Teladoc Health (TDOC) 10-Q 27 Oct 16 2016 Q3 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	9 Months Ended
	Sep. 30, 2016	Oct. 25, 2016
Document and Entity Information
Entity Registrant Name	Teladoc, Inc.
Entity Central Index Key	1,477,449
Document Type	10-Q
Document Period End Date	Sep. 30, 2016
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Entity Current Reporting Status	Yes
Entity Filer Category	Non-accelerated Filer
Document Fiscal Year Focus	2,016
Document Fiscal Period Focus	Q3
Entity Common Stock, Shares Outstanding		46,032,476

CONSOLIDATED BALANCE SHEETS

CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands	Sep. 30, 2016	Dec. 31, 2015
Current assets:
Cash and cash equivalents	$ 44,032	$ 55,066
Short-term investments	30,916	82,282
Accounts receivable, net of allowance of $2,923 and $1,812, respectively	12,904	12,134
Prepaid expenses and other current assets	3,380	2,096
Total current assets	91,232	151,578
Property and equipment, net	7,124	6,259
Goodwill	188,136	56,342
Intangible assets, net	26,386	15,265
Other assets	390	293
Total assets	313,268	229,737
Current liabilities:
Accounts payable	785	2,213
Accrued expenses and other current liabilities	9,733	8,197
Accrued compensation	7,781	6,326
Long-term bank and other debt-current	2,000	1,250
Total current liabilities	20,299	17,986
Other liabilities	6,655	6,775
Deferred taxes	1,545	1,185
Long term bank and other debt, net	42,469	25,227
Commitments and contingencies
Stockholders? equity:
Common stock, $0.001 par value; 75,000,000 shares authorized as of September 30, 2016 and December 31, 2015; 46,029,639 shares and 38,524,922 shares issued and outstanding as of September 30, 2016 and December 31, 2015, respectively	46	38
Additional paid-in capital	432,711	309,078
Accumulated deficit	(190,465)	(130,510)
Accumulated other comprehensive income (loss)	8	(42)
Total stockholders? equity	242,300	178,564
Total liabilities and stockholders? equity	$ 313,268	$ 229,737

CONSOLIDATED BALANCE SHEETS (Pa

CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands	Sep. 30, 2016	Dec. 31, 2015
Consolidated Balance Sheets
Allowance of Accounts receivable	$ 2,923	$ 1,812
Common stock par value (in dollars per share)	$ 0.001	$ 0.001
Common stock, shares authorized	75,000,000	75,000,000
Common stock, shares issued	46,029,639	38,524,922
Common stock, shares outstanding	46,029,639	38,524,922

CONSOLIDATED STATEMENTS OF OPER

CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2016	Sep. 30, 2015	Sep. 30, 2016	Sep. 30, 2015
Consolidated Statements of Operations
Revenue	$ 32,381	$ 19,973	$ 85,757	$ 54,745
Cost of revenue	7,112	4,488	21,946	14,563
Gross profit	25,269	15,485	63,811	40,182
Operating expenses:
Advertising and marketing	9,046	5,284	24,900	14,356
Sales	7,662	5,111	18,792	13,190
Technology and development	5,867	3,941	15,921	10,050
Legal	1,033	1,421	3,348	7,812
Regulatory	817	740	2,437	1,750
Acquisition costs	6,196	15	6,959	551
General and administrative	12,298	10,077	35,215	30,595
Depreciation and amortization	2,607	1,491	5,673	3,317
Loss from operations	(20,257)	(12,595)	(49,434)	(41,439)
Amortization of warrants and loss on extinguishment of debt	8,454		8,454
Interest expense, net	873	489	1,707	1,699
Net loss before taxes	(29,584)	(13,084)	(59,595)	(43,138)
Income tax (provision) benefit	(188)	(162)	(360)	125
Net loss	$ (29,772)	$ (13,246)	$ (59,955)	$ (43,013)
Net loss per share, basic and diluted	$ (0.65)	$ (0.37)	$ (1.46)	$ (3.15)
Weighted-average shares used to compute basic and diluted net loss per share	45,860,269	36,099,556	41,071,474	13,668,420

CONSOLIDATED STATEMENTS OF COMP

CONSOLIDATED STATEMENTS OF COMPREHENSIVE (LOSS) INCOME - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2016	Sep. 30, 2015	Sep. 30, 2016	Sep. 30, 2015
Consolidated Statements of Comprehensive (Loss) Income
Net loss	$ (29,772)	$ (13,246)	$ (59,955)	$ (43,013)
Other comprehensive income, net of tax
Net change in unrealized (losses) gains on available-for-sale securities	(17)	4	50	4
Other comprehensive income, net of tax	(17)	4	50	4
Comprehensive loss	$ (29,789)	$ (13,242)	$ (59,905)	$ (43,009)

CONSOLIDATED STATEMENTS OF STOC

CONSOLIDATED STATEMENTS OF STOCKHOLDERS? EQUITY - 9 months ended Sep. 30, 2016 - USD ($) $ in Thousands	Common Stock	Additional Paid-In Capital	Accumulated Deficit	Accumulated Other Comprehensive Income (Loss)	Total
Balance as of beginning of the period at Dec. 31, 2015	$ 38	$ 309,078	$ (130,510)	$ (42)	$ 178,564
Balance as of beginning of the period (in shares) at Dec. 31, 2015	38,524,922
Stockholders' Equity
Exercise of stock options	$ 1	2,208			2,209
Exercise of stock options (in shares)	530,562
Stock-based compensation		5,198			5,198
Warrants issued		7,717			7,717
Issuance of stock in acquisition	$ 7	108,260			108,267
Issuance of stock in acquisition (in shares)	6,955,796
Issuance of stock		250			250
Issuance of stock (in shares)	18,359
Other comprehensive income, net of tax				50	50
Net loss			(59,955)		(59,955)
Balance as of end of the period at Sep. 30, 2016	$ 46	$ 432,711	$ (190,465)	$ 8	$ 242,300
Balance as of end of the period (in shares) at Sep. 30, 2016	46,029,639

CONSOLIDATED STATEMENTS OF CASH

CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2016	Sep. 30, 2015
Cash flows used in operating activities:
Net loss	$ (59,955)	$ (43,013)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization	5,673	3,317
Allowance for doubtful accounts	1,970	1,418
Stock-based compensation, including employee stock purchase plan	5,198	2,096
Deferred income taxes	360	(125)
Accretion of interest	29	241
Amortization of warrants	7,717
Changes in operating assets and liabilities:
Accounts receivable	(1,515)	(3,415)
Prepaid expenses and other current assets	(1,116)	(1,320)
Other assets	(18)	13
Accounts payable	(2,265)	(769)
Accrued expenses and other current liabilities	(462)	600
Accrued compensation	614	2,516
Other liabilities	20	4,064
Net cash used in operating activities	(43,750)	(34,377)
Cash flows provided by (used in) investing activities:
Purchase of property and equipment	(1,118)	(5,481)
Purchase of internal software	(852)	(1,174)
Purchase of marketable securities	(44,187)	(100,556)
Proceeds from the liquidation/maturity of marketable securities	95,604	2,509
Acquisition of business, net of cash acquired	(37,013)	(17,767)
Net cash provided by (used in) investing activities	12,434	(122,469)
Cash flows from financing activities:
Net proceeds from the exercise of stock options	2,209	326
Proceeds from issuance of common stock under IPO		163,118
Proceeds from issuance of common stock	250
Proceeds from borrowing under bank and other debt	29,490	6,800
Repayment of bank loan and other debt	(11,667)	(5,770)
Net cash provided by financing activities	20,282	164,474
Net increase (decrease) in cash and cash equivalents	(11,034)	7,628
Cash and cash equivalents at beginning of the period	55,066	46,436
Cash and cash equivalents at end of the period	44,032	54,064
Interest paid	$ 1,734	$ 1,368

Organization and Description of

Organization and Description of Business	9 Months Ended
	Sep. 30, 2016
Organization and Description of Business
Organization and Description of Business	Note 1. Organization and Description of Business Teladoc, Inc. was incorporated in the State of Texas in June 2002 and changed its state of incorporation to the State of Delaware in October 2008. Unless the context otherwise requires, Teladoc, Inc., together with its subsidiaries, is referred to herein as “Teladoc” or the “Company”. The Company’s principal executive offices are located in Purchase, New York and Dallas, Texas. Teladoc is the nation’s largest telehealth company. On July 7, 2015, Teladoc closed on its initial public offering (the “IPO”) in which the Company issued and sold 9,487,500 shares of common stock, including the exercise of an underwriter option to purchase additional shares, at an issuance price of $19.00 per share. The Company received net proceeds of $163.1 million after deducting underwriting discounts and commissions of $12.6 million as well as other offering expenses of $4.5 million. On July 7, 2015, all of the Company’s then-outstanding convertible preferred stock converted into an aggregate of 25.5 million shares of common stock and all of the Company’s redeemable common stock converted into 113,294 shares of common stock. The Company completed the acquisitions of HY Holdings, Inc. d/b/a HealthiestYou Corporation (“HealthiestYou”), in 2016, Compile, Inc. d/b/a BetterHelp (“BetterHelp”) and Stat Health Services Inc. (“StatDoc”) in 2015, three companies engaged in telehealth activities similar to those of Teladoc. Additionally in 2015, the Company acquired certain assets from Gateway to Provider Access, Inc. (“Gateway”) which was engaged in marketing, selling and administering the Company’s services through other third parties. Upon the effective date of each respective merger, each entity merged with and into Teladoc.

Basis of Presentation and Princ

Basis of Presentation and Principles of Consolidation	9 Months Ended
	Sep. 30, 2016
Basis Of Presentation And Principles Of Consolidation
Basis of Presentation and Principles of Consolidation	Note 2. Basis of Presentation and Principles of Consolidation Basis of Presentation and Principles of Consolidation The accompanying unaudited consolidated financial statements of the Company have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) and applicable rules and regulations of the Securities and Exchange Commission (the “SEC”) regarding interim financial reporting. In the opinion of the Company’s management, the accompanying unaudited consolidated financial statements contain all adjustments (consisting of normal recurring accruals and adjustments) necessary to present fairly the financial position, results of operations and cash flows of the Company at the dates and for the periods indicated. The interim results for the quarter and nine months ended September 30, 2016 are not necessarily indicative of results for the full 2016 fiscal year or any other future interim periods. As such, the information included in this quarterly report on Form 10-Q should be read in conjunction with the consolidated financial statements and accompanying notes included in the Company’s Form 10-K for the fiscal year ended December 31, 2015. Certain information and footnote disclosures normally included in the financial statements prepared in accordance with U.S.GAAP are not required in these financial statements and have been condensed or ommitted. Significant accounting policies employed by the Company, including the use of estimates, were presented in the Notes to Consolidated Financial Statements of the Company’s 2015 Annual Report on Form 10-K. The unaudited consolidated financial statements include the results of Teladoc, two professional associations, twenty two professional corporations and a service corporation: Teladoc Physicians, P.A., Teladoc Behavioral Health, P.A., Teladoc Physicians, P.C. formed and operated in Alaska; Teladoc Physicians, P.C. formed and operated in California; Teladoc Physicians, P.C. formed and operated in Colorado; Teladoc Physicians, P.C. formed and operated in Michigan; Teladoc Physicians, P.C. formed and operated in New Jersey; Teladoc Physicians, P.C. formed and operated in New York; Teladoc Physicians, P.C. formed and operated in North Carolina; Teladoc Behavioral Health, P.C. formed and operated in Alaska; Teladoc Behavioral Health Alabama, P.C. formed and operated in Alabama; Teladoc Behavioral Health California, P.C. formed and operated in California; Teladoc Behavioral Health Colorado, P.C. formed and operated in Colorado; Teladoc Behavioral Health Illinois, P.C. formed and operated in Illinois; Teladoc Behavioral Health Louisiana, P.C. formed and operated in Louisiana; Teladoc Behavioral Health Massachusetts, P.C. formed and operated in Massachusetts; Teladoc Behavioral Health Michigan, P.C. formed and operated in Michigan; Teladoc Behavioral Health Nebraska, P.C. formed and operated in Nebraska; Teladoc Behavioral Health New Jersey, P.C. formed and operated in New Jersey; Consult Psychiatry, P.C. formed and operated in New York; Teladoc Behavioral Health North Carolina, P.C. formed and operated in North Carolina; Teladoc Behavioral Health Rhode Island, P.C. formed and operated in Rhode Island; Teladoc Behavioral Health Virginia, P.C. formed and operated in Virginia; Teladoc Behavioral Health Arizona, PC. Formed and operated in Arizona and Teladoc Behavioral Health Wisconsin, S.C. formed and operated in Wisconsin (collectively, the “Association”). Teladoc Physicians, P.A. is party to several Services Agreements by and among it and the professional corporations noted above pursuant to which each professional corporation provides services to Teladoc Physicians, P.A. Each professional corporation is established pursuant to the requirements of its respective domestic jurisdiction governing the corporate practice of medicine. The Company holds a variable interest in the Association which contracts with physicians and other health professionals in order to provide services to Teladoc. The Association is considered a variable interest entity (“VIE”) since it does not have sufficient equity to finance its activities without additional subordinated financial support. An enterprise having a controlling financial interest in a VIE, must consolidate the VIE if it has both power and benefits—that is, it has (1) the power to direct the activities of a VIE that most significantly impact the VIE’s economic performance (power) and (2) the obligation to absorb losses of the VIE that potentially could be significant to the VIE or the right to receive benefits from the VIE that potentially could be significant to the VIE (benefits). The Company has the power and rights to control all activities of the Association and funds and absorbs all losses of the VIE. Total revenue and net loss for the VIE were $4.5 million and $(2.2) million, respectively, for the quarter ended September 30, 2016 and $2.9 million and $(1.0) million, respectively, for the quarter ended September 30, 2015. Total revenue and net loss for the VIE were $15.5 million and $(5.7) million, respectively, for the nine months ended September 30, 2016 and $9.3 million and $(4.9) million, respectively, for the nine months ended September 30, 2015. The VIE’s total assets were $2.2 million and $2.4 million at September 30, 2016 and December 31, 2015, respectively. Total liabilities for the VIE were $24.3 million and $18.7 million at September 30, 2016 and December 31, 2015, respectively. The VIE’s total stockholders’ deficit was $22.1 million and $16.4 million at September 30, 2016 and December 31, 2015, respectively. All intercompany transactions and balances have been eliminated. There have been no changes to the significant accounting policies described in the Form-10-K that have had a material impact on the consolidated financial statements and related notes. Reclassifications Certain prior year amounts have been reclassified to conform to the current year presentation. Recently Issued Accounting Pronouncements In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2014-09, Revenue from Contracts with Customers (Topic 606), to achieve a consistent application of revenue recognition within the U.S., resulting in a single revenue model to be applied by reporting companies under GAAP. Under the new model, recognition of revenue occurs when a customer obtains control of promised goods or services in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. In addition, the revised guidance requires that reporting companies disclose the nature, amount, timing, and uncertainty of revenue and cash flows arising from contracts with customers. The revised guidance is effective for the Company beginning in the quarter ending March 31, 2018; early adoption is allowed. The revised guidance is required to be applied retrospectively to each prior reporting period presented or retrospectively with the cumulative effect of initially applying it recognized at the date of initial application. The Company is currently evaluating the transition method that will be elected and the potential effect the revised guidance will have on the consolidated financial statements. In August 2014, the FASB issued ASU 2014-15, Presentation of Financial Statements—Going Concern . This guidance addresses management’s responsibility to evaluate whether there is substantial doubt about an entity’s ability to continue as a going concern and to provide related footnote disclosures. Management’s evaluation should be based on relevant conditions and events that are known and reasonably knowable at the date that the financial statements are issued. ASU 2014-15 is effective for interim or annual periods beginning after December 15, 2016. Early adoption is permitted. The Company is currently evaluating the impact of the adoption of this standard on the consolidated financial statements. In September 2015, the FASB issued ASU 2015-16 , Business Combinations - Simplifying the Accounting for Measurement-Period Adjustments (Topic 805). ASU 2015-16 requires that an acquirer recognize adjustments to provisional amounts that are identified during the measurement period in the reporting period in which the adjustment amounts are determined. ASU 2015-16 is effective for interim and annual periods beginning after December 15, 2015, with early adoption permitted, and is to be applied on a prospective basis. For the quarter and nine months ended September 30, 2016, there was no impact of the adoption of this standard on the consolidated financial statements. In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842) . ASU 2016-02 related to leases that outlines a comprehensive lease accounting model and supersedes the current lease guidance. The new guidance requires lessees to recognize lease liabilities and corresponding right-of-use assets for all leases with lease terms of greater than 12 months. It also changes the definition of a lease and expands the disclosure requirements of lease arrangements. The new guidance must be adopted using the modified retrospective approach and will be effective for the Company starting in the first quarter of fiscal 2019. Early adoption is permitted. The Company is currently in the process of evaluating the impact of the adoption of this standard on the consolidated financial statements . In March 2016, the FASB issued ASU 2016-09, Compensation—Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting. ASU 2016-09 changes the accounting for share-based payments. Under the new guidance, excess tax benefits associated with share-based payment awards will be recognized in the income statement when the awards vest or settle, rather than in stockholders’ equity. In addition, it will increase the number of shares an employer can withhold to cover income taxes on share-based payment awards and still qualify for the exemption to liability classification. The new guidance will be effective for the Company starting in the first quarter of fiscal 2017. Early adoption is permitted in any annual or interim period. The Company is currently in the process of evaluating the impact of the adoption of this standard on the consolidated financial statements.

Business Acquisitions

Business Acquisitions	9 Months Ended
	Sep. 30, 2016
Business Acquisitions
Business Acquisitions	Note 3. Business Acquisitions On July 1, 2016, the Company completed the acquisition of HealthiestYou through a merger in which HealthiestYou became a wholly-owned subsidiary of the Company. The aggregate merger consideration paid was $151.5 million, which was comprised of 6,955,796 shares of Teladoc’s common stock valued at $108.3 million on July 1,2016, and $43.2 million of cash, subject to post-closing working capital adjustments as defined in the merger agreement. HealthiestYou is a leading telehealth consumer engagement technology platform for the small to mid-sized employer market. HealthiestYou provides end-users with access to telemedicine services including through a web-based portal and a mobile application. Solutions provided by HealthiestYou include 24/7 access to telephone, e-mail, and video conferencing with doctors as well as the convenience of procedure price comparisons, prescription medicine price comparisons, health plan information and benefits eligibility, and location information for wellness service providers. The acquisition was considered a stock acquisition for tax purposes and as such, the goodwill resulting from this acquisition is not tax deductible. The total acquisition related costs of the acquisition were $6.9 million and included transaction costs for banker and other professional fees as well as contract termination costs for certain HealthiestYou third party providers. The contract termination costs of $5.7 million were previously accrued by HealthiestYou and reflected in HealthiestYou’s financial statements as of June 30, 2016. These expenses are also reflected in the Company’s third quarter results as the Company benefited from the termination of these contracts and they represent a non-cash charge. On July 31, 2015, the Company acquired certain assets from Gateway for $1.5 million, subject to post-closing working capital adjustments as defined in the purchase agreement. Gateway is engaged in the marketing, selling and administering the Company’s services through other third parties and as a result, the acquisition price in excess of the net assets acquired, which were less than $0.1 million, was allocated to client relationships. The acquisition transaction costs were less than $0.1 million. The acquisition was considered an asset acquisition for tax purposes. On June 17, 2015, the Company completed the acquisition of StatDoc through a merger in which StatDoc became a wholly-owned subsidiary of the Company. The aggregate merger consideration paid by the Company in connection with the acquisition was $30.1 million, which was comprised of $13.3 million of cash and $16.8 million of the Company’s common stock (or 1,051,033 shares), subject to post-closing working capital adjustments as defined in the Agreement and Plan of Merger governing the acquisition. During the quarter ended September 30, 2015, the post-closing working capital adjustment was finalized favorably to the Company in the amount of less than $0.1 million. Fair value of the common stock was determined based on market data from similar healthcare enterprises. StatDoc is a telemedicine provider, focused on managed care, health system and self-insured clients. The acquisition was considered a stock acquisition for tax purposes and as such, the goodwill resulting from this acquisition is not tax deductible. The total transaction costs of the acquisition were $0.3 million. On January 23, 2015, the Company completed the acquisition of BetterHelp, through a merger in which BetterHelp became a wholly‑owned subsidiary of the Company. The consideration paid by the Company in connection with this acquisition consisted of (i) $3.3 million net of cash acquired and (ii) earn‑out payments equal to a percentage of the annual net revenue of the BetterHelp business for four years following closing. The Company computed the value of these future payments from internally produced revenue projections and recorded a contingent liability in the amount of $2.4 million which is considered as additional purchase consideration. The Company also issued an unsecured, subordinated promissory note in the amount of $1.0 million, with all principal and interest at a rate of 5% per annum being payable on the third anniversary of the closing to the selling shareholder and another executive of BetterHelp. If the employment of the promissory note holders is terminated, then they forfeit their right to receive the promissory note. As such, the Company has determined the promissory note to be compensatory and is accruing the expense over the service term. In December 2015, the Company agreed to pay the $1.0 million promissory note plus interest in January 2016 and, as a result, accelerated the expense in 2015. BetterHelp was acquired to help the Company expand its operations in the direct‑to‑consumer behavioral health sector. The acquisition was considered a stock acquisition for tax purposes and as such, the goodwill resulting from this acquisition is not tax deductible. The total transaction costs of the acquisition were $0.2 million. The acquisitions described above were accounted for using the acquisition method of accounting, which requires, among other things, the assets acquired and the liabilities assumed be recognized at their fair values as of the acquisition date. The results of the acquisitions were included within the consolidated financial statements commencing on the respective aforementioned acquisition dates. The following table summarizes the fair value estimates of the assets acquired and liabilities assumed at each acquisition date. For the recent HealthiestYou acquisition, the fair value estimates of the assets acquired and liabilities assumed are preliminary. The Company, with the assistance of a third-party valuation expert, estimated the fair value of the acquired tangible and intangible assets. Identifiable assets acquired and liabilities assumed (in thousands): HealthiestYou StatDoc BetterHelp Purchase price $ $ $ Less: Cash Accounts receivable Other assets Client relationships Non-compete agreements Internal software Trademarks — Accounts payable Deferred tax — — Other liabilities Goodwill $ $ $ The amount allocated to goodwill reflects the benefits Teladoc expects to realize from the growth of the respective acquisitions operations. Operating results from the date of their respective acquisitions are included in the accompanying unaudited consolidated financial statements. The Company’s unaudited pro forma revenue and net loss for the quarters ended September 30, 2016 and 2015 and for the nine months ended September 30, 2016 and 2015 below have been prepared as if HealthiestYou, StatDoc and BetterHelp had been purchased on January 1, 2015. Unaudited pro forma financial statement results including the results of Gateway would not differ materially from the Company’s historically reported financial statement results. Unaudited Pro Forma Unaudited Pro Forma Quarters Ended Year Ended September 30, September 30, (in thousands) 2016 2015 2016 2015 Revenue $ $ $ $ Net loss $ $ $ $ The pro forma financial information above is not necessarily indicative of what the Company’s consolidated results actually would have been if the acquisitions had been completed at the beginning of the respective periods. In addition, the pro forma information above does not attempt to project the Company’s future results.

Intangible Assets, Net

Intangible Assets, Net	9 Months Ended
	Sep. 30, 2016
Intangible Assets, Net
Intangible Assets, Net	Note 4. Intangible Assets, Net Intangible assets, net consist of the following (in thousands): Weighted Average Useful Accumulated Net Carrying Remaining Life Gross Value Amortization Value Useful Life September 30, 2016 Client relationships 2 to 10 years $ $ $ Non-compete agreements 1.5 to 5 years Trademarks 3 years Internal software 3 to 5 years Intangible assets, net $ $ $ December 31, 2015 Client relationships 2 to 10 years $ $ $ Non-compete agreements 3 to 5 years Trademarks 3 years Internal software 3 to 5 years Intangible assets, net $ $ $ Amortization expense for intangible assets was $2.0 million and $1.2 million for the quarters ended September 30, 2016 and 2015, respectively and $4.1 million and $2.6 million for the nine months ended September 30, 2016 and 2015, respectively.

Goodwill

Goodwill	9 Months Ended
	Sep. 30, 2016
Goodwill
Goodwill	Note 5. Goodwill Goodwill consists of the following (in thousands): As of September 30, As of December 31, 2016 2015 Beginning balance $ $ Additions associated with acquisitions Goodwill $ $

Accrued Expenses and Other Curr

Accrued Expenses and Other Current Liabilities	9 Months Ended
	Sep. 30, 2016
Accrued Expenses and Other Current Liabilities
Accrued Expenses and Other Current Liabilities	Note 6. Accrued Expenses and Other Current Liabilities Accrued expenses and other current liabilities consist of the following (in thousands): As of September 30, As of December 31, 2016 2015 Professional fees $ $ Consulting fees/customer service fees/provider fees Legal fees Interest payable Marketing Earnout and compensation Lease abandonment Deferred revenue Other Total $ $

Fair Value Measurements

Fair Value Measurements	9 Months Ended
	Sep. 30, 2016
Fair Value Measurements
Fair Value Measurements	Note 7. Fair Value Measurements The Company measures its financial assets and liabilities at fair value at each reporting period using a fair value hierarchy that requires it to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. A financial instrument’s classification within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement. Three levels of inputs may be used to measure fair value: Level 1—Observable inputs that reflect quoted prices (unadjusted) for identical assets or liabilities in active markets. Level 2—Include other inputs that are directly or indirectly observable in the marketplace. Level 3—Unobservable inputs that are supported by little or no market activity. The Company measures its cash equivalents at fair value on a recurring basis. The Company classifies its cash equivalents within Level 1 because they are valued using observable inputs that reflect quoted prices for identical assets in active markets and quoted prices directly in active markets. The Company measures its short-term investments at fair value on a recurring basis and classifies such as Level 2. They are valued using observable inputs that reflect quoted prices directly or indirectly in active markets. The short-term investments amortized cost approximates fair value. The Company measures its contingent consideration at fair value on a recurring basis and classifies such as Level 3. The Company estimates the fair value of contingent consideration as the present value of the expected contingent payments, determined using the weighted probability of the possible payments. The following tables present information about the Company’s assets and liabilities that are measured at fair value on a recurring basis using the above input categories (in thousands): September 30, 2016 Level 1 Level 2 Level 3 Total Cash and cash equivalents $ $ — $ — $ Short-term investments $ — $ $ — $ Contingent liability (included in other liabilities) $ — $ — $ $ December 31, 2015 Level 1 Level 2 Level 3 Total Cash and cash equivalents $ $ — $ — $ Short-term investments $ — $ $ — $ Contingent liability (included in accrued expenses and other current liabilities and other liabilities) $ — $ — $ $ There were no transfers between fair value measurement levels during the nine months ended September 30, 2016 and 2015. The change in fair value of the Company’s contingent liability is recorded in general and administrative expenses in the consolidated statements of operations. The following table reconciles the beginning and ending balance of the Company’s Level 3 contingent liability: Balance at December 31, 2015 $ Change in fair value Fair value at September 30, 2016 $

Long Term Bank and Other Debt

Long Term Bank and Other Debt	9 Months Ended
	Sep. 30, 2016
Long Term Bank and Other Debt
Long Term Bank and Other Debt	Note 8. Long Term Bank and Other Debt Long‑term bank and other debt consist of the following (in thousands): As of September 30, As of December 31, 2016 2015 SVB Mezzanine Term Loan less debt discount of $0 and $190 $ $ SVB Term Loan Facility — SVB Revolving Advance Facility — SVB Line of Credit Facility less debt discount of $76 and $0 — Subordinated Promissory Note Interest payable — Total Less: current portion of Subordinated Promissory Note/SVB Term Loan Facility Long term bank and other debt $ $ Long term bank and other debt are stated at amortized cost, which approximates fair value. In July 2016, the Company entered into an Amended and Restated Loan and Security Agreement with Silicon Valley Bank (“SVB”) that provided for a $25 million Mezzanine Term Loan and a $25 million Line of Credit Facility. The Mezzanine Term Loan carries interest at a rate of 6.25% above the WSJ Prime Rate with a WSJ Prime Rate floor of 3.5% and matures in July 2019. Interest payments are payable monthly in arrears. The Company incurred a $250,000 loan origination fee and will be liable for a final payment fee of $750,000 payable at maturity or upon prepayment of the Mezzanine Term Loan. In connection with entry into the Mezzanine Term Loan, the Company granted two affiliates of SVB warrants to purchase an aggregate of 798,694 shares of common stock of the Company at an exercise price of $13.50 per share. The warrants are immediately exercisable and have a 10-year term. The fair value of the common stock warrants on the date of issue was approximately $7.7 million. The Company also granted SVB a security interest in significantly all of the Company’s assets. The Mezzanine Term Loan has been used to fund the expansion of the Company’s business. The Company determined that the Mezzanine Term Loan represents an extinguishment of the original Mezzanine Term Loan and as a result recorded a one-time charge of $8.5 million. The amortization of warrants and loss on extinguishment of debt includes the write-off of fees paid to SVB, deferred debt costs associated with the original Mezzanine Term Loan and the $7.7 million non-cash fair value of the aforementioned warrants. The Line of Credit Facility provides for borrowings up to $25 million based on 300% of the Company’s monthly recurring revenue, as defined. In addition, there is an additional $25 million Uncommitted Incremental Facility permitted under the Line of Credit Facility. The Line of Credit Facility carries interest at a rate of 0.50% above the WSJ Prime Rate and matures in July 2019. The Company incurred an initial $75,000 loan origination fee and is responsible for additional $75,000 in annual fees on the anniversary of the Line of Credit Facility. The Company will also be liable for a $50,000 loan arrangement fee if and when the Company utilizes the Uncommitted Incremental Facility. Additonally, the Company determined that the original Amended Term Loan Facility and Revolving Advance Facility were modified as part of the July 2016 refinancing and as a result, less than $0.1 million of previous deferred loan costs will continue to be amortized to interest expense through July 2019. The following information describes the Company’s debt agreements before the refinancing in July 2016. In May 2014, the Company entered into an Amended and Restated Loan and Security Agreement with SVB that provided for a Revolving Advance Facility and a Term Loan Facility (the “Amended Term Loan Facility”). The Revolving Advance Facility provided for borrowings up to $12.0 million based on 300% of the Company’s monthly recurring revenue, as defined therein. Borrowings under the Revolving Advance Facility were $6.5 million at December 31, 2015. The Revolving Advance Facility carried interest at a rate of 0.75% above the prime rate per annum. Interest payments were payable monthly in arrears. The Amended Term Loan Facility provides for borrowings up to $5.0 million. As of December 31, 2015, the Company had utilized the total $5.0 million available under this Amended Term Loan Facility. The Amended Term Loan Facility carried interest at a rate of 1.00% above the prime rate per annum. Interest payments were payable monthly in arrears. Payments on the Amended Term Loan Facility commenced in May 2015 and continued with equal monthly payments of principal plus interest through the July 2016 refinancing date. In May 2014, the Company entered into a Subordinated Loan and Security Agreement with SVB that provided for a Mezzanine Term Loan totaling $13.0 million. The total $13.0 million drawdown of the Mezzanine Facility was completed in September 2014. The Mezzanine Term Loan carried interest at a rate of 10.00% per annum. Interest payments were payable monthly in arrears. In connection with entry into the Mezzanine Term Loan, the Company granted two affiliates of SVB warrants to purchase an aggregate of 131,239 shares of common stock of the Company at an exercise price of $2.95 per share. The warrants were immediately exercisable and have a 10‑year term. The Company also granted SVB a security interest in significantly all of the Company’s assets. The Mezzanine Term Loan was used to fund the expansion of the Company’s business. Effective with the purchase of AmeriDoc, LLC (“AmeriDoc”) in 2014, the Company executed a Subordinated Promissory Note in the amount of $3.5 million payable to the seller of AmeriDoc on April 30, 2015. The Subordinated Promissory Note carries interest at a rate of 10.00% annual interest and is subordinated to the SVB Facilities. In March 2015, the Company, the seller of AmeriDoc and SVB executed an Amended and Restated Subordinated Promissory Note that extended the maturity of the Amended and Restated Subordinated Promissory Note to April 30, 2017. In November 2015, the Company executed the Second Amended and Restated Subordinated Promissory Note with a revised annual interest rate of 7% commencing on January 1, 2016 and extended the maturity of the Second Amended and Restated Subordinated Promissory Note to April 30, 2018 with a seller put option effective on April 30, 2017. The Company repaid $1.0 million and $0.5 million of principal on this Second Amended and Restated Subordinated Promissory Note during 2016 and 2015, respectively. As a result of the seller put option, the Company has classified the $2.0 million outstanding balance to current liability as of September 30, 2016. The Company was in compliance with all debt covenants at September 30, 2016 and December 31, 2015.

Lease Abandonment Charge

Lease Abandonment Charge	9 Months Ended
	Sep. 30, 2016
Lease Abandonment Charge
Lease Abandonment Charge	Note 9. Lease Abandonment Charge In connection with the Company’s abandonment of facilities in Dallas, Texas and Greenwich, Connecticut, the Company incurred none and $0.7 million, in lease abandonment charges during the quarter and nine months ended September 30, 2015, respectively, included within general and administrative expenses in the consolidated statement of operations. There were no lease abandonments in 2016. The following table details the associated liability which is included in accrued expenses in the consolidated balance sheet (in thousands): Balance January 1, 2016 $ Paid or settled Balance September 30, 2016 $

Commitments and Contingenciess

Commitments and Contingenciess	9 Months Ended
	Sep. 30, 2016
Commitments and Contingencies
Commitments and Contingencies	Note 10. Commitments and Contingencies Legal Matters The Company may become subject to legal proceedings, claims and litigation arising in the ordinary course of its business. At September 30, 2016, the Company was party to the following legal proceedings: On April 29, 2015, the Company filed a lawsuit against the Texas Medical Board (the ‘‘TMB’’) in the United States District Court for the Western District of Texas, Austin Division alleging that the TMB’s adoption on April 10, 2015 of an amendment to 22 T.A.C. 190.8(1)(L) that would require a prior in-person examination for a doctor validly to prescribe any controlled substance to a patient in Texas constitutes a violation, inter alia , of the Sherman Antitrust Act. The District Court held a hearing on May 22, 2015 on Teladoc’s motion for preliminary injunction of the effectiveness of such amendment, which otherwise was scheduled to take effect on June 3, 2015. On May 29, 2015, the District Court issued the preliminary injunction requested by Teladoc and enjoined the effectiveness of such rule amendment pending trial. On July 30, 2015, the TMB filed a motion to dismiss the suit, and the District Court denied this motion on December 14, 2015. On January 8, 2016, the TMB provided notice of its intent to appeal the District Court’s denial of its motion to dismiss to the U.S. Court of Appeals for the Fifth Circuit, which was filed on June 17, 2016 and was subsequently withdrawn by the TMB on October 17, 2016. On January 14, 2016, the District Court granted the parties’ joint motion to stay the trial case pending the aforementioned appeal. Accordingly, no trial date has been set. Business in the State of Texas accounted for approximately $11.1 million (or 13%) and $12.6 million (or 16%) of the Company’s consolidated revenue for the nine months ended September 30, 2016 and during the year ended December 31, 2015, respectively. If the TMB’s proposed rule amendments go into effect as written and Teladoc is unable to adapt its business model in compliance with the revised rule, its ability to operate its business in the State of Texas could be materially adversely affected, which would have a material adverse effect on its business, financial condition and results of operations. On June 8, 2015, American Well Corporation filed a complaint against Teladoc in the United States District Court for the District of Massachusetts alleging that certain of its operating platform’s technology infringes one of American Well’s patents, which patent Teladoc is seeking to invalidate pursuant to a petition for inter partes review that Teladoc filed with the U.S. Patent and Trademark Office’s Patent Trial and Appeals Board in March 2015. On June 13, 2016, the District Court dismissed the complaint against Teladoc on the basis that the intellectual property claims American Well sought to protect were not of patentable subject matter. On July 15, 2016, American Well filed notice with the District Court of its intent to appeal the court’s decision. Other than as stated the Company is not a party to any material legal proceeding, and it is not aware of any pending or threatened litigation that would have a material adverse effect on its business, results of operations, cash flows or financial condition should such litigation be resolved unfavorably. The Company routinely assesses all of its litigation and threatened litigation as to the probability of ultimately incurring a liability and records its best estimate of the ultimate loss in situations where it assesses the likelihood of loss as probable and estimable. In this regard, the Company establishes accrual estimates for various lawsuits, claims, investigations and proceedings when it is probable that an asset has been impaired or a liability incurred at the date of the financial statements and the loss can be reasonably estimated. At September 30, 2016, the Company has established accruals for certain of its lawsuits, claims, investigations and proceedings based upon estimates of the most likely outcome in a range of loss or the minimum amounts in a range of loss if no amount within a range is a more likely estimate. The Company does not believe that at September 30, 2016 any reasonably possible losses in excess of the amounts accrued would be material to the unaudited consolidated financial statements.

Common Stock and Stockholders'

Common Stock and Stockholders' Equity	9 Months Ended
	Sep. 30, 2016
Common Stock and Stockholders'Equity
Common Stock and Stockholders' Equity	Note 11. Common Stock and Stockholders’ Equity Capitalization On July 7, 2015, Teladoc closed on its IPO in which the Company issued and sold 9,487,500 shares of common stock, including the exercise of an underwriter option to purchase additional shares, at an issuance price of $19.00 per share. The Company received net proceeds of $163.1 million after deducting underwriting discounts and commissions of $12.6 million as well as other offering expenses of $4.5 million. On June 17, 2015, the Company filed a Certificate of Amendment to the Company’s Certificate of Incorporation to effect a reverse stock split of all outstanding shares of common stock which provided that every 2.2859 shares of the Company’s issued and outstanding common stock automatically combine into one issued and outstanding share of the Company’s common stock. All shares and per share amounts in the consolidated financial statements and accompanying notes have been retroactively adjusted to give effect to the reverse stock split. In addition, the Certificate of Amendment increased the number of authorized shares of the Company’s common stock to 75,000,000 shares and the number of authorized shares of the Company’s preferred stock to 50,479,286 shares. On July 7, 2015, all of the Company’s then-outstanding convertible preferred stock converted into an aggregate of 25.5 million shares of common stock and all of the Company’s redeemable common stock converted into 113,294 shares of common stock. Warrants In July 2016, in conjunction with the debt refinancing of the Mezzanine Term Loan, the Company issued 798,694 common stock warrants to purchase an aggregate of 798,694 shares of its common stock at an exercise price of $13.50 per share to two entities affiliated with SVB. The common stock warrants were immediately exercisable upon issuance and have a 10-year term. The fair value of the common stock warrants on the date of issue was approximately $7.7 million which was recorded as an increase to additional paid in capital. The Company determined that the July 2016 Mezzanine Term Loan represents an extinguishment of the original Mezzanine Term Loan and as a result recorded a one-time charge to write off the $7.7 million non-cash fair value of the warrants during the quarter ended September 30, 2016. These warrants are outstanding as of September 30, 2016. Stock Plan and Stock Options The Company’s 2015 Incentive Award Plan (the “Plan”) provides for the issuance of incentive and nonstatutory options and other equity-based awards to its employees and non‑employees. Options issued under the Plan are exercisable for periods not to exceed ten years and vest generally over a four year period. Prior to becoming a public enterprise, pursuant to the Company’s Second Amended and Restated Stock Incentive Plan which is now retired, the Company historically issued incentive and non-statutory stock options with exercise prices equal to the fair value of the Company’s common stock on the date of grant, as determined by the Company’s board of directors informed by third-party valuation. Subsequent to becoming a public enterprise, only options to buy common stock have been issued under the Plan, with exercise prices equal to the closing price of shares of the Company’s common stock on the New York Stock Exchange on the trading day immediately preceding the date of award. Activity under the Plan is as follows (in thousands, except share and per share amounts and years): Weighted- Weighted- Average Shares Number of Average Remaining Aggregate Available Shares Exercise Contractual Intrinsic for Grant Outstanding Price Life in Years Value Balance at December 31, 2015 $ $ Increase in Plan authorized shares — $ — — $ — Stock option grants $ — $ Stock options exercised — $ — $ Stock options expired $ — $ Balance at September 30, 2016 $ $ Vested or expected to vest September 30, 2016 $ $ Exercisable as of September 30, 2016 $ $ The total grant‑date fair value of stock options granted during the quarter and nine months ended September 30, 2016 was $7.4 million and $19.6 million, respectively. Stock‑Based Compensation All stock‑based awards to employees are measured based on the grant‑date fair value of the awards and are generally recognized in the Company’s consolidated statement of operations over the period during which the employee is required to perform services in exchange for the award (generally requiring a four‑year vesting period for each award on a straight line basis). The Company estimates the fair value of stock options granted using the Black‑Scholes option‑pricing model. Given the absence of a public trading market prior to July 2015, the Company’s board of directors considered numerous objective and subjective factors to determine the fair value of its common stock at each grant date. These factors included, but were not limited to, (i) contemporaneous valuations of common stock performed by unrelated third‑party specialists; (ii) the prices for the Preferred Stock sold to outside investors; (iii) the rights, preferences and privileges of the Preferred Stock relative to the common stock; (iv) the lack of marketability of the common stock; (v) developments in the business; and (vi) the likelihood of achieving a liquidity event, such as an IPO or a merger or acquisition of the Company, given prevailing market conditions. The assumptions used in the Black‑Scholes option‑pricing model were determined as follows: Volatility. Since the Company does not have a trading history prior to July 2015 for its common stock, the expected volatility was derived from the historical stock volatilities of several unrelated public companies within its industry that it considers to be comparable to its business over a period equivalent to the expected term of the stock option grants. Risk‑Free Interest Rate. The risk‑free interest rate is based on U.S. Treasury zero‑coupon issues with remaining terms similar to the expected term on the options. Expected Term. The expected term represents the period that the stock‑based awards are expected to be outstanding. When establishing the expected term assumption, the Company used the “simplified” method because the Company does not have adequate historical data. Dividend Yield. The Company has never declared or paid any cash dividends and does not plan to pay cash dividends in the foreseeable future, and therefore, it used an expected dividend yield of zero. Forfeiture rate. The Company uses historical data to estimate pre‑ vesting option forfeitures and record stock‑based compensation expense only for those awards that are expected to vest. The fair value of each option grant was estimated on the date of grant using the Black‑Scholes option‑pricing model with the following assumptions and fair value per share: Nine Months Ended September 30, 2016 2015 Volatility 44.7% – 46.3% 49.4% – 51.0% Expected life (in years) 6.0 7.0 Risk-free interest rate 1.09% - 1.91% 1.58% - 2.06% Dividend yield – – Weighted-average fair value of underlying common stock $ 6.27 $ 6.95 Total compensation costs charged as an expense for stock‑based awards, including stock options, recognized in the components of operating expenses are as follows (in thousands): Quarters Ended Nine Months Ended September 30, September 30, 2016 2015 2016 2015 Administrative and marketing $ $ $ $ Sales Technology and development General and administrative Total stock-based compensation expense $ $ $ $ As of September 30, 2016, the Company had $23.8 million in unrecognized compensation cost related to non‑vested stock options, which is expected to be recognized over a weighted‑average period of approximately 3.0 years. Employee Stock Purchase Plan In July 2015, the Company adopted the 2015 Employee Stock Purchase Plan, or ESPP, in connection with its initial public offering. A total of 458,024 shares of common stock were reserved for issuance under this plan. The Company’s ESPP permits eligible employees to purchase common stock at a discount through payroll deductions during defined offering periods. Under the ESPP, the Company may specify offerings with durations of not more than 27 months, and may specify shorter purchase periods within each offering. Each offering will have one or more purchase dates on which shares of its common stock will be purchased for employees participating in the offering. An offering may be terminated under certain circumstances. The price at which the stock is purchased is equal to the lower of 85% of the fair market value of the common stock at the beginning of an offering period or on the date of purchase. As of September 30, 2016, the Company had not issued any shares under the ESPP and 458,024 remained available for issuance. For the quarter and nine months ended September 30, 2016, the Company recorded stock-based compensation expense related to the ESPP of $0.1 million and $0.1 million based on offerings made under the plan to-date, respectively and there was none in 2015.

Income Taxes

Income Taxes	9 Months Ended
	Sep. 30, 2016
Income Taxes
Income Taxes	Note 12. Income Taxes As a result of the Company’s history of net operating losses, the Company has provided for a full valuation allowance against its deferred tax assets for assets that are not more-likely-than-not to be realized. A deferred tax provision was recognized for the quarter ended September 30, 2016 and 2015, as well as for the nine months ended September 30, 2016, primarily attributable to the timing differences with respect to the treatment of the amortization of tax deductible goodwill. For the nine months ended September 30, 2015, an income tax benefit was realized as a result of acquisition activity partially offset by the aforementioned timing difference. Substantially all of the Company’s operations, and resulting deferred tax assets, were generated in the United States.

Basis of Presentation and Pri20

Basis of Presentation and Principles of Consolidations (Policies)	9 Months Ended
	Sep. 30, 2016
Basis Of Presentation And Principles Of Consolidation
Basis of Presentation and Principles of Consolidation	Basis of Presentation and Principles of Consolidation The accompanying unaudited consolidated financial statements of the Company have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) and applicable rules and regulations of the Securities and Exchange Commission (the “SEC”) regarding interim financial reporting. In the opinion of the Company’s management, the accompanying unaudited consolidated financial statements contain all adjustments (consisting of normal recurring accruals and adjustments) necessary to present fairly the financial position, results of operations and cash flows of the Company at the dates and for the periods indicated. The interim results for the quarter and nine months ended September 30, 2016 are not necessarily indicative of results for the full 2016 fiscal year or any other future interim periods. As such, the information included in this quarterly report on Form 10-Q should be read in conjunction with the consolidated financial statements and accompanying notes included in the Company’s Form 10-K for the fiscal year ended December 31, 2015. Certain information and footnote disclosures normally included in the financial statements prepared in accordance with U.S.GAAP are not required in these financial statements and have been condensed or ommitted. Significant accounting policies employed by the Company, including the use of estimates, were presented in the Notes to Consolidated Financial Statements of the Company’s 2015 Annual Report on Form 10-K. The unaudited consolidated financial statements include the results of Teladoc, two professional associations, twenty two professional corporations and a service corporation: Teladoc Physicians, P.A., Teladoc Behavioral Health, P.A., Teladoc Physicians, P.C. formed and operated in Alaska; Teladoc Physicians, P.C. formed and operated in California; Teladoc Physicians, P.C. formed and operated in Colorado; Teladoc Physicians, P.C. formed and operated in Michigan; Teladoc Physicians, P.C. formed and operated in New Jersey; Teladoc Physicians, P.C. formed and operated in New York; Teladoc Physicians, P.C. formed and operated in North Carolina; Teladoc Behavioral Health, P.C. formed and operated in Alaska; Teladoc Behavioral Health Alabama, P.C. formed and operated in Alabama; Teladoc Behavioral Health California, P.C. formed and operated in California; Teladoc Behavioral Health Colorado, P.C. formed and operated in Colorado; Teladoc Behavioral Health Illinois, P.C. formed and operated in Illinois; Teladoc Behavioral Health Louisiana, P.C. formed and operated in Louisiana; Teladoc Behavioral Health Massachusetts, P.C. formed and operated in Massachusetts; Teladoc Behavioral Health Michigan, P.C. formed and operated in Michigan; Teladoc Behavioral Health Nebraska, P.C. formed and operated in Nebraska; Teladoc Behavioral Health New Jersey, P.C. formed and operated in New Jersey; Consult Psychiatry, P.C. formed and operated in New York; Teladoc Behavioral Health North Carolina, P.C. formed and operated in North Carolina; Teladoc Behavioral Health Rhode Island, P.C. formed and operated in Rhode Island; Teladoc Behavioral Health Virginia, P.C. formed and operated in Virginia; Teladoc Behavioral Health Arizona, PC. Formed and operated in Arizona and Teladoc Behavioral Health Wisconsin, S.C. formed and operated in Wisconsin (collectively, the “Association”). Teladoc Physicians, P.A. is party to several Services Agreements by and among it and the professional corporations noted above pursuant to which each professional corporation provides services to Teladoc Physicians, P.A. Each professional corporation is established pursuant to the requirements of its respective domestic jurisdiction governing the corporate practice of medicine. The Company holds a variable interest in the Association which contracts with physicians and other health professionals in order to provide services to Teladoc. The Association is considered a variable interest entity (“VIE”) since it does not have sufficient equity to finance its activities without additional subordinated financial support. An enterprise having a controlling financial interest in a VIE, must consolidate the VIE if it has both power and benefits—that is, it has (1) the power to direct the activities of a VIE that most significantly impact the VIE’s economic performance (power) and (2) the obligation to absorb losses of the VIE that potentially could be significant to the VIE or the right to receive benefits from the VIE that potentially could be significant to the VIE (benefits). The Company has the power and rights to control all activities of the Association and funds and absorbs all losses of the VIE. Total revenue and net loss for the VIE were $4.5 million and $(2.2) million, respectively, for the quarter ended September 30, 2016 and $2.9 million and $(1.0) million, respectively, for the quarter ended September 30, 2015. Total revenue and net loss for the VIE were $15.5 million and $(5.7) million, respectively, for the nine months ended September 30, 2016 and $9.3 million and $(4.9) million, respectively, for the nine months ended September 30, 2015. The VIE’s total assets were $2.2 million and $2.4 million at September 30, 2016 and December 31, 2015, respectively. Total liabilities for the VIE were $24.3 million and $18.7 million at September 30, 2016 and December 31, 2015, respectively. The VIE’s total stockholders’ deficit was $22.1 million and $16.4 million at September 30, 2016 and December 31, 2015, respectively. All intercompany transactions and balances have been eliminated. There have been no changes to the significant accounting policies described in the Form-10-K that have had a material impact on the consolidated financial statements and related notes.
Reclassifications	Reclassifications Certain prior year amounts have been reclassified to conform to the current year presentation.
Recently Issued Accounting Pronouncements	Recently Issued Accounting Pronouncements In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2014-09, Revenue from Contracts with Customers (Topic 606), to achieve a consistent application of revenue recognition within the U.S., resulting in a single revenue model to be applied by reporting companies under GAAP. Under the new model, recognition of revenue occurs when a customer obtains control of promised goods or services in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. In addition, the revised guidance requires that reporting companies disclose the nature, amount, timing, and uncertainty of revenue and cash flows arising from contracts with customers. The revised guidance is effective for the Company beginning in the quarter ending March 31, 2018; early adoption is allowed. The revised guidance is required to be applied retrospectively to each prior reporting period presented or retrospectively with the cumulative effect of initially applying it recognized at the date of initial application. The Company is currently evaluating the transition method that will be elected and the potential effect the revised guidance will have on the consolidated financial statements. In August 2014, the FASB issued ASU 2014-15, Presentation of Financial Statements—Going Concern . This guidance addresses management’s responsibility to evaluate whether there is substantial doubt about an entity’s ability to continue as a going concern and to provide related footnote disclosures. Management’s evaluation should be based on relevant conditions and events that are known and reasonably knowable at the date that the financial statements are issued. ASU 2014-15 is effective for interim or annual periods beginning after December 15, 2016. Early adoption is permitted. The Company is currently evaluating the impact of the adoption of this standard on the consolidated financial statements. In September 2015, the FASB issued ASU 2015-16 , Business Combinations - Simplifying the Accounting for Measurement-Period Adjustments (Topic 805). ASU 2015-16 requires that an acquirer recognize adjustments to provisional amounts that are identified during the measurement period in the reporting period in which the adjustment amounts are determined. ASU 2015-16 is effective for interim and annual periods beginning after December 15, 2015, with early adoption permitted, and is to be applied on a prospective basis. For the quarter and nine months ended September 30, 2016, there was no impact of the adoption of this standard on the consolidated financial statements. In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842) . ASU 2016-02 related to leases that outlines a comprehensive lease accounting model and supersedes the current lease guidance. The new guidance requires lessees to recognize lease liabilities and corresponding right-of-use assets for all leases with lease terms of greater than 12 months. It also changes the definition of a lease and expands the disclosure requirements of lease arrangements. The new guidance must be adopted using the modified retrospective approach and will be effective for the Company starting in the first quarter of fiscal 2019. Early adoption is permitted. The Company is currently in the process of evaluating the impact of the adoption of this standard on the consolidated financial statements . In March 2016, the FASB issued ASU 2016-09, Compensation—Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting. ASU 2016-09 changes the accounting for share-based payments. Under the new guidance, excess tax benefits associated with share-based payment awards will be recognized in the income statement when the awards vest or settle, rather than in stockholders’ equity. In addition, it will increase the number of shares an employer can withhold to cover income taxes on share-based payment awards and still qualify for the exemption to liability classification. The new guidance will be effective for the Company starting in the first quarter of fiscal 2017. Early adoption is permitted in any annual or interim period. The Company is currently in the process of evaluating the impact of the adoption of this standard on the consolidated financial statements.

Business Acquisitions (Tables)

Business Acquisitions (Tables)	9 Months Ended
	Sep. 30, 2016
Business Acquisitions
Summary of identifiable assets acquired and liabilities assumed	Identifiable assets acquired and liabilities assumed (in thousands): HealthiestYou StatDoc BetterHelp Purchase price $ $ $ Less: Cash Accounts receivable Other assets Client relationships Non-compete agreements Internal software Trademarks — Accounts payable Deferred tax — — Other liabilities Goodwill $ $ $
Schedule of unaudited pro forma revenue and net loss	Unaudited Pro Forma Unaudited Pro Forma Quarters Ended Year Ended September 30, September 30, (in thousands) 2016 2015 2016 2015 Revenue $ $ $ $ Net loss $ $ $ $

Intangible Assets, Net (Tables)

Intangible Assets, Net (Tables)	9 Months Ended
	Sep. 30, 2016
Intangible Assets, Net
Schedule of finite lived intangible assets	Intangible assets, net consist of the following (in thousands): Weighted Average Useful Accumulated Net Carrying Remaining Life Gross Value Amortization Value Useful Life September 30, 2016 Client relationships 2 to 10 years $ $ $ Non-compete agreements 1.5 to 5 years Trademarks 3 years Internal software 3 to 5 years Intangible assets, net $ $ $ December 31, 2015 Client relationships 2 to 10 years $ $ $ Non-compete agreements 3 to 5 years Trademarks 3 years Internal software 3 to 5 years Intangible assets, net $ $ $

Goodwill (Tables)

Goodwill (Tables)	9 Months Ended
	Sep. 30, 2016
Goodwill
Summary of goodwill	Goodwill consists of the following (in thousands): As of September 30, As of December 31, 2016 2015 Beginning balance $ $ Additions associated with acquisitions Goodwill $ $

Accrued Expenses and Other Cu24

Accrued Expenses and Other Current Liabilities (Tables)	9 Months Ended
	Sep. 30, 2016
Accrued Expenses and Other Current Liabilities
Schedule of accrued expenses and other current liabilities	Accrued expenses and other current liabilities consist of the following (in thousands): As of September 30, As of December 31, 2016 2015 Professional fees $ $ Consulting fees/customer service fees/provider fees Legal fees Interest payable Marketing Earnout and compensation Lease abandonment Deferred revenue Other Total $ $

Fair Value Measurements (Tables

Fair Value Measurements (Tables)	9 Months Ended
	Sep. 30, 2016
Fair Value Measurements
Schedule assets and liabilities measured at fair value on a recurring basis	The following tables present information about the Company’s assets and liabilities that are measured at fair value on a recurring basis using the above input categories (in thousands): September 30, 2016 Level 1 Level 2 Level 3 Total Cash and cash equivalents $ $ — $ — $ Short-term investments $ — $ $ — $ Contingent liability (included in other liabilities) $ — $ — $ $ December 31, 2015 Level 1 Level 2 Level 3 Total Cash and cash equivalents $ $ — $ — $ Short-term investments $ — $ $ — $ Contingent liability (included in accrued expenses and other current liabilities and other liabilities) $ — $ — $ $
Schedule of reconciliation of company's Level 3 liabilities	Balance at December 31, 2015 $ Change in fair value Fair value at September 30, 2016 $

Long Term Bank and Other Debt (

Long Term Bank and Other Debt (Tables)	9 Months Ended
	Sep. 30, 2016
Long Term Bank and Other Debt
Schedule of long-term bank and other debt components	Long‑term bank and other debt consist of the following (in thousands): As of September 30, As of December 31, 2016 2015 SVB Mezzanine Term Loan less debt discount of $0 and $190 $ $ SVB Term Loan Facility — SVB Revolving Advance Facility — SVB Line of Credit Facility less debt discount of $76 and $0 — Subordinated Promissory Note Interest payable — Total Less: current portion of Subordinated Promissory Note/SVB Term Loan Facility Long term bank and other debt $ $

Lease Abandonment Charge (Table

Lease Abandonment Charge (Tables)	9 Months Ended
	Sep. 30, 2016
Lease Abandonment Charge
Schedule of lease abandonment charges	The following table details the associated liability which is included in accrued expenses in the consolidated balance sheet (in thousands): Balance January 1, 2016 $ Paid or settled Balance September 30, 2016 $

Common Stock and Stockholders28

Common Stock and Stockholders' Equity (Tables)	9 Months Ended
	Sep. 30, 2016
Common Stock and Stockholders'Equity
Summary of activity under the Plan	Activity under the Plan is as follows (in thousands, except share and per share amounts and years): Weighted- Weighted- Average Shares Number of Average Remaining Aggregate Available Shares Exercise Contractual Intrinsic for Grant Outstanding Price Life in Years Value Balance at December 31, 2015 $ $ Increase in Plan authorized shares — $ — — $ — Stock option grants $ — $ Stock options exercised — $ — $ Stock options expired $ — $ Balance at September 30, 2016 $ $ Vested or expected to vest September 30, 2016 $ $ Exercisable as of September 30, 2016 $ $
Assumptions used for estimate of fair value of options	Nine Months Ended September 30, 2016 2015 Volatility 44.7% – 46.3% 49.4% – 51.0% Expected life (in years) 6.0 7.0 Risk-free interest rate 1.09% - 1.91% 1.58% - 2.06% Dividend yield – – Weighted-average fair value of underlying common stock $ 6.27 $ 6.95
Components of operating expense charged for compensation cost expense	Total compensation costs charged as an expense for stock‑based awards, including stock options, recognized in the components of operating expenses are as follows (in thousands): Quarters Ended Nine Months Ended September 30, September 30, 2016 2015 2016 2015 Administrative and marketing $ $ $ $ Sales Technology and development General and administrative Total stock-based compensation expense $ $ $ $

Organization and Description 29

Organization and Description of Business (Details) $ / shares in Units, $ in Millions	Jul. 07, 2015USD ($)$ / sharesshares	Dec. 31, 2015item
Initial Public Offering
Number of acquisitions | item		3
Convertible Preferred Stock
Initial Public Offering
Number of shares issued upon conversion of convertible stock | shares	25,500,000
Redeemable Common Stock
Initial Public Offering
Number of shares issued upon conversion of convertible stock | shares	113,294
IPO And Over-Allotment Option
Initial Public Offering
Issuance of stock under IPO (in shares) | shares	9,487,500
Price of stock issued (in dollars per share) | $ / shares	$ 19
Proceeds received, net of issuance costs | $	$ 163.1
Underwriting discounts and commissions | $	12.6
Other offering expenses | $	$ 4.5

Basis of Presentation and Pri30

Basis of Presentation and Principles of Consolidation - VIE (Details) - Primary beneficiary - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2016	Sep. 30, 2015	Sep. 30, 2016	Sep. 30, 2015	Dec. 31, 2015
Variable interest entity
Total revenue of VIEs	$ 4.5	$ 2.9	$ 15.5	$ 9.3
Net loss of VIEs	(2.2)	$ (1)	(5.7)	$ (4.9)
Assets of VIEs	2.2		2.2		$ 2.4
Liabilities of VIEs	24.3		24.3		18.7
Deficit of VIEs	$ 22.1		$ 22.1		$ 16.4

Business Acquisitions (Details)

Business Acquisitions (Details) - USD ($) $ in Thousands	Jul. 01, 2016	Jul. 31, 2015	Jun. 17, 2015	Jan. 23, 2015	Sep. 30, 2016	Sep. 30, 2015	Sep. 30, 2016	Sep. 30, 2015	Dec. 31, 2015	Mar. 31, 2015	Dec. 31, 2014
Less:
Goodwill					$ 188,136		$ 188,136		$ 56,342		$ 28,454
Pro forma information
Revenue					32,381	$ 22,604	94,546	$ 63,373
Net loss					(29,772)	$ (13,943)	$ (62,789)	$ (49,333)
HealthiestYou
Business acquisition
Purchase price	$ 151,500
Equity consideration (in shares)	6,955,796
Equity consideration	$ 108,300
Cash paid for acquisition	43,200
Transaction costs associated with acquisition	6,900
Contract termination costs associated with acquisition	5,700
Identifiable assets acquired and liabilities assumed:
Purchase price	151,484
Less:
Cash	6,204
Accounts receivable	1,225
Other assets	1,537
Accounts payable	(837)
Other liabilities	(2,839)
Goodwill	131,794
HealthiestYou | Client relationships
Less:
Finite-lived intangibles	10,930
HealthiestYou | Non-compete agreements
Less:
Finite-lived intangibles	70
HealthiestYou | Internal-Use Software
Less:
Finite-lived intangibles	2,220
HealthiestYou | Trademarks
Less:
Finite-lived intangibles	$ 1,180
Gateway to Provider Access, Inc.
Business acquisition
Purchase price		$ 1,500
Gateway to Provider Access, Inc. | Maximum
Business acquisition
Transaction costs associated with acquisition		100
Gateway to Provider Access, Inc. | Client relationships | Maximum
Less:
Finite-lived intangibles		$ 100
BetterHelp
Business acquisition
Period of earn-out payments (in years)				4 years
Contingent future earn-out payments										$ 2,400
Cash paid for acquisition				$ 3,300
Transaction costs associated with acquisition				200
Identifiable assets acquired and liabilities assumed:
Purchase price				5,749
Less:
Cash				89
Accounts receivable				11
Other assets				4
Accounts payable				(6)
Deferred tax				(666)
Other liabilities				(340)
Goodwill				4,686
BetterHelp | Client relationships
Less:
Finite-lived intangibles				141
BetterHelp | Non-compete agreements
Less:
Finite-lived intangibles				910
BetterHelp | Internal-Use Software
Less:
Finite-lived intangibles				780
BetterHelp | Trademarks
Less:
Finite-lived intangibles				140
BetterHelp | Promissory note
Business acquisition
Issuance of unsecured subordinated promissory note				$ 1,000
Promissory note interest rate (as a percent)				5.00%
StatDoc
Business acquisition
Purchase price			$ 30,100
Equity consideration (in shares)			1,051,033
Equity consideration			$ 16,800
Cash paid for acquisition			13,300
Transaction costs associated with acquisition			300
Identifiable assets acquired and liabilities assumed:
Purchase price			29,991
Less:
Cash			360
Accounts receivable			419
Other assets			70
Accounts payable			(609)
Other liabilities			(701)
Goodwill			23,202
StatDoc | Maximum
Business acquisition
Adjustments for working capital					$ 100
StatDoc | Client relationships
Less:
Finite-lived intangibles			3,220
StatDoc | Non-compete agreements
Less:
Finite-lived intangibles			1,070
StatDoc | Internal-Use Software
Less:
Finite-lived intangibles			$ 2,960

Intangible Assets, Net - Summar

Intangible Assets, Net - Summary (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended		12 Months Ended
	Sep. 30, 2016	Sep. 30, 2015	Sep. 30, 2016	Sep. 30, 2015	Dec. 31, 2015
Intangible assets
Gross Value	$ 36,105		$ 36,105		$ 20,863
Accumulated Amortization	(9,719)		(9,719)		(5,598)
Net Carrying Value	26,386		26,386		$ 15,265
Amortization expense for intangible assets	2,000	$ 1,200	$ 4,100	$ 2,600
Weighted Average
Intangible assets
Weighted Average Remaining Useful Life			6 years 7 months 6 days		5 years 10 months 24 days
Client relationships
Intangible assets
Gross Value	22,581		$ 22,581		$ 11,651
Accumulated Amortization	(5,143)		(5,143)		(3,219)
Net Carrying Value	17,438		$ 17,438		$ 8,432
Client relationships | Minimum
Intangible assets
Useful life			2 years		2 years
Client relationships | Maximum
Intangible assets
Useful life			10 years		10 years
Client relationships | Weighted Average
Intangible assets
Weighted Average Remaining Useful Life			8 years 8 months 12 days		7 years 10 months 24 days
Non-compete agreements
Intangible assets
Gross Value	3,480		$ 3,480		$ 3,410
Accumulated Amortization	(2,144)		(2,144)		(1,360)
Net Carrying Value	1,336		$ 1,336		$ 2,050
Non-compete agreements | Minimum
Intangible assets
Useful life			1 year 6 months		3 years
Non-compete agreements | Maximum
Intangible assets
Useful life			5 years		5 years
Non-compete agreements | Weighted Average
Intangible assets
Weighted Average Remaining Useful Life			1 year 9 months 18 days		2 years 3 months 18 days
Trademarks
Intangible assets
Gross Value	1,320		$ 1,320		$ 140
Accumulated Amortization	(177)		(177)		(44)
Net Carrying Value	1,143		$ 1,143		$ 96
Useful life			3 years		3 years
Trademarks | Weighted Average
Intangible assets
Weighted Average Remaining Useful Life			2 years 8 months 12 days		2 years 1 month 6 days
Internal-Use Software
Intangible assets
Gross Value	8,724		$ 8,724		$ 5,662
Accumulated Amortization	(2,255)		(2,255)		(975)
Net Carrying Value	$ 6,469		$ 6,469		$ 4,687
Internal-Use Software | Minimum
Intangible assets
Useful life			3 years		3 years
Internal-Use Software | Maximum
Intangible assets
Useful life			5 years		5 years
Internal-Use Software | Weighted Average
Intangible assets
Weighted Average Remaining Useful Life			2 years 9 months 18 days		3 years 9 months 18 days

Goodwill (Details)

Goodwill (Details) - USD ($) $ in Thousands	9 Months Ended	12 Months Ended
	Sep. 30, 2016	Dec. 31, 2015
Goodwill
Beginning balance	$ 56,342	$ 28,454
Additions associated with acquisitions	131,794	27,888
Goodwill	$ 188,136	$ 56,342

Accrued Expenses and Other Cu34

Accrued Expenses and Other Current Liabilities (Details) - USD ($) $ in Thousands	Sep. 30, 2016	Dec. 31, 2015
Accrued Expenses and Other Current Liabilities
Professional fees	$ 531	$ 411
Consulting fees/customer service fees/provider fees	932	869
Legal fees	1,560	1,056
Interest payable	344	287
Marketing	1,637	53
Earnout and compensation	1,116	2,449
Lease abandonment	145	433
Deferred revenue	810	831
Other	2,658	1,808
Total	$ 9,733	$ 8,197

Fair Value Measurements - Recur

Fair Value Measurements - Recurring (Details) - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2016	Sep. 30, 2015	Dec. 31, 2015
Fair Value, Net Asset (Liability)
Fair Value, Assets, Level 1 to Level 2 Transfers, Amount	$ 0	$ 0
Fair Value, Assets, Level 2 to Level 1 Transfers, Amount	0	0
Fair Value, Liabilities, Level 1 to Level 2 Transfers, Amount	0	0
Fair Value, Liabilities, Level 2 to Level 1 Transfers, Amount	0	0
Fair value assets level 3 net transfers	0	0
Fair value liabilities level 3 net transfers	0	$ 0
Recurring
Fair Value, Net Asset (Liability)
Cash and cash equivalents	44,032		$ 55,066
Short-term investments	30,916		82,282
Contingent liability (included in other liabilities)	3,374		3,408
Level 1 | Recurring
Fair Value, Net Asset (Liability)
Cash and cash equivalents	44,032		55,066
Level 2 | Recurring
Fair Value, Net Asset (Liability)
Short-term investments	30,916		82,282
Level 3 | Recurring
Fair Value, Net Asset (Liability)
Contingent liability (included in other liabilities)	$ 3,374		$ 3,408

Fair Value Measurements - Level

Fair Value Measurements - Level 3 (Details) - Contingent Liability $ in Thousands	9 Months Ended
	Sep. 30, 2016USD ($)
Reconciliation of Level 3 liabilities
Fair value at beginning of period	$ 3,408
Change in fair value	(34)
Fair value at end of period	$ 3,374

Long Term Bank and Other Debt -

Long Term Bank and Other Debt - Summary (Details)	1 Months Ended				3 Months Ended	9 Months Ended
	Jul. 31, 2016USD ($)item$ / sharesshares	Apr. 30, 2015USD ($)	Sep. 30, 2014USD ($)	May 31, 2014USD ($)item$ / sharesshares	Sep. 30, 2016USD ($)	Sep. 30, 2016USD ($)	Sep. 30, 2015USD ($)	Jan. 01, 2016	Dec. 31, 2015USD ($)
Long-term bank and other debt
Interest payable					$ 55,000	$ 55,000
Total					44,469,000	44,469,000			$ 26,477,000
Less: current portion					(2,000,000)	(2,000,000)			(1,250,000)
Long term bank and other debt					42,469,000	42,469,000			25,227,000
Drawdown on facility						29,490,000	$ 6,800,000
Fair value of warrants issued, resulting in an increase to additional paid in capital						7,717,000
Amortization of warrants and loss on extinguishment of debt					8,454,000	8,454,000
Amortization of warrants						7,717,000
Maximum
Long-term bank and other debt
Previous deferred loan costs remaining to be amortized					100,000	100,000
Term Loan facility | SVB
Long-term bank and other debt
Long-term debt									4,167,000
Revolving Advance facility | SVB
Long-term bank and other debt
Long-term debt									6,500,000
Mezzanine Term Loan
Long-term bank and other debt
Amortization of warrants and loss on extinguishment of debt						8,500,000
Mezzanine Term Loan | SVB
Long-term bank and other debt
Debt discount					0	0			190,000
Long-term debt					25,000,000	25,000,000			12,810,000
Face amount	$ 25,000,000			$ 13,000,000
Loan origination fee	250,000
Final payment fee payable	$ 750,000
Drawdown on facility			$ 13,000,000
Interest rate (as a percent)				10.00%
Mezzanine Term Loan | SVB | Common stock warrants
Long-term bank and other debt
Number of affiliates of lender granted warrants | item				2
Number of shares that may be exercised from warrants | shares				131,239
Exercise price of warrants (in dollars per share) | $ / shares				$ 2.95
Term of warrants				10 years
Mezzanine Term Loan | SVB | WSJ Prime Rate
Long-term bank and other debt
Basis spread on variable rate (as a percent)	6.25%
Floor interest rate of reference rate	3.5
Line of credit | SVB
Long-term bank and other debt
Debt discount					76,000	76,000			0
Long-term debt					17,414,000	17,414,000
Maximum borrowings	$ 25,000,000
Borrowing capacity of the Uncommited Incremental Facility	25,000,000
Loan origination fee	75,000
Additional annual fee	75,000
Arrangement fee if and when the Company utilizes the Uncommitted Incremental Facility	$ 50,000
Borrowing base as percentage of monthly recurring revenue	300.00%
Line of credit | SVB | WSJ Prime Rate
Long-term bank and other debt
Basis spread on variable rate (as a percent)	0.50%
Line of credit | Term Loan facility | SVB
Long-term bank and other debt
Maximum borrowings				$ 5,000,000
Line of credit | Term Loan facility | SVB | WSJ Prime Rate
Long-term bank and other debt
Basis spread on variable rate (as a percent)				1.00%
Line of credit | Revolving Advance facility | SVB
Long-term bank and other debt
Long-term debt									6,500,000
Maximum borrowings				$ 12,000,000
Borrowing base as percentage of monthly recurring revenue				300.00%
Line of credit | Revolving Advance facility | SVB | WSJ Prime Rate
Long-term bank and other debt
Basis spread on variable rate (as a percent)				0.75%
Subordinated Promissory Note
Long-term bank and other debt
Long-term debt					2,000,000	2,000,000			$ 3,000,000
Subordinated Promissory Note | AmeriDoc
Long-term bank and other debt
Less: current portion					$ (2,000,000)	(2,000,000)
Interest rate (as a percent)		10.00%						7.00%
Debt incurred upon acquisition		$ 3,500,000
Repayment of debt						1,000,000	$ 500,000
Affiliates of SVB | Common stock warrants
Long-term bank and other debt
Number of affiliates of lender granted warrants | item	2
Number of shares that may be exercised from warrants | shares	798,694
Exercise price of warrants (in dollars per share) | $ / shares	$ 13.50
Term of warrants	10 years
Fair value of warrants issued, resulting in an increase to additional paid in capital	$ 7,700,000
Amortization of warrants						$ 7,700,000

Lease Abandonment Charge (Detai

Lease Abandonment Charge (Details) - USD ($) $ in Thousands	3 Months Ended	9 Months Ended
	Sep. 30, 2015	Sep. 30, 2016	Sep. 30, 2015	Dec. 31, 2015
Lease Abandonment Charge
Lease abandonment liability recorded in accrued expenses		$ 145		$ 433
Lease abandonment
Lease Abandonment Charge
Charged to expense		0
Balance at beginning of year		474
Paid or settled		(329)
Balance at end of year		$ 145
Lease abandonment | General and administrative expenses
Lease Abandonment Charge
Charged to expense	$ 0		$ 700

Commitments and Contingencies (

Commitments and Contingencies (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended		12 Months Ended
	Sep. 30, 2016	Sep. 30, 2015	Sep. 30, 2016	Sep. 30, 2015	Dec. 31, 2015
Legal Matters
Revenues	$ 32,381	$ 19,973	$ 85,757	$ 54,745
Texas | Geographic Concentration Risk | Sales
Legal Matters
Revenues			$ 11,100		$ 12,600
Concentration risk (as a percent)			13.00%		16.00%

Common Stock and Stockholders40

Common Stock and Stockholders' Equity - Capitalization (Details) $ / shares in Units, $ in Millions	Jul. 07, 2015USD ($)$ / sharesshares	Jun. 17, 2015shares	Sep. 30, 2016$ / sharesshares	Dec. 31, 2015$ / sharesshares
Capitalization
Common stock par value (in dollars per share) | $ / shares			$ 0.001	$ 0.001
Reverse stock split		0.437
Number of common stock shares authorized		75,000,000	75,000,000	75,000,000
Number of preferred stock shares authorized		50,479,286
Convertible Preferred Stock
Capitalization
Number of shares issued upon conversion of convertible stock	25,500,000
IPO And Over-Allotment Option
Capitalization
Issuance of stock under IPO (in shares)	9,487,500
Price of stock issued (in dollars per share) | $ / shares	$ 19
Proceeds received, net of issuance costs | $	$ 163.1
Underwriting discounts and commissions | $	12.6
Other offering expenses | $	$ 4.5

Common Stock and Stockholders41

Common Stock and Stockholders' Equity - Warrants (Details) $ / shares in Units, $ in Thousands	1 Months Ended	9 Months Ended
	Jul. 31, 2016USD ($)item$ / sharesshares	Sep. 30, 2016USD ($)
Warrants
Fair value of warrants issued, resulting in an increase to additional paid in capital		$ 7,717
Non-cash fair value adjustment of warrants		7,717
Affiliates of SVB | Common stock warrants
Warrants
Number of warrants issued | shares	798,694
Number of shares that may be exercised from warrants | shares	798,694
Exercise price of warrants (in dollars per share) | $ / shares	$ 13.50
Number of affiliates of lender granted warrants | item	2
Term of warrants	10 years
Fair value of warrants issued, resulting in an increase to additional paid in capital	$ 7,700
Non-cash fair value adjustment of warrants		$ 7,700

Common Stock and Stockholders42

Common Stock and Stockholders' Equity - Stock Plan and Stock Options (Details) - Stock options - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended	9 Months Ended		12 Months Ended
	Sep. 30, 2016	Sep. 30, 2016	Sep. 30, 2015	Dec. 31, 2015
Shares Available for Grant
Balance, beginning of period (in shares)		1,986,390
Increase in Plan authorized shares		1,940,154
Stock options grants (in shares)		(3,118,611)
Stock options expired (in shares)		155,328
Balance, end of period (in shares)	963,261	963,261		1,986,390
Number of Shares Outstanding
Balance, beginning of period (in shares)		3,851,095
Stock option grants (in shares)		3,118,611
Stock option exercised (in shares)		(530,562)
Stock options expired (in shares)		(155,328)
Balance, end of period (in shares)	6,283,816	6,283,816		3,851,095
Vested or expected to vest at end of period (in shares)	5,897,962	5,897,962
Exercisable as of end of period (in shares)	1,447,418	1,447,418
Weighted-Average Exercise Price
Balance, beginning of period (in dollars per share)		$ 7.62
Stock option grants (in dollars per share)		14.02
Stock option exercised (in dollars per share)		4.21
Stock options expired (in dollars per share)		10.63
Balance, end of period (in dollars per share)	$ 11.02	11.02		$ 7.62
Vested or expected to vest at end of period (in dollars per share)	10.89	10.89
Exercisable as of end of period (in dollars per share)	$ 5.65	$ 5.65
Weighted-average remaining contractual life in Years
Weighted-average remaining contractual life (in years)		8 years 8 months 19 days		8 years 6 months 15 days
Vested or expected to vest at end of period (in years)		8 years 8 months 9 days
Exercisable as of end of period (in years)		7 years 4 months 10 days
Aggregate Intrinsic Value
Aggregate Intrinsic Value	$ 47,913	$ 47,913		$ 41,894
Vested or expected to vest at end of period	45,711	45,711
Exercisable as of end of period	18,767	18,767
Grant-date fair value of stock options granted during the period	$ 7,400	$ 19,600
Fair value assumptions
Volatility, minimum (as a percent)		44.70%	49.40%
Volatility, maximum (as a percent)		46.30%	51.00%
Expected life (in years)		6 years	7 years
Risk-free interest rate, minimum		1.09%	1.58%
Risk-free interest rate, maximum		1.91%	2.06%
Dividend yield (as a percent)		0.00%
Weighted-average fair value of underlying common stock	$ 6.27	$ 6.27	$ 6.95
Maximum
Stock-based Awards
Exercisable period (in years)		10 years

Common Stock and Stockholders43

Common Stock and Stockholders' Equity - Compensation Costs (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2016	Sep. 30, 2015	Sep. 30, 2016	Sep. 30, 2015
Compensation costs charged as an expense
Stock-based compensation	$ 2,165	$ 719	$ 5,087	$ 2,096
Unrecognized compensation cost	23,800		$ 23,800
Period over which unrecognized compensation cost is expected to be recognized			3 years
Administrative And Marketing
Compensation costs charged as an expense
Stock-based compensation	132	8	$ 348	49
Sales
Compensation costs charged as an expense
Stock-based compensation	355	109	794	274
Technology And Development
Compensation costs charged as an expense
Stock-based compensation	322	60	797	152
General and administrative expenses
Compensation costs charged as an expense
Stock-based compensation	$ 1,356	$ 542	$ 3,148	$ 1,622

Common Stock and Stockholders44

Common Stock and Stockholders' Equity - Employee Stock Purchase Plan (Details) - USD ($) $ in Thousands	1 Months Ended	3 Months Ended		9 Months Ended
	Jul. 31, 2015	Sep. 30, 2016	Sep. 30, 2015	Sep. 30, 2016	Sep. 30, 2015
Employee Stock Purchase Plan
Stock-based compensation		$ 2,165	$ 719	$ 5,087	$ 2,096
ESPP
Employee Stock Purchase Plan
Shares reserved for issuance under the plan (in shares)	458,024
Maximum offering period	27 months
Stock purchase price as a percentage of fair value (as a percent)	85.00%
Stock-based compensation		$ 100	$ 0	$ 100	$ 0