities, Available-for-sale, Maturity, without Single Maturity Date, Fair Value | 4,037,000 | 3,323,000 |
Cash and Cash Equivalents, Fair Value Disclosure | 1,053,000 | 1,050,000 |
Deposits [Member] | Fair Value, Inputs, Level 1 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Debt Securities, Available-for-sale, Maturity, without Single Maturity Date, Fair Value | 4,037,000 | 3,323,000 |
Cash and Cash Equivalents, Fair Value Disclosure | 1,053,000 | 1,050,000 |
Deposits [Member] | Fair Value, Inputs, Level 2 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Debt Securities, Available-for-sale, Maturity, without Single Maturity Date, Fair Value | 0 | 0 |
Cash and Cash Equivalents, Fair Value Disclosure | 0 | 0 |
Deposits [Member] | Fair Value, Inputs, Level 3 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Debt Securities, Available-for-sale, Maturity, without Single Maturity Date, Fair Value | 0 | 0 |
Cash and Cash Equivalents, Fair Value Disclosure | 0 | 0 |
Municipal bond | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Debt Securities, Available-for-sale, Maturity, without Single Maturity Date, Fair Value | 1,001,000 | 1,000,000 |
Debt Securities, Available-for-sale, Maturity, Allocated and Single Maturity Date, Fair Value | 1,001,000 | 1,000,000 |
Municipal bond | Fair Value, Inputs, Level 1 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Debt Securities, Available-for-sale, Maturity, Allocated and Single Maturity Date, Fair Value | 0 | 0 |
Municipal bond | Fair Value, Inputs, Level 2 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Debt Securities, Available-for-sale, Maturity, Allocated and Single Maturity Date, Fair Value | 1,001,000 | 1,000,000 |
Municipal bond | Fair Value, Inputs, Level 3 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Debt Securities, Available-for-sale, Maturity, Allocated and Single Maturity Date, Fair Value | $ 0 | $ 0 |
Fair Value (Details) Narrative
Fair Value (Details) Narrative - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | |
Note Receivable, Fair Value [Abstract] | ||||||
Net unrealized gain on available-for-sale debt securities | $ 0 | $ 0 | $ 1 | $ 19 | ||
Notes Receivable, Fair Value Disclosure | 5,900 | 5,900 | $ 6,100 | |||
Purchase of Equity Interest | 4,000 | $ 3,000 | ||||
Noncontrolling Interest in Variable Interest Entity | $ 7,625 | $ 7,625 | 7,625 | |||
Unrealized Gain (Loss) on Investments | $ 600 |
Debt (Details) Narrative
Debt (Details) Narrative $ in Millions | 9 Months Ended |
Sep. 30, 2020USD ($) | |
Debt Disclosure [Abstract] | |
Line of Credit Facility, Maximum Borrowing Capacity | $ 50 |
Line of credit facility, interest rate description | greater of 4.5%, or 0.75% plus the prime rate |
Line of Credit Facility, Interest Rate During Period | 4.50% |
Line of Credit Facility, Ancillary Services and Letter of Credit | $ 4.5 |
Restricted Cash and Cash Equivalents | 1.4 |
Minimum Cash or Investment Balance Required | 2.1 |
Line of Credit Facility, Remaining Borrowing Capacity | 19.9 |
Line of Credit Facility, Ancillary Services and Letter of Credit | 0.2 |
Long-term Line of Credit | 30 |
Line of Credit Financing Fee | $ 0.1 |
Claims Reserve (Details) Claims
Claims Reserve (Details) Claims Loss Roll-forward - Other business - USD ($) $ in Thousands | 9 Months Ended | |||
Sep. 30, 2020 | Sep. 30, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | |
SEC Schedule, 12-16, Insurance Companies, Supplementary Insurance Information [Line Items] | ||||
Claims Reserve | $ 9,788 | $ 3,258 | $ 5,653 | $ 2,187 |
Current Year Claims Incurred | 50,062 | 26,821 | ||
Prior Year Claims Incurred | (197) | (314) | ||
Total Claims Incurred | 49,865 | 26,507 | ||
Current Year Claims Paid | 40,406 | 23,671 | ||
Prior Years Claims Paid | 5,324 | 1,765 | ||
Total Claims Paid | 45,730 | 25,436 | ||
Claims expense non-cash | 0 | $ 0 | ||
Claims Reserve by Loss Year | ||||
Incurred but Not Reported (IBNR) Claims Liability | 9,788 | |||
Short-duration Insurance Contracts, Accident Year 2019 [Member] | ||||
Claims Reserve by Loss Year | ||||
Incurred but Not Reported (IBNR) Claims Liability | 88 | |||
Short-duration Insurance Contracts, Accident Year 2020 [Member] | ||||
Claims Reserve by Loss Year | ||||
Incurred but Not Reported (IBNR) Claims Liability | $ 9,655 |
Claims Reserve (Details) Narrat
Claims Reserve (Details) Narrative - USD ($) $ in Thousands | 9 Months Ended | |||
Sep. 30, 2020 | Sep. 30, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | |
Subscription business | ||||
SEC Schedule, 12-16, Insurance Companies, Supplementary Insurance Information [Line Items] | ||||
Claims Reserve | $ 19,051 | $ 16,041 | $ 15,541 | $ 13,875 |
Total Claims Incurred | 203,090 | 169,794 | ||
Total Claims Paid | 198,677 | 167,114 | ||
Prior Year Claims Incurred | 356 | 560 | ||
Other business | ||||
SEC Schedule, 12-16, Insurance Companies, Supplementary Insurance Information [Line Items] | ||||
Claims Reserve | 9,788 | 3,258 | $ 5,653 | $ 2,187 |
Total Claims Incurred | 49,865 | 26,507 | ||
Total Claims Paid | 45,730 | 25,436 | ||
Prior Year Claims Incurred | $ (197) | $ (314) |
Claims Reserve Claims Reserve_2
Claims Reserve Claims Reserve (Details) - USD ($) $ in Thousands | 9 Months Ended | |||
Sep. 30, 2020 | Sep. 30, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | |
Subscription business | ||||
Liability for Claims and Claims Adjustment Expense [Line Items] | ||||
Short-duration Insurance Contracts, Incurred but Not Reported (IBNR) Claims Liability, Net | $ 19,051 | |||
Claims Reserve | 19,051 | $ 16,041 | $ 15,541 | $ 13,875 |
Current Year Claims Incurred | 202,734 | 169,234 | ||
Prior Year Claims Incurred | 356 | 560 | ||
Current Year Claims Paid | 185,828 | 155,129 | ||
Prior Years Claims Paid | 12,849 | 11,985 | ||
Total Claims Paid | 198,677 | 167,114 | ||
Claims expense non-cash | 903 | 514 | ||
Total Claims Incurred | 203,090 | 169,794 | ||
Other business | ||||
Liability for Claims and Claims Adjustment Expense [Line Items] | ||||
Short-duration Insurance Contracts, Incurred but Not Reported (IBNR) Claims Liability, Net | 9,788 | |||
Claims Reserve | 9,788 | 3,258 | $ 5,653 | $ 2,187 |
Current Year Claims Incurred | 50,062 | 26,821 | ||
Prior Year Claims Incurred | (197) | (314) | ||
Current Year Claims Paid | 40,406 | 23,671 | ||
Prior Years Claims Paid | 5,324 | 1,765 | ||
Total Claims Paid | 45,730 | 25,436 | ||
Claims expense non-cash | 0 | 0 | ||
Total Claims Incurred | 49,865 | $ 26,507 | ||
Short-duration Insurance Contracts, Accident Year 2018 [Member] | Subscription business | ||||
Liability for Claims and Claims Adjustment Expense [Line Items] | ||||
Short-duration Insurance Contracts, Incurred but Not Reported (IBNR) Claims Liability, Net | 769 | |||
Short-duration Insurance Contracts, Accident Year 2018 [Member] | Other business | ||||
Liability for Claims and Claims Adjustment Expense [Line Items] | ||||
Short-duration Insurance Contracts, Incurred but Not Reported (IBNR) Claims Liability, Net | 45 | |||
Short-duration Insurance Contracts, Accident Year 2019 [Member] | Subscription business | ||||
Liability for Claims and Claims Adjustment Expense [Line Items] | ||||
Short-duration Insurance Contracts, Incurred but Not Reported (IBNR) Claims Liability, Net | 2,280 | |||
Short-duration Insurance Contracts, Accident Year 2019 [Member] | Other business | ||||
Liability for Claims and Claims Adjustment Expense [Line Items] | ||||
Short-duration Insurance Contracts, Incurred but Not Reported (IBNR) Claims Liability, Net | 88 | |||
Short-duration Insurance Contracts, Accident Year 2020 [Member] | Subscription business | ||||
Liability for Claims and Claims Adjustment Expense [Line Items] | ||||
Short-duration Insurance Contracts, Incurred but Not Reported (IBNR) Claims Liability, Net | 16,002 | |||
Short-duration Insurance Contracts, Accident Year 2020 [Member] | Other business | ||||
Liability for Claims and Claims Adjustment Expense [Line Items] | ||||
Short-duration Insurance Contracts, Incurred but Not Reported (IBNR) Claims Liability, Net | $ 9,655 |
Stock-based Compensation (Detai
Stock-based Compensation (Details) Expense Category - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Stock-based Compensation | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost | $ 2,488 | $ 1,893 | $ 6,488 | $ 5,232 |
Share-based Compensation Arrangement by Share-based Payment Award, Capitalized Cost | 58 | 48 | 178 | 157 |
Claims expense | ||||
Stock-based Compensation | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost | 337 | 169 | 760 | 515 |
Other Cost of Revenue | ||||
Stock-based Compensation | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost | 111 | 89 | 300 | 268 |
Technology and development | ||||
Stock-based Compensation | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost | 133 | 94 | 366 | 267 |
General and administrative | ||||
Stock-based Compensation | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost | 1,108 | 916 | 2,912 | 2,452 |
Sales and marketing | ||||
Stock-based Compensation | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost | 741 | 577 | 1,972 | 1,573 |
Total Expense [Member] | ||||
Stock-based Compensation | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost | 2,430 | $ 1,845 | $ 6,310 | $ 5,075 |
Restricted Stock Units (RSUs) [Member] | ||||
Stock-based Compensation | ||||
Employee share-based compensation arrangement and non-employee, weighted average remaining vesting period | 2 years 10 months 24 days | |||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized | $ 20,200 | $ 20,200 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number | 765,825 | 765,825 | ||
Employee Stock Option [Member] | ||||
Stock-based Compensation | ||||
Employee share-based compensation arrangement and non-employee, weighted average remaining vesting period | 7 months 6 days | |||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized | $ 400 | $ 400 | ||
Employee share-based compensation arrangement by share-based payment award, options, nonvested, number of shares | 66,956 | 66,956 |
Stock-based Compensation (Det_2
Stock-based Compensation (Details) Options Granted, Exercised and Forfeited - USD ($) $ / shares in Units, $ in Thousands | 9 Months Ended | |
Sep. 30, 2020 | Dec. 31, 2019 | |
Share-based Payment Arrangement [Abstract] | ||
Stock-based compensation, options, outstanding, number of shares | 1,647,052 | 2,097,978 |
Stock-based compensation, options, granted, number of options | 0 | |
Stock-based compensation, options, exercised | (438,981) | |
Stock-based compensation, options, forfeited | (11,945) | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Exercisable, Number | 1,580,096 | |
Stock-based compensation, options, outstanding, weighted-average exercise price | $ 9.84 | $ 9.86 |
Stock-based compensation, options, granted, weighted-average exercise price | 0 | |
Stock-based compensation, options, exercised, weighted-average exercise price | 9.71 | |
Stock-based compensation, options, forfeited, weighted-average exercise price | 17.40 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Outstanding, Weighted Average Exercise Price | $ 9.49 | |
Stock-based compensation, options, outstanding, aggregate intrinsic value | $ 113,740 | $ 57,907 |
Stock-based compensation, options, exercised, aggregate intrinsic value | 20,132 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Exercisable, Aggregate Intrinsic Value | $ 109,670 | |
Remaining contractual life, share-based payments, weighted average | 4 years 3 months 18 days | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Exercisable, Weighted Average Remaining Contractual Term | 4 years 2 months 12 days |
Stock-based Compensation Restri
Stock-based Compensation Restricted Stock Awards (Details) - Restricted Stock [Member] - $ / shares | 9 Months Ended | |
Sep. 30, 2020 | Dec. 31, 2019 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number | 765,825 | 581,943 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | 457,553 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Forfeited in Period | (60,176) | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period | (213,495) | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Weighted Average Grant Date Fair Value [Roll Forward] | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value | $ 28.91 | $ 29.56 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period, Weighted Average Grant Date Fair Value | 28.53 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Forfeitures, Weighted Average Grant Date Fair Value | 30.43 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period, Weighted Average Grant Date Fair Value | $ 29.41 |
Leases (Details)
Leases (Details) - USD ($) | 3 Months Ended | 9 Months Ended |
Sep. 30, 2020 | Sep. 30, 2020 | |
Leases [Abstract] | ||
Proceeds from Rents Received | $ 400,000 | $ 1,500,000 |
Stockholders' Equity (Details)
Stockholders' Equity (Details) - USD ($) $ in Millions | 9 Months Ended | |
Sep. 30, 2020 | Dec. 31, 2019 | |
Stockholders' Equity Attributable to Parent [Abstract] | ||
Common Stock, Shares Authorized | 100,000,000 | 100,000,000 |
Common Stock, Shares, Outstanding | 35,578,540 | 34,947,017 |
Preferred Stock, Shares Authorized | 10,000,000 | 10,000,000 |
Stock Repurchase Program, Authorized Amount | $ 15 | |
Stock Repurchased During Period, Shares | 3,300 |
Segments (Details) Business Seg
Segments (Details) Business Segment - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Segment Reporting Information [Line Items] | ||||
Revenue | $ 130,120 | $ 99,276 | $ 359,341 | $ 278,453 |
Veterinary invoice expense | 91,266 | 69,086 | 252,955 | 196,301 |
Other Cost of Services Sold | 18,265 | 12,745 | 48,078 | 34,962 |
Gross profit | 20,589 | 17,445 | 58,308 | 47,190 |
Operating Expenses | 22,848 | 16,543 | 59,982 | 49,412 |
Technology and Development Expense | 3,383 | 2,271 | 9,217 | 7,518 |
General and administrative | 6,121 | 5,017 | 17,737 | 15,655 |
Sales and marketing | 13,344 | 9,255 | 33,028 | 26,239 |
Income (Loss) from Equity Method Investments | 2 | (59) | (84) | (331) |
Operating (loss) income | (2,257) | 843 | (1,758) | (2,553) |
Subscription business | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 99,379 | 82,613 | 281,316 | 234,571 |
Veterinary invoice expense | 71,872 | 58,995 | 203,090 | 169,794 |
Other Cost of Services Sold | 9,226 | 7,775 | 26,024 | 21,627 |
Gross profit | 18,281 | 15,843 | 52,202 | 43,150 |
Technology and Development Expense | 2,584 | 1,890 | 7,214 | 6,342 |
General and administrative | 4,675 | 4,175 | 13,893 | 13,199 |
Sales and marketing | 13,079 | 9,161 | 32,409 | 25,977 |
Operating (loss) income | (2,057) | 617 | (1,314) | (2,368) |
Other business | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 30,741 | 16,663 | 78,025 | 43,882 |
Veterinary invoice expense | 19,394 | 10,091 | 49,865 | 26,507 |
Other Cost of Services Sold | 9,039 | 4,970 | 22,054 | 13,335 |
Gross profit | 2,308 | 1,602 | 6,106 | 4,040 |
Technology and Development Expense | 799 | 381 | 2,003 | 1,176 |
General and administrative | 1,446 | 842 | 3,844 | 2,456 |
Sales and marketing | 265 | 94 | 619 | 262 |
Operating (loss) income | $ (202) | $ 285 | $ (360) | $ 146 |
Segments (Details) Revenue by G
Segments (Details) Revenue by Geography - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Segment Reporting Information [Line Items] | ||||
Revenues | $ 130,120 | $ 99,276 | $ 359,341 | $ 278,453 |
CANADA | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | 21,001 | 17,386 | 58,642 | 49,476 |
UNITED STATES | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | $ 109,119 | $ 81,890 | $ 300,699 | $ 228,977 |
Related Parties (Details)
Related Parties (Details) | 3 Months Ended | 9 Months Ended |
Sep. 30, 2020USD ($) | Sep. 30, 2020USD ($) | |
Related Parties [Abstract] | ||
Equity Method Investments | $ 300,000 | $ 300,000 |
Equity Method Investment, Ownership Percentage | 17.50% | 17.50% |
Related Party Transaction, Selling, General and Administrative Expenses from Transactions with Related Party | $ 600,000 | $ 1,700,000 |
Subsequent Events (Details)
Subsequent Events (Details) - USD ($) | Oct. 30, 2020 | Oct. 30, 2020 | Oct. 26, 2020 |
Subsequent Event [Line Items] | |||
Subsequent Events | Subsequent Events On October 26, 2020, the Company entered into a Strategic Alliance Agreement, Shareholder Agreement, and a Stock Purchase Agreement with Aflac Incorporated (“Aflac”). The Strategic Alliance Agreement sets forth the structure for a distribution alliance between the parties (the “Alliance”). This includes responsibilities of Aflac relating to brand, access and distribution, responsibilities of the Company relating to marketing, product development and middle and back office functions, the intended go-to-market approach, the economic assumptions, and the intending timing. The parties have agreed to negotiate in good faith and to act reasonably with each other in order to agree on such terms as are necessary to fully implement the Alliance. To drive long term alignment, Aflac committed to invest $200.0 million cash in exchange for 3,636,364 newly issued shares of the Company's common stock at a price of $55 per share, subject to a minimum holding period of three years. The initial investment of $60.0 million closed on October 26, 2020. The remaining $140.0 million is subject to regulatory approvals and is expected to close by the end of 2020. On October 30, 2020, the Company completed an acquisition of an unaffiliated software company and also completed an asset acquisition for a total purchase price of approximately $48.2 million. The acquired technology in both transactions focuses on the pet space and, along with the acquired personnel, is intended to enable the Company to improve its back-end software to help facilitate growth opportunities, additional products and geographies, as well as enhance its mobile platform. The initial accounting of these acquisitions has not been completed at the time this Quarterly Report on Form 10-Q is issued. | ||
Subsequent Event [Member] | |||
Subsequent Event [Line Items] | |||
Proceeds from Issuance of Private Placement | $ 60,000,000 | ||
Payments to Acquire Businesses, Gross | $ 48,200,000 | ||
Committed Capital Remaining | $ 140,000,000 | ||
Stock Issued During Period, Shares, New Issues | 3,636,364 | ||
Shares Issued, Price Per Share | $ 55 | ||
Total Committed Capital | $ 200,000,000 |