Teladoc Health (TDOC) 10-Q 2 Aug 17 2017 Q2 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	6 Months Ended
	Jun. 30, 2017	Jul. 31, 2017
Document and Entity Information
Entity Registrant Name	Teladoc, Inc.
Entity Central Index Key	1,477,449
Document Type	10-Q
Document Period End Date	Jun. 30, 2017
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Entity Current Reporting Status	Yes
Entity Filer Category	Accelerated Filer
Document Fiscal Year Focus	2,017
Document Fiscal Period Focus	Q2
Entity Common Stock, Shares Outstanding		56,654,241

CONSOLIDATED BALANCE SHEETS

CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands	Jun. 30, 2017	Dec. 31, 2016
Current assets:
Cash and cash equivalents	$ 409,224	$ 50,015
Short-term marketable securities	31,070	15,793
Accounts receivable, net of allowance of $2,010 and $2,422, respectively	14,229	13,806
Prepaid expenses and other current assets	2,468	3,103
Total current assets	456,991	82,717
Property and equipment, net	7,424	7,479
Goodwill	188,184	188,184
Intangible assets, net	21,239	24,875
Other assets	308	415
Total assets	674,146	303,670
Current liabilities:
Accounts payable	1,150	2,236
Accrued expenses and other current liabilities	9,684	7,981
Accrued compensation	8,853	8,856
Subordinated promissory note		2,000
Total current liabilities	19,687	21,073
Other liabilities	9,254	7,609
Deferred taxes	1,994	1,694
Long term bank and other debt, net	42,440	42,424
Convertible senior notes, net	201,395
Commitments and contingencies
Stockholders' equity:
Common stock, $0.001 par value; 100,000,000 shares and 75,000,000 shares authorized as of June 30, 2017 and December 31, 2016, respectively; 54,798,273 shares and 46,201,563 shares issued and outstanding as of June 30, 2017 and December 31, 2016, respectively	55	46
Additional paid-in capital	635,186	435,551
Accumulated deficit	(235,864)	(204,726)
Accumulated other comprehensive loss	(1)	(1)
Total stockholders' equity	399,376	230,870
Total liabilities and stockholders' equity	$ 674,146	$ 303,670

CONSOLIDATED BALANCE SHEETS (Pa

CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands	Jun. 30, 2017	Dec. 31, 2016
Consolidated Balance Sheets
Allowance of Accounts receivable	$ 2,010	$ 2,422
Common stock par value (in dollars per share)	$ 0.001	$ 0.001
Common stock, shares authorized	100,000,000	75,000,000
Common stock, shares issued	54,798,273	46,201,563
Common stock, shares outstanding	54,798,273	46,201,563

CONSOLIDATED STATEMENTS OF OPER

CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2017	Jun. 30, 2016	Jun. 30, 2017	Jun. 30, 2016
Consolidated Statements of Operations
Revenue	$ 44,591	$ 26,488	$ 87,489	$ 53,376
Cost of revenue	10,026	6,891	22,165	14,834
Gross profit	34,565	19,597	65,324	38,542
Operating expenses:
Advertising and marketing	12,278	7,804	24,894	15,854
Sales	7,324	5,860	15,312	11,130
Technology and development	7,537	4,829	14,049	10,054
Legal	277	1,193	620	2,315
Regulatory	987	772	1,994	1,620
Acquisition related costs	2,113	763	2,113	763
General and administrative	15,873	11,280	30,361	22,917
Depreciation and amortization	2,668	1,558	5,275	3,066
Loss from operations	(14,492)	(14,462)	(29,294)	(29,177)
Interest expense, net	774	407	1,476	834
Net loss before taxes	(15,266)	(14,869)	(30,770)	(30,011)
Income tax provision	(149)	(10)	(299)	(172)
Net loss	$ (15,415)	$ (14,879)	$ (31,069)	$ (30,183)
Net loss per share, basic and diluted	$ (0.28)	$ (0.38)	$ (0.58)	$ (0.78)
Weighted-average shares used to compute basic and diluted net loss per share	54,572,862	38,717,186	53,389,435	38,650,765

CONSOLIDATED STATEMENTS OF COMP

CONSOLIDATED STATEMENTS OF COMPREHENSIVE (LOSS) INCOME - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2017	Jun. 30, 2016	Jun. 30, 2017	Jun. 30, 2016
Consolidated Statements of Comprehensive (Loss) Income
Net loss	$ (15,415)	$ (14,879)	$ (31,069)	$ (30,183)
Other comprehensive income, net of tax
Net change in unrealized gains on available-for-sale securities	3	8		67
Other comprehensive income, net of tax	3	8		67
Comprehensive loss	$ (15,412)	$ (14,871)	$ (31,069)	$ (30,116)

CONSOLIDATED STATEMENTS OF STOC

CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY - 6 months ended Jun. 30, 2017 - 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, 2016	$ 46	$ 435,551	$ (204,726)	$ (1)	$ 230,870
Balance as of beginning of the period (in shares) at Dec. 31, 2016	46,201,563
Stockholders' Equity
Exercise of stock options	$ 1	4,315			4,316
Exercise of stock options (in shares)	479,339
Exercise of warrants (in shares)	138,903
Issuance of common stock under employee stock purchase plan		1,265			1,265
Issuance of common stock under employee stock purchase plan (in shares)	90,968
Equity component of Convertible Senior Notes, net of debt issuance costs		62,404			62,404
Stock-based compensation		7,731	(69)		7,662
Follow-on Offering	$ 8	123,920			123,928
Follow-on Offering (in shares)	7,887,500
Net loss			(31,069)		(31,069)
Balance as of end of the period at Jun. 30, 2017	$ 55	$ 635,186	$ (235,864)	$ (1)	$ 399,376
Balance as of end of the period (in shares) at Jun. 30, 2017	54,798,273

CONSOLIDATED STATEMENTS OF STO7

CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY Parenthetical $ in Thousands	Jan. 01, 2017USD ($)
Accounting Standards Update 2016-09 | Accumulated Deficit
Cumulative effect adjustment of new accounting principle	$ 69,071

CONSOLIDATED STATEMENTS OF CASH

CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2017	Jun. 30, 2016
Cash flows used in operating activities:
Net loss	$ (31,069)	$ (30,183)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization	5,275	3,066
Allowance for doubtful accounts	764	1,429
Stock-based compensation	7,662	2,922
Deferred income taxes	299	172
Accretion of interest	28	175
Changes in operating assets and liabilities:
Accounts receivable	(1,186)	(2,504)
Prepaid expenses and other current assets	700	435
Other assets	107	(12)
Accounts payable	(1,085)	(1,707)
Accrued expenses and other current liabilities	1,703	(1,648)
Accrued compensation	(264)	(1,695)
Other liabilities	1,645	616
Net cash used in operating activities	(15,421)	(28,934)
Cash flows (used in) provided by investing activities:
Purchase of property and equipment	(1,299)	(778)
Purchase of internal-use software	(285)	(658)
Purchase of marketable securities	(34,954)	(44,188)
Proceeds from marketable securities	19,677	69,749
Net cash (used in) provided by investing activities	(16,861)	24,125
Cash flows provided by financing activities:
Net proceeds from the exercise of stock options	4,316	590
Proceeds from issuance of convertible notes	263,722
Proceeds from borrowing under bank and other debt		5,500
Repayment of bank loan and other debt	(2,000)	(625)
Proceeds from issuance of common stock	123,928
Proceeds from employee stock purchase plan	1,265
Cash for withholding taxes on stock-based awards, net	260	59
Net cash provided by financing activities	391,491	5,524
Net increase in cash and cash equivalents	359,209	715
Cash and cash equivalents at beginning of the period	50,015	55,066
Cash and cash equivalents at end of the period	409,224	55,781
Interest paid	$ 1,847	$ 1,050

Organization and Description of

Organization and Description of Business	6 Months Ended
	Jun. 30, 2017
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 Lewisville, Texas. Teladoc is the nation’s largest telehealth company. On July 14, 2017, the Company completed the acquisitions of Best Doctors Holdings, Inc. (“Best Doctors”), the world’s leading expert medical consultation company focused on improving health outcomes for the most complex, critical and costly medical issues. See Note 13, “Subsequent Events”. On January 24, 2017, Teladoc completed its follow on public offering (the “Follow-On Offering”) in which the Company issued and sold 7,887,500 shares of common stock, including the exercise of an underwriter option to purchase additional shares, at an issuance price of $16.75 per share. The Company received net proceeds of $123.9 million after deducting underwriting discounts and commissions of $7.6 million as well as other offering expenses of $0.6 million. On July 1, 2016, the Company completed the acquisitions of HY Holdings, Inc. d/b/a HealthiestYou Corporation (“HealthiestYou”), a telehealth consumer engagement technology platform for the small to mid-sized employer market. Upon the effective date of the merger, HealthiestYou merged with and into Teladoc. See Note 3 “Business Acquisition”.

Basis of Presentation and Princ

Basis of Presentation and Principles of Consolidation	6 Months Ended
	Jun. 30, 2017
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 quarters and six months ended June 30, 2017 are not necessarily indicative of results for the full 2017 calendar 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 year ended December 31, 2016. The unaudited consolidated financial statements include the results of Teladoc, two professional associations and twenty two professional corporations and a service corporation (collectively, the “Association”). Teladoc Physicians, P.A. is party to several Services Agreements by and among it and the professional corporations 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 $7.1 million and $(1.8) million, respectively, for the quarter ended June 30, 2017 and $4.9 million and $(1.9) million, respectively, for the quarter ended June 30, 2016. Total revenue and net loss for the VIE were $15.7 million and $(4.4) million, respectively, for the six months ended June 30, 2017 and $11.0 million and $(3.5) million, respectively, for the six months ended June 30, 2016. The VIE’s total assets were $2.7 million and $2.9 million at June 30, 2017 and December 31, 2016, respectively. Total liabilities for the VIE were $32.1 million and $27.8 million at June 30, 2017 and December 31, 2016, respectively. The VIE’s total stockholders’ deficit was $29.4 million and $25.0 million at June 30, 2017 and December 31, 2016, respectively. All intercompany transactions and balances have been eliminated. The Company adopted ASU 2016-09, Compensation – Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting during the quarter ended March 31, 2017 as described below. There have been no other 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 March 2016, the FASB issued ASU 2016-09, Compensation—Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting. ASU 2016-09 simplifies several aspects of the accounting for share-based payment transactions, including the income tax consequences, classification of awards as either equity or liabilities, and classification on the statement of cash flows. The new standard is effective for fiscal years beginning after December 15, 2016, and interim periods within those fiscal years and early adoption is permitted. On January 1, 2017, the Company adopted this standard on a modified retrospective basis. As a result of the adoption of this standard, a deferred tax asset of approximately $1.3 million was recorded as a cumulative effect adjustment to accumulated deficit. The Company has also recorded a full valuation allowance for the deferred tax asset due to the uncertainty regarding the future realization and as a result, there was no change to stockholders’ equity. Additionally, the Company elected to change its policy from estimating forfeitures to recognizing forfeitures when they occur and recorded a cumulative adjustment to accumulated deficit of approximately $0.1 million as of January 1, 2017. 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 modified retrospectively applied with the cumulative effect of initially applying it recognized at the date of initial application. The Company has undergone a process of identifying the various types of revenue streams and has performed an initial evaluation of the components of the associated contractual arrangements. The Company will be assessing the impact of this standard on its revenue recognition policy and anticipates adopting the standard using the modified retrospective method. In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842) . ASU 2016-02 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 our consolidated financial statements.

Business Acquisitions

Business Acquisitions	6 Months Ended
	Jun. 30, 2017
Business Acquisitions
Business Acquisitions	Note 3. Business Acquisition 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. The post-closing working capital adjustment was finalized in the amount of less than $0.1 million. HealthiestYou was a telehealth consumer engagement technology platform for the small to mid-sized employer market. Solutions provided by HealthiestYou included 24/7 access to telephone 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 $5.7 million of 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, prior to the acquisition. These non-cash expenses are also reflected in the Company’s financial results in the quarter ended September 30, 2016 as the Company benefited from the termination of these contracts. The acquisition described above was 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 acquisition were included within the consolidated financial statements commencing on July 1, 2016. The following table summarizes the fair value estimates of the assets acquired and liabilities assumed on July 1, 2016. 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 Purchase price $ 151,484 Less: Cash 6,204 Accounts receivable 1,184 Other assets 1,537 Client relationships 10,930 Non-compete agreements 70 Internal-use software 2,220 Trademarks 1,180 Accounts payable (836) Other liabilities (2,847) Goodwill $ 131,842 The amount allocated to goodwill reflects the benefits Teladoc expects to realize from the growth of HealthiestYou’s operations.

Intangible Assets, Net

Intangible Assets, Net	6 Months Ended
	Jun. 30, 2017
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 June 30, 2017 Client relationships 2 to 10 years $ 22,581 $ (8,295) $ 14,286 7.9 Non-compete agreements 1.5 to 5 years 3,480 (2,743) 737 1.1 Trademarks 3 years 1,320 (507) 813 2.0 Patents 3 years 200 (39) 161 2.4 Internal-use software 3 to 5 years 9,262 (4,020) 5,242 2.4 Intangible assets, net $ 36,843 $ (15,604) $ 21,239 6.1 December 31, 2016 Client relationships 2 to 10 years $ 22,581 $ (6,226) $ 16,355 8.5 Non-compete agreements 1.5 to 5 years 3,480 (2,344) 1,136 1.6 Trademarks 3 years 1,320 (287) 1,033 2.4 Patents 3 years 200 (6) 194 2.9 Internal-use software 3 to 5 years 8,976 (2,819) 6,157 3.0 Intangible assets, net $ 36,557 $ (11,682) $ 24,875 6.5 Amortization expense for intangible assets was $2.0 million and $1.0 million for the quarters ended June 30, 2017 and 2016, respectively and $3.9 million and $2.1 million for the six months ended June 30, 2017 and 2016, respectively.

Goodwill

Goodwill	6 Months Ended
	Jun. 30, 2017
Goodwill
Goodwill	Note 5. Goodwill Goodwill consists of the following (in thousands): As of June 30, As of December 31, 2017 2016 Beginning balance $ 188,184 $ 56,342 Additions associated with the acquisition of HealthiestYou - 131,842 Goodwill $ 188,184 $ 188,184

Accrued Expenses and Other Curr

Accrued Expenses and Other Current Liabilities	6 Months Ended
	Jun. 30, 2017
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 June 30, As of December 31, 2017 2016 Professional fees $ 885 $ 292 Consulting fees/provider fees 1,300 1,687 Legal fees 2,050 897 Interest payable 284 389 Marketing 87 142 Earnout and compensation — 1,045 Deferred revenue 2,411 1,002 Other 2,667 2,527 Total $ 9,684 $ 7,981

Fair Value Measurements

Fair Value Measurements	6 Months Ended
	Jun. 30, 2017
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 marketable securities 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 marketable securities 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): June 30, 2017 Level 1 Level 2 Level 3 Total Cash and cash equivalents $ 409,224 $ — $ — $ 409,224 Short-term marketable securities $ — $ 31,070 $ — $ 31,070 Contingent liability (included in other liabilities) $ — $ — $ 3,798 $ 3,798 December 31, 2016 Level 1 Level 2 Level 3 Total Cash and cash equivalents $ 50,015 $ — $ — $ 50,015 Short-term marketable securities $ — $ 15,793 $ — $ 15,793 Contingent liability (included in accrued expenses and other current liabilities and other liabilities) $ — $ — $ 3,678 $ 3,678 There were no transfers between fair value measurement levels during the six months ended June 30, 2017 and 2016. 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, 2016 $ 3,678 Change in fair value 120 Fair value at June 30, 2017 $ 3,798

Long Term Bank and Other Debt

Long Term Bank and Other Debt	6 Months Ended
	Jun. 30, 2017
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 June 30, As of December 31, 2017 2016 SVB Mezzanine Term Loan $ 25,000 $ 25,000 SVB Line of Credit Facility less debt discount of $50 and $66 17,440 17,424 Subordinated Promissory Note — 2,000 Total 42,440 44,424 Less: current portion of Subordinated Promissory Note — (2,000) Long term bank and other debt $ 42,440 $ 42,424 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 Wall Street Journal (“WSJ”) Prime Rate with a WSJ Prime Rate floor of 3.75% 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 amended 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. The Company determined that the 2014 Amended Term Loan Facility and Revolving Advance Facility were modified as part of the 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. On July 13, 2017, the Company repaid all the outstanding amounts under both of the SVB Line of Credit Facility and Mezzanine Term Loan of $17.5 million and $25 million, respectively, including early termination and final deferred origination fees of $1.7 million. See Note 13, “Subsequent Events”. 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 carried 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 during 2016 and the remaining outstanding amount of $2.0 million was paid during the first quarter of 2017. The Company was in compliance with all debt covenants at June 30, 2017 and December 31, 2016.

Convertible Senior Notes

Convertible Senior Notes	6 Months Ended
	Jun. 30, 2017
Convertible Senior Notes
Convertible Senior Notes	Note 9. Convertible Senior Notes On June 27, 2017, the Company issued, at par value, $275 million aggregate principal amount of 3% convertible senior notes due 2022 (the “2022 Notes”). The 2022 Notes bear cash interest at a rate of 3% per year, payable semi-annually in arrears on June 15 and December 15 of each year, beginning on December 15, 2017. The 2022 Notes will mature on December 15, 2022. The net proceeds to the Company from the offering were $263.7 million after deducting offering costs of approximately $11.3 million. The 2022 Notes are senior unsecured obligations of the Company and rank senior in right of payment to the Company’s indebtedness that is expressly subordinated in right of payment to the 2022 Notes; equal in right of payment to the Company’s liabilities that is not so subordinated; effectively junior in right of payment to any of the Company’s secured indebtedness to the extent of the value of the assets securing such indebtedness; and structurally junior to all indebtedness and other liabilities incurred by the Company’s subsidiaries. Holders may convert all or any portion of their 2022 Notes in integral multiples of $1,000 principal amount, at their option, at any time prior to the close of business on the business day immediately preceding June 15, 2022 only under the following circumstances: • • • • • The conversion rate for the 2022 Notes was initially, and remains, 22.7247 shares of the Company’s common stock per $1,000 principal amount of the 2022 Notes, which is equivalent to an initial conversion price of approximately $44.00 per share of the Company’s common stock. Upon conversion, the Company will pay or deliver, as the case may be, cash, shares of the Company’s common stock or a combination thereof, at the Company’s election. If the Company elects (or are deemed to have elected) to satisfy the conversion obligation solely in cash or through payment and delivery, as the case may be, of a combination of cash and shares of the Company’s common stock, the amount of cash and shares of the Company’s common stock, if any, due upon conversion will be based on a daily conversion value calculated on a proportionate basis for each trading day in a 25 trading day observation period (as defined in the 2022 Notes Indenture). The Company may redeem for cash all or any portion of the 2022 Notes, at its option, on or after December 22, 2020 if the last reported sale price of its common stock exceeds 130% of the conversion price then in effect for at least 20 trading days (whether or not consecutive) during any 30 consecutive trading days ending on, and including the trading day immediately preceding the date on which the Company provides notice of the redemption. The redemption price will be the principal amount of the 2022 Notes to be redeemed, plus accrued and unpaid interest, if any. In addition, calling any 2022 Note for redemption on or after December 22, 2020 will constitute a make-whole fundamental change with respect to that 2022 Note, in which case the conversion rate applicable to the conversion of that Note, if it is converted in connection with the redemption, will be increased in certain circumstances as described in the 2022 Notes Indenture. In accounting for the issuance of the 2022 Notes, the Company separated the 2022 Notes into liability and equity components. The carrying amount of the liability component was calculated by measuring the fair value of a similar liability, that does not have an associated convertible feature. The carrying amount of the equity component representing the conversion option was determined by deducting the fair value of the liability component from the par value of the 2022 Notes as a whole. The excess of the principal amount of the liability component over its carrying amount, referred to as the debt discount, is amortized to interest expense from the issuance date to June 15, 2022 (the first date on which the Company may be required to repurchase the 2022 Notes at the option of the holder). The equity component is not re-measured as long as it continues to meet the conditions for equity classification. The equity component related to the 2022 Notes is $62.4 million, net of debt issuance costs and is recorded in additional paid-in capital on the accompanying condensed consolidated balance sheet. In accounting for the transaction costs related to the issuance of the 2022 Notes, the Company allocated the total costs incurred to the liability and equity components of the 2022 Notes based on their relative values. Transaction costs attributable to the liability component are amortized to interest expense over the five and a half year term of the 2022 Notes, and transaction costs attributable to the equity component are netted with the equity components in stockholders’ equity. The 2022 Notes consist of the following (in thousands): As of June 30, Liability component 2017 Principal $ 275,000 Less: Debt issuance costs, net (1) (73,605) Net carrying amount $ 201,395 (1) Included in the accompanying consolidated balance sheets within convertible senior notes and amortized to interest expense over the expected life of the 2022 Notes using the effective interest rate method. The fair value of the 2022 Notes was approximately $290 million as of June 30, 2017. The Company estimates the fair value of its 2022 Notes utilizing market quotations for debt that have quoted prices in active markets. Since the 2022 Notes do not trade on a daily basis in an active market, the fair value estimates are based on market observable inputs based on borrowing rates currently available for debt with similar terms and average maturities, which are classified as Level 2 measurements within the fair value hierarchy. See Note 7, “Fair Value Measurements,” for definitions of hierarchy levels. As of June 30, 2017, the remaining contractual life of the 2022 Notes is approximately 5.5 years. The following table sets forth total interest expense recognized related to the 2022 Notes (in thousands): Six Months Ended June 30, 2017 Contractual interest expense $ 68 Amortization of debt discount 77 Total $ 145 Effective interest rate of the liability component 10.0 %

Commitments and Contingencies

Commitments and Contingencies	6 Months Ended
	Jun. 30, 2017
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 June 30, 2017, 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 (the “District Court”) 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 voluntarily withdrawn by the TMB on October 17, 2016. On November 2, 2016, the District Court granted the parties’ joint motion to stay the trial case through April 19, 2017. On April 10, 2017, the District Court granted the parties’ joint motion to stay the trial case through September 1, 2017. Accordingly, no trial date has been set. Business in the State of Texas accounted for approximately $8.5 million, or 10% and $15.1 million or 12% of the Company’s consolidated revenue for the six months ended June 30, 2017 and for the year ended December 31, 2016, 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 rules, 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. 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 accruals 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 June 30, 2017, 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 June 30, 2017 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	6 Months Ended
	Jun. 30, 2017
Common Stock and Stockholders'Equity
Common Stock and Stockholders' Equity	Note 11. Common Stock and Stockholders’ Equity Capitalization On January 24, 2017, Teladoc closed on its Follow-On Offering in which the Company issued and sold 7,887,500 shares of common stock, including the exercise of an underwriter option to purchase additional shares, at an issuance price of $16.75 per share. The Company received net proceeds of $123.9 million after deducting underwriting discounts and commissions of $7.6 million as well as other offering expenses of $0.6 million. 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 had a 10-year term. The fair value of the common stock warrants on the date of issue was approximately $7.7 million. On December 9, 2016, the Company issued an aggregate of 107,931 shares of common stock resulting from an SVB affiliate’s cashless exercise of 399,347 of these warrants at an exercise price of $13.50 per share. On January 31, 2017, the Company issued an aggregate of 138,903 shares of common stock resulting from an SVB affiliate’s cashless exercise of the remaining 399,347 of these warrants at an exercise price of $13.50 per share. The Company had no warrants outstanding as of June 30, 2017 and 399,347 warrants outstanding as of December 31, 2016. Stock Plan and Stock Options The Company’s 2015 Incentive Award Plan (the “Plan”) provides for the issuance of incentive and non-statutory 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 and contain such other terms and conditions as specified in the applicable award document. 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 valuations. Subsequent to becoming a public enterprise, 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, 2016 343,216 6,839,868 $ 11.70 8.64 $ 36,795 Increase in Plan authorized shares 3,676,722 — $ — — $ — Restricted Stock Units granted (144,618) — $ — — $ — Stock option grants (2,979,721) 2,979,721 $ 22.52 — $ — Stock options exercised — (479,339) $ 9.01 — $ 8,810 Stock options forfeited 519,361 (519,361) $ 16.25 — $ 3,377 Balance at June 30, 2017 1,414,960 8,820,889 $ 15.24 8.65 $ 171,676 Vested or expected to vest June 30, 2017 8,820,889 $ 15.24 8.65 $ 171,676 Exercisable as of June 30, 2017 2,166,249 $ 8.13 7.33 $ 57,552 The total grant‑date fair value of stock options granted during the quarter and six months ended June 30, 2017 were $6.4 million and $36.3 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). The Company estimates the fair value of stock options granted using the Black‑Scholes option‑pricing model. Compensation cost is generally recognized over the vesting period of the applicable award using the straight‑line method. 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 combined with the Company’s stock volatility 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 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 utilized 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. Prior to 2017, the Company used historical data to estimate pre‑ vesting option forfeitures and record stock‑based compensation expense only for those awards that are expected to vest. On January 1, 2017, the Company adopted ASU 2016-09 and elected to account for stock option forfeitures as they occur which resulted in a cumulative effect adjustment of $69,071 recorded to accumulated deficit and additional paid-in capital. 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: Six Months Ended June 30, 2017 2016 Volatility 45.8% – 47.7% 44.7% – 46.0% Expected life (in years) 6.1 6.0 Risk-free interest rate 1.81% - 2.30% 1.24% - 1.91% Dividend yield – – Weighted-average fair value of underlying common stock $ 22.52 $ 5.71 For the quarter ended June 30, 2017 and 2016, the Company recorded compensation expense related to stock options granted of $4.3 million and $1.6 million, respectively, and $7.2 million and $2.9 million for the six months ended June 30, 2017 and 2016, respectively. As of June 30, 2017, the Company had $54.7 million in unrecognized compensation cost related to non‑vested stock options, which is expected to be recognized over a weighted‑average period of approximately 3.3 years. Restricted Stock Units In May 2017, the Company commenced issuing Restricted Stock Units (“RSU’s”) to certain employees and Board members under the 2017 Employment Inducement Incentive Award Plan. The fair value of the RSU’s is determined on the date of grant. On a monthly basis, the Company will record compensation expense in the income statement on a straight-line basis over the vesting period and will also record a corresponding credit to unearned compensation. The vesting period for employees and members of the Board of Directors is four years and one year, respectively. Activity under the RSU’s is as follows (in thousands, except share and per share amounts and years): Weighted-Average Grant Date Shares Fair Value Per Share Outstanding at beginning of period — $ — Granted 144,618 $ 30.63 Outstanding at June 30, 2017 144,618 $ 30.63 Vested and deferred at June 30, 2017 — $ — Non-vested at June 30, 2017 144,618 $ 30.63 The total grant‑date fair value of RSU’s granted during the quarter and six months ended June 30, 2017 was $4.4 million. For both of the quarter and six months ended June 30, 2017, the Company recorded stock based compensation expense related to the RSU’s of $0.1 million. There was no charge for the quarter and six months ended June 30, 2016. 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. On May 8, 2017, the Company issued 90,968 shares under the ESPP and the Company had not issued any shares under the ESPP as of December 31, 2016. 367,056 shares remained available for issuance as of June 30, 2017. For the quarter and six months ended June 30, 2017, the Company recorded stock-based compensation expense related to the ESPP of $0.1 million and $0.3 million, respectively, based on offerings made under the plan to-date, and there was no charge for the quarter and six months ended June 30, 2016. Total compensation costs charged as an expense for stock‑based awards, including stock options, RSU’s and ESPP, recognized in the components of operating expenses are as follows (in thousands): Quarters Ended Six Months Ended June 30, June 30, 2017 2016 2017 2016 Administrative and marketing $ 280 $ 115 $ 483 $ 217 Sales 847 228 1,601 438 Technology and development 747 266 1,196 475 General and administrative 2,691 1,025 4,382 1,792 Total stock-based compensation expense $ 4,565 $ 1,634 $ 7,662 $ 2,922

Income Taxes

Income Taxes	6 Months Ended
	Jun. 30, 2017
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. Deferred tax provisions were recognized for the quarter ended and six months ended June 30, 2017 and 2016, primarily attributable to the timing differences with respect to the treatment of the amortization of tax deductible goodwill. Substantially all of the Company’s operations, and resulting deferred tax assets, were generated in the United States.

Subsequent Events

Subsequent Events	6 Months Ended
	Jun. 30, 2017
Subsequent Event
Subsequent Events	Note 13. Subsequent Events On July 13, 2017, the Company repaid all the outstanding amounts under both of the SVB Line of Credit Facility and Mezzanine Term Loan of $17.5 million and $25 million, respectively, including early termination and final deferred origination fees of $1.7 million. On July 14, 2017, the Company acquired Best Doctors, a medical consultation company focused on improving health outcomes for the most complex, critical and costly medical issues. The purchase price was $440 million consisting of $375 million of cash and 1.9 million shares of Teladoc’s common stock valued at approximately $65 million on July 14, 2017. On July 14, 2017 and concurrent with the consummation of the Best Doctors acquisition, the Company entered into a $10.0 million senior secured revolving credit facility (the “New Revolving Credit Facility”) and a $175.0 million senior secured term loan facility (the “New Term Loan Facility” and, together with the New Revolving Credit Facility, the “New Senior Secured Credit Facilities”). In addition to using the proceeds of the New Senior Secured Credit Facilities to consummate the Best Doctors acquisition, the Company used the proceeds for repayment of the SVB debt and may use a portion of the proceeds of the New Senior Secured Credit Facilities for working capital purposes or other general corporate purposes.

Basis of Presentation and Pri22

Basis of Presentation and Principles of Consolidations (Policies)	6 Months Ended
	Jun. 30, 2017
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 quarters and six months ended June 30, 2017 are not necessarily indicative of results for the full 2017 calendar 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 year ended December 31, 2016. The unaudited consolidated financial statements include the results of Teladoc, two professional associations and twenty two professional corporations and a service corporation (collectively, the “Association”). Teladoc Physicians, P.A. is party to several Services Agreements by and among it and the professional corporations 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 $7.1 million and $(1.8) million, respectively, for the quarter ended June 30, 2017 and $4.9 million and $(1.9) million, respectively, for the quarter ended June 30, 2016. Total revenue and net loss for the VIE were $15.7 million and $(4.4) million, respectively, for the six months ended June 30, 2017 and $11.0 million and $(3.5) million, respectively, for the six months ended June 30, 2016. The VIE’s total assets were $2.7 million and $2.9 million at June 30, 2017 and December 31, 2016, respectively. Total liabilities for the VIE were $32.1 million and $27.8 million at June 30, 2017 and December 31, 2016, respectively. The VIE’s total stockholders’ deficit was $29.4 million and $25.0 million at June 30, 2017 and December 31, 2016, respectively. All intercompany transactions and balances have been eliminated. The Company adopted ASU 2016-09, Compensation – Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting during the quarter ended March 31, 2017 as described below. There have been no other 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 March 2016, the FASB issued ASU 2016-09, Compensation—Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting. ASU 2016-09 simplifies several aspects of the accounting for share-based payment transactions, including the income tax consequences, classification of awards as either equity or liabilities, and classification on the statement of cash flows. The new standard is effective for fiscal years beginning after December 15, 2016, and interim periods within those fiscal years and early adoption is permitted. On January 1, 2017, the Company adopted this standard on a modified retrospective basis. As a result of the adoption of this standard, a deferred tax asset of approximately $1.3 million was recorded as a cumulative effect adjustment to accumulated deficit. The Company has also recorded a full valuation allowance for the deferred tax asset due to the uncertainty regarding the future realization and as a result, there was no change to stockholders’ equity. Additionally, the Company elected to change its policy from estimating forfeitures to recognizing forfeitures when they occur and recorded a cumulative adjustment to accumulated deficit of approximately $0.1 million as of January 1, 2017. 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 modified retrospectively applied with the cumulative effect of initially applying it recognized at the date of initial application. The Company has undergone a process of identifying the various types of revenue streams and has performed an initial evaluation of the components of the associated contractual arrangements. The Company will be assessing the impact of this standard on its revenue recognition policy and anticipates adopting the standard using the modified retrospective method. In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842) . ASU 2016-02 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 our consolidated financial statements.

Business Acquisitions (Tables)

Business Acquisitions (Tables)	6 Months Ended
	Jun. 30, 2017
Business Acquisitions
Summary of identifiable assets acquired and liabilities assumed	Identifiable assets acquired and liabilities assumed (in thousands): HealthiestYou Purchase price $ 151,484 Less: Cash 6,204 Accounts receivable 1,184 Other assets 1,537 Client relationships 10,930 Non-compete agreements 70 Internal-use software 2,220 Trademarks 1,180 Accounts payable (836) Other liabilities (2,847) Goodwill $ 131,842

Intangible Assets, Net (Tables)

Intangible Assets, Net (Tables)	6 Months Ended
	Jun. 30, 2017
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 June 30, 2017 Client relationships 2 to 10 years $ 22,581 $ (8,295) $ 14,286 7.9 Non-compete agreements 1.5 to 5 years 3,480 (2,743) 737 1.1 Trademarks 3 years 1,320 (507) 813 2.0 Patents 3 years 200 (39) 161 2.4 Internal-use software 3 to 5 years 9,262 (4,020) 5,242 2.4 Intangible assets, net $ 36,843 $ (15,604) $ 21,239 6.1 December 31, 2016 Client relationships 2 to 10 years $ 22,581 $ (6,226) $ 16,355 8.5 Non-compete agreements 1.5 to 5 years 3,480 (2,344) 1,136 1.6 Trademarks 3 years 1,320 (287) 1,033 2.4 Patents 3 years 200 (6) 194 2.9 Internal-use software 3 to 5 years 8,976 (2,819) 6,157 3.0 Intangible assets, net $ 36,557 $ (11,682) $ 24,875 6.5

Goodwill (Tables)

Goodwill (Tables)	6 Months Ended
	Jun. 30, 2017
Goodwill
Summary of goodwill	Goodwill consists of the following (in thousands): As of June 30, As of December 31, 2017 2016 Beginning balance $ 188,184 $ 56,342 Additions associated with the acquisition of HealthiestYou - 131,842 Goodwill $ 188,184 $ 188,184

Accrued Expenses and Other Cu26

Accrued Expenses and Other Current Liabilities (Tables)	6 Months Ended
	Jun. 30, 2017
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 June 30, As of December 31, 2017 2016 Professional fees $ 885 $ 292 Consulting fees/provider fees 1,300 1,687 Legal fees 2,050 897 Interest payable 284 389 Marketing 87 142 Earnout and compensation — 1,045 Deferred revenue 2,411 1,002 Other 2,667 2,527 Total $ 9,684 $ 7,981

Fair Value Measurements (Tables

Fair Value Measurements (Tables)	6 Months Ended
	Jun. 30, 2017
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): June 30, 2017 Level 1 Level 2 Level 3 Total Cash and cash equivalents $ 409,224 $ — $ — $ 409,224 Short-term marketable securities $ — $ 31,070 $ — $ 31,070 Contingent liability (included in other liabilities) $ — $ — $ 3,798 $ 3,798 December 31, 2016 Level 1 Level 2 Level 3 Total Cash and cash equivalents $ 50,015 $ — $ — $ 50,015 Short-term marketable securities $ — $ 15,793 $ — $ 15,793 Contingent liability (included in accrued expenses and other current liabilities and other liabilities) $ — $ — $ 3,678 $ 3,678
Schedule of reconciliation of company's Level 3 liabilities	Balance at December 31, 2016 $ 3,678 Change in fair value 120 Fair value at June 30, 2017 $ 3,798

Long Term Bank and Other Debt (

Long Term Bank and Other Debt (Tables)	6 Months Ended
	Jun. 30, 2017
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 June 30, As of December 31, 2017 2016 SVB Mezzanine Term Loan $ 25,000 $ 25,000 SVB Line of Credit Facility less debt discount of $50 and $66 17,440 17,424 Subordinated Promissory Note — 2,000 Total 42,440 44,424 Less: current portion of Subordinated Promissory Note — (2,000) Long term bank and other debt $ 42,440 $ 42,424

Convertible Senior Notes (Table

Convertible Senior Notes (Tables)	6 Months Ended
	Jun. 30, 2017
Convertible Senior Notes
Summary of the 2022 Notes	The 2022 Notes consist of the following (in thousands): As of June 30, Liability component 2017 Principal $ 275,000 Less: Debt issuance costs, net (1) (73,605) Net carrying amount $ 201,395 (1) Included in the accompanying consolidated balance sheets within convertible senior notes and amortized to interest expense over the expected life of the 2022 Notes using the effective interest rate method.
Schedule of total interest expense recognized related to the 2022 Notes	The following table sets forth total interest expense recognized related to the 2022 Notes (in thousands): Six Months Ended June 30, 2017 Contractual interest expense $ 68 Amortization of debt discount 77 Total $ 145 Effective interest rate of the liability component 10.0 %

Common Stock and Stockholders30

Common Stock and Stockholders' Equity (Tables)	6 Months Ended
	Jun. 30, 2017
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, 2016 343,216 6,839,868 $ 11.70 8.64 $ 36,795 Increase in Plan authorized shares 3,676,722 — $ — — $ — Restricted Stock Units granted (144,618) — $ — — $ — Stock option grants (2,979,721) 2,979,721 $ 22.52 — $ — Stock options exercised — (479,339) $ 9.01 — $ 8,810 Stock options forfeited 519,361 (519,361) $ 16.25 — $ 3,377 Balance at June 30, 2017 1,414,960 8,820,889 $ 15.24 8.65 $ 171,676 Vested or expected to vest June 30, 2017 8,820,889 $ 15.24 8.65 $ 171,676 Exercisable as of June 30, 2017 2,166,249 $ 8.13 7.33 $ 57,552
Assumptions used for estimate of fair value of options	Six Months Ended June 30, 2017 2016 Volatility 45.8% – 47.7% 44.7% – 46.0% Expected life (in years) 6.1 6.0 Risk-free interest rate 1.81% - 2.30% 1.24% - 1.91% Dividend yield – – Weighted-average fair value of underlying common stock $ 22.52 $ 5.71
Schedule of activity under the RSU's	Activity under the RSU’s is as follows (in thousands, except share and per share amounts and years): Weighted-Average Grant Date Shares Fair Value Per Share Outstanding at beginning of period — $ — Granted 144,618 $ 30.63 Outstanding at June 30, 2017 144,618 $ 30.63 Vested and deferred at June 30, 2017 — $ — Non-vested at June 30, 2017 144,618 $ 30.63

Organization and Description 31

Organization and Description of Business (Details) - Follow-On Offering $ / shares in Units, $ in Millions	Jan. 24, 2017USD ($)$ / sharesshares
Initial Public Offering
Issuance of stock (in shares) | shares	7,887,500
Price of stock issued (in dollars per share) | $ / shares	$ 16.75
Proceeds received, net of issuance costs	$ 123.9
Underwriting discounts and commissions	7.6
Other offering expenses	$ 0.6

Basis of Presentation and Pri32

Basis of Presentation and Principles of Consolidation - VIE (Details) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2017USD ($)	Jun. 30, 2016USD ($)	Jun. 30, 2017USD ($)item	Jun. 30, 2016USD ($)	Dec. 31, 2016USD ($)
Variable interest entity
Number of professional associations consolidated as VIEs | item			2
Number of professional corporations consolidated as VIEs | item			22
Number of service corporations consolidated as VIEs | item			1
Total revenue of VIEs			$ 15.7	$ 11
Net loss of VIEs			(4.4)	$ (3.5)
Primary beneficiary
Variable interest entity
Total revenue of VIEs	$ 7.1	$ 4.9
Net loss of VIEs	(1.8)	$ (1.9)
Assets of VIEs	2.7		2.7		$ 2.9
Liabilities of VIEs	32.1		32.1		27.8
Deficit of VIEs	$ 29.4		$ 29.4		$ 25

Basis of Presentation and Pri33

Basis of Presentation and Principles of Consolidation - Recently Issued Accounting Pronouncements (Details) - Accounting Standards Update 2016-09 $ in Thousands	Jan. 01, 2017USD ($)
Adjustment
Recently Issued Accounting Pronouncements
Deferred tax asset	$ 1,300
Deferred tax asset, valuation allowance	1,300
Accumulated Deficit
Recently Issued Accounting Pronouncements
Cumulative effect adjustment of new accounting principle	$ (69,071)

Business Acquisitions (Details)

Business Acquisitions (Details) - USD ($) $ in Thousands	Jul. 01, 2016	Jun. 30, 2017	Dec. 31, 2016	Dec. 31, 2015
Less:
Goodwill		$ 188,184	$ 188,184	$ 56,342
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	1,184
Other assets	1,537
Accounts payable	(836)
Other liabilities	(2,847)
Goodwill	131,842
HealthiestYou | Maximum
Business acquisition
Adjustments for working capital	100
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

Intangible Assets, Net - Summar

Intangible Assets, Net - Summary (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended		12 Months Ended
	Jun. 30, 2017	Jun. 30, 2016	Jun. 30, 2017	Jun. 30, 2016	Dec. 31, 2016
Intangible assets
Gross Value	$ 36,843		$ 36,843		$ 36,557
Accumulated Amortization	(15,604)		(15,604)		(11,682)
Net Carrying Value	21,239		21,239		$ 24,875
Amortization expense for intangible assets	2,000	$ 1,000	$ 3,900	$ 2,100
Weighted Average
Intangible assets
Weighted Average Remaining Useful Life			6 years 1 month 6 days		6 years 6 months
Client relationships
Intangible assets
Gross Value	22,581		$ 22,581		$ 22,581
Accumulated Amortization	(8,295)		(8,295)		(6,226)
Net Carrying Value	14,286		$ 14,286		$ 16,355
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			7 years 10 months 24 days		8 years 6 months
Non-compete agreements
Intangible assets
Gross Value	3,480		$ 3,480		$ 3,480
Accumulated Amortization	(2,743)		(2,743)		(2,344)
Net Carrying Value	737		$ 737		$ 1,136
Non-compete agreements | Minimum
Intangible assets
Useful life			1 year 6 months		1 year 6 months
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 1 month 6 days		1 year 7 months 6 days
Trademarks
Intangible assets
Gross Value	1,320		$ 1,320		$ 1,320
Accumulated Amortization	(507)		(507)		(287)
Net Carrying Value	813		$ 813		$ 1,033
Useful life			3 years		3 years
Trademarks | Weighted Average
Intangible assets
Weighted Average Remaining Useful Life			2 years		2 years 4 months 24 days
Patents
Intangible assets
Gross Value	200		$ 200		$ 200
Accumulated Amortization	(39)		(39)		(6)
Net Carrying Value	161		$ 161		$ 194
Useful life			3 years		3 years
Patents | Weighted Average
Intangible assets
Weighted Average Remaining Useful Life			2 years 4 months 24 days		2 years 10 months 24 days
Internal-Use Software
Intangible assets
Gross Value	9,262		$ 9,262		$ 8,976
Accumulated Amortization	(4,020)		(4,020)		(2,819)
Net Carrying Value	$ 5,242		$ 5,242		$ 6,157
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 4 months 24 days		3 years

Goodwill (Details)

Goodwill (Details) $ in Thousands	12 Months Ended
	Dec. 31, 2016USD ($)
Goodwill
Beginning balance	$ 56,342
Additions associated with the acquisition of HealthiestYou	131,842
Goodwill	$ 188,184

Accrued Expenses and Other Cu37

Accrued Expenses and Other Current Liabilities (Details) - USD ($) $ in Thousands	Jun. 30, 2017	Dec. 31, 2016
Accrued Expenses and Other Current Liabilities
Professional fees	$ 885	$ 292
Consulting fees/provider fees	1,300	1,687
Legal fees	2,050	897
Interest payable	284	389
Marketing	87	142
Earnout and compensation		1,045
Deferred revenue	2,411	1,002
Other	2,667	2,527
Total	$ 9,684	$ 7,981

Fair Value Measurements - Recur

Fair Value Measurements - Recurring (Details) - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2017	Jun. 30, 2016	Dec. 31, 2016
Fair Value
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
Cash and cash equivalents	409,224		$ 50,015
Short-term marketable securities	31,070		15,793
Contingent liability	3,798		3,678
Level 1 | Recurring
Fair Value
Cash and cash equivalents	409,224		50,015
Level 2 | Recurring
Fair Value
Short-term marketable securities	31,070		15,793
Level 3 | Recurring
Fair Value
Contingent liability	$ 3,798		$ 3,678

Fair Value Measurements - Level

Fair Value Measurements - Level 3 (Details) - Contingent Liability $ in Thousands	6 Months Ended
	Jun. 30, 2017USD ($)
Reconciliation of Level 3 liabilities
Fair value at beginning of period	$ 3,678
Change in fair value	120
Fair value at end of period	$ 3,798

Long Term Bank and Other Debt -

Long Term Bank and Other Debt - Summary (Details)	Jul. 13, 2017USD ($)	Jan. 31, 2017$ / sharesshares	Dec. 09, 2016$ / sharesshares	Jul. 31, 2016USD ($)item$ / sharesshares	Apr. 30, 2015USD ($)	Mar. 31, 2017USD ($)	Jun. 30, 2017USD ($)shares	Jun. 30, 2016USD ($)	Dec. 31, 2016USD ($)shares	Jul. 14, 2017USD ($)	Jan. 01, 2016
Long-term bank and other debt
Total							$ 42,440,000		$ 44,424,000
Less: current portion									(2,000,000)
Long term bank and other debt							42,440,000		42,424,000
Drawdown on facility								$ 5,500,000
Repayment of debt							2,000,000	$ 625,000
SVB | Subsequent Event
Long-term bank and other debt
Early termination fees and final deferred origination fees	$ 1,700,000
Amended and Restated Loan and Security Agreement, May 2014
Long-term bank and other debt
Previous deferred loan costs remaining to be amortized				$ 100,000
New Revolving Credit Facility | Subsequent Event
Long-term bank and other debt
Maximum borrowings										$ 10,000,000
New Term Loan Facility | Subsequent Event
Long-term bank and other debt
Maximum borrowings										$ 175,000,000
Mezzanine Term Loan | SVB
Long-term bank and other debt
Total							25,000,000		25,000,000
Face amount				25,000,000
Loan origination fee				250,000
Final payment fee payable				$ 750,000
Mezzanine Term Loan | SVB | Subsequent Event
Long-term bank and other debt
Repayment of debt	25,000,000
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 (as a percent)				3.75%
Line of credit | SVB
Long-term bank and other debt
Debt discount							50,000		66,000
Total							$ 17,440,000		17,424,000
Maximum borrowings				$ 25,000,000
Borrowing base as percentage of monthly recurring revenue				300.00%
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
Line of credit | SVB | Subsequent Event
Long-term bank and other debt
Repayment of debt	$ 17,500,000
Line of credit | SVB | WSJ Prime Rate
Long-term bank and other debt
Basis spread on variable rate (as a percent)				0.50%
Subordinated Promissory Note
Long-term bank and other debt
Total									2,000,000
Subordinated Promissory Note | AmeriDoc
Long-term bank and other debt
Interest rate (as a percent)					10.00%						7.00%
Debt incurred upon acquisition					$ 3,500,000
Repayment of debt						$ 2,000,000			$ 1,000,000
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	$ 13.50	$ 13.50
Term of warrants				10 years
Fair value of warrants outstanding				$ 7,700,000
Number of shares issued upon exercise of warrants | shares		138,903	107,931
Cashless exercise of warrants (in shares) | shares		399,347	399,347
Warrants outstanding (in shares) | shares							0		399,347

Convertible Senior Notes - Term

Convertible Senior Notes - Terms (Details)	Jun. 27, 2017USD ($)Ditem$ / shares	Jun. 30, 2017USD ($)
Convertible Senior Notes
Net proceeds from offering		$ 263,722,000
2022 Notes
Convertible Senior Notes
Face amount	$ 275,000,000	$ 275,000,000
Interest rate (as a percent)	3.00%
Net proceeds from offering	$ 263,700,000
Principal multiple amount used in the conversion of the debt instrument	$ 1,000
Convertible debt, conversion rate	22.7247
Convertible debt, conversion price (in dollars per share) | $ / shares	$ 44
Trading day observation period used to determine the amount of cash and shares, if any, that are due upon conversion | item	25
Convertible debt, equity component	$ 62,400,000
At any time prior to close of business on the business day immediately preceding June 15, 2022 | 2022 Notes
Convertible Senior Notes
Principal multiple amount used in the conversion of the debt instrument	$ 1,000
Convertible debt, threshold, trading days | D	20
Convertible debt, threshold, consecutive trading days	30 days
Minimum percentage of common stock price as a percentage of the conversion price	130.00%
Convertible debt, number of business days, measurement period | D	5
Convertible debt, number of consecutive trading days, measurement period	10 days
Trading price expressed as a percentage of the last reported sales price and conversion rate after the specified consecutive trading day period	98.00%
On or after June 15, 2022 | 2022 Notes
Convertible Senior Notes
Principal multiple amount used in the conversion of the debt instrument	$ 1,000
On or after December 22, 2020 | 2022 Notes
Convertible Senior Notes
Convertible debt, threshold, trading days | D	20
Convertible debt, threshold, consecutive trading days	30 days
Minimum percentage of common stock price as a percentage of the conversion price	130.00%

Convertible Senior Notes - Summ

Convertible Senior Notes - Summary (Details) - 2022 Notes - USD ($) $ in Thousands	1 Months Ended	6 Months Ended
	Jun. 30, 2017	Jun. 30, 2017	Jun. 27, 2017
Convertible Senior Notes
Principal	$ 275,000	$ 275,000	$ 275,000
Less: Debt issuance costs, net	(73,605)	(73,605)
Net carrying amount	$ 201,395	201,395
Remaining contractual life	5 years 6 months
Interest Expense
Contractual interest expense		68
Amortization of debt discount		77
Total		$ 145
Effective interest rate of the liability component (as a percent)	10.00%	10.00%
Level 2
Convertible Senior Notes
Fair value	$ 290,000	$ 290,000

Commitments and Contingencies (

Commitments and Contingencies (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended		12 Months Ended
	Jun. 30, 2017	Jun. 30, 2016	Jun. 30, 2017	Jun. 30, 2016	Dec. 31, 2016
Revenues from external customers
Revenues	$ 44,591	$ 26,488	$ 87,489	$ 53,376
Texas | Sales | Geographic Concentration Risk
Revenues from external customers
Revenues			$ 8,500		$ 15,100
Concentration risk (as a percent)			10.00%		12.00%

Common Stock and Stockholders44

Common Stock and Stockholders' Equity - Capitalization (Details) - Follow-On Offering $ / shares in Units, $ in Millions	Jan. 24, 2017USD ($)$ / sharesshares
Capitalization
Follow-on Offering (in shares) | shares	7,887,500
Price of stock issued (in dollars per share) | $ / shares	$ 16.75
Proceeds received, net of issuance costs	$ 123.9
Underwriting discounts and commissions	7.6
Other offering expenses	$ 0.6

Common Stock and Stockholders45

Common Stock and Stockholders' Equity - Warrants (Details) - Affiliates of SVB - Common stock warrants $ / shares in Units, $ in Millions	Jan. 31, 2017$ / sharesshares	Dec. 09, 2016$ / sharesshares	Jul. 31, 2016USD ($)item$ / sharesshares	Jun. 30, 2017shares	Dec. 31, 2016shares
Warrants
Number of warrants issued			798,694
Number of shares that may be exercised from warrants			798,694
Number of shares issued upon exercise of warrants	138,903	107,931
Cashless exercise of warrants (in shares)	399,347	399,347
Exercise price of warrants (in dollars per share) | $ / shares	$ 13.50	$ 13.50	$ 13.50
Number of affiliates of lender granted warrants | item			2
Term of warrants			10 years
Fair value of warrants outstanding | $			$ 7.7
Warrants outstanding (in shares)				0	399,347

Common Stock and Stockholders46

Common Stock and Stockholders' Equity - Stock Plan and Stock Options (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended		6 Months Ended		12 Months Ended
	Jun. 30, 2017	Jun. 30, 2016	Jun. 30, 2017	Jun. 30, 2016	Dec. 31, 2016
Stock-based Awards
Vesting period			4 years
Other disclosures
Compensation expense	$ 4,565	$ 1,634	$ 7,662	$ 2,922
Stock options
Aggregate Intrinsic Value
Grant-date fair value of stock options granted during the period	6,400		$ 36,300
Fair value assumptions
Volatility, minimum (as a percent)			45.80%	44.70%
Volatility, maximum (as a percent)			47.70%	46.00%
Expected life (in years)			6 years 1 month 6 days	6 years
Risk-free interest rate, minimum			1.81%	1.24%
Risk-free interest rate, maximum			2.30%	1.91%
Dividend yield (as a percent)			0.00%	0.00%
Weighted-average fair value of the underlying common stock			$ 22.52	$ 5.71
Other disclosures
Compensation expense	4,300	$ 1,600	$ 7,200	$ 2,900
Unrecognized compensation cost	$ 54,700		$ 54,700
Period over which unrecognized compensation cost is expected to be recognized			3 years 3 months 18 days
Stock options | Maximum
Stock-based Awards
Exercisable period (in years)			10 years
2015 Incentive Award Plan
Shares Available for Grant
Balance, beginning of period (in shares)			343,216
Increase in Plan authorized shares			3,676,722
Restricted Stock Units granted (in shares)			(144,618)
Stock options grants (in shares)			(2,979,721)
Stock options forfeited (in shares)			519,361
Balance, end of period (in shares)	1,414,960		1,414,960		343,216
2015 Incentive Award Plan | Stock options
Number of Shares Outstanding
Balance, beginning of period (in shares)			6,839,868
Stock option grants (in shares)			2,979,721
Stock option exercised (in shares)			(479,339)
Stock options forfeited (in shares)			(519,361)
Balance, end of period (in shares)	8,820,889		8,820,889		6,839,868
Vested or expected to vest at end of period (in shares)	8,820,889		8,820,889
Exercisable as of end of period (in shares)	2,166,249		2,166,249
Weighted-Average Exercise Price
Balance, beginning of period (in dollars per share)			$ 11.70
Stock option grants (in dollars per share)			22.52
Stock option exercised (in dollars per share)			9.01
Stock options forfeited (in dollars per share)			16.25
Balance, end of period (in dollars per share)	$ 15.24		15.24		$ 11.70
Vested or expected to vest at end of period (in dollars per share)	15.24		15.24
Exercisable as of end of period (in dollars per share)	$ 8.13		$ 8.13
Weighted-average remaining contractual life in Years
Weighted-average remaining contractual life (in years)			8 years 7 months 24 days		8 years 7 months 21 days
Vested or expected to vest at end of period (in years)			8 years 7 months 24 days
Exercisable as of end of period (in years)			7 years 3 months 29 days
Aggregate Intrinsic Value
Aggregate Intrinsic Value	$ 171,676		$ 171,676		$ 36,795
Stock options exercised			8,810
Stock options forfeited			3,377
Vested or expected to vest at end of period	171,676		171,676
Exercisable as of end of period	$ 57,552		$ 57,552

Common Stock and Stockholders47

Common Stock and Stockholders' Equity - Adoption of ASU (Details) $ in Thousands	Jan. 01, 2017USD ($)
Accumulated Deficit | Accounting Standards Update 2016-09
Adoption of new accounting standard
Cumulative effect adjustment of new accounting principle	$ 69,071

Common Stock and Stockholders48

Common Stock and Stockholders' Equity - Restricted Stock Units (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2017	Jun. 30, 2016	Jun. 30, 2017	Jun. 30, 2016
Stock-based Awards
Vesting period			4 years
Weighted-Average Grant Date Fair Value Per Share
Stock-based compensation	$ 4,565	$ 1,634	$ 7,662	$ 2,922
RSU's
Shares
Granted (in shares)			144,618
Outstanding at end of period (in shares)	144,618		144,618
Nonvested (in shares)	144,618		144,618
Weighted-Average Grant Date Fair Value Per Share
Granted (in dollars per share)			$ 30.63
Outstanding at end of period (in dollars per share)	$ 30.63		30.63
Non-vested (in dollars per share)	$ 30.63		$ 30.63
Grant date fair value of RSU's granted	$ 4,400		$ 4,400
Stock-based compensation	$ 100	$ 0	$ 100	$ 0
Employees | RSU's
Stock-based Awards
Vesting period			4 years
Board of Directors | RSU's
Stock-based Awards
Vesting period			1 year

Common Stock and Stockholders49

Common Stock and Stockholders' Equity - Employee Stock Purchase Plan (Details) - USD ($) $ in Thousands	May 08, 2017	Jul. 31, 2015	Jun. 30, 2017	Jun. 30, 2016	Mar. 31, 2016	Jun. 30, 2017	Jun. 30, 2016
Employee Stock Purchase Plan
Stock-based compensation			$ 4,565	$ 1,634		$ 7,662	$ 2,922
ESPP
Employee Stock Purchase Plan
Shares reserved for issuance under the plan (in shares)		458,024	367,056			367,056
Maximum offering period		27 months
Stock purchase price as a percentage of fair value (as a percent)		85.00%
Issuance of common stock under employee stock purchase plan (in shares)	90,968
Stock-based compensation			$ 100		$ 0	$ 300	$ 0

Common Stock and Stockholders50

Common Stock and Stockholders' Equity - Compensation Costs (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2017	Jun. 30, 2016	Jun. 30, 2017	Jun. 30, 2016
Compensation costs charged as an expense
Stock-based compensation	$ 4,565	$ 1,634	$ 7,662	$ 2,922
Administrative And Marketing
Compensation costs charged as an expense
Stock-based compensation	280	115	483	217
Sales
Compensation costs charged as an expense
Stock-based compensation	847	228	1,601	438
Technology And Development
Compensation costs charged as an expense
Stock-based compensation	747	266	1,196	475
General and administrative expenses
Compensation costs charged as an expense
Stock-based compensation	$ 2,691	$ 1,025	$ 4,382	$ 1,792

Subsequent Events (Details)

Subsequent Events (Details) - USD ($) $ in Thousands, shares in Millions	Jul. 14, 2017	Jul. 13, 2017	Jun. 30, 2017	Jun. 30, 2016	Jul. 31, 2016
Subsequent events
Repayment of debt			$ 2,000	$ 625
Subsequent Event | New Revolving Credit Facility
Subsequent events
Maximum borrowings	$ 10,000
Subsequent Event | New Term Loan Facility
Subsequent events
Maximum borrowings	175,000
Subsequent Event | Best Doctors
Subsequent events
Purchase price	440,000
Cash paid for acquisition	$ 375,000
Equity consideration (in shares)	1.9
Equity consideration	$ 65,000
SVB | Line of credit
Subsequent events
Maximum borrowings					$ 25,000
SVB | Subsequent Event
Subsequent events
Early termination fees and final deferred origination fees		$ 1,700
SVB | Subsequent Event | Line of credit
Subsequent events
Repayment of debt		17,500
SVB | Subsequent Event | Mezzanine Term Loan
Subsequent events
Repayment of debt		$ 25,000