COVER PAGE
COVER PAGE - USD ($) shares in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Feb. 28, 2020 | Jun. 30, 2019 | |
Cover page. | |||
Document Type | 10-K | ||
Document Annual Report | true | ||
Document Period End Date | Dec. 31, 2019 | ||
Document Transition Report | false | ||
Entity File Number | 001-38983 | ||
Entity Registrant Name | Livongo Health, Inc. | ||
Entity Incorporation, State or Country Code | DE | ||
Entity Tax Identification Number | 26-3542036 | ||
Entity Address, Address Line One | 150 West Evelyn Avenue | ||
Entity Address, Address Line Two | Suite 150 | ||
Entity Address, City or Town | Mountain View | ||
Entity Address, State or Province | CA | ||
Entity Address, Postal Zip Code | 94041 | ||
City Area Code | 866 | ||
Local Phone Number | 435-5643 | ||
Title of 12(b) Security | Common Stock, $0.001 par value | ||
Trading Symbol | LVGO | ||
Security Exchange Name | NASDAQ | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Non-accelerated Filer | ||
Entity Small Business | false | ||
Entity Emerging Growth Company | true | ||
Entity Ex Transition Period | false | ||
Entity Shell Company | false | ||
Entity Public Float | $ 0 | ||
Entity Common Stock, Shares Outstanding | 96,032 | ||
Documents Incorporated by Reference | Documents Incorporated By Reference: Portions of the registrant's definitive Proxy Statement for its 2020 Annual Meeting of Stockholders, to be filed hereafter, are incorporated by reference into Part III of this Annual Report on Form 10-K where indicated. Except for the portions of such proxy statement specifically incorporated by reference in this Annual Report on Form 10-K, such proxy statement shall not be deemed to be filed as part hereof. | ||
Entity Central Index Key | 0001639225 | ||
Amendment Flag | false | ||
Current Fiscal Year End Date | --12-31 | ||
Document Fiscal Year Focus | 2019 | ||
Document Fiscal Period Focus | FY |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) | Dec. 31, 2019 | Dec. 31, 2018 |
Current assets: | ||
Cash and cash equivalents | $ 241,738,000 | $ 108,928,000 |
Short-term investments | 150,000,000 | 0 |
Accounts receivable, net of allowance for doubtful accounts of $1,245 and $575 as of December 31, 2019 and 2018, respectively | 40,875,000 | 16,623,000 |
Inventories | 28,983,000 | 8,934,000 |
Deferred costs and other, current | 16,051,000 | 6,022,000 |
Prepaid expenses and other current assets | 9,860,000 | 4,935,000 |
Total current assets | 487,507,000 | 145,442,000 |
Property and equipment, net | 10,354,000 | 5,837,000 |
Restricted cash, noncurrent | 1,270,000 | 179,000 |
Goodwill | 35,801,000 | 15,709,000 |
Intangible assets, net | 16,469,000 | 5,154,000 |
Deferred costs and other, noncurrent | 5,700,000 | 2,447,000 |
Other noncurrent assets | 3,460,000 | 5,485,000 |
TOTAL ASSETS | 560,561,000 | 180,253,000 |
Current liabilities: | ||
Accounts payable | 8,362,000 | 6,377,000 |
Accrued expenses and other current liabilities | 27,801,000 | 16,152,000 |
Deferred revenue, current | 3,945,000 | 1,614,000 |
Advance payments from partner, current | 1,767,000 | 293,000 |
Total current liabilities | 41,875,000 | 24,436,000 |
Deferred revenue, noncurrent | 654,000 | 437,000 |
Advance payment from partner, noncurrent | 7,754,000 | 6,432,000 |
Other noncurrent liabilities | 2,914,000 | 3,825,000 |
TOTAL LIABILITIES | 53,197,000 | 35,130,000 |
Commitments and contingencies (Note 8) | ||
Redeemable convertible preferred stock, par value of $0.001 per share; zero and 58,615 shares authorized, issued and outstanding as of December 31, 2019 and 2018, respectively; aggregate liquidation preference of zero and $237,650 as of December 31, 2019 and 2018, respectively | 0 | 236,929,000 |
Stockholders’ equity (deficit): | ||
Preferred stock, par value of $0.001 per share; 100,000 and zero shares authorized as of December 31, 2019 and 2018, respectively; zero shares issued and outstanding as of December 31, 2019 and 2018, respectively | 0 | 0 |
Common stock, par value of $0.001 per share; 900,000 and 99,250 shares authorized as of December 31, 2019 and 2018, respectively; 95,301 and 17,691 shares issued and outstanding as of December 31, 2019 and 2018, respectively | 95,000 | 18,000 |
Additional paid-in capital | 671,467,000 | 21,789,000 |
Accumulated deficit | (164,198,000) | (113,613,000) |
TOTAL STOCKHOLDERS’ EQUITY (DEFICIT) | 507,364,000 | (91,806,000) |
TOTAL LIABILITIES, REDEEMABLE CONVERTIBLE PREFERRED STOCK, AND STOCKHOLDERS’ EQUITY (DEFICIT) | $ 560,561,000 | $ 180,253,000 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Statement of Financial Position [Abstract] | ||
Allowance for doubtful accounts | $ 1,245 | $ 575 |
Redeemable convertible preferred stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Redeemable convertible preferred stock, shares authorized (in shares) | 0 | 58,615,000 |
Redeemable convertible preferred stock, shares issued (in shares) | 0 | 58,615,000 |
Redeemable convertible preferred stock, shares outstanding (in shares) | 0 | 58,615,000 |
Aggregate liquidation preference | $ 0 | $ 237,650 |
Preferred stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized (in shares) | 100,000,000 | 0 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock, shares authorized (in shares) | 900,000,000 | 99,250,000 |
Common stock, shares issued (in shares) | 95,301,000 | 17,691,000 |
Common stock, shares outstanding (in shares) | 95,301,000 | 17,691,000 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Income Statement [Abstract] | |||
Revenue | $ 170,198 | $ 68,431 | $ 30,850 |
Cost of revenue | 46,158 | 20,269 | 8,312 |
Gross profit | 124,040 | 48,162 | 22,538 |
Operating expenses: | |||
Research and development | 49,842 | 24,861 | 12,028 |
Sales and marketing | 78,060 | 36,433 | 16,502 |
General and administrative | 55,676 | 23,063 | 11,050 |
Change in fair value of contingent consideration | 843 | (1,200) | 0 |
Total operating expenses | 184,421 | 83,157 | 39,580 |
Loss from operations | (60,381) | (34,995) | (17,042) |
Other income, net | 3,742 | 1,641 | 123 |
Loss before provision for income taxes | (56,639) | (33,354) | (16,919) |
Provision for (benefit from) income taxes | (1,369) | 28 | (61) |
Net loss | (55,270) | (33,382) | (16,858) |
Accretion of redeemable convertible preferred stock | (96) | (162) | (143) |
Net loss attributable to common stockholders | $ (55,366) | $ (33,544) | $ (17,001) |
Net loss per share attributable to common stockholders, basic and diluted (in dollars per share) | $ (1.09) | $ (2.02) | $ (1.18) |
Weighted-average shares used in computing net loss per share attributable to common stockholders, basic and diluted (in shares) | 50,930 | 16,573 | 14,442 |
CONSOLIDATED STATEMENTS OF REDE
CONSOLIDATED STATEMENTS OF REDEEMABLE CONVERTIBLE PREFERRED STOCK AND STOCKHOLDERS’ EQUITY (DEFICIT) - USD ($) $ in Thousands | Total | Common Stock | Additional Paid-in Capital | Accumulated Deficit | Restricted Stock Awards | Restricted Stock AwardsCommon Stock | Restricted Stock AwardsAdditional Paid-in Capital |
Redeemable convertible preferred stock, shares outstanding at of beginning period (in shares) at Dec. 31, 2016 | 34,186,000 | ||||||
Redeemable convertible preferred stock, outstanding at beginning of period at Dec. 31, 2016 | $ 79,528 | ||||||
Temporary Equity | |||||||
Issuance of redeemable convertible preferred stock, net of issuance costs (in shares) | 11,774,000 | ||||||
Issuance of redeemable convertible preferred stock, net of issuance costs | $ 52,346 | ||||||
Accretion of redeemable convertible preferred stock | $ 143 | ||||||
Redeemable convertible preferred stock, shares outstanding at end of period (in shares) at Dec. 31, 2017 | 45,960,000 | ||||||
Redeemable convertible preferred stock, outstanding at end of period at Dec. 31, 2017 | $ 132,017 | ||||||
Common stock, shares outstanding at beginning of period (in shares) at Dec. 31, 2016 | 14,233,000 | ||||||
Stockholders' equity (deficit) at beginning of period at Dec. 31, 2016 | (52,907) | $ 14 | $ 10,452 | $ (63,373) | |||
Stockholders' Equity | |||||||
Accretion of redeemable convertible preferred stock | $ (143) | (143) | |||||
Issuance of common stock upon exercise of warrants (in shares) | 361,425 | 361,000 | |||||
Issuance of common stock upon exercise of warrants | $ 286 | $ 1 | 285 | ||||
Conversion of redeemable convertible preferred stock to common stock | $ 0 | ||||||
Issuance of common stock upon exercise of stock options, net (in shares) | 1,372,000 | 1,372,000 | |||||
Issuance of common stock upon exercise of stock options, net | $ 1,069 | $ 1 | 1,068 | ||||
Issuance of stock awards (in shares) | 1,064,000 | ||||||
Issuance of stock awards | $ 0 | $ 1 | $ (1) | ||||
Stock-based compensation expense | 2,145 | 2,145 | |||||
Net loss | (16,858) | (16,858) | |||||
Common stock, shares outstanding at end of period (in shares) at Dec. 31, 2017 | 17,030,000 | ||||||
Stockholders' equity (deficit) at end of period at Dec. 31, 2017 | $ (66,408) | $ 17 | 13,806 | (80,231) | |||
Temporary Equity | |||||||
Issuance of redeemable convertible preferred stock, net of issuance costs (in shares) | 12,655,000 | ||||||
Issuance of redeemable convertible preferred stock, net of issuance costs | $ 104,750 | ||||||
Accretion of redeemable convertible preferred stock | $ 162 | ||||||
Redeemable convertible preferred stock, shares outstanding at end of period (in shares) at Dec. 31, 2018 | 58,615,000 | ||||||
Redeemable convertible preferred stock, outstanding at end of period at Dec. 31, 2018 | $ 236,929 | ||||||
Stockholders' Equity | |||||||
Accretion of redeemable convertible preferred stock | $ (162) | (162) | |||||
Issuance of common stock upon exercise of warrants (in shares) | 0 | ||||||
Conversion of redeemable convertible preferred stock to common stock | $ 0 | ||||||
Issuance of common stock upon exercise of stock options, net (in shares) | 1,454,000 | 1,415,000 | |||||
Issuance of common stock upon exercise of stock options, net | $ 1,658 | $ 2 | 1,656 | ||||
Cancellation of restricted stock awards (in shares) | (754,000) | ||||||
Cancellation of restricted stock awards | $ (1) | 1 | |||||
Stock-based compensation expense | 6,488 | 6,488 | |||||
Net loss | (33,382) | (33,382) | |||||
Common stock, shares outstanding at end of period (in shares) at Dec. 31, 2018 | 17,691,000 | ||||||
Stockholders' equity (deficit) at end of period at Dec. 31, 2018 | (91,806) | $ 18 | 21,789 | (113,613) | |||
Temporary Equity | |||||||
Accretion of redeemable convertible preferred stock | $ 96 | ||||||
Conversion of redeemable convertible preferred stock to common stock (in shares) | (58,615,000) | ||||||
Conversion of redeemable convertible preferred stock to common stock | $ (237,025) | ||||||
Redeemable convertible preferred stock, shares outstanding at end of period (in shares) at Dec. 31, 2019 | 0 | ||||||
Redeemable convertible preferred stock, outstanding at end of period at Dec. 31, 2019 | $ 0 | ||||||
Stockholders' Equity | |||||||
Accretion of redeemable convertible preferred stock | $ (96) | (96) | |||||
Issuance of common stock upon exercise of warrants (in shares) | 90,000 | 90,000 | |||||
Issuance of common stock upon exercise of warrants | $ 60 | 60 | |||||
Conversion of redeemable convertible preferred stock to common stock (in shares) | 58,615,000 | ||||||
Conversion of redeemable convertible preferred stock to common stock | 237,025 | $ 59 | 236,966 | ||||
Issuance of common stock upon IPO (in shares) | 14,590,000 | ||||||
Issuance of common stock upon IPO, net of issuance costs | $ 377,501 | $ 14 | 377,487 | ||||
Issuance of common stock upon exercise of stock options, net (in shares) | 2,766,000 | 2,767,000 | |||||
Issuance of common stock upon exercise of stock options, net | $ 3,096 | $ 2 | 3,094 | ||||
Issuance of stock awards (in shares) | 601,000 | 982,000 | |||||
Issuance of stock awards | 0 | $ 1 | (1) | $ 0 | $ 1 | $ (1) | |
Tax withholding on releasing of restricted stock units (in shares) | (35,000) | ||||||
Tax withholding on releasing of equity awards | (1,035) | (1,035) | |||||
Stock-based compensation expense | 33,204 | 33,204 | |||||
Net loss | (55,270) | (55,270) | |||||
Common stock, shares outstanding at end of period (in shares) at Dec. 31, 2019 | 95,301,000 | ||||||
Stockholders' equity (deficit) at end of period at Dec. 31, 2019 | $ 507,364 | $ 95 | $ 671,467 | $ (164,198) |
CONSOLIDATED STATEMENTS OF RE_2
CONSOLIDATED STATEMENTS OF REDEEMABLE CONVERTIBLE PREFERRED STOCK AND STOCKHOLDERS’ EQUITY (DEFICIT) (Parenthetical) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Statement of Stockholders' Equity [Abstract] | ||
Issuance costs | $ 250 | $ 154 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
CASH FLOWS FROM OPERATING ACTIVITIES | |||
Net loss | $ (55,270) | $ (33,382) | $ (16,858) |
Adjustments to reconcile net loss to net cash used in operating activities: | |||
Depreciation and amortization expense | 3,326 | 1,263 | 364 |
Amortization of intangible assets | 2,585 | 592 | 12 |
Loss on disposal of property and equipment | 0 | 3 | 7 |
Change in fair value of contingent consideration | 843 | (1,200) | 0 |
Provision for doubtful accounts | 854 | 476 | (41) |
Stock-based compensation expense | 32,632 | 6,332 | 2,118 |
Deferred income taxes | (1,396) | 0 | 0 |
Changes in operating assets and liabilities, net of impact of acquisitions: | |||
Accounts receivable, net | (23,769) | (9,174) | (5,391) |
Inventories | (20,049) | (5,963) | (1,465) |
Deferred costs and other | (8,611) | (4,475) | (3,994) |
Prepaid expenses and other assets | (4,476) | (1,911) | (617) |
Accounts payable | 1,986 | 2,562 | 2,488 |
Accrued expenses and other liabilities | 8,011 | 8,286 | 2,650 |
Deferred revenue | 1,142 | 595 | 1,042 |
Advance payments from partner | 2,796 | 2,956 | 3,769 |
Net cash used in operating activities | (59,396) | (33,040) | (15,916) |
CASH FLOWS FROM INVESTING ACTIVITIES | |||
Purchases of property and equipment | (1,995) | (954) | (416) |
Capitalized internal-use software costs | (5,199) | (3,562) | (1,461) |
Purchase of short-term investments | (150,000) | 0 | 0 |
Acquisitions, net of cash acquired | (27,435) | (12,268) | (598) |
Change in escrow deposit | 1,750 | (7,000) | 0 |
Net cash used in investing activities | (182,879) | (23,784) | (2,475) |
CASH FLOWS FROM FINANCING ACTIVITIES | |||
Proceeds from issuance of common stock upon initial public offering, net of issuance costs | 377,787 | 0 | 0 |
Proceeds from exercise of stock options, net of repurchases | 3,096 | 1,658 | 1,069 |
Proceeds from exercise of common stock warrants | 60 | 0 | 286 |
Proceeds from issuance of redeemable convertible preferred stock, net of issuance costs | 0 | 104,750 | 52,346 |
Payment of deferred purchase consideration | 0 | (2,000) | 0 |
Payments of contingent consideration | (3,732) | 0 | 0 |
Taxes paid related to net share settlement of equity awards | (1,035) | 0 | 0 |
Repayments on long-term debt | 0 | 0 | (4,306) |
Net cash provided by financing activities | 376,176 | 104,408 | 49,395 |
Net increase in cash, cash equivalents, and restricted cash | 133,901 | 47,584 | 31,004 |
Cash, cash equivalents, and restricted cash, beginning of period | 109,107 | 61,523 | 30,519 |
Cash, cash equivalents, and restricted cash, end of period | 243,008 | 109,107 | 61,523 |
Reconciliation of cash, cash equivalents, and restricted cash: | |||
Cash and cash equivalents | 241,738 | 108,928 | 61,243 |
Restricted cash | 1,270 | 179 | 280 |
Supplemental disclosures of cash flow information | |||
Cash paid for interest | 0 | 0 | 66 |
SUPPLEMENTAL DISCLOSURES OF NONCASH INVESTING AND FINANCING ACTIVITIES: | |||
Accretion of redeemable convertible preferred stock | 96 | 162 | 143 |
Conversion of redeemable convertible preferred stock to common stock | 237,025 | 0 | 0 |
Purchases of property and equipment included in accounts payable and accrued expenses and other liabilities | 160 | 20 | 37 |
Unpaid initial public offering issuance costs | 286 | 0 | 0 |
Capitalized internal-use software costs in accounts payable and accrued expenses and other liabilities | 11 | 299 | 149 |
Retrofit | |||
SUPPLEMENTAL DISCLOSURES OF NONCASH INVESTING AND FINANCING ACTIVITIES: | |||
Contingent consideration liability related to acquisition | 0 | 6,204 | 0 |
myStrength | |||
SUPPLEMENTAL DISCLOSURES OF NONCASH INVESTING AND FINANCING ACTIVITIES: | |||
Contingent consideration liability related to acquisition | 3,300 | $ 0 | $ 0 |
Common Stock | |||
SUPPLEMENTAL DISCLOSURES OF NONCASH INVESTING AND FINANCING ACTIVITIES: | |||
Conversion of redeemable convertible preferred stock to common stock | $ 59 |
Organization and Description of
Organization and Description of Business | 12 Months Ended |
Dec. 31, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization and Description of Business | Organization and Description of Business Description of Business Livongo Health, Inc. (“we”, “us”, “the Company”, or “Livongo”) was incorporated in the state of Delaware on October 16, 2008, under the name of EosHealth, Inc. In September 2014, we changed our name to Livongo Health, Inc. Livongo empowers people with chronic conditions to live better and healthier lives. We have created a unified platform that provides smart, cellular-connected devices, supplies, informed coaching, data science-enabled insights and facilitates access to medications across multiple chronic conditions to help our members lead better lives. We currently offer Livongo for Diabetes, Livongo for Hypertension, Livongo for Prediabetes and Weight Management, and Livongo for Behavioral Health by myStrength. We create consumer-first experiences with high member satisfaction, measurable, sustainable health outcomes, and more cost-effective care for our members and our clients. This approach is leading to better clinical and financial outcomes while also creating a better experience for people with chronic conditions and their care team of family, friends, and medical professionals. Our headquarters are located in Mountain View, California, and we serve customers throughout North America. Initial Public Offering In July 2019 , we completed our initial public offering ("IPO") in which we issued and sold 14,590,050 shares of our common stock at an offering price of $28.00 per share, including 1,903,050 shares of common stock pursuant to the exercise in full of the underwriters' option to purchase additional shares. We received net proceeds of $377.5 million , after deducting underwriting discounts and commissions of $28.6 million and offering costs of $2.4 million . Offering costs were capitalized and consisted of fees and expenses incurred in connection with the sale of our common stock in the IPO, including the legal, accounting, printing and other IPO-related costs. Upon completion of the IPO, these deferred offering costs were reclassified to stockholders’ equity and recorded against the proceeds from the offering. Immediately prior to the closing of the IPO, all 58,615,488 shares of our then-outstanding redeemable convertible preferred stock automatically converted into 58,615,488 shares of common stock at their respective conversion ratios and we reclassified $236.9 million of redeemable convertible preferred stock to additional paid-in capital and $0.1 million to common stock on our consolidated balance sheet. Reverse Stock Split In June 2019, our board of directors and stockholders approved a 1-for-2 reverse stock split of our common stock and redeemable convertible preferred stock, which was effected on June 27, 2019 pursuant to an amendment to our amended and restated certificate of incorporation. The par value of the common stock and redeemable convertible preferred stock was not adjusted as a result of the reverse stock split. All references to redeemable convertible preferred stock, common stock, options to purchase common stock, restricted stock awards, restricted stock units, common stock warrants, per share data, and related information included in the accompanying consolidated financial statements have been adjusted to reflect this reverse stock split for all periods presented. Liquidity and Capital Resources We have incurred losses since inception. As of December 31, 2019 , we had an accumulated deficit of $164.2 million. We incurred a net loss of $55.3 million and used $59.4 million of cash in operating activities during the year ended December 31, 2019 . We incurred a net loss of $33.4 million and used $33.0 million in operating activities during the year ended December 31, 2018 . As described above, we received net proceeds of $377.5 million from our IPO in July 2019. Prior to our IPO, we primarily funded our operations through the sale of our redeemable convertible preferred stock. The continued execution of our long-term business plan may require us to explore financing options such as issuance of equity or debt instruments. While we have historically been successful in obtaining equity financing, there can be no assurance that such additional financing, if necessary, will be available or, if available, that such financings can be obtained on satisfactory terms. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2019 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies Basis of Presentation The consolidated financial statements and accompanying notes have been prepared in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”) and include the accounts of Livongo Health, Inc. and our wholly-owned subsidiaries. All intercompany balances and transactions have been eliminated. Foreign Currency Our reporting currency is the U.S. dollar. We determine the functional currency of each subsidiary based on the currency of the primary economic environment in which each subsidiary operates. Items included in the financial statements of such subsidiaries are measured using that functional currency. The functional currency of each of our subsidiaries is the U.S. dollar. Foreign currency denominated monetary assets and liabilities are remeasured into U.S. dollars at current exchange rates and foreign currency denominated nonmonetary assets and liabilities are remeasured into U.S. dollars at historical exchange rates. Gains or losses from foreign currency remeasurement and settlements are included in other income (expense), net in the consolidated statements of operations. During the years ended December 31, 2019 , 2018 and 2017 , our gains or losses from foreign currency remeasurement and settlements were not material. Comprehensive Loss For the years ended December 31, 2019 , 2018 and 2017 , there was no difference between comprehensive loss and net loss. Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make certain estimates, judgments, and assumptions that affect the reported amounts of assets and liabilities and the related disclosures at the date of the financial statements, as well as the reported amounts of revenue and expenses during the periods presented. Such estimates, judgments, and assumptions include: revenue recognition, allowance for doubtful accounts, the period of benefit for deferred commissions, the period of benefit for deferred device costs, estimated costs for capitalized internal-use software, assessment of the useful life and recoverability of long-lived assets, fair values of stock-based awards, fair value of intangible assets, contingent consideration in business combinations, and income taxes. Actual results could be different from these estimates. To the extent there are material differences between these estimates, judgments, or assumptions and actual results, our financial statements will be affected. Emerging Growth Company Status We are an emerging growth company, as defined in the Jumpstart Our Business Startups Act of 2012 (“JOBS Act”). Under the JOBS Act, emerging growth companies can delay adopting new or revised accounting standards issued subsequent to the enactment of the JOBS Act until such time as those standards apply to private companies. The JOBS Act provides that an emerging growth company can take advantage of the extended transition period for complying with new or revised accounting standards. Thus, an emerging growth company can delay the adoption of certain accounting standards until those standards would otherwise apply to private companies. We have elected to avail ourselves of this extended transition period and, as a result, we do not adopt new or revised accounting standards on the relevant dates on which adoption of such standards is required for other public companies until required by private company accounting standards. Prior Period Reclassification Reclassifications of prior period amounts pertaining to the provision for doubtful accounts in the changes in allowance for doubtful accounts table below have been made to conform to current period presentation. Business Combinations We have completed a number of acquisitions of other businesses in the past and may acquire additional businesses or technologies in the future. The results of businesses acquired in a business combination are included in our consolidated financial statements from the date of acquisition. We allocate the purchase price, which is the sum of the consideration provided in a business combination to the identifiable assets and liabilities of the acquired business at their acquisition date fair values. The excess of the purchase price over the amount allocated to the identifiable assets and liabilities is recorded as goodwill. Determining the fair value of assets acquired and liabilities assumed requires management to use significant judgment and estimates, including the selection of valuation methodologies, estimates of future revenue and cash flows, discount rates and selection of comparable companies. When we issue stock-based or cash awards to an acquired company’s stockholders, we evaluate whether the awards are consideration or compensation for post-acquisition services. The evaluation includes, among other things, whether the vesting of the awards is contingent on the continued employment of the acquired company’s stockholders beyond the acquisition date. If continued employment is required for vesting, the awards are treated as compensation for post-acquisition services and recognized as expense over the requisite service period. To date, the assets acquired, and liabilities assumed in our business combinations have primarily consisted of goodwill and finite-lived intangible assets, consisting primarily of developed technologies, customer relationships and trade names. The estimated fair values and useful lives of identifiable intangible assets are based on many factors, including estimates and assumptions of future operating performance and cash flows of the acquired business, the nature of the business acquired, and the specific characteristics of the identified intangible assets. The estimates and assumptions used to determine the fair values and useful lives of identified intangible assets could change due to numerous factors, including market conditions, technological developments, economic conditions and competition. Acquisition-related transaction costs incurred by us are not included as a component of consideration transferred but are accounted for as operating expenses in the period in which the costs are incurred in the consolidated statements of operations. Concentration of Risk Financial instruments that potentially subject us to credit risk consist principally of cash, cash equivalents, certificates of deposit, and accounts receivable. We maintain our cash primarily with domestic financial institutions of high credit quality, which may exceed federal deposit insurance corporation limits. We invest our cash equivalents in highly rated money market funds and short-term investments in certificates of deposit. We have not experienced any losses in such accounts. We believe we are not exposed to any significant credit risk on cash, cash equivalents, investments and restricted cash and perform periodic evaluations of the credit standing of such institutions. Our sales are predominately to self-insured employers, healthcare providers, and insurance carriers located throughout North America. Accounts receivable are recorded at the invoiced amount, and are stated at realizable value, net of an allowance for doubtful accounts. We perform ongoing assessments of our clients to assess the collectability of the accounts based on a number of factors, including past transaction experience, age of the accounts receivable, review of the invoicing terms of the contracts, and recent communication with clients. We have not experienced material credit losses from our accounts receivable. Significant clients and partners are those which represent 10% or more of our net accounts receivable balance or revenue during the period at each respective consolidated balance sheet date. There were no clients that represented 10% or more of our revenue or accounts receivable balance for the periods presented. For each significant partner that represented 10% or more of our accounts receivable balance or revenue during the periods presented, revenue as a percentage of total revenue and accounts receivable as a percentage of net accounts receivable were as follows: Revenue Accounts Receivable Year Ended December 31, As of December 31, 2019 2018 2017 2019 2018 Partner A 29 % 33 % 30 % 23 % 28 % Partner B 22 % * * 25 % 13 % _________________ * Less than 10% of total revenue. We utilize a limited number of manufacturing vendors to build and assemble our products. The hardware components included in our devices are sourced from various suppliers by the manufacturer and are principally industry standard parts and components that are available from multiple vendors. Quality or performance failures of the glucometer or changes in the contractors’ or vendors’ financial or business condition could disrupt our ability to supply quality products to our customers and thereby have a material adverse impact on our business, financial condition and results of operations. In December 2019, a novel strain of coronavirus was reported in Wuhan, China. The extent of the impact of the coronavirus outbreak on our operational and financial performance will depend on certain developments, including the duration and spread of the outbreak, impact on our clients and our sales cycles, impact on our marketing efforts, and effect on our suppliers, all of which are uncertain and cannot be predicted. At this point, the extent to which the coronavirus outbreak may materially impact our financial condition, liquidity or results of operations is uncertain. Due to our subscription-based business model, the effect of the coronavirus outbreak may not be fully reflected in our results of operations until future periods, if at all. Fair Value Measurements The carrying value of our financial instruments, including cash equivalents, short-term investments, accounts receivable, accounts payable, and accrued liabilities approximates fair value due to their short-term nature. We measure financial assets and liabilities at fair value at each reporting period using a fair value hierarchy that requires the use of observable inputs and minimizes the use of unobservable inputs. We define fair value as the price that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Fair value is estimated by applying the following hierarchy, which prioritizes the inputs used to measure fair value into three levels and bases the categorization within the hierarchy upon the lowest level of input that is available and significant to the fair value measurement: • Level 1—Quoted prices in active markets for identical assets or liabilities. • Level 2—Observable inputs other than quoted prices in active markets for identical assets and liabilities, quoted prices for identical or similar assets or liabilities in inactive markets, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. • Level 3—Inputs that are generally unobservable and typically reflect management’s estimate of assumptions that market participants would use in pricing the asset or liability. Cash, Cash Equivalents, Short-Term Investments, and Restricted Cash Cash and cash equivalents consist of cash in banks and highly liquid investments, including money market fund accounts, purchased with an original maturity of three months or less. Cash equivalents consist of investments in money market funds for which the carrying amount approximates fair value, due to the short maturities of these instruments. Our short-term investments consist of certificates of deposit with an original maturity of twelve months or less. Short-term investments were $150.0 million as of December 31, 2019 . There was zero short-term investment as of December 31, 2018 . Our restricted cash consists of deposits required under our vendor agreement, credit card program and the terms of the lease agreements for our office space in Mountain View, California and in Chicago, Illinois. Total restricted cash was $1.3 million and $0.2 million , as of December 31, 2019 and 2018 , respectively. Accounts Receivable and Allowance for Doubtful Accounts Accounts receivable primarily consists of amounts billed to customers. Our accounts receivable are subject to collection risk. Gross accounts receivable are reduced for this risk by an allowance for doubtful accounts. We determine the need for an allowance for doubtful accounts by performing ongoing assessments and credit evaluations of our clients to assess the probability of collection based upon various factors, including past transaction experience, age of the accounts receivable, review of the invoicing terms of the contract, and recent communication with clients. Accounts receivables are written off against the allowance when management determines a balance is uncollectible and we no longer actively pursue collection of the receivable. We do not typically offer right of refund in our contracts. We have not experienced significant credit losses from our accounts receivable. As of December 31, 2019 and 2018 , the allowance for doubtful accounts was $1.2 million and $0.6 million , respectively. The changes in the allowance for doubtful accounts are as follows: Year Ended December 31, 2019 2018 2017 (in thousands) Allowance for doubtful accounts—beginning balance $ (575 ) $ (51 ) $ (92 ) Provision for doubtful accounts (854 ) (476 ) 41 Amounts written off and other adjustments 184 (48 ) — Allowance for doubtful accounts—ending balance $ (1,245 ) $ (575 ) $ (51 ) Goodwill Goodwill represents the excess of the purchase price over the fair value of net assets acquired in business combinations. We review goodwill for impairment at least annually or more frequently if events or changes in circumstances indicate that the carrying value of goodwill may not be recoverable. On January 1, 2017, we adopted ASU No. 2017-04, Intangibles- Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment , which eliminated step one from the testing of goodwill impairment. Goodwill is tested for impairment at the reporting unit level by first assessing the qualitative factors to determine whether it is more likely than not that the fair value of our single reporting unit is less than its carrying amount. Qualitative indicators assessed include consideration of macroeconomic, industry and market conditions, our overall financial performance and personnel or strategy changes. Based on the qualitative assessment, if it is determined that it is more likely than not that its fair value is less than its carrying amount, the fair value of our single reporting unit is compared to its carrying value. Any excess of the goodwill carrying amount over the fair value is recognized as an impairment loss, and the carrying value of goodwill is written down to fair value. As of December 31, 2019 and 2018 , no goodwill impairment has been identified. Intangible Assets, Net Acquired finite-lived intangible assets are amortized over their estimated useful lives. We evaluate the recoverability of our intangible assets for possible impairment whenever events or circumstances indicate that the carrying amount of such assets may not be recoverable. Recoverability of these assets is measured by a comparison of the carrying amounts to the future undiscounted cash flows the assets are expected to generate. If such review indicates that the carrying amount of intangible assets is not recoverable, the carrying amount of such assets is reduced to fair value. We have not recorded any such impairment charges. Useful Life (in years) Customer relationships 7–10 Developed technology 5–7 Trade names 2–5 Inventories Inventories consist of purchased components for assembling our welcome kits, refill kits, and replacement components. Our inventories are stated at the lower of cost or net realizable value. The cost of inventories is determined using the weighted-average cost method, which approximates the actual cost on a FIFO (first-in, first-out) basis. All inventories are expected to be delivered to our members within a normal operating cycle for us and all of our kits and replacement components are classified as current assets. We measure our inventories at the lower of cost or net realizable value. We expect that all of our inventories would be sold at cost, and that no reserve for lower of cost or net realizable value is required for our inventories as of December 31, 2019 and 2018 . Property and Equipment, Net Property and equipment, net, are stated at cost, less accumulated depreciation. Depreciation is calculated using the straight-line method over the estimated useful lives of the assets, which are generally two to three years . Leasehold improvements are amortized on a straight-line basis over the shorter of the remaining lease term or the estimated useful lives of related improvements. Expenditures for repairs and maintenance are expensed in the period incurred. Useful lives for property and equipment are as follows: Property and Equipment Estimated Useful Life Furniture and fixtures 3 years Product tooling equipment 2 years Computers equipment and software 3 years Capitalized internal-use software 3 years Leasehold improvements Lesser of estimated useful life or remaining lease term Capitalized Internal-Use Software Costs Costs incurred to develop and modify software and our platform for internal use, including costs related to the development of software for our connected devices are capitalized and included in property and equipment, net on our consolidated balance sheets. Costs incurred during the preliminary planning and evaluation stage of the project and repairs and maintenance are expensed as incurred. Costs incurred during the application development stage of the project are capitalized. Capitalized internal-use software costs are amortized on a straight-line basis over their estimated useful lives of three years. We capitalized $5.6 million , $4.0 million , and $1.6 million for software developed and modified to meet our internal requirements during the years ended December 31, 2019 , 2018 and 2017 , respectively. Amortization expense related to capitalized internal-use software which was recorded as research and development expenses during the years ended December 31, 2019 , 2018 and 2017 was $2.5 million , $0.9 million and $0.2 million , respectively. Impairment of Long-Lived Assets We review long-lived assets for impairment when circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability of these assets is measured by a comparison of the carrying amounts to the sum of the future undiscounted cash flows the assets are expected to generate over the remaining useful lives of the assets. If a long-lived asset fails a recoverability test, we measure the amount by which the carrying value of the asset exceeds its fair value. There were no events or changes in business circumstances during the years ended December 31, 2019 , 2018 and 2017 that indicated the carrying amounts of any long-lived assets were not fully recoverable. Advance Payments from Partner Advance payments from partner represents amounts received or due from a channel partner in connection with a Value-Added Reseller Agreement (“Reseller Agreement”) dated as of May 4, 2017. The Reseller Agreement specifies for payments to us if certain user enrollment targets are not met by specified dates stated in the initial term of the Reseller Agreement. Such payments are used as credits against our reseller fee payments to the channel partner. As of December 31, 2019 and 2018 , advance payments from the channel partner were $9.5 million and $6.7 million , respectively. Advertising Expense We recognize advertising expenses as they are incurred, and such costs are included in sales and marketing expense in the consolidated statements of operations. During the years ended December 31, 2019 , 2018 and 2017 , advertising expense totaled $4.0 million , $5.0 million and $3.0 million , respectively. Deferred Offering Costs Deferred offering costs are capitalized and consist of fees and expenses incurred in connection with the anticipated sale of our common stock in an IPO, including the legal, accounting, printing and other IPO-related costs. Upon completion of our IPO in July 2019, $ 2.4 million of deferred offering costs were reclassified to stockholders’ equity and recorded against the proceeds from the offering. Stock-Based Compensation Expense We recognize stock-based compensation expense of non-performance based awards on a straight-line basis over the requisite service period, which is generally consistent with the vesting of the awards, based on the estimated fair value of all stock-based payments issued to employees and directors. Stock-based compensation expense of performance-based awards are recognized on a graded basis. We recognized the fair value of RSUs based on our closing stock price on the date of grant. We estimate the fair value of each employee stock option on the date of grant using the Black-Scholes option-pricing model. The determination of the fair value of each stock award using this option-pricing model is affected by our assumptions regarding a number of complex and subjective variables. These variables include, but are not limited to, the fair value of the common stock at the date of grant, the expected term of the awards, the expected stock price volatility over the term of the awards, risk-free interest rate, and dividend yield as follows: Fair Value of Common Stock —Given the absence of a public trading market prior to our IPO, our board of directors considered numerous objective and subjective factors to determine the fair value of our common stock at each grant date. These factors included, but were not limited to (i) contemporaneous third-party valuations of common stock; (ii) the prices for our redeemable convertible preferred stock sold to outside investors; (iii) the rights and preferences of redeemable convertible preferred stock relative to common stock; (iv) the lack of marketability of our common stock; (v) developments in the business; and (vi) the likelihood of achieving a liquidity event, such as an initial public offering or sale of the business, given prevailing market conditions. Subsequent to our IPO, the fair value of our common stock is based on the closing quoted market price on the date of grant. Expected Term —The expected term represents the period that the stock-based awards are expected to be outstanding. We determine the expected term using the simplified method. The simplified method deems the term to be the average of the time-to-vesting and the contractual life of the options. For stock options granted to non-employees, the expected term equals the remaining contractual term of the option from the vesting date. Expected Volatility —As we had no trading history for our common stock when we granted our option awards prior to our IPO and limited trading history subsequent to our IPO, the expected volatility was estimated by taking the average historic price volatility for industry peers, consisting of several public companies in our industry that are either similar in size, stage, or financial leverage, over a period equivalent to the expected term of the awards. Risk-Free Interest Rate —The risk-free interest rate is calculated using the average of the published interest rates of U.S. Treasury zero-coupon issues with maturities that are commensurate with the expected term. Dividend Yield —The dividend yield assumption is zero, as we have no history of, or plans to make, dividend payments. Stock-based compensation expense for equity instruments issued to non-employees is based on their fair values of the options determined using the Black-Scholes option-pricing model as the awards vest. The fair value of non-performance based awards granted to non-employees is recognized over the vesting period on a straight-line basis. For stock options issued to non-employees with specific performance criteria, we make a determination at each balance sheet date whether the performance criteria are probable of being achieved. Compensation expense is recognized as the performance criteria are met or when it is probable that the criteria will be met. During the years ended December 31, 2019 and 2018, we granted options and restricted stock units with a combination of service-based vesting conditions and market-based vesting conditions. The estimated fair value of these options was determined on the date of grant using the Monte Carlo simulation model, which utilizes multiple input variables to simulate a range of our possible future enterprise value. The determination of the estimated grant date fair value of these options is affected by a number of assumptions including our estimated common stock fair value on the grant date, expected volatilities of our common stock, our risk-free interest rate, and expected dividend yield. We recognize stock-based compensation expense for these options on a graded basis over the longer of the explicit service period or the derived service period. We account for forfeitures when they occur. For awards forfeited before completion of the requisite service period, previously recognized compensation cost is reversed in the period the award is forfeited. For stock-based awards that are modified, a modification of the terms of a stock-based award is treated as an exchange of the original award or a new award with total compensation cost equal to the grant-date fair value of the original award plus any incremental value of the modification to the award. Common Stock Warrants Common stock warrants are measured at their estimated fair value upon issuance using the Black-Scholes pricing model and recorded in additional paid-in capital. Common stock warrants are equity classified and no subsequent remeasurement is required. Income Taxes We account for income taxes using the asset and liability method under which deferred tax assets and liabilities are determined based on the differences between the financial reporting and tax bases of assets and liabilities with consideration given to net operating losses and tax credit carryforwards. Deferred tax assets and liabilities are measured using the enacted tax rates that are expected to be in effect when the differences are expected to reverse. We assess the likelihood that deferred tax assets will be recovered from future taxable income and a valuation allowance is established when necessary to reduce deferred tax assets to the amounts more likely than not expected to be realized. We adopted Accounting Standards Update (“ASU”) No. 2015-17, Income Taxes—Balance Sheet Classification of Deferred Taxes , and classified our deferred income taxes as noncurrent on the consolidated balance sheets. We recognize and measure uncertain tax positions using a two-step approach. The first step is to evaluate the tax position taken or expected to be taken by determining if the weight of available evidence indicates that it is more likely than not that the tax position will be sustained in an audit, after resolution of any related appeals or litigation processes. The second step is to measure the tax benefit as the largest amount that is more than 50% likely to be realized upon ultimate settlement. Significant judgment is required to evaluate uncertain tax positions. We evaluate our uncertain tax positions on a regular basis. Our evaluations are based on a number of factors, including changes in facts and circumstances, changes in tax law, correspondence with tax authorities during the course of the audit, and effective settlement of audit issues. Net Loss Per Share Attributable to Common Stockholders Basic and diluted net loss per share attributable to common stockholders is presented in conformity with the two-class method required for participating securities. Prior to the automatic conversion in conjunction with our IPO, we considered all series of redeemable convertible preferred stock to be participating securities as the holders of such stock were entitled to receive non-cumulative dividends on an as-converted basis in the event that a dividend was paid on common stock. Under the two-class method, the net loss attributable to common stockholders is not allocated to the redeemable convertible preferred stock as the holders of our redeemable convertible preferred stock did not have a contractual obligation to share in our losses. Under the two-class method, net income is attributed to common stockholders and participating securities based on their participation rights. Basic net loss per share attributable to common stockholders is computed by dividing the net loss attributable to common stockholders by the weighted-average number of shares of common stock outstanding during the period. Net loss attributable to common stockholders is calculated by adjusting net loss with current period accretion of redeemable convertible preferred stock. As we have reported net losses for all periods presented, all potentially dilutive securities are antidilutive and, accordingly, basic net loss per share equals diluted net loss per share. Revenue Recognition Revenue Recognition Policy from January 1, 2019 On January 1, 2019, we adopted the requirements of Accounting Standards Update (“ASU”) No. 2014-09, Revenue from Contracts with Customers (Topic 606) (“ASC 606”) as discussed further in "Recent Accounting Pronouncements Adopted" below. ASC 606 establishes a principle for recognizing revenue upon the transfer of promised goods or services to customers, in an amount that reflects the expected consideration received in exchange for those goods or services. The adoption of ASC 606 also requires the adoption of ASC Subtopic 340-40, Other Assets and Deferred Costs-Contracts with Customers, which provides for the deferral of certain incremental costs of obtaining a contract with a customer. Collectively, references to ASC 606 used herein refer to both ASC 606 and Subtopic 340-40. The core principle of ASC 606 is to recognize revenue to depict the transfer of promised goods or services to clients in an amount that reflects the consideration the entity expects to be entitled in exchange for those goods or services. This principle is achieved through applying the following five-step approach: • Identification of the contract, or contracts, with a client. • Identification of the performance obligations in the contract. • Determination of the transaction price. • Allocation of the transaction price to the performance obligations in the contract. • Recognition of revenue when, or as, we satisfy a performance obligation. The substantial majority of our revenue is derived from monthly subscription fees that are recognized as services are rendered and earned under the subscription agreements with clients. Clients are business entities, such as health plans, self-insured plans and government entities, that have contracted with us to offer the Livongo solution to their covered lives. Client’s employees or their covered dependents enrolled in the Livongo program are referred to as members. Clients are our customers. We improve member health results and reduce healthcare costs by providing an overall health management solution through the integration of Livongo devices, supplies, access to our web-based platform, and clinical and data services. We believe that our overall promise to our customers is to improve member health results and reduce healthcare costs, and the delivery of this promise would not be possible without the integration of Livongo devices, supplies, access to our web-based platform, and clinical and data services. The promises to transfer the goods and services are not separately identifiable as we provide a significant service of integrating the goods and services provided by us (i.e. inputs) into a combined output (i.e. member behavior modifications) that result in the fulfillment of our promise to our customers. There is usually a six-month minimum enrollment period for members. Many of our clients can stop their monthly recurring subscription but will be required to pay an early termination fee if the termination occurs during the minimum enrollment period. In most agreements associated with our Livongo for Diabetes, Livongo for Hypertension, and Livongo for Prediabetes and Weight Management solutions, clients primarily pay monthly subscription fees based on a per participant per month model, based on the number of active enrolled members each m |
Revenue, Deferred Revenue, and
Revenue, Deferred Revenue, and Deferred Costs and Other | 12 Months Ended |
Dec. 31, 2019 | |
Revenue from Contract with Customer [Abstract] | |
Revenue, Deferred Revenue and Deferred Costs and Other | Revenue, Deferred Revenue and Deferred Costs and Other Revenue Recognition We adopted ASC 606 for the year ended December 31, 2019 using the modified retrospective method for client contracts that were not completed as of January 1, 2019. Results for reporting periods beginning after January 1, 2019 are presented in accordance with ASC 606, while prior year results are not adjusted and are presented in accordance with ASC 605. The adoption of ASC 606 did not have a material impact on revenue recognized for the year ended December 31, 2019. The following tables summarize the impact of ASC 606 adoption on our financial condition and results of operations for the year ended December 31, 2019: As of December 31, 2019 ASC 605 Impact of Adoption ASC 606 (in thousands) Assets: Deferred costs and other, current $ 14,745 $ 1,306 $ 16,051 Total current assets $ 486,201 $ 1,306 $ 487,507 Deferred costs and other, noncurrent $ 3,833 $ 1,867 $ 5,700 Total assets $ 557,388 $ 3,173 $ 560,561 Liabilities, redeemable convertible preferred stock and stockholders' deficit: Accrued expenses and other current liabilities $ 28,812 $ (1,011 ) $ 27,801 Deferred revenue, current $ 4,087 $ (142 ) $ 3,945 Total current liabilities $ 43,028 $ (1,153 ) $ 41,875 Total liabilities $ 54,350 $ (1,153 ) $ 53,197 Accumulated deficit $ (168,524 ) $ 4,326 $ (164,198 ) Total stockholders' equity $ 503,038 $ 4,326 $ 507,364 Total liabilities, redeemable convertible preferred stock and stockholders' equity $ 557,388 $ 3,173 $ 560,561 Year Ended December 31, 2019 ASC 605 Impact of Adoption ASC 606 (in thousands, except per share data) Revenue $ 169,853 $ 345 $ 170,198 Gross profit $ 123,695 $ 345 $ 124,040 Sales and marketing $ 77,357 $ 703 $ 78,060 Total operating expenses $ 183,718 $ 703 $ 184,421 Loss from operations $ (60,023 ) $ (358 ) $ (60,381 ) Loss before provision for income tax $ (56,281 ) $ (358 ) $ (56,639 ) Net Loss $ (54,912 ) $ (358 ) $ (55,270 ) Net loss attributable to common stockholders $ (55,008 ) $ (358 ) $ (55,366 ) Net loss per share attributable to common stockholders, basic and diluted $ (1.08 ) $ (0.01 ) $ (1.09 ) Weighted-average shares used in computing net loss per share attributable to common stockholders, basic and diluted 50,930 50,930 The adoption of ASC 606 had no impact on our total cash flows from operating, investing or financing activities for the year ended December 31, 2019. Deferred Revenue Deferred revenue activity is as follows (in thousands): Year ended December 31, 2019 Beginning balance as of January 1, 2019 $ 2,051 Amounts billed but unrecognized 7,208 Revenue recognized (6,067 ) Assumed from business combination 1,407 Ending balance as of December 31, 2019 $ 4,599 Reported as: Deferred revenue, current $ 3,945 Deferred revenue, noncurrent 654 Total deferred revenue $ 4,599 We expect to recognize $ 4.1 million and $0.7 million of revenue in 2020 and 2021, respectively, related to future performance obligations that are unsatisfied or partially unsatisfied as of December 31, 2019. Accrued Rebates Accrued rebates represent the amounts in client contracts that are subject to pricing adjustments based on various performance metrics, such as member satisfaction scores, cost savings guarantees and health outcome guarantees, which if not met typically require us to refund a portion of the per participant per month fee paid. We defer an estimate of the amount of consideration that we expect to refund to our clients from the monthly per participant per month fee until the performance metric is met. Accrued rebates are recorded within accrued expenses and other current liabilities and the activity is as follows (in thousands): Year ended December 31, 2019 Beginning balance as of January 1, 2019 $ 609 ASC 606 adoption date impact adjustment (222 ) Amount deferred 945 Revenue recognized — Payments (180 ) Ending balance as of December 31, 2019 $ 1,152 Deferred Costs and Other Deferred costs and other as of December 31, 2019 consist of the following (in thousands): As of December 31, 2019 Deferred costs and other, current: Deferred device costs, current $ 14,746 Deferred contract costs, current 1,121 Deferred execution credits, current 184 Total deferred costs and other, current $ 16,051 Deferred costs and other, noncurrent: Deferred device costs, noncurrent $ 3,833 Deferred contract costs, noncurrent 1,867 Total deferred costs and other, noncurrent $ 5,700 Total deferred costs and other $ 21,751 Deferred costs and other activity is as follows (in thousands): Year Ended December 31, 2019 Deferred Device Costs Deferred Contract Costs Deferred Execution Credits Total Beginning balance as of January 1, 2019 $ 8,469 $ — $ — $ 8,469 ASC 606 adoption date impact adjustment — 3,692 771 4,463 Additions 24,773 354 328 25,455 Revenue recognized — — (915 ) (915 ) Cost of revenue recognized (14,663 ) — — (14,663 ) Sales and marketing expenses recognized — (1,058 ) — (1,058 ) Ending balance as of December 31, 2019 $ 18,579 $ 2,988 $ 184 $ 21,751 ASC 606 Adoption Impact to Financial Statements We adopted ASC 606 for the year ended December 31, 2019 for all customer contracts that were not completed as of January 1, 2019 using the modified retrospective method, which does not require prior year results to be presented under ASC 606. Accordingly, the consolidated financial condition and results of operations for the years ended December 31, 2018 and 2017 are presented in accordance with ASC 605, Revenue Recognition. Results of operations for the interim periods during 2019 have been adjusted to reflect the ASC 606 impact as if we adopted ASC 606 on January 1, 2019. Refer to Supplemental Quarterly Financial Data for impact on the interim periods during the year ended December 31, 2019. |
Business Combinations
Business Combinations | 12 Months Ended |
Dec. 31, 2019 | |
Business Combinations [Abstract] | |
Business Combinations | Business Combinations Diabeto Inc. In August 2017, we acquired all of the issued and outstanding shares of Diabeto Inc. (“Diabeto”), a privately-held, New Jersey-based entity, and assumed all of Diabeto’s employees. Diabeto uses mobile and web technologies to connect care givers and patients with chronic conditions. The total purchase consideration was $2.6 million in cash, of which $0.6 million was paid in 2017 and $2.0 million was paid in 2018. We have accounted for this acquisition as a business combination. The acquisition method requires, among other things, that assets acquired and liabilities assumed in a business combination be recognized at their fair values as of the acquisition date. The fair values of the assets acquired and liabilities assumed by major class were recognized as follows: Amount (in thousands) Cash $ 1 Property and equipment 3 Acquired intangible assets 178 Liabilities assumed (69 ) Goodwill 2,486 Total purchase consideration $ 2,599 The acquired intangible assets are comprised of $0.2 million related to developed technology which is amortized over five years and $8,000 related to trade name which is amortized over three years . Goodwill represents the excess of the purchase consideration over the estimated acquisition date fair value of the net tangible and intangible assets acquired. Goodwill is primarily attributable to expected post-acquisition synergies from integrating Diabeto’s assembled workforce and developed technology into our product offerings and cross-selling opportunities. Goodwill recorded is not deductible for income tax purposes. Retrofit Inc. In April 2018, we acquired all of the issued and outstanding shares of Retrofit Inc. (“Retrofit”), a privately-held, Illinois-based entity, and a leading provider of weight-management and disease-prevention programs, through a share purchase agreement (the “Retrofit Purchase Agreement”) in exchange for cash consideration (the “Retrofit Acquisition”). The Retrofit Acquisition provides us with an evidence-based diabetes prevention program that enhances our data science capabilities and our expertise in holistic weight management including nutrition, exercise and mindset. The total consideration transferred as part of the Retrofit Acquisition consisted of a cash payment on the closing date, adjusted for customary closing adjustments, of $12.4 million . Upon the close of the Retrofit Acquisition, as part of the Retrofit Purchase Agreement, we placed in escrow an earn-out consideration of $7.0 million held by a third-party escrow agent to be released to the former stockholders of Retrofit contingent upon achieving future qualified member targets as determined on December 31, 2018 , 2019 , and 2020 (the “Retrofit Contingent Consideration”). We recorded a corresponding escrow asset of $7.0 million on our consolidated balance sheet. We estimated the fair value of the Retrofit Contingent Consideration to be $6.2 million as of the acquisition date using a Monte Carlo simulation model, which together with the cash consideration resulted in total purchase consideration of $18.6 million . The Retrofit Contingent Consideration is subject to remeasurement at each reporting date until the payments are released from escrow, with the remeasurement adjustment reported in our consolidated statements of operations. On December 31, 2018 , we subsequently reduced the fair value of the Retrofit Contingent Consideration to $5.0 million , with the change in fair value of $1.2 million recorded in our consolidated statements of operations. During the year ended December 31, 2019 , the fair value of the Retrofit Contingent Consideration was reduced and we recorded a benefit of $0.9 million , within the change in fair value of contingent consideration on our consolidated statement of operations. In April 2019, we released $1.8 million from the escrow deposit, of which $1.3 million was paid to the former stockholders of Retrofit. As of December 31, 2019 , the remaining Retrofit Contingent Consideration was $2.8 million . Additionally, we recognized $0.3 million of acquisition-related costs as general and administrative expense in our consolidated statements of operations during the year ended December 31, 2018 . The purchase consideration of $18.6 million was allocated as follows: Amount (in thousands) Cash and cash equivalents $ 87 Accounts receivable 409 Inventories 56 Prepaid expenses and other current assets 124 Property and equipment 52 Intangible assets 5,580 Total assets acquired $ 6,308 Accounts payable $ 366 Accrued expenses and other liabilities 394 Deferred revenue 212 Total liabilities assumed $ 972 Goodwill $ 13,223 Total purchase consideration $ 18,559 The following table sets forth the components of identifiable intangible assets acquired and their estimated useful lives as of the acquisition date: Cost Useful Life (in thousands) (years) Customer relationships $ 3,890 10.0 Developed technology 1,650 5.0 Trade name 40 2.0 Total $ 5,580 The fair value assigned to developed technology and trade name was determined using a relief from royalty method, where the owner of the asset realizes a benefit from owning the intangible asset rather than paying a rental or royalty rate for use of the asset. The fair value of customer relationships was determined using the multi-period excess earnings method, which estimates the revenue and cash flows derived from the asset and then deducts portions of the cash flows that can be attributed to supporting assets otherwise recognized. Goodwill represents the excess of the purchase consideration over the estimated acquisition date fair value of the net tangible and intangible assets acquired and liabilities assumed. Goodwill is primarily attributable to expected post-acquisition synergies from integrating Retrofit’s assembled workforce and developed technology into our product offerings and cross-selling opportunities. Goodwill recorded is not deductible for income tax purposes. Revenue and net income of Retrofit for the year ended December 31, 2019 were included in our consolidated statement of operations. Revenue and net loss of Retrofit of $2.8 million and $3.2 million , respectively, for the year ended December 31, 2018 , were included in our consolidated statement of operations. Unaudited Pro Forma Financial Information The following unaudited pro forma information presents the combined results of operations as if the Retrofit Acquisition had been completed on January 1, 2017, the beginning of the comparable annual reporting period prior to the acquisition. The unaudited pro forma results include adjustments primarily related to the following: (i) interest expense related to the legacy debt of Retrofit that was not acquired; (ii) amortization of the acquired intangible assets; (iii) recognition of post-acquisition stock-based compensation expense; (iv) the inclusion of acquisition-related costs as of the earliest period presented; and (v) the associated tax impact of the acquisitions and these unaudited pro forma adjustments. Year Ended December 31, 2018 2017 (in thousands) Revenue $ 69,939 $ 34,261 Net loss $ (35,002 ) $ (21,621 ) myStrength, Inc. In February 2019, we acquired all of the issued and outstanding shares of myStrength, Inc. (“myStrength”), a privately-held entity based in Denver, Colorado, and a leading provider of digital behavioral health solutions through an agreement and plan of merger (the “myStrength Purchase Agreement”) in exchange for cash consideration (the “myStrength Acquisition”). The myStrength Acquisition will enable us to more fully address the health of the whole person by bringing behavioral health conditions including depression, anxiety, stress, substance use disorder, chronic pain, opioid addiction and recovery, and insomnia to our Applied Health Signals solution. The total consideration for the myStrength Acquisition was $30.1 million in cash, subject to a closing adjustment of $0.1 million . As part of the myStrength Purchase Agreement, we are obligated to pay an earn-out consideration up to $5.0 million contingent upon satisfying future milestones for the year ended December 31, 2019 (the “myStrength Contingent Consideration”). We estimated the fair value of the myStrength Contingent Consideration to be $3.3 million as of the acquisition date using a Monte Carlo simulation model, which together with the cash consideration, resulted in total purchase consideration of $33.5 million . The myStrength Contingent Consideration is subject to remeasurement at each reporting date until the payments are made, with the remeasurement adjustment reported in our consolidated statements of operations. For the year ended December 31, 2019 , we increased the fair value of the myStrength Contingent Consideration and recorded an expense of $1.7 million in our consolidated statements of operations. In December 2019, we paid $2.4 million of the myStrength contingent consideration to the former shareholders of myStrength. As of December 31, 2019, the remaining fair value of the myStrength contingent consideration was $2.6 million . The purchase consideration of $33.5 million was allocated as follows: Amount (in thousands) Cash and cash equivalents $ 2,643 Accounts receivable 1,337 Other current assets 140 Property and equipment 114 Intangible assets 13,900 Other assets 34 Total assets acquired $ 18,168 Accounts payable 173 Accrued expenses and other liabilities 1,787 Deferred revenue 1,407 Deferred tax liability, net 1,396 Total liabilities assumed $ 4,763 Goodwill $ 20,092 Total purchase consideration $ 33,497 The following table sets forth the components of the identifiable intangible assets acquired and their estimated useful lives as of the acquisition date: Cost Useful Life (in thousands) (years) Customer relationships $ 4,300 7.0 Developed technology 9,200 7.0 Trade name 400 5.0 Total $ 13,900 The estimated fair values of the intangible assets acquired were determined based on the income approach to measure the fair value of the trade name, customer relationships, and developed technology. These fair value measurements were based on significant inputs not observable in the market and thus represent Level 3 measurements within the fair value hierarchy. Additionally, during the years ended December 31, 2019 and 2018, we incurred a total of $0.3 million of acquisition-related costs as a result of the myStrength acquisition. Goodwill represents the excess of the purchase consideration over the estimated acquisition date fair value of the net tangible and intangible assets acquired and liabilities assumed. Goodwill is primarily attributable to expected post-acquisition synergies from integrating myStrength’s assembled workforce and developed technology into our product offerings and cross-selling opportunities. Goodwill recorded is not deductible for income tax purposes. Revenue and net loss of myStrength of $6.7 million and $0.8 million , respectively, for the year ended December 31, 2019 , were included in our consolidated statement of operations. Unaudited Pro Forma Financial Information The following unaudited pro forma information presents the combined results of operations as if the myStrength Acquisition had been completed on January 1, 2018, the beginning of the comparable prior annual reporting period. The unaudited pro forma results include adjustments primarily related to the following: (i) interest expense related to the legacy debt of myStrength that was not acquired; (ii) amortization of the acquired intangible assets; (iii) fair value adjustment for deferred revenue; (iv) the inclusion of acquisition-related costs as of the earliest period presented; and (v) the associated tax impact of the acquisitions and these unaudited pro forma adjustments. Year Ended December 31, 2019 2018 (in thousands) Revenue $ 170,795 $ 72,375 Net loss $ (53,934 ) $ (38,531 ) |
Balance Sheet Components
Balance Sheet Components | 12 Months Ended |
Dec. 31, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Balance Sheet Components | Balance Sheet Components Inventories Inventories of $29.0 million and $8.9 million , as of December 31, 2019 and 2018 , respectively, consisted of finished goods. Property and Equipment, Net Property and equipment consisted of the following: As of December 31, 2019 2018 (in thousands) Computer, equipment and software $ 2,218 $ 652 Furniture and fixtures 915 730 Capitalized internal-use software 11,229 5,653 Leasehold improvements 1,092 585 Property and equipment 15,454 7,620 Less: accumulated depreciation (5,100 ) (1,783 ) Property and equipment, net $ 10,354 $ 5,837 Depreciation and amortization expense was $3.3 million , $1.3 million , and $0.4 million for the years ended December 31, 2019 , 2018 and 2017 , respectively. Intangible Assets, Net Intangible assets consisted of the following as of December 31, 2019 : Gross Value Accumulated Amortization Net Book Value Weighted- Average Remaining Useful Life (in thousands) (years) Customer relationships $ 8,190 $ (1,227 ) $ 6,963 7.1 Developed technology 11,020 (1,848 ) 9,172 5.7 Trade name 448 (114 ) 334 4.0 Total $ 19,658 $ (3,189 ) $ 16,469 Intangible assets consisted of the following as of December 31, 2018 : Gross Value Accumulated Amortization Net Book Value Weighted- Average Remaining Useful Life (in thousands) (years) Customer relationships $ 3,890 $ (266 ) $ 3,624 9.3 Developed technology 1,820 (329 ) 1,491 4.3 Trade names 48 (9 ) 39 1.4 Total $ 5,758 $ (604 ) $ 5,154 Amortization expense for intangible assets for years ended December 31, 2019 , 2018 and 2017 is as follows: Year Ended December 31, 2019 2018 2017 (in thousands) Customer relationships $ 920 $ 266 $ — Developed technology 1,569 318 11 Trade names 96 8 1 Total $ 2,585 $ 592 $ 12 The expected future amortization expense related to intangible assets as of December 31, 2019 is as follows: Amount (in thousands) 2020 $ 2,769 2021 2,762 2022 2,750 2023 2,494 2024 2,324 Thereafter 3,370 Total $ 16,469 Goodwill Goodwill consisted of the following: Amount (in thousands) Beginning balance as of December 31, 2017 $ 2,486 Goodwill from acquisition (Note 4) 13,223 Beginning balance as of December 31, 2018 15,709 Goodwill from acquisition (Note 4) 20,092 Ending balance as of December 31, 2019 $ 35,801 Prepaid Expenses and Other Current Assets Prepaid expenses and other current assets consisted of the following: As of December 31, 2019 2018 (in thousands) Prepaid expenses $ 3,284 $ 2,059 Prepaid Insurance 2,459 25 Escrow deposit, current 2,100 1,750 Prepaid commissions 948 — Interest receivable 504 — Prepaid rent 352 227 Short-term deposits 201 718 Other current assets 12 156 Total $ 9,860 $ 4,935 Other Noncurrent Assets Other noncurrent assets consisted of the following: As of December 31, 2019 2018 (in thousands) Escrow deposit, noncurrent $ 3,150 $ 5,250 Other 310 235 Total $ 3,460 $ 5,485 Accrued Expenses and Other Current Liabilities Accrued expenses and other current liabilities consisted of the following: As of December 31, 2019 2018 (in thousands) Accrued bonus $ 8,652 $ 5,857 Vendor accruals 3,984 1,574 Accrued commissions 2,611 1,470 Contingent consideration, current 3,004 1,316 Accrued payroll and employee benefits 2,291 1,447 Employee contribution to ESPP 1,805 — Accrued rebates 1,152 609 Accrued sales and use taxes 932 1,887 Accrued professional services 782 295 Accrued offering expenses 286 — Other accrued expenses 2,302 1,697 Total $ 27,801 $ 16,152 |
Fair Value Measurements
Fair Value Measurements | 12 Months Ended |
Dec. 31, 2019 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements The following table sets forth the fair value of our financial assets and liabilities by level within the fair value hierarchy: December 31, 2019 Level 1 Level 2 Level 3 Fair Value (in thousands) Assets Cash equivalents: Money market funds $ 130,640 $ — $ — $ 130,640 Short-term investment: Certificates of deposit 150,000 — — 150,000 Total assets at fair value $ 280,640 $ — $ — $ 280,640 Liabilities Other current liabilities—contingent consideration $ — $ — $ 3,004 $ 3,004 Other noncurrent liabilities—contingent consideration — — 2,411 2,411 Total liabilities at fair value $ — $ — $ 5,415 $ 5,415 December 31, 2018 Level 1 Level 2 Level 3 Fair Value (in thousands) Assets Cash equivalents: Money market funds $ 96,681 $ — $ — $ 96,681 Total assets at fair value $ 96,681 $ — $ — $ 96,681 Liabilities Other current liabilities—contingent consideration $ — $ — $ 1,316 $ 1,316 Other noncurrent liabilities—contingent consideration — — 3,688 3,688 Total liabilities at fair value $ — $ — $ 5,004 $ 5,004 Cash, Cash Equivalents and Short-term Investments Our valuation techniques used to measure the fair value of money market funds are derived from quoted prices in active markets for identical assets or liabilities. Short-term investments, which consist of certificates of deposit with a maturity of twelve months or less, are classified as Level 2 financial assets as such are valued using quoted market price and other observable inputs in active markets for identical securities. Cash, cash equivalents and short-term investments were as follows (in thousands): December 31, 2019 Adjusted Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Fair Value (in thousands) Cash $ 111,098 $ — $ — $ 111,098 Money market funds 130,640 — — 130,640 Total cash, and cash equivalents $ 241,738 $ — $ — $ 241,738 Certificates of deposit $ 150,000 $ — $ — $ 150,000 Total short-term investments $ 150,000 $ — $ — $ 150,000 Total cash, cash equivalents and short-term investments $ 391,738 $ — $ — $ 391,738 December 31, 2018 Adjusted Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Fair Value (in thousands) Cash $ 12,247 $ — $ — $ 12,247 Money market funds 96,681 — — 96,681 Total cash and cash equivalents $ 108,928 $ — $ — $ 108,928 Contingent Consideration Liability In connection with the Retrofit Acquisition in April 2018, we recorded a contingent consideration liability, which is payable subject to the achievement of certain targets for 2018 , 2019 , and 2020 . In connection with the myStrength Acquisition in February 2019, we recorded a contingent liability, which is payable subject to the achievement of certain targets for 2019. The fair values of these contingent consideration liabilities were estimated with a Monte Carlo simulation model using Level 3 inputs, including projected qualified members, revenue volatility, and other market variables to assess the probability of us achieving the targets, and any subsequent changes in fair value are recorded in the consolidated statements of operations until settlement. See Note 4 for further discussion. The following table sets forth the changes in our Level 3 financial liabilities during the periods presented: Year Ended December 31, 2019 2018 (in thousands) Beginning balance $ 5,004 $ — Contingent consideration recorded upon acquisition (Note 4) 3,300 6,204 Change in fair value of contingent consideration liabilities (Note 4) 843 (1,200 ) Payment related to Retrofit contingent consideration (Note 4) (1,316 ) — Payment related to myStrength contingent consideration (Note 4) (2,416 ) — Ending balance $ 5,415 $ 5,004 |
Debt
Debt | 12 Months Ended |
Dec. 31, 2019 | |
Debt Disclosure [Abstract] | |
Debt | Debt Long-Term Debt In September 2014, we entered into a loan and security agreement with available borrowings up to $4.0 million from a bank, and we drew down $1.0 million in February 2015. This loan required us to make 36 equal monthly installments of principal payments from September 2015 through August 2018. In April 2015, we amended the loan and security agreement to add a term loan up to $5.0 million from the bank, and we drew down $5.0 million in August 2015. This term loan required us to make 36 equal monthly installments of principal payments from April 2016 through March 2019. In April 2017, we made early repayment and paid off the remaining principal balance of term loans totaling $3.6 million . During the year ended December 31, 2017, we made loan payments of $4.3 million in the aggregate. Both loans carried an interest rate of 0.25% above the prime rate. Interest was payable monthly on the outstanding principal balance of the term loan. The loans were collateralized by substantially all of our assets. Under the amendment, we were required to maintain trailing three-month revenue amount specified in the amendment. Borrowing under the loans required us to issue common stock warrants with an intrinsic value equal to 1.0% of the principal amount drawn down. In connection with the drawdown of $1.0 million in February 2015, we issued 27,777 common stock warrants at an exercise price of $0.36 per share. In connection with the drawdown of $5.0 million in August 2015, we issued 62,500 common stock warrants at an exercise price of $0.80 per share. The aggregate fair value of these warrants upon issuance was recorded as debt discount upon issuance to be amortized as interest expense over the contractual term of the loans using the effective interest rate method. During the year ended December 31, 2017, we recognized interest expense related to amortization of the debt discount in the amount of $20,000 . Revolving Loan In July 2019, we entered into a Loan and Security Agreement with Silicon Valley Bank ("SVB"). The agreement provides a secured revolving loan facility in an aggregate principal amount of up to $30.0 million . Revolving loans under this facility bear interest at a floating rate equal to the greater of (i) 5.25% or (ii) the prime rate published in the Wall Street Journal, minus 0.25% . Interest on the revolving loans is due and payable monthly in arrears. The maturity date of any revolving loan is July 2022. Our obligations under the Loan and Security Agreement are secured by a security interest on substantially all of our assets, excluding our intellectual property. The Loan and Security Agreement contains a financial covenant along with covenants limiting our ability to, among other things, dispose of assets, undergo a change in control, merge or consolidate, make acquisitions, incur debt, incur liens, pay dividends, repurchase stock, and make investments, in each case subject to certain exceptions. The Loan and Security Agreement also contains customary events of default, upon which SVB may declare all or a portion of our outstanding obligations payable to be immediately due and payable. There were no amounts outstanding under the agreement as of December 31, 2019 . Fees incurred under the revolving loan facility during the year ended December 31, 2019 were $0.1 million . |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Operating Leases We have entered into various noncancelable operating lease agreements primarily for our offices. We recognize operating lease costs on a straight-line basis over the term of each agreement, considering provisions such as free or escalating base monthly rental payments or deferred payment terms. We record rent expense associated with operating lease obligations in operating expenses in the consolidated statements of operations. As of December 31, 2019 , our net minimum payments under the noncancelable operating leases are as follows: Minimum Lease Payments Sublease Income Net Minimum Lease Payments (in thousands) 2020 $ 3,945 $ 37 $ 3,908 2021 5,093 38 5,055 2022 5,272 39 5,233 2023 5,181 40 5,141 2024 1,797 41 1,756 Thereafter 3,068 — 3,068 Total future minimum payments $ 24,356 $ 195 $ 24,161 As of December 31, 2018 , our net minimum payments under the noncancelable operating leases are as follows: Year Ending December 31, Minimum Lease Payments Sublease Income Net Minimum Lease Payments (in thousands) 2019 $ 2,027 $ 22 $ 2,005 2020 824 23 801 2021 729 24 705 2022 748 24 724 2023 606 25 581 Thereafter 296 25 271 Total future minimum payments $ 5,230 $ 143 $ 5,087 Total rent expense paid to third parties was $2.8 million , $1.7 million and $0.7 million during the years ended December 31, 2019 , 2018 and 2017 , respectively. In 2017 and 2019 , we entered into sublease arrangements, as a sublessor, with a stockholder for space for our Chicago, Illinois office. See further discussion in Note 15. Rent expense incurred for sublease arrangements for the years ended December 31, 2019 , 2018 and 2017 was not material. In June 2019, we entered into an amendment to the lease agreement for our Mountain View office. The amendment makes changes to the original lease including (i) the addition of approximately 16,100 square feet of office space and (ii) an extension of our current lease term. The total future lease obligation is $12.7 million over the new lease term from July 2019 through January 2024. In August 2019, we executed a lease amendment for office space from which our Chicago office operates. The total future lease obligation is approximately $8.4 million . The associated lease term ends in December 2026. In November 2019, we executed a lease agreement for our office space in Denver, Colorado. The total future lease obligation is approximately $1.6 million . The associated lease term ends in January 2026. Purchase Commitments We purchase certain non-cancelable cloud-based subscription based software that has terms more than twelve months. As of December 31, 2019, the remaining purchase commitment was $3.1 million . Legal Matters From time to time, we become involved in claims and other legal matters arising in the ordinary course of business. We investigate these claims as they arise. Although claims are inherently unpredictable, we are currently not aware of any matters that, if determined adversely to us, would individually or taken together have a material adverse effect on our business, results of operations, financial position or cash flows. We record liabilities for legal and other contingencies when losses are probable and estimable. Although the results of litigation and claims are inherently unpredictable, we have not recorded an accrual for such contingencies as we believe that there was not at least a reasonable possibility that we had incurred a material loss with respect to such loss contingencies as of December 31, 2019 and 2018 . Indemnification We enter into indemnification provisions under our agreements with other companies in the ordinary course of business, including, but not limited to, clients, business partners, landlords, contractors and parties performing our research and development. Pursuant to these arrangements, we agree to indemnify, hold harmless, and reimburse the indemnified party for certain losses suffered or incurred by the indemnified party as a result of our activities. The terms of these indemnification agreements are generally perpetual. The maximum potential amount of future payments we could be required to make under these agreements is not determinable. We have never incurred costs to defend lawsuits or settle claims related to these indemnification agreements. As a result, we believe the fair value of these agreements is not material. We maintain commercial general liability insurance and product liability insurance to offset certain of our potential liabilities under these indemnification provisions. In addition, we indemnify our officers, directors and certain key employees while they are serving in good faith in their respective capacities. To date, there have been no claims under these indemnification provisions. |
Stockholders_ Equity
Stockholders’ Equity | 12 Months Ended |
Dec. 31, 2019 | |
Equity [Abstract] | |
Stockholders’ Equity | Stockholders’ Equity Redeemable Convertible Preferred Stock We recorded our redeemable convertible preferred stock at fair value on the dates of issuance, net of issuance costs. Prior to the automatic conversion to our common stock in conjunction with our IPO, we classified our redeemable convertible preferred stock outside of stockholders’ deficit because it was redeemable in the future at the option of our preferred stock holders. We had concluded that the convertible preferred stock was considered probable of becoming redeemable. Accordingly, redeemable convertible preferred stock was accreted for the difference between the initial net carrying value and the redemption value on April 10, 2023, the earliest redemption date using the effective interest rate method. During the years ended December 31, 2019, 2018 and 2017, we recognized accretion of $ 0.1 million, $0.2 million , and $0.1 million , respectively, as an increase in the carrying value of the redeemable convertible preferred stock, and a decrease to our additional paid-in capital. In March 2017, we issued 11,773,932 shares of Series D redeemable convertible preferred stock for total consideration of $52.5 million . The original issue price and initial conversion price of Series D redeemable convertible preferred stock was $4.4590 per share. Series D redeemable convertible preferred stock had the same liquidation preference, voting rights and conversion rights as Series B and Series C redeemable convertible preferred stock. The holders of Series D redeemable convertible preferred stock were entitled to receive noncumulative dividends, prior to and in preference of any declaration or payment of any dividends on the common stock, at a rate per annum of $0.3568 per share. Upon issuance of Series D redeemable convertible preferred stock, we increased the authorized number of shares to 80,000,000 shares of common stock and 45,960,013 shares of redeemable convertible preferred stock. We also revised the redemption rights of redeemable convertible preferred stock such that all series of outstanding redeemable convertible preferred stock are eligible to be redeemed for cash in full upon a written notice by a majority of the holders on or after March 10, 2022. In April 2018, we issued 12,655,477 shares of Series E redeemable convertible preferred stock for a total consideration of $105.0 million . The original issue price and initial conversion price of Series E redeemable convertible preferred stock was $8.2968 per share. Series E redeemable convertible preferred stock had the same liquidation preference, voting rights and conversion rights as Series A, Series B, Series C and Series D redeemable convertible preferred stock. The holders of Series E redeemable convertible preferred stock were entitled to receive noncumulative dividends, prior to and in preference of any declaration or payment of any dividends on the common stock, at a rate per annum of $0.6638 per share. Upon issuance of Series E redeemable convertible preferred stock, we increased the authorized share number to 99,250,000 shares of common stock and 58,615,488 shares of redeemable convertible preferred stock. We also revised the redemption rights of redeemable convertible preferred stock such that all series of outstanding redeemable convertible preferred stock were eligible to be redeemed for cash in full upon a written notice by a majority of the holders on or after April 10, 2023. In conjunction with our IPO in July 2019 , all shares of redeemable convertible preferred stock then outstanding, totaling 58,615,488 shares, were automatically converted into an equivalent number of shares of common stock on a one -to-one basis and their carrying value, totaling $237.0 million , inclusive of accretion of redeemable convertible preferred stock, was reclassified into stockholders’ equity on our consolidated balance sheets. No shares of redeemable convertible preferred stock were issued or outstanding as of December 31, 2019. Redeemable convertible preferred stock outstanding as of December 31, 2018 consisted of the following: December 31, 2018 Shares Authorized Shares Issued and Outstanding Net Carrying Value Aggregate Liquidation Preference (in thousands) Series A 10,394 10,394 $ 10,382 $ 10,650 Series B 8,935 8,935 19,957 20,000 Series C 14,857 14,857 49,407 49,500 Series D 11,774 11,774 52,397 52,500 Series E 12,655 12,655 104,786 105,000 Total redeemable convertible preferred stock 58,615 58,615 $ 236,929 $ 237,650 Prior to the conversion of the redeemable convertible preferred stock to common stock in July 2019, the stockholders of redeemable convertible preferred stock had the following rights, preferences, and privileges: Dividend Rights The holders of Series A, Series B, Series C, Series D and Series E redeemable convertible preferred stock were entitled to receive non-cumulative dividends, out of any assets legally available, prior and in preference to any declaration or payment of any dividend on the common stock at the rate of $0.081968 , $0.1824 , $0.2666 , $0.3568 , and $0.6638 per share, respectively (as adjusted for stock dividends, stock splits, combinations, or other similar recapitalizations) per annum on each outstanding share, when, as, and if declared by the board of directors. As of December 31, 2019 and 2018, we have never declared nor paid dividends. Liquidation Preference In the event of our voluntary or involuntary liquidation, dissolution, or winding up, or a deemed liquidation event, the holders of each series of redeemable convertible preferred stock outstanding were entitled to be paid out our assets available for distribution to stockholders, before any payment is made to the holders of common stock, an amount per share equal to the greater of (a) the applicable original issue price for such series of redeemable convertible preferred stock, plus any dividends declared but unpaid thereon, or (b) such amount per share as would have been payable had all shares of redeemable convertible preferred stock been converted into common stock immediately prior to such liquidation, dissolution, winding up or deemed liquidation. After the payment of all preferential amounts required to be paid to the holders of redeemable convertible preferred stock, our remaining assets available for distribution to our stockholders shall be distributed among the holders of shares of common stock, pro rata based on the number of shares of common stock held by such holder. If, upon any such liquidation, dissolution, winding up, or deemed liquidation event, our assets available for distribution to our stockholders were insufficient to pay the holders of shares of redeemable convertible preferred stock the full amount to which they were entitled, the holders of redeemable convertible preferred stock would share ratably in any distribution of the assets available for distribution in proportion to the respective amounts which would otherwise be payable in respect of the shares held by them upon such distribution if all amounts payable on the shares were paid in full. Voting Rights The holders of each share of redeemable convertible preferred stock had the right to one vote for each share of common stock into which such redeemable convertible preferred stock could then be converted and, with respect to such vote, holders of redeemable convertible preferred stock were entitled to vote together with the holders of common stock as a single class. Conversion Rights Each share of redeemable convertible preferred stock was convertible, at the option of the holder, into fully paid and non-assessable shares of common stock determined by dividing the applicable original issue price by the applicable conversion price in effect at the time of conversion. The original issue prices and initial conversion prices of Series A, Series B, Series C, Series D, and Series E redeemable convertible preferred stock were $1.0246 , $2.2384 , $3.3318 , $4.4590 , and $8.2968 per share, respectively. As of December 31, 2018, each share of Series A, Series B, Series C, Series D, and Series E redeemable convertible preferred stock was convertible into common stock on a one -for-one basis. Shares of Series A, Series B, Series C, Series D, and Series E redeemable convertible preferred stock would be automatically converted into fully paid shares of common stock immediately upon the earlier of: (a) the closing of the sale of shares of common stock to the public at a minimum price of $8.9180 per share, subject to appropriate adjustment in the event of any stock dividend, stock split, combination or other similar recapitalization with respect to common stock, in a firm-commitment underwritten public offering pursuant to an effective registration statement under the Securities Act of 1933, as amended, resulting in at least $50.0 million of gross cash proceeds to us or (b) the date and time, or occurrence of an event, specified by vote or written consent of the holders of a majority of the outstanding shares of Series A, Series B, Series C, Series D and Series E redeemable convertible preferred stock, respectively. Redemption Rights On or after April 10, 2023, all outstanding shares of redeemable convertible preferred stock would be eligible to be redeemed for cash in full upon a written notice by a majority of the holders of the outstanding redeemable convertible preferred stock. In the event of redemption, each holder of redeemable convertible preferred stock was entitled to receive the original issue price per share, plus any declared but unpaid dividends, in three annual installments. Undesignated Preferred Stock In connection with our IPO in July 2019, we filed an Amended and Restated Certificate of Incorporation which authorizes the issuance of 100,000,000 shares of undesignated preferred stock, par value of $0.001 per share, with rights and preferences, including voting rights, designated from time to time by our board of directors. No shares of preferred stock were issued or outstanding as of December 31, 2019 . Common Stock In December 2019, we completed a secondary offering in which certain stockholders sold 2,777,327 shares of common stock at an offering price of $27.00 per share. The selling stockholders received all of the net proceeds from the sale of shares in this offering. We did not sell any shares or receive any proceeds in this secondary offering. In July 2019, upon completion of our IPO, we sold 14,590,050 shares of our common stock at an offering price of $28.00 per share, including 1,903,050 shares of common stock pursuant to the exercise in full of the underwriters' option to purchase additional shares. We raised net proceeds of $377.5 million , after deducting underwriting discounts and commissions of $28.6 million and offering costs of approximately $2.4 million . In connection with the IPO, we filed an Amended and Restated Certificate of Incorporation which authorizes the issuance of 900,000,000 shares of common stock with a par value of $0.001 per share. In December 2018, certain of our employees and stockholders sold 2,138,302 shares of our common stock and 57,945 shares of our redeemable convertible preferred stock at a price of $7.4672 per share to investors. The purchase price per share in the secondary transaction was in excess of the fair value of our outstanding common stock at the time of the transaction and accordingly, upon the completion of the transaction, we recorded $2.3 million in stock-based compensation expense related to the excess of the sales price per share of common stock over the fair value of the our common stock at the time of the transaction. We did not sell any shares or receive any proceeds from the transaction. In December 2017, certain of our employees and stockholders sold 605,345 shares of our common stock at a price of $1.88 per share to investors, which was the fair value of our common stock at the time of the transaction. We did not sell any shares or receive any proceeds from the transaction. As of December 31, 2019 and 2018 , we reserved shares of common stock, on an as-if-converted basis, for future issuance as follows: December 31, 2019 2018 (in thousands) Redeemable convertible preferred stock — 58,615 Outstanding warrants to purchase common stock 695 785 Outstanding options to purchase common stock 14,020 17,571 Outstanding restricted stock units 5,208 1,827 Restricted stock awards subject to repurchase 736 — Estimated shares for future ESPP purchase 890 — Available for future issuance 8,160 1,741 Total 29,709 80,539 Common Stock Warrants Common stock warrants outstanding as of December 31, 2019 are as follows: Holder Issue Date Outstanding Shares Exercise Price Exercisable Shares Expiration Date (in thousands, except per share data) Partner 3/1/2015 695 $ 2.28 695 2/28/2025 695 695 Common stock warrants outstanding as of December 31, 2018 are as follows: Holder Issue Date Outstanding Shares Exercise Price Exercisable Shares Expiration Date (in thousands, except per share data) Bank 4/16/2015 28 $ 0.36 28 9/5/2024 Bank 4/16/2015 63 $ 0.80 63 4/16/2025 Partner 3/1/2015 694 $ 2.28 694 2/28/2025 785 785 Warrant activities during the years ended December 31, 2019 , 2018 and 2017 were: Shares (in thousands) Balance as of January 1, 2017 2,188 Exercised (361 ) Forfeited or expired (1,042 ) Balance as of December 31, 2017 785 Exercised, forfeited or expired — December 31, 2018 785 Exercised (90 ) December 31, 2019 695 Common stock warrants covering 90,277 shares of common stock were exercised during the year ended December 31, 2019 for proceeds of approximately $0.1 million . No warrants were exercised during the year ended December 31, 2018. During the year ended December 31, 2017, 361,425 common stock warrants were exercised for total proceeds of $0.3 million |
Common Stock Warrants
Common Stock Warrants | 12 Months Ended |
Dec. 31, 2019 | |
Equity [Abstract] | |
Common Stock Warrants | Stockholders’ Equity Redeemable Convertible Preferred Stock We recorded our redeemable convertible preferred stock at fair value on the dates of issuance, net of issuance costs. Prior to the automatic conversion to our common stock in conjunction with our IPO, we classified our redeemable convertible preferred stock outside of stockholders’ deficit because it was redeemable in the future at the option of our preferred stock holders. We had concluded that the convertible preferred stock was considered probable of becoming redeemable. Accordingly, redeemable convertible preferred stock was accreted for the difference between the initial net carrying value and the redemption value on April 10, 2023, the earliest redemption date using the effective interest rate method. During the years ended December 31, 2019, 2018 and 2017, we recognized accretion of $ 0.1 million, $0.2 million , and $0.1 million , respectively, as an increase in the carrying value of the redeemable convertible preferred stock, and a decrease to our additional paid-in capital. In March 2017, we issued 11,773,932 shares of Series D redeemable convertible preferred stock for total consideration of $52.5 million . The original issue price and initial conversion price of Series D redeemable convertible preferred stock was $4.4590 per share. Series D redeemable convertible preferred stock had the same liquidation preference, voting rights and conversion rights as Series B and Series C redeemable convertible preferred stock. The holders of Series D redeemable convertible preferred stock were entitled to receive noncumulative dividends, prior to and in preference of any declaration or payment of any dividends on the common stock, at a rate per annum of $0.3568 per share. Upon issuance of Series D redeemable convertible preferred stock, we increased the authorized number of shares to 80,000,000 shares of common stock and 45,960,013 shares of redeemable convertible preferred stock. We also revised the redemption rights of redeemable convertible preferred stock such that all series of outstanding redeemable convertible preferred stock are eligible to be redeemed for cash in full upon a written notice by a majority of the holders on or after March 10, 2022. In April 2018, we issued 12,655,477 shares of Series E redeemable convertible preferred stock for a total consideration of $105.0 million . The original issue price and initial conversion price of Series E redeemable convertible preferred stock was $8.2968 per share. Series E redeemable convertible preferred stock had the same liquidation preference, voting rights and conversion rights as Series A, Series B, Series C and Series D redeemable convertible preferred stock. The holders of Series E redeemable convertible preferred stock were entitled to receive noncumulative dividends, prior to and in preference of any declaration or payment of any dividends on the common stock, at a rate per annum of $0.6638 per share. Upon issuance of Series E redeemable convertible preferred stock, we increased the authorized share number to 99,250,000 shares of common stock and 58,615,488 shares of redeemable convertible preferred stock. We also revised the redemption rights of redeemable convertible preferred stock such that all series of outstanding redeemable convertible preferred stock were eligible to be redeemed for cash in full upon a written notice by a majority of the holders on or after April 10, 2023. In conjunction with our IPO in July 2019 , all shares of redeemable convertible preferred stock then outstanding, totaling 58,615,488 shares, were automatically converted into an equivalent number of shares of common stock on a one -to-one basis and their carrying value, totaling $237.0 million , inclusive of accretion of redeemable convertible preferred stock, was reclassified into stockholders’ equity on our consolidated balance sheets. No shares of redeemable convertible preferred stock were issued or outstanding as of December 31, 2019. Redeemable convertible preferred stock outstanding as of December 31, 2018 consisted of the following: December 31, 2018 Shares Authorized Shares Issued and Outstanding Net Carrying Value Aggregate Liquidation Preference (in thousands) Series A 10,394 10,394 $ 10,382 $ 10,650 Series B 8,935 8,935 19,957 20,000 Series C 14,857 14,857 49,407 49,500 Series D 11,774 11,774 52,397 52,500 Series E 12,655 12,655 104,786 105,000 Total redeemable convertible preferred stock 58,615 58,615 $ 236,929 $ 237,650 Prior to the conversion of the redeemable convertible preferred stock to common stock in July 2019, the stockholders of redeemable convertible preferred stock had the following rights, preferences, and privileges: Dividend Rights The holders of Series A, Series B, Series C, Series D and Series E redeemable convertible preferred stock were entitled to receive non-cumulative dividends, out of any assets legally available, prior and in preference to any declaration or payment of any dividend on the common stock at the rate of $0.081968 , $0.1824 , $0.2666 , $0.3568 , and $0.6638 per share, respectively (as adjusted for stock dividends, stock splits, combinations, or other similar recapitalizations) per annum on each outstanding share, when, as, and if declared by the board of directors. As of December 31, 2019 and 2018, we have never declared nor paid dividends. Liquidation Preference In the event of our voluntary or involuntary liquidation, dissolution, or winding up, or a deemed liquidation event, the holders of each series of redeemable convertible preferred stock outstanding were entitled to be paid out our assets available for distribution to stockholders, before any payment is made to the holders of common stock, an amount per share equal to the greater of (a) the applicable original issue price for such series of redeemable convertible preferred stock, plus any dividends declared but unpaid thereon, or (b) such amount per share as would have been payable had all shares of redeemable convertible preferred stock been converted into common stock immediately prior to such liquidation, dissolution, winding up or deemed liquidation. After the payment of all preferential amounts required to be paid to the holders of redeemable convertible preferred stock, our remaining assets available for distribution to our stockholders shall be distributed among the holders of shares of common stock, pro rata based on the number of shares of common stock held by such holder. If, upon any such liquidation, dissolution, winding up, or deemed liquidation event, our assets available for distribution to our stockholders were insufficient to pay the holders of shares of redeemable convertible preferred stock the full amount to which they were entitled, the holders of redeemable convertible preferred stock would share ratably in any distribution of the assets available for distribution in proportion to the respective amounts which would otherwise be payable in respect of the shares held by them upon such distribution if all amounts payable on the shares were paid in full. Voting Rights The holders of each share of redeemable convertible preferred stock had the right to one vote for each share of common stock into which such redeemable convertible preferred stock could then be converted and, with respect to such vote, holders of redeemable convertible preferred stock were entitled to vote together with the holders of common stock as a single class. Conversion Rights Each share of redeemable convertible preferred stock was convertible, at the option of the holder, into fully paid and non-assessable shares of common stock determined by dividing the applicable original issue price by the applicable conversion price in effect at the time of conversion. The original issue prices and initial conversion prices of Series A, Series B, Series C, Series D, and Series E redeemable convertible preferred stock were $1.0246 , $2.2384 , $3.3318 , $4.4590 , and $8.2968 per share, respectively. As of December 31, 2018, each share of Series A, Series B, Series C, Series D, and Series E redeemable convertible preferred stock was convertible into common stock on a one -for-one basis. Shares of Series A, Series B, Series C, Series D, and Series E redeemable convertible preferred stock would be automatically converted into fully paid shares of common stock immediately upon the earlier of: (a) the closing of the sale of shares of common stock to the public at a minimum price of $8.9180 per share, subject to appropriate adjustment in the event of any stock dividend, stock split, combination or other similar recapitalization with respect to common stock, in a firm-commitment underwritten public offering pursuant to an effective registration statement under the Securities Act of 1933, as amended, resulting in at least $50.0 million of gross cash proceeds to us or (b) the date and time, or occurrence of an event, specified by vote or written consent of the holders of a majority of the outstanding shares of Series A, Series B, Series C, Series D and Series E redeemable convertible preferred stock, respectively. Redemption Rights On or after April 10, 2023, all outstanding shares of redeemable convertible preferred stock would be eligible to be redeemed for cash in full upon a written notice by a majority of the holders of the outstanding redeemable convertible preferred stock. In the event of redemption, each holder of redeemable convertible preferred stock was entitled to receive the original issue price per share, plus any declared but unpaid dividends, in three annual installments. Undesignated Preferred Stock In connection with our IPO in July 2019, we filed an Amended and Restated Certificate of Incorporation which authorizes the issuance of 100,000,000 shares of undesignated preferred stock, par value of $0.001 per share, with rights and preferences, including voting rights, designated from time to time by our board of directors. No shares of preferred stock were issued or outstanding as of December 31, 2019 . Common Stock In December 2019, we completed a secondary offering in which certain stockholders sold 2,777,327 shares of common stock at an offering price of $27.00 per share. The selling stockholders received all of the net proceeds from the sale of shares in this offering. We did not sell any shares or receive any proceeds in this secondary offering. In July 2019, upon completion of our IPO, we sold 14,590,050 shares of our common stock at an offering price of $28.00 per share, including 1,903,050 shares of common stock pursuant to the exercise in full of the underwriters' option to purchase additional shares. We raised net proceeds of $377.5 million , after deducting underwriting discounts and commissions of $28.6 million and offering costs of approximately $2.4 million . In connection with the IPO, we filed an Amended and Restated Certificate of Incorporation which authorizes the issuance of 900,000,000 shares of common stock with a par value of $0.001 per share. In December 2018, certain of our employees and stockholders sold 2,138,302 shares of our common stock and 57,945 shares of our redeemable convertible preferred stock at a price of $7.4672 per share to investors. The purchase price per share in the secondary transaction was in excess of the fair value of our outstanding common stock at the time of the transaction and accordingly, upon the completion of the transaction, we recorded $2.3 million in stock-based compensation expense related to the excess of the sales price per share of common stock over the fair value of the our common stock at the time of the transaction. We did not sell any shares or receive any proceeds from the transaction. In December 2017, certain of our employees and stockholders sold 605,345 shares of our common stock at a price of $1.88 per share to investors, which was the fair value of our common stock at the time of the transaction. We did not sell any shares or receive any proceeds from the transaction. As of December 31, 2019 and 2018 , we reserved shares of common stock, on an as-if-converted basis, for future issuance as follows: December 31, 2019 2018 (in thousands) Redeemable convertible preferred stock — 58,615 Outstanding warrants to purchase common stock 695 785 Outstanding options to purchase common stock 14,020 17,571 Outstanding restricted stock units 5,208 1,827 Restricted stock awards subject to repurchase 736 — Estimated shares for future ESPP purchase 890 — Available for future issuance 8,160 1,741 Total 29,709 80,539 Common Stock Warrants Common stock warrants outstanding as of December 31, 2019 are as follows: Holder Issue Date Outstanding Shares Exercise Price Exercisable Shares Expiration Date (in thousands, except per share data) Partner 3/1/2015 695 $ 2.28 695 2/28/2025 695 695 Common stock warrants outstanding as of December 31, 2018 are as follows: Holder Issue Date Outstanding Shares Exercise Price Exercisable Shares Expiration Date (in thousands, except per share data) Bank 4/16/2015 28 $ 0.36 28 9/5/2024 Bank 4/16/2015 63 $ 0.80 63 4/16/2025 Partner 3/1/2015 694 $ 2.28 694 2/28/2025 785 785 Warrant activities during the years ended December 31, 2019 , 2018 and 2017 were: Shares (in thousands) Balance as of January 1, 2017 2,188 Exercised (361 ) Forfeited or expired (1,042 ) Balance as of December 31, 2017 785 Exercised, forfeited or expired — December 31, 2018 785 Exercised (90 ) December 31, 2019 695 Common stock warrants covering 90,277 shares of common stock were exercised during the year ended December 31, 2019 for proceeds of approximately $0.1 million . No warrants were exercised during the year ended December 31, 2018. During the year ended December 31, 2017, 361,425 common stock warrants were exercised for total proceeds of $0.3 million |
Stock-Based Compensation
Stock-Based Compensation | 12 Months Ended |
Dec. 31, 2019 | |
Share-based Payment Arrangement [Abstract] | |
Stock-Based Compensation | Stock-Based Compensation In November 2008, we adopted the EosHealth, Inc. 2008 Stock Incentive Plan (the “2008 Plan”), and in April 2014 we adopted the Livongo Health, Inc. 2014 Stock Incentive Plan (the “2014 Plan”) to grant equity-based incentives to certain officers, directors, consultants and employees. The 2014 Plan was intended as the successor to the 2008 Plan. Following April 22, 2014 (the “Effective Date”), no additional stock awards were granted under the 2008 Plan. From and after the Effective Date, all outstanding stock awards granted under the 2008 Plan remain subject to the terms of the 2008 Plan; however, if any shares underlying outstanding stock awards granted under the 2008 Plan expire or are terminated for any reasons prior to exercise, settlement or forfeiture because of the failure to meet a contingency or condition required to vest, such shares became available for issuance pursuant to awards granted under the 2014 Plan. All awards granted on or after the adoption of the 2014 Plan but prior to the adoption of the 2019 Plan (as defined below) were subject to the terms of the 2014 Plan. In July 2019, our board of directors adopted, and our stockholders approved, our 2019 Equity Incentive Plan (the "2019 Plan" and, together with the 2014 Plan and 2008 Plan, the “Plans”). Our 2019 Plan became effective as of the business day immediately prior to the effective date of our IPO. Our 2019 Plan provides for the grant of incentive stock options, within the meaning of Section 422 of the Internal Revenue Code of 1986, as amended (the "Code"), to our employees and any parent and subsidiary corporations’ employees, and for the grant of nonstatutory stock options, restricted stock, restricted stock units, stock appreciation rights, performance units, and performance shares to our employees, directors, and consultants and our parent and subsidiary corporations’ employees and consultants. A total of 8,004,000 shares of our common stock have been reserved for issuance pursuant to our 2019 Plan. In addition, the shares reserved for issuance under our 2019 Plan include (i) shares that were reserved but unissued under our 2014 Plan as of immediately prior to its termination, plus (ii) shares subject to awards under our 2014 Plan, and our 2008 Plan that, on or after the termination of the 2014 Plan, expire or terminate and shares previously issued pursuant to our 2014 Plan or 2008 Plan, as applicable, that, on or after the termination of the 2014 Plan, are forfeited or repurchased by us (provided that the maximum number of shares that may be added to our 2019 Plan from the 2014 Plan and 2008 Plan is 21,770,029 shares). The number of shares of our common stock available for issuance under our 2019 Plan will also include an annual increase on the first day of each fiscal year beginning on January 1, 2020, equal to the least of: (i) 7,120,000 shares; (ii) 4% of the outstanding shares of our common stock as of the last day of our immediately preceding fiscal year; or (iii) such other amount as our board of directors may determine as of no later than the last day of our immediately preceding fiscal year. Stock Options Stock options granted generally vest over four years with 25% of the option shares vesting one year from the vesting commencement date and then ratably on a monthly basis over the following 36 months. Options generally expire 10 years from the date of grant. Stock option activity under the Plans for the periods presented is as follows: Options Outstanding Shares Available for Grant Shares Subject to Options Outstanding Weighted- Average Exercise Price Weighted- Average Remaining Contractual Life (Years) Aggregate Intrinsic Value (in thousands, except per share data and years) Balance as of January 1, 2017 208 12,209 $ 0.79 8.3 $ 9,623 Shares authorized 8,661 — — Granted (5,996 ) 5,996 $ 1.88 Exercised — (1,372 ) $ 0.78 Forfeited 1,205 (1,205 ) $ 0.87 Restricted stock awards granted (1,064 ) — — Balance as of December 31, 2017 3,014 15,628 $ 1.20 8.2 $ 10,559 Shares authorized 3,196 — — Granted (5,016 ) 5,016 $ 3.62 Exercised — (1,454 ) $ 1.19 Forfeited 1,619 (1,619 ) $ 2.25 Performance RSUs granted (1,830 ) — — Restricted stock awards forfeited 754 — — Performance RSUs forfeited 4 — — Balance as of December 31, 2018 1,741 17,571 $ 1.80 7.7 $ 89,990 Shares authorized 10,504 — — Adjustment to plan 59 — — Exercised — (2,766 ) $ 1.12 Forfeited or cancelled 785 (785 ) $ 3.36 Restricted stock awards granted (982 ) — — Restricted stock units, Performance RSUs and Performance stock units (PSUs) granted (4,103 ) — — Restricted stock units, Performance RSUs and Performance stock units (PSUs) forfeited 121 — — Restricted stock units, Performance RSUs and Performance stock units (PSUs) returned to plan 35 — — Balance as of December 31, 2019 8,160 14,020 $ 1.85 6.7 $ 325,474 Vested and exercisable as of December 31, 2018 8,999 $ 0.97 6.7 $ 53,566 Vested and exercisable as of December 31, 2019 9,698 $ 1.44 6.2 $ 229,110 The aggregate intrinsic value of stock option awards exercised was $54.1 million , $5.5 million and $1.5 million for the years ended December 31, 2019 , 2018 and 2017 , respectively. Aggregate intrinsic value represents the difference between the exercise price and the fair value of the shares underlying common stock on the date of exercise. The weighted-average grant date fair value of stock options granted to employees during the years ended December 31, 2018 and 2017 was $1.52 per share and $0.75 per share, respectively. No options were granted during the year ended December 31, 2019 . As of December 31, 2019 , total unrecognized compensation expense related to unvested stock options, Performance RSUs and restricted stock units granted to employees was $36.3 million , which is expected to be recognized over a weighted-average period of 3.2 years. Determination of Fair Value The fair value of each option award granted to employees is estimated on the grant date using the Black-Scholes option pricing model. The Black-Scholes option pricing model requires the input of subjective assumptions, including the fair value of the underlying common stock, the expected term of the option, the expected volatility of the price of our common stock, risk-free interest rates, and the dividend yield of our common stock. The assumptions used to determine the fair value of the option awards represent our best estimates. These estimates involve inherent uncertainties and the application of our judgment. The related stock-based compensation expense is recognized on a straight-line basis over the requisite service period of the awards, which is generally four years . The Black-Scholes option pricing model assumptions used in evaluating our awards to employees are as follows: Year Ended December 31, 2019 2018 2017 Expected term (years) n/a 6.0 - 6.8 6.3 Expected volatility n/a 36.6% - 38.7% 37.1% Risk-free interest rate n/a 2.8% - 2.9% 2.0% - 2.3% Dividend yield n/a —% —% Options and Restricted Stock Units with Service- and Market-Based Vesting Conditions In January 2018 and June 2018, we granted stock options covering a total of 1,402,820 shares with a combination of service- and market-based vesting conditions to an executive, of which stock options covering a total of 196,460 shares were subsequently canceled in March 2019. In January 2019, we granted restricted stock units covering a total of 161,250 shares with a combination of service- and market-based vesting conditions to another executive. For these options and restricted stock units, the market-based conditions are satisfied upon reaching certain equity valuation milestones based on a third-party valuation or total market capitalization following our IPO. 25% of these option grants and restricted stock units are scheduled to vest on the later of (i) one-year anniversary from the grant date or (ii) the satisfaction of the market-based vesting condition, and continued service with us through the vesting date, while the remaining options and restricted stock units are scheduled to vest in equal monthly installments over the next 36 months subject to satisfaction of the market-based vesting condition, and continued service with us through the vesting date. The probabilities of the actual number of options and restricted stock units expected to vest are reflected in the grant date fair values, and the compensation expense for these awards is recognized assuming the requisite service period is rendered and is not adjusted based on the actual number of shares subject to the options or restricted stock units that ultimately vest. We recognize the stock-based compensation expense over the longer period between the requisite service period and the derived service period, which is the expected period to reach the specified condition for each grant. The estimated fair value of these options and restricted stock units were determined on the date of grant using the Monte Carlo simulation model, which utilizes multiple input variables to simulate a range of our possible future equity values and estimates the probabilities of the potential payouts. The determination of the estimated grant date fair value of these options and restricted stock units is affected by our equity valuation and a number of assumptions including our future estimated enterprise value, our risk-free interest rate, expected volatility and dividend yield. The following assumptions were used to calculate the fair value of these options and restricted stock units in the Monte Carlo simulation model at the grant dates: Year Ended December 31, 2019 2018 Expected term (years) 10.0 9.6 - 10.0 Expected volatility 59.0 % 60.0% - 64.0% Risk-free interest rate 2.8 % 2.6% - 2.9% Dividend yield — % — % The exercise price of the January 2018 market-based options was modified in June 2018. We used the Monte Carlo simulation model to determine the fair value of the modified option grants immediately before the modification and immediately after the modification, and noticed no increase in the fair value of the modified option grants. The remaining grant date fair value of the modified options is being recognized over the longer of the remaining explicit service period or the remaining new derived service period determined from the modification analysis. The aggregate grant date fair values of these market-based restricted stock units granted during the year ended December 31, 2019 and market-based options granted during the year ended December 31, 2018 were $ 0.8 million and $2.4 million, respectively. We recognized stock-based compensation expense of $0.8 million and $0.5 million for the years ended December 31, 2019 and 2018 , respectively, in connection with these service- and market-based grants. Additionally, we recognized stock-based compensation expense of $0.2 million related to the canceled market-based options for the year ended December 31, 2019 . The unrecognized stock-based compensation expense for market-based awards as of December 31, 2019 was $1.7 million , which is expected to be recognized over a weighted-average period of 2.7 years. Restricted Stock Awards Shares Weighted- Average Grant Date Fair Value (in thousands, except per share data) Unvested balance, January 1, 2017 110 $ 0.91 Issued 1,064 $ 1.88 Vested (47 ) $ 0.83 Unvested balance, December 31, 2017 1,127 $ 1.83 Issued — $ — Vested (373 ) $ 1.73 Cancelled (754 ) $ 1.88 Unvested balance, December 31, 2018 — $ — Issued 982 $ 9.76 Vested (246 ) $ 9.76 Unvested balance, December 31, 2019 736 $ 9.76 In August 2017, we issued restricted stock awards to two executives. The grant date fair value of these restricted stock awards was $2.0 million . During the year ended December 31, 2018, 753,546 shares of these restricted stock awards were subsequently cancelled. In March 2019, we issued a restricted stock award covering 982,301 shares of our common stock to an executive with a grant date fair value of $9.6 million . We recognized restricted stock awards related stock-based compensation expense of $4.1 million , $0.6 million and $0.2 million for the years ended December 31, 2019 , 2018 and 2017 , respectively. As of December 31, 2019 , the unrecognized stock-based compensation expense related to these restricted stock awards was $5.5 million , which is expected to be recognized over a weighted-average period of 2.7 years. Restricted Stock Units Restricted Weighted- (in thousands, except per Unvested as of December 31, 2017 — $ — Granted 1,830 $ 6.40 Vested — $ — Forfeited (3 ) $ 3.92 Unvested as of December 31, 2018 1,827 $ 6.42 Granted 4,102 $ 12.49 Vested (1,100 ) $ 7.80 Forfeited (121 ) $ 9.28 Unvested as of December 31, 2019 4,708 $ 11.31 Prior to our IPO, we granted restricted stock units that contain both service- and performance-based vesting conditions to our executives, employees and consultants (“Performance RSUs”). The service-based vesting condition is generally satisfied (i) over four years with 25% vesting on the one-year anniversary of the award and the remainder vesting monthly over the next 36 months , or (ii) over four years with 1/48 vesting on the one-month anniversary of the award, and remainder vesting monthly over the next 47 months , subject to the grantee’s continued service with us through the vesting dates. The performance-based vesting condition is satisfied upon the earlier of (i) a change in control where the consideration paid to our equity security holders is cash, publicly traded stock, or a combination of both, or (ii) six months and one day following our IPO. The satisfaction of the performance-based vesting condition became probable upon the completion of our IPO in July 2019, at which point we recorded cumulative stock-based compensation expense of $11.9 million using the accelerated attribution method. Subsequent to our IPO in July 2019, we grant restricted stock units to our executives, employees and consultants that only contain service-based vesting conditions ("RSUs"). The service-based vesting condition is generally satisfied over four years on a quarterly basis, with each 1/16 vesting on prefixed quarterly vesting anchor dates, subject to the grantee's continued service with us through the vesting dates. During the year ended December 31, 2019 , we also issued other sales performance-based restricted stock units covering 100,000 shares which consist of both service- and performance-based vesting conditions including both the achievement of certain sales milestones and our IPO. The service-based vesting condition will be satisfied over four years from the date the sales milestones are met. The performance-based vesting condition is satisfied upon both the achievement of certain sales milestones and our IPO. Stock-based compensation expense related to these restricted stock units that are expected to vest was $0.3 million during the year ended December 31, 2019 . In January 2019, we granted restricted stock units covering 982,301 shares to an executive that contain only service-based vesting conditions over a four year period and recognized stock-based compensation expense of $1.8 million for the year ended December 31, 2019 . In addition, we granted restricted stock units covering 491,151 shares that immediately vested on the grant date and recognized $3.8 million of stock-based compensation expense in our consolidated statements of operations for the year ended December 31, 2019 . Vested RSUs covering 600,354 shares of our common stock were released during the year ended December 31, 2019, with aggregate grant date fair value of $5.3 million . Vested RSUs covering 499,493 shares of common stock with aggregate grant date fair value of $3.2 million were not released as of December 31, 2019 due to lock up period restriction, which expired in January 2020. During the year ended December 31, 2019 , $24.1 million stock-based compensation expense related to RSUs and performance RSUs was recognized in our consolidated statement of operations. For the year ended December 31, 2018, there was no stock- based compensation expense related to the Performance RSUs because the performance vesting condition was not deemed probable of occurring. 2019 Employee Stock Purchase Plan In July 2019 , our board of directors adopted, and our stockholders approved, our Employee Stock Purchase Plan, ("ESPP"). Our ESPP became effective as of the business day immediately prior to the effective date of our IPO. A total of 890,000 shares of our common stock are available for sale under our ESPP. In addition, the number of shares available for sale under our ESPP will include an annual increase on the first day of each fiscal year beginning on January 1, 2020, equal to the least of: (i) 2,670,000 shares, (ii) 1% of the outstanding shares of our common stock as of the last day of the immediately preceding fiscal year; or (iii) such other amount as our board of directors may determine as of no later than the last day of our immediately preceding fiscal year. Each offering period will be approximately six months in duration commencing on the first trading day on or after May 15 and November 15 of each year and terminating on the first trading day on or after November 15 and May 15 approximately six months later, provided however that the first offering period commenced on the first trading day after our IPO date and will end on May 15, 2020. All regular employees, including executive officers, employed by us or by any of our designated affiliates, except for those holding 5% or more of the total combined voting power or value of our common stock, may participate in the ESPP and may contribute, normally through payroll deductions, up to 15% of their earnings (as defined in the ESPP) for the purchase of our common stock under the ESPP. Unless otherwise determined by our board of directors, the purchase price of the shares will be 85% of the lower of the fair market value of our common stock on the first trading day of each offering period or on the purchase date, subject to a limit of the lesser of (i) 500 shares of our common stock, or (ii) $12,500 divided by the fair market value of our common stock as of the first day of the offering period, with any resulting fractional share rounded down to the nearest whole share. As of December 31, 2019 , no shares of common stock have been purchased under our ESPP. During the year ended December 31, 2019 , we recognized $0.7 million in stock-based compensation expense related to our ESPP in our consolidated statement of operations. As of December 31, 2019 , the unrecognized stock-based compensation expense related to our ESPP is $0.6 million , which is expected to be recognized over a weighted average period of 0.4 year. We estimated the fair value of ESPP purchase rights for our first offering period using a Black-Scholes option-pricing model with the following assumptions: Year Ended December 31, 2019 Expected term (years) 0.77 Expected volatility 50.6 % Risk-free interest rate 1.9 % Dividend yield — % Award Modifications In 2018, our board of directors approved modifications to three outstanding restricted stock awards granted under the 2014 Plan, one held by a former employee providing services to us as of that date and the other two held by employees. One modification was to immediately vest 23,363 shares subject to restricted stock awards held by the former employee in September 2018, resulting in additional stock-based compensation expense of $0.1 million that was recognized in the consolidated statements of operations during the year ended December 31, 2018 . The other two modifications were related to the cancellation of 753,546 shares subject to restricted stock awards and the grant of Performance RSUs covering 376,772 shares. Prior to the performance-based vesting condition for these Performance RSUs that was satisfied upon our IPO, we recognized stock-based compensation expense based on the remaining amount stock-based compensation expense measured for the restricted stock awards. In conjunction with our IPO in July 2019, the performance-based vesting condition for these Performance RSUs was satisfied, and we recognized the incremental stock-based compensation expense of $2.0 million related to the Performance RSUs in our consolidated statement of operations. As of December 31, 2019 , unrecognized expense of these Performance RSUs is $0.6 million , which is expected to be recognized over the remaining weighted average period of 1.6 years. In June 2019, we amended an executive’s restricted stock award agreement, originally executed in March 2019 covering 982,301 shares of our common stock. The amendment (i) revised the forfeiture provision to be applicable in the event that the executive ceases providing services to us as a result of his termination with cause prior to February 2020, then any vested shares as of such date will be forfeited immediately and (ii) removed our and certain preferred investors’ repurchase option for any vested restricted stock awards. As a result of this modification, we recognized $2.2 million of stock-based compensation expense in our consolidated statement of operations on the modification date. Stock-Based Compensation Expense Stock-based compensation expense in the consolidated statements of operations is summarized as follows: Year Ended December 31, 2019 2018 2017 (in thousands) Cost of revenue $ 151 $ 18 $ — Research and development expenses 8,182 2,188 541 Sales and marketing expenses 7,659 916 413 General and administrative expenses 16,640 3,210 1,164 Total stock-based compensation expense $ 32,632 $ 6,332 $ 2,118 Stock-based compensation expense of $0.4 million , $0.2 million and less than $0.1 million related to capitalized internal-use software was capitalized within property and equipment, net on our consolidated balance sheets during the years ended December 31, 2019 , 2018 and 2017 , respectively. Under ASC 606, stock-based compensation expense of $0.2 million |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2019 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes We recorded an income tax benefit of $1.4 million , a provision of less than $0.1 million and a benefit of less than $0.1 million for the years ended December 31, 2019 , 2018 and 2017 , respectively. The income tax provision for the year ended December 31, 2019 was primarily due to the state and foreign income tax expense and tax benefit related to a partial release of the valuation allowance in connection with the myStrength acquisition. The income tax provision and benefit for the years ended December 31, 2018 and 2017, respectively, was primarily due to state and foreign income tax expense and federal benefit related to release of a valuation allowance as a result of our acquisitions. The deferred tax liability provided an additional source of taxable income to support the realizability of pre-existing deferred income tax assets. Loss before provision for income taxes consisted of the following: Year Ended December 31, 2019 2018 2017 (in thousands) Domestic $ (56,675 ) $ (33,422 ) $ (16,939 ) Foreign 36 68 20 Total $ (56,639 ) $ (33,354 ) $ (16,919 ) Our provision for (benefit from) income taxes consisted of the following: Year Ended December 31, 2019 2018 2017 (in thousands) Current: U.S. Federal $ — $ — $ — State 20 7 2 Foreign 7 21 6 Total current $ 27 $ 28 $ 8 Deferred: U.S. Federal $ (1,064 ) $ — $ (61 ) State (332 ) — (8 ) Foreign — — — Total deferred $ (1,396 ) $ — $ (69 ) Total provision for (benefit from) income taxes $ (1,369 ) $ 28 $ (61 ) The reconciliation of federal statutory income tax rate to our effective income tax rates is as follows: Year Ended December 31, 2019 2018 2017 Expected income tax benefit at the federal statutory rate 21.00 % 21.00 % 34.00 % State taxes, net of federal benefit (0.06 ) (0.01 ) 0.04 Foreign losses taxed at different rates (0.01 ) (0.11 ) — Research and development credit, net 4.39 2.79 3.56 Tax Cuts and Jobs Act revaluation — — (57.00 ) Non-deductible items (0.97 ) (0.53 ) (1.15 ) Stock-based compensation 12.00 2.59 1.90 Other 0.03 0.76 (0.85 ) Release of valuation allowance due to acquisition 2.47 — — Change in valuation allowance (36.43 ) (26.57 ) 19.86 Total 2.42 % (0.08 )% 0.36 % Deferred tax assets are recognized for the expected future tax consequences of temporary differences between the carrying amounts and the tax basis of assets and liabilities. Management assesses whether it is more likely than not that some portion or all of the deferred tax assets will be realized. Deferred tax assets are reduced by a valuation allowance to the extent management believes it is not more likely than not to be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income. Management makes estimates and judgments about future taxable income based on assumptions that are consistent with our plans and estimates. Significant components of our deferred tax assets are summarized as follows: Year Ended December 31, 2019 2018 2017 (in thousands) Deferred tax assets: Federal and state net operating loss carryforwards $ 45,193 $ 31,508 $ 15,307 Research and development tax credits 7,771 3,794 2,127 Stock-based compensation 8,434 2,055 585 Accruals and reserves 1,270 1,009 405 Deferred revenue 4,127 2,487 1,286 Other 573 230 71 Gross deferred tax assets 67,368 41,083 19,781 Valuation allowance (59,267 ) (38,310 ) (19,302 ) Net deferred tax assets $ 8,101 $ 2,773 $ 479 Deferred tax liabilities: Property and equipment (2,450 ) (1,313 ) (436 ) Acquired intangible assets (4,119 ) (1,460 ) (43 ) Prepaid insurance and deferred commissions (1,532 ) — — Net deferred tax liabilities $ (8,101 ) $ (2,773 ) $ (479 ) Net deferred tax assets $ — $ — $ — Due to the uncertainties surrounding the realization of deferred tax assets through future taxable income, we have provided a full valuation allowance, and therefore no benefit has been recognized for the net operating loss carryforwards and other deferred tax assets. The valuation allowance increased by $21.0 million and $19.0 million during the years ended December 31, 2019 and 2018 , respectively. We maintain a full valuation allowance against the net federal and state deferred tax assets as it is not more likely than not that the assets will be realized based on our history of losses. As of December 31, 2019 , 2018 and 2017 , we had net operating loss carryforwards and tax credit carryforwards as follows: Year Ended December 31, 2019 2018 2017 (in thousands) Net operating losses, federal $ 189,284 $ 122,824 $ 66,906 Net operating losses, California 9,512 6,251 3,144 Net operating losses, other states 80,808 57,494 11,396 Tax credits, federal 6,630 3,312 2,070 Tax credits, state 4,258 2,273 1,292 Total $ 290,492 $ 192,154 $ 84,808 As of December 31, 2019 , we had $189.3 million of federal and $90.3 million of state net operating loss carryforwards available to offset future taxable income. Carryforwards generated in tax years ended December 31, 2017 and prior will expire in varying amounts beginning in 2024. Carryforwards generated in the tax year ended December 31, 2018 and future years do not expire for federal purposes. As of December 31, 2019, we had $6.6 million of federal research credits and $4.3 million of state research credits available to offset future tax liabilities. The federal credit carryforwards expire beginning in 2034. The state credits do not expire. Federal and California tax laws impose limitations on the utilization of NOL and credit carryforwards in the event of an "ownership change" for tax purposes, as defined in Section 382 of the Code. Accordingly, our ability to utilize these carryforwards may be limited as a result of such "ownership change." We have no present intention of remitting undistributed earnings of foreign subsidiaries and, accordingly, no deferred tax liability has been established related to these earnings. Determination of the amount of an unrecognized deferred tax liability on these undistributed earnings is not practicable. Uncertain Tax Positions We are required to inventory, evaluate, and measure all uncertain tax positions taken or to be taken on tax returns and to record liabilities for the amount of such positions that may not be sustained, or may only partially be sustained, upon examination by the relevant taxing authorities. As of December 31, 2019, our total gross unrecognized tax benefits were $3.1 million exclusive of interest and penalties described below. As of December 31, 2018, our total gross unrecognized tax benefits were $1.8 million exclusive of interest and penalties described below. Because of our valuation allowance position, none of unrecognized tax benefits, if recognized, would reduce the effective tax rate in a future period. We do not expect that the total amounts of unrecognized tax benefits will significantly increase or decrease within twelve months of the reporting date. A reconciliation of the beginning and ending balances of the unrecognized tax benefits during the years ended December 31, 2019 , 2018 and 2017 is presented below: Year Ended December 31, 2019 2018 2017 (in thousands) Unrecognized benefit—beginning of year $ 1,791 $ 1,235 $ — Gross increases—current year tax positions 1,326 556 337 Gross increases—prior year tax positions — — 898 Decreases—prior year tax positions — — — Unrecognized benefit—end of year $ 3,117 $ 1,791 $ 1,235 As of December 31, 2019 and 2018 , we recorded no liability related to uncertain tax positions on the financial statements due to the fact that, if realized, all positions would result in additional utilization of deferred carryover attributes. Our policy is to include interest and penalties related to unrecognized tax benefits as a component of other income, net. The actual amount of any taxes due could vary significantly depending on the ultimate timing and nature of any settlement. We do not believe it is reasonably possible that a significant change in unrecognized tax benefits will occur in the next twelve months. We file federal, state, and foreign income tax returns in the U.S. and abroad. For U.S. federal and state income tax purposes, the statute of limitations currently remains open for all years due to our NOL carryforwards. We are not currently under examination in any jurisdiction. On December 22, 2017, the Tax Cuts and Jobs Act (“TCJA”) was signed into law making significant changes to the Code. Changes include, but are not limited to, a U.S. corporate income tax rate (“U.S. federal tax rate”) decrease to 21% effective January 1, 2018. As a result of the decrease in the U.S. federal tax rate to 21% effective January 1, 2018, we remeasured our deferred tax assets and liabilities using the U.S. federal tax rate that will apply when the related temporary differences are expected to reverse. Accordingly, this change in tax rate resulted in a reduction in our U.S. deferred tax assets by $9.7 million in 2017, which was fully offset by a corresponding reduction in our valuation allowance. Other provisions of the TCJA include one-time transition tax on the mandatory deemed repatriation of cumulative foreign earnings. The one-time repatriation tax is based on the post-1986 earnings and profits that were previously deferred from U.S. income taxes. Due to our minimal foreign earnings and net operating loss carryforwards, the one-time repatriation tax did not result in additional income tax expense. |
Net Loss Per Share Attributable
Net Loss Per Share Attributable to Common Stockholders | 12 Months Ended |
Dec. 31, 2019 | |
Earnings Per Share [Abstract] | |
Net Loss Per Share Attributable to Common Stockholders | Net Loss Per Share Attributable to Common Stockholders The following table sets forth the computation of basic and diluted net loss per share attributable to our common stockholders: Year Ended December 31, 2019 2018 2017 (in thousands, except per share data) Net loss $ (55,270 ) $ (33,382 ) $ (16,858 ) Accretion of redeemable convertible preferred stock (96 ) (162 ) (143 ) Net loss attributable to common stockholders $ (55,366 ) $ (33,544 ) $ (17,001 ) Weighted-average shares used in computing net loss per share attributable to common stockholders, basic and diluted 50,930 16,573 14,442 Net loss per share attributable to common stockholders, basic and diluted $ (1.09 ) $ (2.02 ) $ (1.18 ) As we have reported net loss for each of the periods presented, all potentially dilutive securities are antidilutive. The following potential outstanding shares of common stock were excluded from the computation of diluted net loss per share attributable to common stockholders for the periods presented because including them would have been antidilutive: Year Ended December 31, 2019 2018 2017 (in thousands) Redeemable convertible preferred stock — 58,615 45,960 Stock options 14,020 17,571 15,628 Restricted stock awards subject to repurchase 736 — 1,127 Common stock warrants 695 785 785 Unvested restricted stock units, Performance RSUs and PSUs 4,708 — — ESPP obligations 77 — — Total anti-dilutive shares 20,236 76,971 63,500 The table above does not include 1,826,667 Performance RSUs outstanding as of December 31, 2018, as these Performance RSUs and restricted stock units were subject to either performance-based or market-based vesting conditions that were not met as of such date. |
Segment Information
Segment Information | 12 Months Ended |
Dec. 31, 2019 | |
Segment Reporting [Abstract] | |
Segment Information | Segment Information We operate as one operating segment as we only report financial information on an aggregate and consolidated basis to the Chief Executive Officer, our chief operating decision maker, who regularly reviews financial operating results on a consolidated basis for purposes of allocating resources and evaluating financial performance. There are no segment managers who are held accountable for operations, operating results, and plans for components or types of products or services below the consolidated unit level. As of December 31, 2019 and 2018 , substantially all of our long-lived assets were located in the United States and all revenue was earned in the United States for the years ended December 31, 2019 , 2018 and 2017 . |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Dec. 31, 2019 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Related Party Transactions During the years ended December 31, 2018 and 2017 , we paid less than $0.1 million and $0.3 million , respectively, shared service fees related to financial, legal, and administrative support to a stockholder pursuant to a shared services agreement. Fees paid under this arrangement during the year ended December 31, 2019 were immaterial. We had an employment arrangement with a managing partner of a stockholder. Salary paid under the employment agreement for the years ended December 31, 2018 and 2017 was $0.1 million and $0.2 million , respectively. No such fees was paid during the year ended December 31, 2019 . In 2014, we entered into a sublease agreement with a stockholder for office space from which our Chicago office operates. Rent expense was allocated to us based on space used. The sublease term totaled five years , which equaled the term of the underlying lease agreement. In March 2017, the master lease agreement was transferred to us and the stockholder subleased from us. Sublease income recorded for this sublease for the years ended December 31, 2019 , 2018 and 2017 was not material. In February 2019, we assumed an additional lease agreement previously held by a stockholder for our Chicago office space with an initial expiration date in December 2024. We entered into a sublease agreement with the stockholder for a portion of the leased space. The sublease term expires in December 2024. Sublease income recorded for this sublease was not material for the year ended December 31, 2019 |
Employee Benefits
Employee Benefits | 12 Months Ended |
Dec. 31, 2019 | |
Retirement Benefits [Abstract] | |
Employee Benefits | Employee Benefits We sponsor a 401(k) plan for employees, which provides for us to make discretionary matching or discretionary annual contributions to the plan. We made no contributions to the plan during the years ended December 31, 2018 and 2017 . During the year ended December 31, 2019 , we recorded expense of $0.9 million related to our 401(k) plan. |
Subsequent Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2019 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events In January 2020, the lock-up restriction related to our IPO expired and 589,323 shares of common stock were issued for the net settlement of RSUs covering 820,332 shares that vested upon expiration of the lock-up restriction. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies - (Policies) | 12 Months Ended |
Dec. 31, 2019 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The consolidated financial statements and accompanying notes have been prepared in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”) and include the accounts of Livongo Health, Inc. and our wholly-owned subsidiaries. All intercompany balances and transactions have been eliminated. |
Foreign Currency | Foreign Currency Our reporting currency is the U.S. dollar. We determine the functional currency of each subsidiary based on the currency of the primary economic environment in which each subsidiary operates. Items included in the financial statements of such subsidiaries are measured using that functional currency. |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make certain estimates, judgments, and assumptions that affect the reported amounts of assets and liabilities and the related disclosures at the date of the financial statements, as well as the reported amounts of revenue and expenses during the periods presented. Such estimates, judgments, and assumptions include: revenue recognition, allowance for doubtful accounts, the period of benefit for deferred commissions, the period of benefit for deferred device costs, estimated costs for capitalized internal-use software, assessment of the useful life and recoverability of long-lived assets, fair values of stock-based awards, fair value of intangible assets, contingent consideration in business combinations, and income taxes. Actual results could be different from these estimates. To the extent there are material differences between these estimates, judgments, or assumptions and actual results, our financial statements will be affected. |
Emerging Growth Company Status | Emerging Growth Company Status We are an emerging growth company, as defined in the Jumpstart Our Business Startups Act of 2012 (“JOBS Act”). Under the JOBS Act, emerging growth companies can delay adopting new or revised accounting standards issued subsequent to the enactment of the JOBS Act until such time as those standards apply to private companies. The JOBS Act provides that an emerging growth company can take advantage of the extended transition period for complying with new or revised accounting standards. Thus, an emerging growth company can delay the adoption of certain accounting standards until those standards would otherwise apply to private companies. We have elected to avail ourselves of this extended transition period and, as a result, we do not adopt new or revised accounting standards on the relevant dates on which adoption of such standards is required for other public companies until required by private company accounting standards. |
Prior Period Reclassification | Prior Period Reclassification Reclassifications of prior period amounts pertaining to the provision for doubtful accounts in the changes in allowance for doubtful accounts table below have been made to conform to current period presentation. |
Business Combinations | Business Combinations We have completed a number of acquisitions of other businesses in the past and may acquire additional businesses or technologies in the future. The results of businesses acquired in a business combination are included in our consolidated financial statements from the date of acquisition. We allocate the purchase price, which is the sum of the consideration provided in a business combination to the identifiable assets and liabilities of the acquired business at their acquisition date fair values. The excess of the purchase price over the amount allocated to the identifiable assets and liabilities is recorded as goodwill. Determining the fair value of assets acquired and liabilities assumed requires management to use significant judgment and estimates, including the selection of valuation methodologies, estimates of future revenue and cash flows, discount rates and selection of comparable companies. When we issue stock-based or cash awards to an acquired company’s stockholders, we evaluate whether the awards are consideration or compensation for post-acquisition services. The evaluation includes, among other things, whether the vesting of the awards is contingent on the continued employment of the acquired company’s stockholders beyond the acquisition date. If continued employment is required for vesting, the awards are treated as compensation for post-acquisition services and recognized as expense over the requisite service period. To date, the assets acquired, and liabilities assumed in our business combinations have primarily consisted of goodwill and finite-lived intangible assets, consisting primarily of developed technologies, customer relationships and trade names. The estimated fair values and useful lives of identifiable intangible assets are based on many factors, including estimates and assumptions of future operating performance and cash flows of the acquired business, the nature of the business acquired, and the specific characteristics of the identified intangible assets. The estimates and assumptions used to determine the fair values and useful lives of identified intangible assets could change due to numerous factors, including market conditions, technological developments, economic conditions and competition. Acquisition-related transaction costs incurred by us are not included as a component of consideration transferred but are accounted for as operating expenses in the period in which the costs are incurred in the consolidated statements of operations. |
Concentration of Risk | Concentration of Risk Financial instruments that potentially subject us to credit risk consist principally of cash, cash equivalents, certificates of deposit, and accounts receivable. We maintain our cash primarily with domestic financial institutions of high credit quality, which may exceed federal deposit insurance corporation limits. We invest our cash equivalents in highly rated money market funds and short-term investments in certificates of deposit. We have not experienced any losses in such accounts. We believe we are not exposed to any significant credit risk on cash, cash equivalents, investments and restricted cash and perform periodic evaluations of the credit standing of such institutions. Our sales are predominately to self-insured employers, healthcare providers, and insurance carriers located throughout North America. Accounts receivable are recorded at the invoiced amount, and are stated at realizable value, net of an allowance for doubtful accounts. We perform ongoing assessments of our clients to assess the collectability of the accounts based on a number of factors, including past transaction experience, age of the accounts receivable, review of the invoicing terms of the contracts, and recent communication with clients. We have not experienced material credit losses from our accounts receivable. We utilize a limited number of manufacturing vendors to build and assemble our products. The hardware components included in our devices are sourced from various suppliers by the manufacturer and are principally industry standard parts and components that are available from multiple vendors. Quality or performance failures of the glucometer or changes in the contractors’ or vendors’ financial or business condition could disrupt our ability to supply quality products to our customers and thereby have a material adverse impact on our business, financial condition and results of operations. |
Fair Value Measurements | Fair Value Measurements The carrying value of our financial instruments, including cash equivalents, short-term investments, accounts receivable, accounts payable, and accrued liabilities approximates fair value due to their short-term nature. We measure financial assets and liabilities at fair value at each reporting period using a fair value hierarchy that requires the use of observable inputs and minimizes the use of unobservable inputs. We define fair value as the price that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Fair value is estimated by applying the following hierarchy, which prioritizes the inputs used to measure fair value into three levels and bases the categorization within the hierarchy upon the lowest level of input that is available and significant to the fair value measurement: • Level 1—Quoted prices in active markets for identical assets or liabilities. • Level 2—Observable inputs other than quoted prices in active markets for identical assets and liabilities, quoted prices for identical or similar assets or liabilities in inactive markets, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. • Level 3—Inputs that are generally unobservable and typically reflect management’s estimate of assumptions that market participants would use in pricing the asset or liability. |
Cash, Cash Equivalents, Short-Term Investments, and Restricted Cash | Cash, Cash Equivalents, Short-Term Investments, and Restricted Cash Cash and cash equivalents consist of cash in banks and highly liquid investments, including money market fund accounts, purchased with an original maturity of three months or less. Cash equivalents consist of investments in money market funds for which the carrying amount approximates fair value, due to the short maturities of these instruments. Our short-term investments consist of certificates of deposit with an original maturity of twelve months or less. Short-term investments were $150.0 million as of December 31, 2019 . There was zero short-term investment as of December 31, 2018 . |
Accounts Receivable and Allowance for Doubtful Accounts | Accounts Receivable and Allowance for Doubtful Accounts Accounts receivable primarily consists of amounts billed to customers. Our accounts receivable are subject to collection risk. Gross accounts receivable are reduced for this risk by an allowance for doubtful accounts. We determine the need for an allowance for doubtful accounts by performing ongoing assessments and credit evaluations of our clients to assess the probability of collection based upon various factors, including past transaction experience, age of the accounts receivable, review of the invoicing terms of the contract, and recent communication with clients. Accounts receivables are written off against the allowance when management determines a balance is uncollectible and we no longer actively pursue collection of the receivable. |
Goodwill | Goodwill Goodwill represents the excess of the purchase price over the fair value of net assets acquired in business combinations. We review goodwill for impairment at least annually or more frequently if events or changes in circumstances indicate that the carrying value of goodwill may not be recoverable. On January 1, 2017, we adopted ASU No. 2017-04, Intangibles- Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment |
Intangible Assets, net | Intangible Assets, Net Acquired finite-lived intangible assets are amortized over their estimated useful lives. We evaluate the recoverability of our intangible assets for possible impairment whenever events or circumstances indicate that the carrying amount of such assets may not be recoverable. Recoverability of these assets is measured by a comparison of the carrying amounts to the future undiscounted cash flows the assets are expected to generate. If such review indicates that the carrying amount of intangible assets is not recoverable, the carrying amount of such assets is reduced to fair value. We have not recorded any such impairment charges. Useful Life (in years) Customer relationships 7–10 Developed technology 5–7 Trade names 2–5 |
Inventories | Inventories |
Property and Equipment, Net | Property and Equipment, Net Property and equipment, net, are stated at cost, less accumulated depreciation. Depreciation is calculated using the straight-line method over the estimated useful lives of the assets, which are generally two to three years . Leasehold improvements are amortized on a straight-line basis over the shorter of the remaining lease term or the estimated useful lives of related improvements. Expenditures for repairs and maintenance are expensed in the period incurred. Useful lives for property and equipment are as follows: Property and Equipment Estimated Useful Life Furniture and fixtures 3 years Product tooling equipment 2 years Computers equipment and software 3 years Capitalized internal-use software 3 years Leasehold improvements Lesser of estimated useful life or remaining lease term |
Capitalized Internal-Use Software Costs | Capitalized Internal-Use Software Costs |
Impairment of Long-Lived Assets | Impairment of Long-Lived Assets |
Advance Payments from Partner | Advance Payments from Partner |
Advertising Expense | Advertising Expense |
Deferred Offering Costs | Deferred Offering Costs |
Stock-Based Compensation Expense | Stock-Based Compensation Expense We recognize stock-based compensation expense of non-performance based awards on a straight-line basis over the requisite service period, which is generally consistent with the vesting of the awards, based on the estimated fair value of all stock-based payments issued to employees and directors. Stock-based compensation expense of performance-based awards are recognized on a graded basis. We recognized the fair value of RSUs based on our closing stock price on the date of grant. We estimate the fair value of each employee stock option on the date of grant using the Black-Scholes option-pricing model. The determination of the fair value of each stock award using this option-pricing model is affected by our assumptions regarding a number of complex and subjective variables. These variables include, but are not limited to, the fair value of the common stock at the date of grant, the expected term of the awards, the expected stock price volatility over the term of the awards, risk-free interest rate, and dividend yield as follows: Fair Value of Common Stock —Given the absence of a public trading market prior to our IPO, our board of directors considered numerous objective and subjective factors to determine the fair value of our common stock at each grant date. These factors included, but were not limited to (i) contemporaneous third-party valuations of common stock; (ii) the prices for our redeemable convertible preferred stock sold to outside investors; (iii) the rights and preferences of redeemable convertible preferred stock relative to common stock; (iv) the lack of marketability of our common stock; (v) developments in the business; and (vi) the likelihood of achieving a liquidity event, such as an initial public offering or sale of the business, given prevailing market conditions. Subsequent to our IPO, the fair value of our common stock is based on the closing quoted market price on the date of grant. Expected Term —The expected term represents the period that the stock-based awards are expected to be outstanding. We determine the expected term using the simplified method. The simplified method deems the term to be the average of the time-to-vesting and the contractual life of the options. For stock options granted to non-employees, the expected term equals the remaining contractual term of the option from the vesting date. Expected Volatility —As we had no trading history for our common stock when we granted our option awards prior to our IPO and limited trading history subsequent to our IPO, the expected volatility was estimated by taking the average historic price volatility for industry peers, consisting of several public companies in our industry that are either similar in size, stage, or financial leverage, over a period equivalent to the expected term of the awards. Risk-Free Interest Rate —The risk-free interest rate is calculated using the average of the published interest rates of U.S. Treasury zero-coupon issues with maturities that are commensurate with the expected term. Dividend Yield —The dividend yield assumption is zero, as we have no history of, or plans to make, dividend payments. Stock-based compensation expense for equity instruments issued to non-employees is based on their fair values of the options determined using the Black-Scholes option-pricing model as the awards vest. The fair value of non-performance based awards granted to non-employees is recognized over the vesting period on a straight-line basis. For stock options issued to non-employees with specific performance criteria, we make a determination at each balance sheet date whether the performance criteria are probable of being achieved. Compensation expense is recognized as the performance criteria are met or when it is probable that the criteria will be met. During the years ended December 31, 2019 and 2018, we granted options and restricted stock units with a combination of service-based vesting conditions and market-based vesting conditions. The estimated fair value of these options was determined on the date of grant using the Monte Carlo simulation model, which utilizes multiple input variables to simulate a range of our possible future enterprise value. The determination of the estimated grant date fair value of these options is affected by a number of assumptions including our estimated common stock fair value on the grant date, expected volatilities of our common stock, our risk-free interest rate, and expected dividend yield. We recognize stock-based compensation expense for these options on a graded basis over the longer of the explicit service period or the derived service period. We account for forfeitures when they occur. For awards forfeited before completion of the requisite service period, previously recognized compensation cost is reversed in the period the award is forfeited. For stock-based awards that are modified, a modification of the terms of a stock-based award is treated as an exchange of the original award or a new award with total compensation cost equal to the grant-date fair value of the original award plus any incremental value of the modification to the award. |
Common Stock Warrants | Common Stock Warrants Common stock warrants are measured at their estimated fair value upon issuance using the Black-Scholes pricing model and recorded in additional paid-in capital. Common stock warrants are equity classified and no subsequent remeasurement is required. |
Income Taxes | Income Taxes We account for income taxes using the asset and liability method under which deferred tax assets and liabilities are determined based on the differences between the financial reporting and tax bases of assets and liabilities with consideration given to net operating losses and tax credit carryforwards. Deferred tax assets and liabilities are measured using the enacted tax rates that are expected to be in effect when the differences are expected to reverse. We assess the likelihood that deferred tax assets will be recovered from future taxable income and a valuation allowance is established when necessary to reduce deferred tax assets to the amounts more likely than not expected to be realized. We adopted Accounting Standards Update (“ASU”) No. 2015-17, Income Taxes—Balance Sheet Classification of Deferred Taxes , and classified our deferred income taxes as noncurrent on the consolidated balance sheets. We recognize and measure uncertain tax positions using a two-step approach. The first step is to evaluate the tax position taken or expected to be taken by determining if the weight of available evidence indicates that it is more likely than not that the tax position will be sustained in an audit, after resolution of any related appeals or litigation processes. The second step is to measure the tax benefit as the largest amount that is more than 50% likely to be realized upon ultimate settlement. Significant judgment is required to evaluate uncertain tax positions. We evaluate our uncertain tax positions on a regular basis. Our evaluations are based on a number of factors, including changes in facts and circumstances, changes in tax law, correspondence with tax authorities during the course of the audit, and effective settlement of audit issues. |
Net Loss Per Share Attributable to Common Stockholders | Net Loss Per Share Attributable to Common Stockholders Basic and diluted net loss per share attributable to common stockholders is presented in conformity with the two-class method required for participating securities. Prior to the automatic conversion in conjunction with our IPO, we considered all series of redeemable convertible preferred stock to be participating securities as the holders of such stock were entitled to receive non-cumulative dividends on an as-converted basis in the event that a dividend was paid on common stock. Under the two-class method, the net loss attributable to common stockholders is not allocated to the redeemable convertible preferred stock as the holders of our redeemable convertible preferred stock did not have a contractual obligation to share in our losses. Under the two-class method, net income is attributed to common stockholders and participating securities based on their participation rights. Basic net loss per share attributable to common stockholders is computed by dividing the net loss attributable to common stockholders by the weighted-average number of shares of common stock outstanding during the period. Net loss attributable to common stockholders is calculated by adjusting net loss with current period accretion of redeemable convertible preferred stock. As we have reported net losses for all periods presented, all potentially dilutive securities are antidilutive and, accordingly, basic net loss per share equals diluted net loss per share. |
Revenue Recognition | Revenue Recognition Revenue Recognition Policy from January 1, 2019 On January 1, 2019, we adopted the requirements of Accounting Standards Update (“ASU”) No. 2014-09, Revenue from Contracts with Customers (Topic 606) (“ASC 606”) as discussed further in "Recent Accounting Pronouncements Adopted" below. ASC 606 establishes a principle for recognizing revenue upon the transfer of promised goods or services to customers, in an amount that reflects the expected consideration received in exchange for those goods or services. The adoption of ASC 606 also requires the adoption of ASC Subtopic 340-40, Other Assets and Deferred Costs-Contracts with Customers, which provides for the deferral of certain incremental costs of obtaining a contract with a customer. Collectively, references to ASC 606 used herein refer to both ASC 606 and Subtopic 340-40. The core principle of ASC 606 is to recognize revenue to depict the transfer of promised goods or services to clients in an amount that reflects the consideration the entity expects to be entitled in exchange for those goods or services. This principle is achieved through applying the following five-step approach: • Identification of the contract, or contracts, with a client. • Identification of the performance obligations in the contract. • Determination of the transaction price. • Allocation of the transaction price to the performance obligations in the contract. • Recognition of revenue when, or as, we satisfy a performance obligation. The substantial majority of our revenue is derived from monthly subscription fees that are recognized as services are rendered and earned under the subscription agreements with clients. Clients are business entities, such as health plans, self-insured plans and government entities, that have contracted with us to offer the Livongo solution to their covered lives. Client’s employees or their covered dependents enrolled in the Livongo program are referred to as members. Clients are our customers. We improve member health results and reduce healthcare costs by providing an overall health management solution through the integration of Livongo devices, supplies, access to our web-based platform, and clinical and data services. We believe that our overall promise to our customers is to improve member health results and reduce healthcare costs, and the delivery of this promise would not be possible without the integration of Livongo devices, supplies, access to our web-based platform, and clinical and data services. The promises to transfer the goods and services are not separately identifiable as we provide a significant service of integrating the goods and services provided by us (i.e. inputs) into a combined output (i.e. member behavior modifications) that result in the fulfillment of our promise to our customers. There is usually a six-month minimum enrollment period for members. Many of our clients can stop their monthly recurring subscription but will be required to pay an early termination fee if the termination occurs during the minimum enrollment period. In most agreements associated with our Livongo for Diabetes, Livongo for Hypertension, and Livongo for Prediabetes and Weight Management solutions, clients primarily pay monthly subscription fees based on a per participant per month model, based on the number of active enrolled members each month. In addition, clients can choose to pay an upfront amount with a lower per participant per month fee. We have determined that access to our solution is a single continuous service comprised of a series of distinct services that are substantially the same and have the same pattern of transfer (i.e. distinct days of service). These services are consumed as they are received and we recognize revenue each month using the variable consideration allocation exception. We apply this exception because we concluded that the nature of our obligations and the variability of the payment being based on the number of active members are aligned. In most agreements associated with our Livongo for Behavioral Health by myStrength solution, clients either pay a fixed upfront fee or a monthly fee based on the number of members to whom the solution is available. The contract term is generally one to three years, with one year auto-renewal terms. We have determined that access to our solution is a single continuous service comprised of a series of distinct services that are substantially the same and have the same pattern of transfer (i.e. distinct days of service). These services are consumed as they are received and we recognize revenue each month using the variable consideration allocation exception. We apply this exception because we concluded that the nature of our obligations and the variability of the payment based on the number of available members are aligned and uncertainty related to the consideration is resolved on a monthly basis as we satisfy our obligations. For certain arrangements where the per-member fee varies as the number of available members changes, we estimate the expected transaction price based on the number of expected members over the term of the arrangement. We sell to our clients through our direct sales force and through our partners (channel partners, pharmacy benefit managers, and resellers). We are the principal that controls the transfer of promised goods and services to members with respect to contracts originated through partners, that are the subject of the arrangement with the client, we have latitude in establishing pricing, and we have inventory risk. In these situations, revenue is recognized on a gross basis, and fees paid to partners are recorded as commissions expense included in sales and marketing expense in the consolidated statements of operations. In certain legacy arrangements, we derive revenue from the sale of our cellular-connected weight scale and access to the Livongo for Prediabetes and Weight Management solution through the Retrofit platform. When an agreement contains multiple performance obligations, we allocate the transaction price to each performance obligation based on the relative SSP. The determination of SSP is judgmental and is based on the price an entity charges for the same good or service, sold separately in a standalone sale, and sold to similar clients in similar circumstances. We typically price the devices and services within a narrow range to represent SSP. Amounts allocated to the connected device are recognized when control transfers, which is at the point in time upon delivery of the device. Amounts allocated to the services are recognized as the service is performed. Certain of our client contracts are subject to pricing adjustments based on various performance metrics, such as member satisfaction scores, cost savings guarantees and health outcome guarantees, which if not met typically require us to refund a portion of the per participant per month fee paid. We estimate the amount of variable consideration we expect to refund to our clients under these arrangements and defer that estimate over the term of the arrangement. Certain of our contractual agreements with clients contain a most-favored nation clause, pursuant to which we represent that the price charged and the terms offered to the client will be no less favorable than those made available to other clients. We historically have not been required to modify the transaction price as a result of these clauses; in the event a most-favored nation clause is expected to be triggered, we will reassess the expected transaction price in accordance with ASC 606. We applied the practical expedient to not disclose information about contracts with original expected duration of one year or less, amounts of variable consideration attributable to the variable consideration allocation exception, or contract renewals that are unexercised. We also applied the practical expedient to exclude sales and other indirect taxes when measuring the transaction price. For additional revenue and deferred revenue disclosures, refer to Note 3. Deferred Revenue Deferred revenue represents billed, but unrecognized revenue, and is comprised of fees received in advance of the delivery or completion of the services and amounts received in instances when revenue recognition criteria have not been met. Deferred revenue associated with upfront payments for the device is amortized ratably over expected member enrollment period. Deferred revenue that will be recognized during the succeeding twelve-month period is recorded as current deferred revenue and the remaining portion is recorded as noncurrent deferred revenue. Deferred Costs and Other Deferred costs and other consist of deferred device costs, deferred contract costs, and deferred execution credits. Deferred device costs consist of cost of inventory incurred in connection with delivery of services that are deferred and amortized over the shorter of the expected member enrollment period or the expected device life which are recorded as cost of revenue. Deferred contract costs represent the incremental costs of obtaining a contract with a client if we expect to recover such costs. The primary example of our costs to obtain a contract include incremental sales commissions and stock-based compensation to obtain contracts paid to our sales organization. These incremental costs to obtain client contracts are deferred and then amortized on a straight-line basis over a period of benefit that has been determined to be four years. We determined the period of benefit by taking into consideration the length of client contracts, contract renewal rates, the useful life of developed technology and other factors. Amortization expense is included in sales and marketing expenses in the consolidated statement of operations. Deferred execution credits consist of upfront discounts provided to clients which are included in the transaction price and are recognized over the period of benefit, resulting in a contract asset. Deferred costs and other that are to be amortized within twelve months are recorded to deferred costs and other, current and the remainder is recorded to deferred costs and other, noncurrent on our consolidated balance sheets. |
Revenue policy prior to January 1, 2019 | Revenue policy prior to January 1, 2019 Prior to the year ended December 31, 2019, we recognized revenue in accordance with ASC 605, Revenue Recognition ("ASC 605") . We have determined that our diabetes, hypertension and Livongo for Prediabetes and Weight Management devices do not have standalone value because the device is not sold separately and does not function without the associated supplies and services. Our diabetes, hypertension and Livongo and Prediabetes and Weight Management devices, along with the associated supplies and services, are treated as a single unit of account and revenue is recognized on a monthly basis when all of the following criteria are satisfied: (i) there is persuasive evidence that an arrangement exists, (ii) delivery of the device has occurred and services are being rendered, (iii) the price is fixed or determinable and (iv) collectability is reasonably assured. When the arrangement includes an upfront fee, the upfront fee is deferred and amortized into revenue over the expected member enrollment period, which is estimated to be 24 months and such amount has not been material for all periods presented. We have determined certain of our connected devices do have standalone value, such as the cellular-connected weight scale in our Livongo for Prediabetes and Weight Management solution through the Retrofit platform. When an agreement contains multiple units of account, we allocate revenue to each unit of account based on a selling price hierarchy as required. The selling price for a unit of account is based on its Vendor Specific Objective Evidence (“VSOE”) or, if available, third-party evidence (“TPE”) if VSOE is not available, or best estimate of selling price (“ESP”) if neither VSOE nor TPE is available. The ESP is established considering several internal factors including, but not limited to, historical sales, pricing practices and geographies in which we offer our products and solutions. The determination of ESP is judgmental. Amounts allocated to the device unit of account are recognized upon delivery of the device. Amounts allocated to the service unit of account are recognized ratably over time, but not to exceed any amounts that are subject to contingent revenue limitations. Certain of our contractual agreements with customers contain a most-favored nation clause, pursuant to which we represent that the price charged and the terms offered to the customer will be no less favorable than those made available to other customers. We have not incurred any obligations related to such terms in these agreements during the periods presented. Certain of our client contracts are subject to pricing adjustments based on various performance metrics, such as member satisfaction scores, cost savings guarantees and health outcome guarantees, which if not met typically require us to refund a portion of the per participant per month fee paid. We defer the maximum amount of consideration that is contingently refundable to our clients until the performance metric is met. |
Cost of Revenue | Cost of Revenue Cost of revenue consists of expenses that are closely correlated or directly related to delivery of our solutions and monthly subscription fees, including product costs, data center costs, client support costs, credit card processing fees, allocated overhead costs, and amortization of internally developed technology and deferred device costs. Certain personnel expenses associated with supporting these functions, including allocated overhead expenses for facilities, IT and depreciation expense, are included in cost of revenue. |
Recent Accounting Pronouncements Adopted and New Account Pronouncements Not Yet Adopted | Recent Accounting Pronouncements Adopted Comprehensive Income : In February 2018, the FASB issued ASU No. 2018-02, Income Statement—Reporting Comprehensive Income (Topic 220): Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income , which provides financial statement preparers with an option to reclassify stranded tax effects within accumulated other comprehensive income to retained earnings in each period in which the effect of the change in the U.S. federal corporate income tax rate in the Tax Cuts and Jobs Act (or portion thereof) is recorded. This ASU becomes effective for us for the year ending December 31, 2019 and the interim periods therein. Early adoption is permitted. The amendments in this ASU should be applied either in the period of adoption or retrospectively to each period (or periods) in which the effect of the change in the U.S. federal corporate income tax rate in the Tax Cuts and Jobs Act is recognized. The adoption of this ASU did not have a material impact on our consolidated financial statements. Revenue Recognition: In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606) (“ASC 606”), which amends the existing accounting standards for revenue recognition. ASU No. 2014-09 is based on principles that govern the recognition of revenue at an amount an entity expects to be entitled when products are transferred to clients. ASU No. 2014-09 is effective for us for our annual results for the year ended December 31, 2019, and our interim periods beginning after December 31, 2019. Subsequently, the FASB has issued the following standards related to ASU No. 2014-09: ASU No. 2016-08, Revenue from Contracts with clients (Topic 606): Principal versus Agent Considerations ; ASU No. 2016-10, Revenue from Contracts with Customers (Topic 606): Identifying Performance Obligations and Licensing ; ASU No. 2016-12, Revenue from Contracts with Customers (Topic 606): Narrow-Scope Improvements and Practical Expedients ; and ASU No. 2016-20, Technical Corrections and Improvements to Topic 606 , which clarifies narrow aspects of ASC 606 or corrects unintended application of the guidance. We adopted the new revenue standard on January 1, 2019 by applying the modified retrospective transition method to all active contracts at the adoption date. Results for the interim and annual periods beginning January 1, 2019 are reported in accordance with ASC 606; however, prior periods were not adjusted and are presented in accordance with ASC 605. Upon the adoption of the new revenue standard, we recorded an adjustment of $4.7 million to accumulated deficit, a $3.7 million increase to current deferred costs and other, a $0.8 million increase in noncurrent deferred costs and other, and a $0.2 million decrease to accrued expenses and other current liabilities, related to our active contracts as of January 1, 2019. The adoption of ASC 606 did not have a material impact on our revenue for the year ended December 31, 2019. See Note 3 for further disclosure related to the adoption of ASC 606. New Accounting Pronouncements Not Yet Adopted Leases: In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842) , which modifies lease accounting for lessees to increase transparency and comparability by recording lease assets and liabilities for operating leases and disclosing key information about leasing arrangements. In July 2018, the FASB issued ASU No. 2018-10, Codification Improvements to Topic 842, Leases , and ASU No. 2018-11, Leases (Topic 842), Targeted Improvements , which affect certain aspects of the previously issued guidance. In December 2018, the FASB issued ASU No. 2018-20, Narrow-Scope Improvements for Lessor, Leases (Topic 842) , which provides guidance on sales tax and other taxes collected from lessees. In December 2019, the FASB issued ASU No. 2019-01, Codification Improvements to Topic 842, Leases , which affect certain aspects of the previously issued guidance. Amendments include an additional transition method that allows entities to apply the new standard on the adoption date and recognize a cumulative effect adjustment to the opening balance of retained earnings, as well as a new practical expedient for lessors. This ASU is effective for us for the year ending December 31, 2020 and interim periods within the year ending December 31, 2021. Early adoption is permitted. We will adopt this guidance effective January 1, 2020 and elected the optional transition method that allows lessees to apply the new guidance as of the adoption date and recognize any cumulative-effect adjustment to the opening balance of accumulated deficits in the period of adoption. We elected the transition package of practical expedients which allows us (1) to not reassess whether any expired or existing contracts are leases, or contain leases, (2) to not reassess the lease classification for any expired or existing leases, and (3) to not reassess initial direct costs for any existing leases. Further, we elected the practical expedient to not separate lease and non-lease components for all leases and account for the combined lease and non-lease components as a single lease component. We also excluded leases with an initial term of 12 months or less from the balance sheet. Upon adoption, we will record a right-of-use asset and a lease liability on our consolidated balance sheets for substantially all of our operating lease arrangements, which approximates the present value of our future minimum lease obligations pertaining to our operating leases as disclosed in Note 8. Any new lease arrangements or modifications entered into subsequent to the adoption date will be accounted for in accordance with the new standard. Stock-Based Compensation: In June 2018, the FASB issued ASU No. 2018-07, Improvements to Nonemployee Share-Based Payment Accounting . The standard simplifies the accounting for share-based payments granted to nonemployees for goods and services and aligns most of the guidance on such payments to the nonemployees with the requirements for share-based payments granted to employees. ASU No. 2018-07 is effective for us for the year ending December 31, 2020, and interim periods within the year ending December 31, 2021. Early adoption is permitted. We will adopt this standard on January 1, 2020 and there will be no material impact on our consolidated financial statements upon our adoption of this standard. Internal Use Software : In August 2018, the FASB issued ASU No. 2018-15, Intangibles-Goodwill and Other-Internal-Use Software (Subtopic 350-40): Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract , which aligns the requirements for capitalizing implementation costs incurred in a cloud computing arrangement that is a service contract with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use-software. This ASU is effective for us for the year ending December 31, 2021, and interim periods within the year ending December 31, 2022. Early adoption is permitted. We are currently evaluating the impact of this ASU on our consolidated financial statements. Disclosure of Fair Value Measurement: In August 2018, the FASB issued ASU 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework-Changes to the Disclosure Requirements for Fair Value Measurement, which eliminates, adds and modifies certain disclosure requirements for fair value measurements as part of the FASB's disclosure framework project. The new standard is effective for fiscal years beginning after December 15, 2019, with early adoption permitted, including interim reporting periods within those fiscal years. ASU 2018-13 is effective for us in the first quarter of the year ending December 31, 2020. Our adoption of this new standard on January 1, 2020 will not have a material impact on our consolidated financial statements. Income Taxes: In December 2019, the FASB issued ASU No. 2019-12, Simplifying the Accounting for Income Taxes (Topic 740). This ASU simplifies the accounting for income taxes by, among other things, eliminating certain existing exceptions related to the general approach in ASC 740 relating to franchise taxes, reducing complexity in the interim-period accounting for year-to-date loss limitations and changes in tax laws, and clarifying the accounting for transactions outside of business combination that result in a step-up in the tax basis of goodwill. The transition requirements are primarily prospective and the effective date is January 1, 2021, with early adoption permitted. We are currently evaluating the impact of this ASU on our consolidated financial statements. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies - (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Accounting Policies [Abstract] | |
Schedules of Concentration Risk | For each significant partner that represented 10% or more of our accounts receivable balance or revenue during the periods presented, revenue as a percentage of total revenue and accounts receivable as a percentage of net accounts receivable were as follows: Revenue Accounts Receivable Year Ended December 31, As of December 31, 2019 2018 2017 2019 2018 Partner A 29 % 33 % 30 % 23 % 28 % Partner B 22 % * * 25 % 13 % _________________ * |
Schedule of Intangible Assets, Net | Useful Life (in years) Customer relationships 7–10 Developed technology 5–7 Trade names 2–5 Intangible assets consisted of the following as of December 31, 2019 : Gross Value Accumulated Amortization Net Book Value Weighted- Average Remaining Useful Life (in thousands) (years) Customer relationships $ 8,190 $ (1,227 ) $ 6,963 7.1 Developed technology 11,020 (1,848 ) 9,172 5.7 Trade name 448 (114 ) 334 4.0 Total $ 19,658 $ (3,189 ) $ 16,469 Intangible assets consisted of the following as of December 31, 2018 : Gross Value Accumulated Amortization Net Book Value Weighted- Average Remaining Useful Life (in thousands) (years) Customer relationships $ 3,890 $ (266 ) $ 3,624 9.3 Developed technology 1,820 (329 ) 1,491 4.3 Trade names 48 (9 ) 39 1.4 Total $ 5,758 $ (604 ) $ 5,154 |
Accounts Receivable, Allowance for Credit Loss | The changes in the allowance for doubtful accounts are as follows: Year Ended December 31, 2019 2018 2017 (in thousands) Allowance for doubtful accounts—beginning balance $ (575 ) $ (51 ) $ (92 ) Provision for doubtful accounts (854 ) (476 ) 41 Amounts written off and other adjustments 184 (48 ) — Allowance for doubtful accounts—ending balance $ (1,245 ) $ (575 ) $ (51 ) |
Property and Equipment, Net | Useful lives for property and equipment are as follows: Property and Equipment Estimated Useful Life Furniture and fixtures 3 years Product tooling equipment 2 years Computers equipment and software 3 years Capitalized internal-use software 3 years Leasehold improvements Lesser of estimated useful life or remaining lease term Property and equipment consisted of the following: As of December 31, 2019 2018 (in thousands) Computer, equipment and software $ 2,218 $ 652 Furniture and fixtures 915 730 Capitalized internal-use software 11,229 5,653 Leasehold improvements 1,092 585 Property and equipment 15,454 7,620 Less: accumulated depreciation (5,100 ) (1,783 ) Property and equipment, net $ 10,354 $ 5,837 |
Revenue, Deferred Revenue and D
Revenue, Deferred Revenue and Deferred Costs and Other (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Revenue from Contract with Customer [Abstract] | |
Schedule of New Accounting Pronouncements and Changes in Accounting Principles | The following tables summarize the impact of ASC 606 adoption on our financial condition and results of operations for the year ended December 31, 2019: As of December 31, 2019 ASC 605 Impact of Adoption ASC 606 (in thousands) Assets: Deferred costs and other, current $ 14,745 $ 1,306 $ 16,051 Total current assets $ 486,201 $ 1,306 $ 487,507 Deferred costs and other, noncurrent $ 3,833 $ 1,867 $ 5,700 Total assets $ 557,388 $ 3,173 $ 560,561 Liabilities, redeemable convertible preferred stock and stockholders' deficit: Accrued expenses and other current liabilities $ 28,812 $ (1,011 ) $ 27,801 Deferred revenue, current $ 4,087 $ (142 ) $ 3,945 Total current liabilities $ 43,028 $ (1,153 ) $ 41,875 Total liabilities $ 54,350 $ (1,153 ) $ 53,197 Accumulated deficit $ (168,524 ) $ 4,326 $ (164,198 ) Total stockholders' equity $ 503,038 $ 4,326 $ 507,364 Total liabilities, redeemable convertible preferred stock and stockholders' equity $ 557,388 $ 3,173 $ 560,561 Year Ended December 31, 2019 ASC 605 Impact of Adoption ASC 606 (in thousands, except per share data) Revenue $ 169,853 $ 345 $ 170,198 Gross profit $ 123,695 $ 345 $ 124,040 Sales and marketing $ 77,357 $ 703 $ 78,060 Total operating expenses $ 183,718 $ 703 $ 184,421 Loss from operations $ (60,023 ) $ (358 ) $ (60,381 ) Loss before provision for income tax $ (56,281 ) $ (358 ) $ (56,639 ) Net Loss $ (54,912 ) $ (358 ) $ (55,270 ) Net loss attributable to common stockholders $ (55,008 ) $ (358 ) $ (55,366 ) Net loss per share attributable to common stockholders, basic and diluted $ (1.08 ) $ (0.01 ) $ (1.09 ) Weighted-average shares used in computing net loss per share attributable to common stockholders, basic and diluted 50,930 50,930 |
Contract with Customer, Asset and Liability | Deferred revenue activity is as follows (in thousands): Year ended December 31, 2019 Beginning balance as of January 1, 2019 $ 2,051 Amounts billed but unrecognized 7,208 Revenue recognized (6,067 ) Assumed from business combination 1,407 Ending balance as of December 31, 2019 $ 4,599 Reported as: Deferred revenue, current $ 3,945 Deferred revenue, noncurrent 654 Total deferred revenue $ 4,599 Deferred costs and other as of December 31, 2019 consist of the following (in thousands): As of December 31, 2019 Deferred costs and other, current: Deferred device costs, current $ 14,746 Deferred contract costs, current 1,121 Deferred execution credits, current 184 Total deferred costs and other, current $ 16,051 Deferred costs and other, noncurrent: Deferred device costs, noncurrent $ 3,833 Deferred contract costs, noncurrent 1,867 Total deferred costs and other, noncurrent $ 5,700 Total deferred costs and other $ 21,751 Deferred costs and other activity is as follows (in thousands): Year Ended December 31, 2019 Deferred Device Costs Deferred Contract Costs Deferred Execution Credits Total Beginning balance as of January 1, 2019 $ 8,469 $ — $ — $ 8,469 ASC 606 adoption date impact adjustment — 3,692 771 4,463 Additions 24,773 354 328 25,455 Revenue recognized — — (915 ) (915 ) Cost of revenue recognized (14,663 ) — — (14,663 ) Sales and marketing expenses recognized — (1,058 ) — (1,058 ) Ending balance as of December 31, 2019 $ 18,579 $ 2,988 $ 184 $ 21,751 Year ended December 31, 2019 Beginning balance as of January 1, 2019 $ 609 ASC 606 adoption date impact adjustment (222 ) Amount deferred 945 Revenue recognized — Payments (180 ) Ending balance as of December 31, 2019 $ 1,152 |
Business Combinations (Tables)
Business Combinations (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Business Combinations [Abstract] | |
Schedule of Allocation of Purchase Consideration | The purchase consideration of $33.5 million was allocated as follows: Amount (in thousands) Cash and cash equivalents $ 2,643 Accounts receivable 1,337 Other current assets 140 Property and equipment 114 Intangible assets 13,900 Other assets 34 Total assets acquired $ 18,168 Accounts payable 173 Accrued expenses and other liabilities 1,787 Deferred revenue 1,407 Deferred tax liability, net 1,396 Total liabilities assumed $ 4,763 Goodwill $ 20,092 Total purchase consideration $ 33,497 Amount (in thousands) Cash $ 1 Property and equipment 3 Acquired intangible assets 178 Liabilities assumed (69 ) Goodwill 2,486 Total purchase consideration $ 2,599 The purchase consideration of $18.6 million was allocated as follows: Amount (in thousands) Cash and cash equivalents $ 87 Accounts receivable 409 Inventories 56 Prepaid expenses and other current assets 124 Property and equipment 52 Intangible assets 5,580 Total assets acquired $ 6,308 Accounts payable $ 366 Accrued expenses and other liabilities 394 Deferred revenue 212 Total liabilities assumed $ 972 Goodwill $ 13,223 Total purchase consideration $ 18,559 |
Components of Identifiable Intangible Assets Acquired and Their Estimated Useful Lives | The following table sets forth the components of the identifiable intangible assets acquired and their estimated useful lives as of the acquisition date: Cost Useful Life (in thousands) (years) Customer relationships $ 4,300 7.0 Developed technology 9,200 7.0 Trade name 400 5.0 Total $ 13,900 The following table sets forth the components of identifiable intangible assets acquired and their estimated useful lives as of the acquisition date: Cost Useful Life (in thousands) (years) Customer relationships $ 3,890 10.0 Developed technology 1,650 5.0 Trade name 40 2.0 Total $ 5,580 |
Schedule of Pro Forma Information | The following unaudited pro forma information presents the combined results of operations as if the Retrofit Acquisition had been completed on January 1, 2017, the beginning of the comparable annual reporting period prior to the acquisition. The unaudited pro forma results include adjustments primarily related to the following: (i) interest expense related to the legacy debt of Retrofit that was not acquired; (ii) amortization of the acquired intangible assets; (iii) recognition of post-acquisition stock-based compensation expense; (iv) the inclusion of acquisition-related costs as of the earliest period presented; and (v) the associated tax impact of the acquisitions and these unaudited pro forma adjustments. Year Ended December 31, 2018 2017 (in thousands) Revenue $ 69,939 $ 34,261 Net loss $ (35,002 ) $ (21,621 ) The following unaudited pro forma information presents the combined results of operations as if the myStrength Acquisition had been completed on January 1, 2018, the beginning of the comparable prior annual reporting period. The unaudited pro forma results include adjustments primarily related to the following: (i) interest expense related to the legacy debt of myStrength that was not acquired; (ii) amortization of the acquired intangible assets; (iii) fair value adjustment for deferred revenue; (iv) the inclusion of acquisition-related costs as of the earliest period presented; and (v) the associated tax impact of the acquisitions and these unaudited pro forma adjustments. Year Ended December 31, 2019 2018 (in thousands) Revenue $ 170,795 $ 72,375 Net loss $ (53,934 ) $ (38,531 ) |
Balance Sheet Components - (Ta
Balance Sheet Components - (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Property and Equipment, Net | Useful lives for property and equipment are as follows: Property and Equipment Estimated Useful Life Furniture and fixtures 3 years Product tooling equipment 2 years Computers equipment and software 3 years Capitalized internal-use software 3 years Leasehold improvements Lesser of estimated useful life or remaining lease term Property and equipment consisted of the following: As of December 31, 2019 2018 (in thousands) Computer, equipment and software $ 2,218 $ 652 Furniture and fixtures 915 730 Capitalized internal-use software 11,229 5,653 Leasehold improvements 1,092 585 Property and equipment 15,454 7,620 Less: accumulated depreciation (5,100 ) (1,783 ) Property and equipment, net $ 10,354 $ 5,837 |
Schedule of Intangible Assets, Net | Useful Life (in years) Customer relationships 7–10 Developed technology 5–7 Trade names 2–5 Intangible assets consisted of the following as of December 31, 2019 : Gross Value Accumulated Amortization Net Book Value Weighted- Average Remaining Useful Life (in thousands) (years) Customer relationships $ 8,190 $ (1,227 ) $ 6,963 7.1 Developed technology 11,020 (1,848 ) 9,172 5.7 Trade name 448 (114 ) 334 4.0 Total $ 19,658 $ (3,189 ) $ 16,469 Intangible assets consisted of the following as of December 31, 2018 : Gross Value Accumulated Amortization Net Book Value Weighted- Average Remaining Useful Life (in thousands) (years) Customer relationships $ 3,890 $ (266 ) $ 3,624 9.3 Developed technology 1,820 (329 ) 1,491 4.3 Trade names 48 (9 ) 39 1.4 Total $ 5,758 $ (604 ) $ 5,154 |
Finite-lived Intangible Assets Amortization Expense | Amortization expense for intangible assets for years ended December 31, 2019 , 2018 and 2017 is as follows: Year Ended December 31, 2019 2018 2017 (in thousands) Customer relationships $ 920 $ 266 $ — Developed technology 1,569 318 11 Trade names 96 8 1 Total $ 2,585 $ 592 $ 12 |
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense | The expected future amortization expense related to intangible assets as of December 31, 2019 is as follows: Amount (in thousands) 2020 $ 2,769 2021 2,762 2022 2,750 2023 2,494 2024 2,324 Thereafter 3,370 Total $ 16,469 |
Schedule of Goodwill | Goodwill consisted of the following: Amount (in thousands) Beginning balance as of December 31, 2017 $ 2,486 Goodwill from acquisition (Note 4) 13,223 Beginning balance as of December 31, 2018 15,709 Goodwill from acquisition (Note 4) 20,092 Ending balance as of December 31, 2019 $ 35,801 |
Schedule of Prepaid Expenses and Other Current Assets | Prepaid expenses and other current assets consisted of the following: As of December 31, 2019 2018 (in thousands) Prepaid expenses $ 3,284 $ 2,059 Prepaid Insurance 2,459 25 Escrow deposit, current 2,100 1,750 Prepaid commissions 948 — Interest receivable 504 — Prepaid rent 352 227 Short-term deposits 201 718 Other current assets 12 156 Total $ 9,860 $ 4,935 |
Schedule of Noncurrent Other Assets | Other noncurrent assets consisted of the following: As of December 31, 2019 2018 (in thousands) Escrow deposit, noncurrent $ 3,150 $ 5,250 Other 310 235 Total $ 3,460 $ 5,485 |
Schedule of Accrued Liabilities and Other Current Liabilities | Accrued expenses and other current liabilities consisted of the following: As of December 31, 2019 2018 (in thousands) Accrued bonus $ 8,652 $ 5,857 Vendor accruals 3,984 1,574 Accrued commissions 2,611 1,470 Contingent consideration, current 3,004 1,316 Accrued payroll and employee benefits 2,291 1,447 Employee contribution to ESPP 1,805 — Accrued rebates 1,152 609 Accrued sales and use taxes 932 1,887 Accrued professional services 782 295 Accrued offering expenses 286 — Other accrued expenses 2,302 1,697 Total $ 27,801 $ 16,152 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Fair Value Disclosures [Abstract] | |
Schedule of Fair Value of Financial Assets and Liabilities by Level within the Fair Value Hierarchy | The following table sets forth the fair value of our financial assets and liabilities by level within the fair value hierarchy: December 31, 2019 Level 1 Level 2 Level 3 Fair Value (in thousands) Assets Cash equivalents: Money market funds $ 130,640 $ — $ — $ 130,640 Short-term investment: Certificates of deposit 150,000 — — 150,000 Total assets at fair value $ 280,640 $ — $ — $ 280,640 Liabilities Other current liabilities—contingent consideration $ — $ — $ 3,004 $ 3,004 Other noncurrent liabilities—contingent consideration — — 2,411 2,411 Total liabilities at fair value $ — $ — $ 5,415 $ 5,415 December 31, 2018 Level 1 Level 2 Level 3 Fair Value (in thousands) Assets Cash equivalents: Money market funds $ 96,681 $ — $ — $ 96,681 Total assets at fair value $ 96,681 $ — $ — $ 96,681 Liabilities Other current liabilities—contingent consideration $ — $ — $ 1,316 $ 1,316 Other noncurrent liabilities—contingent consideration — — 3,688 3,688 Total liabilities at fair value $ — $ — $ 5,004 $ 5,004 |
Schedule of Investments Reconciliation | Cash, cash equivalents and short-term investments were as follows (in thousands): December 31, 2019 Adjusted Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Fair Value (in thousands) Cash $ 111,098 $ — $ — $ 111,098 Money market funds 130,640 — — 130,640 Total cash, and cash equivalents $ 241,738 $ — $ — $ 241,738 Certificates of deposit $ 150,000 $ — $ — $ 150,000 Total short-term investments $ 150,000 $ — $ — $ 150,000 Total cash, cash equivalents and short-term investments $ 391,738 $ — $ — $ 391,738 December 31, 2018 Adjusted Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Fair Value (in thousands) Cash $ 12,247 $ — $ — $ 12,247 Money market funds 96,681 — — 96,681 Total cash and cash equivalents $ 108,928 $ — $ — $ 108,928 |
Schedule of Changes in Level 3 Financial Liability | The following table sets forth the changes in our Level 3 financial liabilities during the periods presented: Year Ended December 31, 2019 2018 (in thousands) Beginning balance $ 5,004 $ — Contingent consideration recorded upon acquisition (Note 4) 3,300 6,204 Change in fair value of contingent consideration liabilities (Note 4) 843 (1,200 ) Payment related to Retrofit contingent consideration (Note 4) (1,316 ) — Payment related to myStrength contingent consideration (Note 4) (2,416 ) — Ending balance $ 5,415 $ 5,004 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Net Minimum Payments Under Noncancelable Operating Leases | As of December 31, 2019 , our net minimum payments under the noncancelable operating leases are as follows: Minimum Lease Payments Sublease Income Net Minimum Lease Payments (in thousands) 2020 $ 3,945 $ 37 $ 3,908 2021 5,093 38 5,055 2022 5,272 39 5,233 2023 5,181 40 5,141 2024 1,797 41 1,756 Thereafter 3,068 — 3,068 Total future minimum payments $ 24,356 $ 195 $ 24,161 As of December 31, 2018 , our net minimum payments under the noncancelable operating leases are as follows: Year Ending December 31, Minimum Lease Payments Sublease Income Net Minimum Lease Payments (in thousands) 2019 $ 2,027 $ 22 $ 2,005 2020 824 23 801 2021 729 24 705 2022 748 24 724 2023 606 25 581 Thereafter 296 25 271 Total future minimum payments $ 5,230 $ 143 $ 5,087 |
Stockholders_ Equity (Tables)
Stockholders’ Equity (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Equity [Abstract] | |
Schedule of Redeemable Convertible Preferred Stock Issued and Outstanding | Redeemable convertible preferred stock outstanding as of December 31, 2018 consisted of the following: December 31, 2018 Shares Authorized Shares Issued and Outstanding Net Carrying Value Aggregate Liquidation Preference (in thousands) Series A 10,394 10,394 $ 10,382 $ 10,650 Series B 8,935 8,935 19,957 20,000 Series C 14,857 14,857 49,407 49,500 Series D 11,774 11,774 52,397 52,500 Series E 12,655 12,655 104,786 105,000 Total redeemable convertible preferred stock 58,615 58,615 $ 236,929 $ 237,650 |
Schedule of Shares of Common Stock Reserved for Future Issuance | As of December 31, 2019 and 2018 , we reserved shares of common stock, on an as-if-converted basis, for future issuance as follows: December 31, 2019 2018 (in thousands) Redeemable convertible preferred stock — 58,615 Outstanding warrants to purchase common stock 695 785 Outstanding options to purchase common stock 14,020 17,571 Outstanding restricted stock units 5,208 1,827 Restricted stock awards subject to repurchase 736 — Estimated shares for future ESPP purchase 890 — Available for future issuance 8,160 1,741 Total 29,709 80,539 |
Common Stock Warrants (Tables)
Common Stock Warrants (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Equity [Abstract] | |
Schedule of Warrants Outstanding | Common stock warrants outstanding as of December 31, 2019 are as follows: Holder Issue Date Outstanding Shares Exercise Price Exercisable Shares Expiration Date (in thousands, except per share data) Partner 3/1/2015 695 $ 2.28 695 2/28/2025 695 695 Common stock warrants outstanding as of December 31, 2018 are as follows: Holder Issue Date Outstanding Shares Exercise Price Exercisable Shares Expiration Date (in thousands, except per share data) Bank 4/16/2015 28 $ 0.36 28 9/5/2024 Bank 4/16/2015 63 $ 0.80 63 4/16/2025 Partner 3/1/2015 694 $ 2.28 694 2/28/2025 785 785 Warrant activities during the years ended December 31, 2019 , 2018 and 2017 were: Shares (in thousands) Balance as of January 1, 2017 2,188 Exercised (361 ) Forfeited or expired (1,042 ) Balance as of December 31, 2017 785 Exercised, forfeited or expired — December 31, 2018 785 Exercised (90 ) December 31, 2019 695 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Share-based Payment Arrangement [Abstract] | |
Schedule of Shares Available for Grant and Stock Option Activity | Stock option activity under the Plans for the periods presented is as follows: Options Outstanding Shares Available for Grant Shares Subject to Options Outstanding Weighted- Average Exercise Price Weighted- Average Remaining Contractual Life (Years) Aggregate Intrinsic Value (in thousands, except per share data and years) Balance as of January 1, 2017 208 12,209 $ 0.79 8.3 $ 9,623 Shares authorized 8,661 — — Granted (5,996 ) 5,996 $ 1.88 Exercised — (1,372 ) $ 0.78 Forfeited 1,205 (1,205 ) $ 0.87 Restricted stock awards granted (1,064 ) — — Balance as of December 31, 2017 3,014 15,628 $ 1.20 8.2 $ 10,559 Shares authorized 3,196 — — Granted (5,016 ) 5,016 $ 3.62 Exercised — (1,454 ) $ 1.19 Forfeited 1,619 (1,619 ) $ 2.25 Performance RSUs granted (1,830 ) — — Restricted stock awards forfeited 754 — — Performance RSUs forfeited 4 — — Balance as of December 31, 2018 1,741 17,571 $ 1.80 7.7 $ 89,990 Shares authorized 10,504 — — Adjustment to plan 59 — — Exercised — (2,766 ) $ 1.12 Forfeited or cancelled 785 (785 ) $ 3.36 Restricted stock awards granted (982 ) — — Restricted stock units, Performance RSUs and Performance stock units (PSUs) granted (4,103 ) — — Restricted stock units, Performance RSUs and Performance stock units (PSUs) forfeited 121 — — Restricted stock units, Performance RSUs and Performance stock units (PSUs) returned to plan 35 — — Balance as of December 31, 2019 8,160 14,020 $ 1.85 6.7 $ 325,474 Vested and exercisable as of December 31, 2018 8,999 $ 0.97 6.7 $ 53,566 Vested and exercisable as of December 31, 2019 9,698 $ 1.44 6.2 $ 229,110 |
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions | The following assumptions were used to calculate the fair value of these options and restricted stock units in the Monte Carlo simulation model at the grant dates: Year Ended December 31, 2019 2018 Expected term (years) 10.0 9.6 - 10.0 Expected volatility 59.0 % 60.0% - 64.0% Risk-free interest rate 2.8 % 2.6% - 2.9% Dividend yield — % — % The Black-Scholes option pricing model assumptions used in evaluating our awards to employees are as follows: Year Ended December 31, 2019 2018 2017 Expected term (years) n/a 6.0 - 6.8 6.3 Expected volatility n/a 36.6% - 38.7% 37.1% Risk-free interest rate n/a 2.8% - 2.9% 2.0% - 2.3% Dividend yield n/a —% —% |
Schedule of Restricted Stock Awards | Restricted Stock Awards Shares Weighted- Average Grant Date Fair Value (in thousands, except per share data) Unvested balance, January 1, 2017 110 $ 0.91 Issued 1,064 $ 1.88 Vested (47 ) $ 0.83 Unvested balance, December 31, 2017 1,127 $ 1.83 Issued — $ — Vested (373 ) $ 1.73 Cancelled (754 ) $ 1.88 Unvested balance, December 31, 2018 — $ — Issued 982 $ 9.76 Vested (246 ) $ 9.76 Unvested balance, December 31, 2019 736 $ 9.76 |
Schedule of Restricted Stock Units | Restricted Weighted- (in thousands, except per Unvested as of December 31, 2017 — $ — Granted 1,830 $ 6.40 Vested — $ — Forfeited (3 ) $ 3.92 Unvested as of December 31, 2018 1,827 $ 6.42 Granted 4,102 $ 12.49 Vested (1,100 ) $ 7.80 Forfeited (121 ) $ 9.28 Unvested as of December 31, 2019 4,708 $ 11.31 |
Schedule of Share-based Payment Award, Employee Stock Purchase Plan, Valuation Assumptions | We estimated the fair value of ESPP purchase rights for our first offering period using a Black-Scholes option-pricing model with the following assumptions: Year Ended December 31, 2019 Expected term (years) 0.77 Expected volatility 50.6 % Risk-free interest rate 1.9 % Dividend yield — % |
Summary of Stock-Based Compensation Expense | Stock-based compensation expense in the consolidated statements of operations is summarized as follows: Year Ended December 31, 2019 2018 2017 (in thousands) Cost of revenue $ 151 $ 18 $ — Research and development expenses 8,182 2,188 541 Sales and marketing expenses 7,659 916 413 General and administrative expenses 16,640 3,210 1,164 Total stock-based compensation expense $ 32,632 $ 6,332 $ 2,118 |
Income Taxes - (Tables)
Income Taxes - (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Income Tax Disclosure [Abstract] | |
Schedule of Components of Income Tax Expense (Benefit) | Loss before provision for income taxes consisted of the following: Year Ended December 31, 2019 2018 2017 (in thousands) Domestic $ (56,675 ) $ (33,422 ) $ (16,939 ) Foreign 36 68 20 Total $ (56,639 ) $ (33,354 ) $ (16,919 ) Our provision for (benefit from) income taxes consisted of the following: Year Ended December 31, 2019 2018 2017 (in thousands) Current: U.S. Federal $ — $ — $ — State 20 7 2 Foreign 7 21 6 Total current $ 27 $ 28 $ 8 Deferred: U.S. Federal $ (1,064 ) $ — $ (61 ) State (332 ) — (8 ) Foreign — — — Total deferred $ (1,396 ) $ — $ (69 ) Total provision for (benefit from) income taxes $ (1,369 ) $ 28 $ (61 ) |
Schedule of Effective Income Tax Rate Reconciliation | The reconciliation of federal statutory income tax rate to our effective income tax rates is as follows: Year Ended December 31, 2019 2018 2017 Expected income tax benefit at the federal statutory rate 21.00 % 21.00 % 34.00 % State taxes, net of federal benefit (0.06 ) (0.01 ) 0.04 Foreign losses taxed at different rates (0.01 ) (0.11 ) — Research and development credit, net 4.39 2.79 3.56 Tax Cuts and Jobs Act revaluation — — (57.00 ) Non-deductible items (0.97 ) (0.53 ) (1.15 ) Stock-based compensation 12.00 2.59 1.90 Other 0.03 0.76 (0.85 ) Release of valuation allowance due to acquisition 2.47 — — Change in valuation allowance (36.43 ) (26.57 ) 19.86 Total 2.42 % (0.08 )% 0.36 % |
Schedule of Deferred Tax Assets and Liabilities | Significant components of our deferred tax assets are summarized as follows: Year Ended December 31, 2019 2018 2017 (in thousands) Deferred tax assets: Federal and state net operating loss carryforwards $ 45,193 $ 31,508 $ 15,307 Research and development tax credits 7,771 3,794 2,127 Stock-based compensation 8,434 2,055 585 Accruals and reserves 1,270 1,009 405 Deferred revenue 4,127 2,487 1,286 Other 573 230 71 Gross deferred tax assets 67,368 41,083 19,781 Valuation allowance (59,267 ) (38,310 ) (19,302 ) Net deferred tax assets $ 8,101 $ 2,773 $ 479 Deferred tax liabilities: Property and equipment (2,450 ) (1,313 ) (436 ) Acquired intangible assets (4,119 ) (1,460 ) (43 ) Prepaid insurance and deferred commissions (1,532 ) — — Net deferred tax liabilities $ (8,101 ) $ (2,773 ) $ (479 ) Net deferred tax assets $ — $ — $ — |
Summary of Operating Loss Carryforwards | As of December 31, 2019 , 2018 and 2017 , we had net operating loss carryforwards and tax credit carryforwards as follows: Year Ended December 31, 2019 2018 2017 (in thousands) Net operating losses, federal $ 189,284 $ 122,824 $ 66,906 Net operating losses, California 9,512 6,251 3,144 Net operating losses, other states 80,808 57,494 11,396 Tax credits, federal 6,630 3,312 2,070 Tax credits, state 4,258 2,273 1,292 Total $ 290,492 $ 192,154 $ 84,808 |
Summary of Income Tax Contingencies | A reconciliation of the beginning and ending balances of the unrecognized tax benefits during the years ended December 31, 2019 , 2018 and 2017 is presented below: Year Ended December 31, 2019 2018 2017 (in thousands) Unrecognized benefit—beginning of year $ 1,791 $ 1,235 $ — Gross increases—current year tax positions 1,326 556 337 Gross increases—prior year tax positions — — 898 Decreases—prior year tax positions — — — Unrecognized benefit—end of year $ 3,117 $ 1,791 $ 1,235 |
Net Loss Per Share Attributab_2
Net Loss Per Share Attributable to Common Stockholders (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Earnings Per Share [Abstract] | |
Schedule of Net Loss Per Share, Basic and Diluted | The following table sets forth the computation of basic and diluted net loss per share attributable to our common stockholders: Year Ended December 31, 2019 2018 2017 (in thousands, except per share data) Net loss $ (55,270 ) $ (33,382 ) $ (16,858 ) Accretion of redeemable convertible preferred stock (96 ) (162 ) (143 ) Net loss attributable to common stockholders $ (55,366 ) $ (33,544 ) $ (17,001 ) Weighted-average shares used in computing net loss per share attributable to common stockholders, basic and diluted 50,930 16,573 14,442 Net loss per share attributable to common stockholders, basic and diluted $ (1.09 ) $ (2.02 ) $ (1.18 ) |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share | The following potential outstanding shares of common stock were excluded from the computation of diluted net loss per share attributable to common stockholders for the periods presented because including them would have been antidilutive: Year Ended December 31, 2019 2018 2017 (in thousands) Redeemable convertible preferred stock — 58,615 45,960 Stock options 14,020 17,571 15,628 Restricted stock awards subject to repurchase 736 — 1,127 Common stock warrants 695 785 785 Unvested restricted stock units, Performance RSUs and PSUs 4,708 — — ESPP obligations 77 — — Total anti-dilutive shares 20,236 76,971 63,500 |
Organization and Description _2
Organization and Description of Business - Narrative (Details) $ / shares in Units, $ in Thousands | Jun. 27, 2019 | Jul. 31, 2019USD ($)$ / sharesshares | Dec. 31, 2019USD ($)shares | Dec. 31, 2018USD ($)shares | Dec. 31, 2017USD ($)shares | Dec. 31, 2016shares |
Class of Stock [Line Items] | ||||||
Redeemable convertible preferred stock, shares outstanding (in shares) | shares | 58,615,488 | 0 | 58,615,000 | 45,960,000 | 34,186,000 | |
Stock converted | $ 237,000 | |||||
Accumulated deficit | $ (164,198) | $ (113,613) | ||||
Net loss | (55,270) | (33,382) | $ (16,858) | |||
Net cash used in operating activities | (59,396) | (33,040) | (15,916) | |||
Proceeds from issuance of redeemable convertible preferred stock | $ 0 | $ 104,750 | $ 52,346 | |||
IPO | ||||||
Class of Stock [Line Items] | ||||||
Sale of stock (in shares) | shares | 14,590,050 | |||||
Offering price (in dollars per share) | $ / shares | $ 28 | |||||
Net proceeds from sale of stock | $ 377,500 | |||||
Underwriting discounts and commissions | 28,600 | |||||
Offering expenses | $ 2,400 | |||||
Underwriters' Option | ||||||
Class of Stock [Line Items] | ||||||
Sale of stock (in shares) | shares | 1,903,050 | |||||
Common Stock | ||||||
Class of Stock [Line Items] | ||||||
Stock converted (in shares) | shares | 58,615,488 | |||||
Reverse stock split conversion ratio | 0.5 | |||||
Redeemable convertible preferred stock | ||||||
Class of Stock [Line Items] | ||||||
Reverse stock split conversion ratio | 0.5 | |||||
Additional Paid-in Capital | ||||||
Class of Stock [Line Items] | ||||||
Stock converted | $ 236,900 | |||||
Common Stock | ||||||
Class of Stock [Line Items] | ||||||
Stock converted (in shares) | shares | 58,615,000 | |||||
Stock converted | $ 100 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Narrative (Details) - USD ($) | 1 Months Ended | 3 Months Ended | 12 Months Ended | ||||
Jul. 31, 2019 | Dec. 31, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | Jan. 01, 2019 | Dec. 31, 2016 | |
Property, Plant and Equipment [Line Items] | |||||||
Other comprehensive loss | $ 0 | $ 0 | $ 0 | ||||
Short-term investments | 150,000,000 | $ 150,000,000 | 0 | ||||
Restricted cash | 1,270,000 | 1,270,000 | 179,000 | 280,000 | |||
Allowance for doubtful accounts | 1,245,000 | 1,245,000 | 575,000 | 51,000 | $ 92,000 | ||
Goodwill impairment | 0 | 0 | |||||
Capitalized computer software | 5,600,000 | 4,000,000 | 1,600,000 | ||||
Capitalized computer software amortization | 2,500,000 | 900,000 | 200,000 | ||||
Advance payments from partner | 9,500,000 | 6,700,000 | |||||
Advertising expense | 4,000,000 | 5,000,000 | $ 3,000,000 | ||||
Cumulative effect adjustment from adoption of ASC 606 | $ 4,685,000 | ||||||
Deferred costs and other, current | 16,051,000 | 16,051,000 | 6,022,000 | ||||
Deferred costs and other, noncurrent | 5,700,000 | 5,700,000 | 2,447,000 | ||||
Accrued expenses and other current liabilities | (27,801,000) | $ (27,801,000) | $ (16,152,000) | ||||
Minimum | |||||||
Property, Plant and Equipment [Line Items] | |||||||
Property, plant and equipment, useful life | 2 years | ||||||
Maximum | |||||||
Property, Plant and Equipment [Line Items] | |||||||
Property, plant and equipment, useful life | 3 years | ||||||
IPO | |||||||
Property, Plant and Equipment [Line Items] | |||||||
Offering expenses | $ 2,400,000 | ||||||
Livongo for Behavioral Health By myStrength Solution | |||||||
Property, Plant and Equipment [Line Items] | |||||||
Description of payment terms | In most agreements associated with our Livongo for Behavioral Health by myStrength solution, clients either pay a fixed upfront fee or a monthly fee based on the number of members to whom the solution is available. The contract term is generally one to three years, with one year auto-renewal terms. | ||||||
Blood Glucose Meter and Supplies | |||||||
Property, Plant and Equipment [Line Items] | |||||||
Description of payment terms | In most agreements associated with our Livongo for Diabetes, Livongo for Hypertension, and Livongo for Prediabetes and Weight Management solutions, clients primarily pay monthly subscription fees based on a per participant per month model, based on the number of active enrolled members each month. In addition, clients can choose to pay an upfront amount with a lower per participant per month fee. We have determined that access to our solution is a single continuous service comprised of a series of distinct services that are substantially the same and have the same pattern of transfer (i.e. distinct days of service). These services are consumed as they are received and we recognize revenue each month using the variable consideration allocation exception. We apply this exception because we concluded that the nature of our obligations and the variability of the payment being based on the number of active members are aligned. | ||||||
Accumulated Deficit | |||||||
Property, Plant and Equipment [Line Items] | |||||||
Cumulative effect adjustment from adoption of ASC 606 | 4,685,000 | ||||||
ASC 606 | Impact of Adoption | |||||||
Property, Plant and Equipment [Line Items] | |||||||
Deferred costs and other, current | 1,306,000 | $ 1,306,000 | 3,700,000 | ||||
Deferred costs and other, noncurrent | 1,867,000 | 1,867,000 | 800,000 | ||||
Accrued expenses and other current liabilities | $ 1,011,000 | $ 1,011,000 | $ 200,000 |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Schedule of Concentration Risk (Details) - Partner Concentration Risk | Sep. 30, 2019 | Dec. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2019 |
Partner A | Revenue | |||||
Concentration Risk [Line Items] | |||||
Concentration risk percentage | 29.00% | 33.00% | 30.00% | ||
Partner A | Accounts Receivable | |||||
Concentration Risk [Line Items] | |||||
Concentration risk percentage | 23.00% | 28.00% | |||
Partner B | Revenue | |||||
Concentration Risk [Line Items] | |||||
Concentration risk percentage | 22.00% | ||||
Partner B | Accounts Receivable | |||||
Concentration Risk [Line Items] | |||||
Concentration risk percentage | 25.00% | 13.00% |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies - Schedule of Allowance For Doubtful Accounts (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Accounts Receivable, Allowance for Credit Loss [Roll Forward] | |||
Allowance for doubtful accounts—beginning balance | $ (575) | $ (51) | $ (92) |
Provision for doubtful accounts | (854) | (476) | 41 |
Amounts written off and other adjustments | 184 | (48) | 0 |
Allowance for doubtful accounts—ending balance | $ (1,245) | $ (575) | $ (51) |
Summary of Significant Accoun_7
Summary of Significant Accounting Policies - Schedule of Intangible Assets (Details) | 12 Months Ended |
Dec. 31, 2019 | |
Minimum | Customer relationships | |
Finite-Lived Intangible Assets [Line Items] | |
Weighted- Average Remaining Useful Life | 7 years |
Minimum | Developed technology | |
Finite-Lived Intangible Assets [Line Items] | |
Weighted- Average Remaining Useful Life | 5 years |
Minimum | Trade name | |
Finite-Lived Intangible Assets [Line Items] | |
Weighted- Average Remaining Useful Life | 2 years |
Maximum | Customer relationships | |
Finite-Lived Intangible Assets [Line Items] | |
Weighted- Average Remaining Useful Life | 10 years |
Maximum | Developed technology | |
Finite-Lived Intangible Assets [Line Items] | |
Weighted- Average Remaining Useful Life | 7 years |
Maximum | Trade name | |
Finite-Lived Intangible Assets [Line Items] | |
Weighted- Average Remaining Useful Life | 5 years |
Summary of Significant Accoun_8
Summary of Significant Accounting Policies - Schedule of Property and Equipment Useful Lives (Details) | 12 Months Ended |
Dec. 31, 2019 | |
Furniture and fixtures | |
Property, Plant and Equipment [Line Items] | |
Property, plant and equipment, useful life | 3 years |
Product tooling equipment | |
Property, Plant and Equipment [Line Items] | |
Property, plant and equipment, useful life | 2 years |
Computer, equipment and software | |
Property, Plant and Equipment [Line Items] | |
Property, plant and equipment, useful life | 3 years |
Capitalized internal-use software | |
Property, Plant and Equipment [Line Items] | |
Property, plant and equipment, useful life | 3 years |
Revenue, Deferred Revenue and_2
Revenue, Deferred Revenue and Deferred Costs and Other - Impact of Adoption of Topic 606 (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 12 Months Ended | ||||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | Jan. 01, 2019 | Dec. 31, 2016 | |
Assets: | |||||
Deferred costs and other, current | $ 16,051 | $ 6,022 | |||
Total current assets | 487,507 | 145,442 | |||
Deferred costs and other, noncurrent | 5,700 | 2,447 | |||
Total assets | 560,561 | 180,253 | |||
Liabilities, redeemable convertible preferred stock and stockholders' deficit: | |||||
Accrued expenses and other current liabilities | 27,801 | 16,152 | |||
Deferred revenue, current | 3,945 | 1,614 | |||
Total current liabilities | 41,875 | 24,436 | |||
Accumulated deficit | 53,197 | 35,130 | |||
Accumulated deficit | (164,198) | (113,613) | |||
Total stockholders' equity | 507,364 | (91,806) | $ (66,408) | $ (52,907) | |
Total liabilities, redeemable convertible preferred stock and stockholders' equity | 560,561 | 180,253 | |||
Income Statement [Abstract] | |||||
Revenue | 170,198 | 68,431 | 30,850 | ||
Gross profit | 124,040 | 48,162 | 22,538 | ||
Sales and marketing | 78,060 | 36,433 | 16,502 | ||
Total operating expenses | 184,421 | 83,157 | 39,580 | ||
Loss from operations | (60,381) | (34,995) | (17,042) | ||
Loss before provision for income taxes | (56,639) | (33,354) | (16,919) | ||
Net loss | (55,270) | (33,382) | (16,858) | ||
Net loss attributable to common stockholders | $ (55,366) | $ (33,544) | $ (17,001) | ||
Net loss per share attributable to common stockholders, basic and diluted (in dollars per share) | $ (1.09) | $ (2.02) | $ (1.18) | ||
Weighted-average shares used in computing net loss per share attributable to common stockholders, basic and diluted (in shares) | 50,930 | 16,573 | 14,442 | ||
ASC 605 | |||||
Assets: | |||||
Deferred costs and other, current | $ 14,745 | ||||
Total current assets | 486,201 | ||||
Deferred costs and other, noncurrent | 3,833 | ||||
Total assets | 557,388 | ||||
Liabilities, redeemable convertible preferred stock and stockholders' deficit: | |||||
Accrued expenses and other current liabilities | 28,812 | ||||
Deferred revenue, current | 4,087 | ||||
Total current liabilities | 43,028 | ||||
Accumulated deficit | 54,350 | ||||
Accumulated deficit | (168,524) | ||||
Total stockholders' equity | 503,038 | ||||
Total liabilities, redeemable convertible preferred stock and stockholders' equity | 557,388 | ||||
Income Statement [Abstract] | |||||
Revenue | 169,853 | ||||
Gross profit | 123,695 | ||||
Sales and marketing | 77,357 | ||||
Total operating expenses | 183,718 | ||||
Loss from operations | (60,023) | ||||
Loss before provision for income taxes | (56,281) | ||||
Net loss | (54,912) | ||||
Net loss attributable to common stockholders | $ (55,008) | ||||
Net loss per share attributable to common stockholders, basic and diluted (in dollars per share) | $ (1.08) | ||||
Weighted-average shares used in computing net loss per share attributable to common stockholders, basic and diluted (in shares) | 50,930 | ||||
Impact of Adoption | ASC 606 | |||||
Assets: | |||||
Deferred costs and other, current | $ 1,306 | $ 3,700 | |||
Total current assets | 1,306 | ||||
Deferred costs and other, noncurrent | 1,867 | 800 | |||
Total assets | 3,173 | ||||
Liabilities, redeemable convertible preferred stock and stockholders' deficit: | |||||
Accrued expenses and other current liabilities | (1,011) | $ (200) | |||
Deferred revenue, current | (142) | ||||
Total current liabilities | (1,153) | ||||
Accumulated deficit | (1,153) | ||||
Accumulated deficit | 4,326 | ||||
Total stockholders' equity | 4,326 | ||||
Total liabilities, redeemable convertible preferred stock and stockholders' equity | 3,173 | ||||
Income Statement [Abstract] | |||||
Revenue | 345 | ||||
Gross profit | 345 | ||||
Sales and marketing | 703 | ||||
Total operating expenses | 703 | ||||
Loss from operations | (358) | ||||
Loss before provision for income taxes | (358) | ||||
Net loss | (358) | ||||
Net loss attributable to common stockholders | $ (358) | ||||
Net loss per share attributable to common stockholders, basic and diluted (in dollars per share) | $ (0.01) |
Revenue, Deferred Revenue and_3
Revenue, Deferred Revenue and Deferred Costs and Other - Deferred Revenue (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | |
Change in Contract with Customer, Liability [Abstract] | |||
Beginning balance as of January 1, 2019 | $ 2,051 | ||
Amounts billed but unrecognized | 7,208 | ||
Revenue recognized | (6,067) | ||
Assumed from business combination | 1,407 | ||
Ending balance as of December 31, 2019 | 4,599 | ||
Deferred revenue, current | $ 3,945 | $ 1,614 | |
Deferred revenue, noncurrent | 654 | 437 | |
Total deferred revenue | $ 4,599 | $ 4,599 | $ 2,051 |
Revenue, Deferred Revenue and_4
Revenue, Deferred Revenue and Deferred Costs and Other - Revenue Performance Obligation (Details) $ in Millions | Dec. 31, 2019USD ($) |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2020-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue to be recognized | $ 4.1 |
Timing for recognition of deferred revenue | 12 months |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2021-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue to be recognized | $ 0.7 |
Timing for recognition of deferred revenue | 12 months |
Revenue, Deferred Revenue and_5
Revenue, Deferred Revenue and Deferred Costs and Other - Accrued Rebates (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Jan. 01, 2019 | |
Change In Accrued Rebate [Roll Forward] | ||
Beginning balance as of January 1, 2019 | $ 609 | |
ASC 606 adoption date impact adjustment | 1,152 | |
Amount deferred | 945 | |
Revenue recognized | 0 | |
Payments | (180) | |
Ending balance as of December 31, 2019 | $ 1,152 | |
Impact of Adoption | ASC 606 | ||
Change In Accrued Rebate [Roll Forward] | ||
ASC 606 adoption date impact adjustment | $ (222) |
Revenue, Deferred Revenue and_6
Revenue, Deferred Revenue and Deferred Costs and Other - Deferred Costs and Other (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2019 | Dec. 31, 2019 | Jan. 01, 2019 | Dec. 31, 2018 | |
Capitalized Contract Cost [Line Items] | ||||
Deferred costs and other, current | $ 16,051 | $ 6,022 | ||
Deferred costs and other, noncurrent | 5,700 | 2,447 | ||
Total deferred costs and other | $ 8,469 | 21,751 | 8,469 | |
Change in Contract with Customer, Asset [Abstract] | ||||
Beginning balance as of January 1, 2019 | 8,469 | |||
ASC 606 adoption date impact adjustment | 8,469 | 21,751 | 8,469 | |
Additions | 25,455 | |||
Revenue recognized | (915) | |||
Cost of revenue recognized | (14,663) | |||
Sales and marketing expenses recognized | (1,058) | |||
Ending balance as of December 31, 2019 | 21,751 | |||
Devices | ||||
Capitalized Contract Cost [Line Items] | ||||
Deferred costs and other, current | 14,746 | |||
Deferred costs and other, noncurrent | 3,833 | |||
Total deferred costs and other | 18,579 | 18,579 | 8,469 | |
Change in Contract with Customer, Asset [Abstract] | ||||
Beginning balance as of January 1, 2019 | 8,469 | |||
ASC 606 adoption date impact adjustment | 18,579 | 18,579 | 8,469 | |
Additions | 24,773 | |||
Revenue recognized | 0 | |||
Cost of revenue recognized | (14,663) | |||
Sales and marketing expenses recognized | 0 | |||
Ending balance as of December 31, 2019 | 18,579 | |||
Contract | ||||
Capitalized Contract Cost [Line Items] | ||||
Deferred costs and other, current | 1,121 | |||
Deferred costs and other, noncurrent | 1,867 | |||
Total deferred costs and other | 2,988 | 2,988 | 0 | |
Change in Contract with Customer, Asset [Abstract] | ||||
Beginning balance as of January 1, 2019 | 0 | |||
ASC 606 adoption date impact adjustment | 2,988 | 2,988 | 0 | |
Additions | 354 | |||
Revenue recognized | 0 | |||
Cost of revenue recognized | 0 | |||
Sales and marketing expenses recognized | (1,058) | |||
Ending balance as of December 31, 2019 | 2,988 | |||
Execution Credits | ||||
Capitalized Contract Cost [Line Items] | ||||
Deferred costs and other, current | 184 | |||
Total deferred costs and other | 184 | 184 | 0 | |
Change in Contract with Customer, Asset [Abstract] | ||||
Beginning balance as of January 1, 2019 | 0 | |||
ASC 606 adoption date impact adjustment | 184 | 184 | $ 0 | |
Additions | 328 | |||
Revenue recognized | (915) | |||
Cost of revenue recognized | 0 | |||
Sales and marketing expenses recognized | 0 | |||
Ending balance as of December 31, 2019 | $ 184 | |||
Impact of Adoption | ASC 606 | ||||
Capitalized Contract Cost [Line Items] | ||||
Deferred costs and other, current | 1,306 | $ 3,700 | ||
Deferred costs and other, noncurrent | $ 1,867 | 800 | ||
Total deferred costs and other | 4,463 | |||
Change in Contract with Customer, Asset [Abstract] | ||||
ASC 606 adoption date impact adjustment | 4,463 | |||
Impact of Adoption | ASC 606 | Devices | ||||
Capitalized Contract Cost [Line Items] | ||||
Total deferred costs and other | 0 | |||
Change in Contract with Customer, Asset [Abstract] | ||||
ASC 606 adoption date impact adjustment | 0 | |||
Impact of Adoption | ASC 606 | Contract | ||||
Capitalized Contract Cost [Line Items] | ||||
Total deferred costs and other | 3,692 | |||
Change in Contract with Customer, Asset [Abstract] | ||||
ASC 606 adoption date impact adjustment | 3,692 | |||
Impact of Adoption | ASC 606 | Execution Credits | ||||
Capitalized Contract Cost [Line Items] | ||||
Total deferred costs and other | 771 | |||
Change in Contract with Customer, Asset [Abstract] | ||||
ASC 606 adoption date impact adjustment | $ 771 |
Business Combinations - Narrati
Business Combinations - Narrative (Details) - USD ($) | 1 Months Ended | 12 Months Ended | 24 Months Ended | ||||||
Dec. 31, 2019 | Apr. 30, 2019 | Feb. 28, 2019 | Apr. 30, 2018 | Aug. 31, 2017 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2019 | |
Business Acquisition [Line Items] | |||||||||
Increase (decrease) in fair value of contingent consideration | $ 843,000 | $ (1,200,000) | $ 0 | ||||||
Payment of deferred purchase consideration | 3,732,000 | 0 | 0 | ||||||
Diabeto | |||||||||
Business Acquisition [Line Items] | |||||||||
Total purchase consideration | $ 2,600,000 | ||||||||
Total purchase consideration paid in cash | 2,000,000 | $ 600,000 | |||||||
Acquired intangible assets | 178,000 | ||||||||
Diabeto | Developed technology | |||||||||
Business Acquisition [Line Items] | |||||||||
Acquired intangible assets | $ 200,000 | ||||||||
Useful Life | 5 years | ||||||||
Diabeto | Trade name | |||||||||
Business Acquisition [Line Items] | |||||||||
Acquired intangible assets | $ 8,000 | ||||||||
Useful Life | 3 years | ||||||||
Retrofit | |||||||||
Business Acquisition [Line Items] | |||||||||
Total purchase consideration | $ 18,600,000 | ||||||||
Total purchase consideration paid in cash | 12,400,000 | ||||||||
Acquired intangible assets | 5,580,000 | ||||||||
Earn-out consideration obligated to pay (up to) | 7,000,000 | ||||||||
Escrow asset | 7,000,000 | ||||||||
Fair value of contingent consideration | $ 6,200,000 | ||||||||
Contingent consideration | $ 2,800,000 | 2,800,000 | 5,000,000 | $ 2,800,000 | |||||
Increase (decrease) in fair value of contingent consideration | (900,000) | (1,200,000) | |||||||
Escrow deposit disbursements | $ 1,800,000 | ||||||||
Acquisition-related costs | 300,000 | ||||||||
Revenue | 2,800,000 | ||||||||
Net income (loss) | $ 3,200,000 | ||||||||
Retrofit | Developed technology | |||||||||
Business Acquisition [Line Items] | |||||||||
Useful Life | 5 years | ||||||||
Retrofit | Trade name | |||||||||
Business Acquisition [Line Items] | |||||||||
Useful Life | 2 years | ||||||||
myStrength | |||||||||
Business Acquisition [Line Items] | |||||||||
Total purchase consideration | $ 33,500,000 | ||||||||
Total purchase consideration paid in cash | 30,100,000 | ||||||||
Acquired intangible assets | 13,900,000 | ||||||||
Earn-out consideration obligated to pay (up to) | 5,000,000 | ||||||||
Fair value of contingent consideration | 3,300,000 | ||||||||
Contingent consideration | 2,600,000 | 2,600,000 | 2,600,000 | ||||||
Increase (decrease) in fair value of contingent consideration | 1,700,000 | ||||||||
Payment of deferred purchase consideration | $ 2,400,000 | ||||||||
Acquisition-related costs | $ 300,000 | ||||||||
Revenue | 6,700,000 | ||||||||
Net income (loss) | $ (800,000) | ||||||||
Closing adjustment | $ 100,000 | ||||||||
myStrength | Developed technology | |||||||||
Business Acquisition [Line Items] | |||||||||
Useful Life | 7 years | ||||||||
myStrength | Trade name | |||||||||
Business Acquisition [Line Items] | |||||||||
Useful Life | 5 years | ||||||||
Former Retrofit Stockholders | Retrofit | |||||||||
Business Acquisition [Line Items] | |||||||||
Escrow deposit disbursements | $ 1,300,000 |
Business Combinations - Schedul
Business Combinations - Schedule of Allocation of Purchase Consideration (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Feb. 28, 2019 | Dec. 31, 2018 | Apr. 30, 2018 | Dec. 31, 2017 | Aug. 31, 2017 |
Business Acquisition [Line Items] | ||||||
Goodwill | $ 35,801 | $ 15,709 | $ 2,486 | |||
Diabeto | ||||||
Business Acquisition [Line Items] | ||||||
Cash and cash equivalents | $ 1 | |||||
Property and equipment | 3 | |||||
Acquired intangible assets | 178 | |||||
Liabilities assumed | (69) | |||||
Goodwill | 2,486 | |||||
Total purchase consideration | $ 2,599 | |||||
Retrofit | ||||||
Business Acquisition [Line Items] | ||||||
Cash and cash equivalents | $ 87 | |||||
Accounts receivable | 409 | |||||
Inventories | 56 | |||||
Prepaid expenses and other current assets | 124 | |||||
Property and equipment | 52 | |||||
Acquired intangible assets | 5,580 | |||||
Total assets acquired | 6,308 | |||||
Accounts payable | 366 | |||||
Accrued expenses and other liabilities | 394 | |||||
Deferred revenue | 212 | |||||
Liabilities assumed | (972) | |||||
Goodwill | 13,223 | |||||
Total purchase consideration | $ 18,559 | |||||
myStrength | ||||||
Business Acquisition [Line Items] | ||||||
Cash and cash equivalents | $ 2,643 | |||||
Accounts receivable | 1,337 | |||||
Other current assets | 140 | |||||
Property and equipment | 114 | |||||
Acquired intangible assets | 13,900 | |||||
Other assets | 34 | |||||
Total assets acquired | 18,168 | |||||
Accounts payable | 173 | |||||
Accrued expenses and other liabilities | 1,787 | |||||
Deferred revenue | 1,407 | |||||
Deferred tax liability, net | 1,396 | |||||
Liabilities assumed | (4,763) | |||||
Goodwill | 20,092 | |||||
Total purchase consideration | $ 33,497 |
Business Combinations - Compone
Business Combinations - Components of Identifiable Intangible Assets Acquired and Their Estimated Useful Lives (Details) - USD ($) $ in Thousands | 1 Months Ended | |
Feb. 28, 2019 | Apr. 30, 2018 | |
Retrofit | ||
Business Acquisition [Line Items] | ||
Cost | $ 5,580 | |
Retrofit | Customer relationships | ||
Business Acquisition [Line Items] | ||
Cost | $ 3,890 | |
Useful Life | 10 years | |
Retrofit | Developed technology | ||
Business Acquisition [Line Items] | ||
Cost | $ 1,650 | |
Useful Life | 5 years | |
Retrofit | Trade name | ||
Business Acquisition [Line Items] | ||
Cost | $ 40 | |
Useful Life | 2 years | |
myStrength | ||
Business Acquisition [Line Items] | ||
Cost | $ 13,900 | |
myStrength | Customer relationships | ||
Business Acquisition [Line Items] | ||
Cost | $ 4,300 | |
Useful Life | 7 years | |
myStrength | Developed technology | ||
Business Acquisition [Line Items] | ||
Cost | $ 9,200 | |
Useful Life | 7 years | |
myStrength | Trade name | ||
Business Acquisition [Line Items] | ||
Cost | $ 400 | |
Useful Life | 5 years |
Business Combinations - Sched_2
Business Combinations - Schedule of Pro Forma Information (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Retrofit | |||
Business Acquisition [Line Items] | |||
Revenue | $ 69,939 | $ 34,261 | |
Net loss | (35,002) | $ (21,621) | |
myStrength | |||
Business Acquisition [Line Items] | |||
Revenue | $ 170,795 | 72,375 | |
Net loss | $ (53,934) | $ (38,531) |
Balance Sheet Components - Inv
Balance Sheet Components - Inventories (Details) - USD ($) $ in Millions | Dec. 31, 2019 | Dec. 31, 2018 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Finished goods | $ 29 | $ 8.9 |
Balance Sheet Components - Prop
Balance Sheet Components - Property and Equipment, Net (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Property, Plant and Equipment [Line Items] | |||||
Property and equipment | $ 15,454 | $ 7,620 | $ 15,454 | $ 7,620 | |
Less: accumulated depreciation | (5,100) | (1,783) | (5,100) | (1,783) | |
Property and equipment, net | 10,354 | 5,837 | 10,354 | 5,837 | |
Depreciation and amortization expense | 3,326 | 1,263 | $ 364 | ||
Computer, equipment and software | |||||
Property, Plant and Equipment [Line Items] | |||||
Property and equipment | 2,218 | 652 | 2,218 | 652 | |
Furniture and fixtures | |||||
Property, Plant and Equipment [Line Items] | |||||
Property and equipment | 915 | 730 | 915 | 730 | |
Capitalized internal-use software | |||||
Property, Plant and Equipment [Line Items] | |||||
Property and equipment | 11,229 | 5,653 | 11,229 | 5,653 | |
Leasehold improvements | |||||
Property, Plant and Equipment [Line Items] | |||||
Property and equipment | 1,092 | 585 | $ 1,092 | $ 585 | |
Property, Plant and Equipment | |||||
Property, Plant and Equipment [Line Items] | |||||
Depreciation and amortization expense | $ 3,300 | $ 1,300 | $ 400 |
Balance Sheet Components - Inta
Balance Sheet Components - Intangible Assets, Net (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Finite-Lived Intangible Assets [Line Items] | ||
Gross Value | $ 19,658 | $ 5,758 |
Accumulated Amortization | (3,189) | (604) |
Net Book Value | 16,469 | 5,154 |
Customer relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Value | 8,190 | 3,890 |
Accumulated Amortization | (1,227) | (266) |
Net Book Value | 6,963 | 3,624 |
Developed technology | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Value | 11,020 | 1,820 |
Accumulated Amortization | (1,848) | (329) |
Net Book Value | 9,172 | 1,491 |
Trade name | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Value | 448 | 48 |
Accumulated Amortization | (114) | (9) |
Net Book Value | $ 334 | $ 39 |
Weighted Average | Customer relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted- Average Remaining Useful Life | 7 years 1 month 6 days | 9 years 3 months 18 days |
Weighted Average | Developed technology | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted- Average Remaining Useful Life | 5 years 8 months 12 days | 4 years 3 months 18 days |
Weighted Average | Trade name | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted- Average Remaining Useful Life | 4 years | 1 year 4 months 24 days |
Balance Sheet Components - In_2
Balance Sheet Components - Intangible Asset Amortization Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Finite-Lived Intangible Assets [Line Items] | |||||
Amortization of intangible assets | $ 2,585 | $ 592 | $ 2,585 | $ 592 | $ 12 |
Customer relationships | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Amortization of intangible assets | 920 | 266 | 0 | ||
Developed technology | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Amortization of intangible assets | 1,569 | 318 | 11 | ||
Trade name | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Amortization of intangible assets | $ 96 | $ 8 | $ 1 |
Balance Sheet Components - Futu
Balance Sheet Components - Future Amortization Expense (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
2020 | $ 2,769 | |
2021 | 2,762 | |
2022 | 2,750 | |
2023 | 2,494 | |
2024 | 2,324 | |
Thereafter | 3,370 | |
Net Book Value | $ 16,469 | $ 5,154 |
Balance Sheet Components - Good
Balance Sheet Components - Goodwill Roll Forward (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Goodwill [Roll Forward] | ||
Beginning balance as of December 31, 2018 | $ 15,709 | $ 2,486 |
Goodwill from acquisition (Note 4) | 20,092 | 13,223 |
Ending balance as of December 31, 2019 | $ 35,801 | $ 15,709 |
Balance Sheet Components - Prep
Balance Sheet Components - Prepaid Expenses and Other Current Assets (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Prepaid expenses | $ 3,284 | $ 2,059 |
Prepaid Insurance | 2,459 | 25 |
Escrow deposit, current | 2,100 | 1,750 |
Prepaid commissions | 948 | 0 |
Interest receivable | 504 | 0 |
Prepaid rent | 352 | 227 |
Short-term deposits | 201 | 718 |
Other current assets | 12 | 156 |
Total | $ 9,860 | $ 4,935 |
Balance Sheet Components - Othe
Balance Sheet Components - Other Noncurrent Assets (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Escrow deposit, noncurrent | $ 3,150 | $ 5,250 |
Other | 310 | 235 |
Total | $ 3,460 | $ 5,485 |
Balance Sheet Components - Accr
Balance Sheet Components - Accrued Expenses and Other Current Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Accrued bonus | $ 8,652 | $ 5,857 |
Vendor accruals | 3,984 | 1,574 |
Accrued commissions | 2,611 | 1,470 |
Contingent consideration, current | 3,004 | 1,316 |
Accrued payroll and employee benefits | 2,291 | 1,447 |
Employee contribution to ESPP | 1,805 | 0 |
Accrued rebates | 1,152 | 609 |
Accrued sales and use taxes | 932 | 1,887 |
Accrued professional services | 782 | 295 |
Accrued offering expenses | 286 | 0 |
Other accrued expenses | 2,302 | 1,697 |
Total | $ 27,801 | $ 16,152 |
Fair Value Measurements - Sched
Fair Value Measurements - Schedule of Fair Value of Financial Assets and Liabilities by Level within the Fair Value Hierarchy (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Assets | ||
Cash equivalents and short-term investments | $ 241,738 | $ 108,928 |
Liabilities | ||
Other current liabilities—contingent consideration | 3,004 | 1,316 |
Fair Value, Recurring | ||
Assets | ||
Total assets at fair value | 280,640 | 96,681 |
Liabilities | ||
Other current liabilities—contingent consideration | 3,004 | 1,316 |
Other noncurrent liabilities—contingent consideration | 2,411 | 3,688 |
Total liabilities at fair value | 5,415 | 5,004 |
Fair Value, Recurring | Level 1 | ||
Assets | ||
Total assets at fair value | 280,640 | 96,681 |
Liabilities | ||
Other current liabilities—contingent consideration | 0 | 0 |
Other noncurrent liabilities—contingent consideration | 0 | 0 |
Total liabilities at fair value | 0 | 0 |
Fair Value, Recurring | Level 2 | ||
Assets | ||
Total assets at fair value | 0 | 0 |
Liabilities | ||
Other current liabilities—contingent consideration | 0 | 0 |
Other noncurrent liabilities—contingent consideration | 0 | 0 |
Total liabilities at fair value | 0 | 0 |
Fair Value, Recurring | Level 3 | ||
Assets | ||
Total assets at fair value | 0 | 0 |
Liabilities | ||
Other current liabilities—contingent consideration | 3,004 | 1,316 |
Other noncurrent liabilities—contingent consideration | 2,411 | 3,688 |
Total liabilities at fair value | 5,415 | 5,004 |
Money market funds | ||
Assets | ||
Cash equivalents and short-term investments | 130,640 | 96,681 |
Money market funds | Fair Value, Recurring | ||
Assets | ||
Cash equivalents and short-term investments | 130,640 | 96,681 |
Money market funds | Fair Value, Recurring | Level 1 | ||
Assets | ||
Cash equivalents and short-term investments | 130,640 | 96,681 |
Money market funds | Fair Value, Recurring | Level 2 | ||
Assets | ||
Cash equivalents and short-term investments | 0 | 0 |
Money market funds | Fair Value, Recurring | Level 3 | ||
Assets | ||
Cash equivalents and short-term investments | 0 | $ 0 |
Certificates of deposit | Fair Value, Recurring | ||
Assets | ||
Cash equivalents and short-term investments | 150,000 | |
Certificates of deposit | Fair Value, Recurring | Level 1 | ||
Assets | ||
Cash equivalents and short-term investments | 150,000 | |
Certificates of deposit | Fair Value, Recurring | Level 2 | ||
Assets | ||
Cash equivalents and short-term investments | 0 | |
Certificates of deposit | Fair Value, Recurring | Level 3 | ||
Assets | ||
Cash equivalents and short-term investments | $ 0 |
Fair Value Measurements - Sch_2
Fair Value Measurements - Schedule of Unrealized Gains (Losses) (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 |
Adjusted Amortized Cost | |||
Cash and cash equivalents | $ 241,738 | $ 108,928 | $ 61,243 |
Certificates of deposit | 150,000 | ||
Total cash, cash equivalents and short-term investments | 391,738 | ||
Gross Unrealized Gains | 0 | ||
Gross Unrealized Losses | 0 | ||
Fair Value | |||
Cash equivalents and cash equivalents, fair value | 241,738 | 108,928 | |
Total cash, and cash equivalents | 150,000 | ||
Total cash, cash equivalents and short-term investments | 391,738 | ||
Cash | |||
Adjusted Amortized Cost | |||
Cash and cash equivalents | 111,098 | 12,247 | |
Fair Value | |||
Cash equivalents and cash equivalents, fair value | 111,098 | 12,247 | |
Money market funds | |||
Adjusted Amortized Cost | |||
Cash and cash equivalents | 130,640 | 96,681 | |
Fair Value | |||
Cash equivalents and cash equivalents, fair value | 130,640 | $ 96,681 | |
Certificates of deposit | |||
Adjusted Amortized Cost | |||
Certificates of deposit | 150,000 | ||
Gross Unrealized Gains | 0 | ||
Gross Unrealized Losses | 0 | ||
Fair Value | |||
Total cash, and cash equivalents | $ 150,000 |
Fair Value Measurements - Sch_3
Fair Value Measurements - Schedule of Changes in Level 3 Financial Liability (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||
Beginning balance | $ 5,004 | $ 0 |
Contingent consideration recorded upon acquisition (Note 4) | 3,300 | 6,204 |
Change in fair value of contingent consideration liabilities (Note 4) | 843 | (1,200) |
Ending balance | 5,415 | 5,004 |
Retrofit | ||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||
Payment related to Retrofit contingent consideration (Note 4) | (1,316) | 0 |
myStrength | ||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||
Payment related to Retrofit contingent consideration (Note 4) | $ (2,416) | $ 0 |
Debt - Narrative (Details)
Debt - Narrative (Details) | 1 Months Ended | 3 Months Ended | 12 Months Ended | |||||||
Jul. 31, 2019USD ($) | Apr. 30, 2017USD ($) | Aug. 31, 2015USD ($)payment$ / sharesshares | Feb. 28, 2015USD ($)payment$ / sharesshares | Dec. 31, 2019USD ($)shares | Dec. 31, 2019USD ($)shares | Dec. 31, 2018USD ($)shares | Dec. 31, 2017USD ($)shares | Apr. 30, 2015USD ($) | Sep. 30, 2014USD ($) | |
Debt Instrument [Line Items] | ||||||||||
Debt instrument face amount | $ 5,000,000 | $ 4,000,000 | ||||||||
Proceeds from bank debt | $ 5,000,000 | $ 1,000,000 | ||||||||
Number of monthly payments | payment | 36 | 36 | ||||||||
Repayments on long-term debt | $ 3,600,000 | $ 0 | $ 0 | $ 4,306,000 | ||||||
Interest rate | 0.25% | |||||||||
Warrants issued as percentage of loan advance | 1.00% | |||||||||
Warrants exercised (in shares) | shares | 62,500 | 27,777 | 90,277 | 90,000 | 0 | 361,425 | ||||
Exercise price (in dollars per share) | $ / shares | $ 0.80 | $ 0.36 | ||||||||
Amortization of debt discount | $ 20,000 | |||||||||
Revolving Credit Facility | Line of Credit | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Aggregate principal amount of secured revolving loan facility | $ 30,000,000 | |||||||||
Floor interest rate | 5.25% | |||||||||
Loans outstanding | $ 0 | $ 0 | ||||||||
Revolving Credit Facility | Line of Credit | Prime Rate | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Floating interest rate | 0.25% | |||||||||
Maximum | Revolving Credit Facility | Line of Credit | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Debt instrument fee (less than) | $ 100,000 | $ 100,000 |
Commitments and Contingencies -
Commitments and Contingencies - Schedule of Net Minimum Payments Under Noncancelable Operating Leases (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Minimum Lease Payments | ||
Remainder of 2019 | $ 3,945 | |
2019 | $ 2,027 | |
2020 | 5,093 | 824 |
2021 | 5,272 | 729 |
2022 | 5,181 | 748 |
2023 | 1,797 | 606 |
Thereafter | 3,068 | 296 |
Total future minimum payments | 24,356 | 5,230 |
Sublease Income | ||
Remainder of 2019 | 37 | |
2019 | 22 | |
2020 | 38 | 23 |
2021 | 39 | 24 |
2022 | 40 | 24 |
2023 | 41 | 25 |
Thereafter | 0 | 25 |
Total future minimum payments | 195 | 143 |
Net Minimum Lease Payments | ||
Remainder of 2019 | 3,908 | |
2019 | 2,005 | |
2020 | 5,055 | 801 |
2021 | 5,233 | 705 |
2022 | 5,141 | 724 |
2023 | 1,756 | 581 |
Thereafter | 3,068 | 271 |
Total future minimum payments | $ 24,161 | $ 5,087 |
Commitments and Contingencies_2
Commitments and Contingencies - Narrative (Details) $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Dec. 31, 2019USD ($) | Dec. 31, 2018USD ($) | Dec. 31, 2019USD ($) | Jun. 30, 2019ft² | |
Lessee, Lease, Description [Line Items] | ||||
Rent expense paid to third parties | $ 2,800 | $ 1,700 | $ 700 | |
Future lease obligations | 24,356 | $ 5,230 | 24,356 | |
Mountain View Office | ||||
Lessee, Lease, Description [Line Items] | ||||
Area of real estate property | ft² | 16,100 | |||
Future lease obligations | 12,700 | 12,700 | ||
Chicago Office | ||||
Lessee, Lease, Description [Line Items] | ||||
Future lease obligations | 8,400 | 8,400 | ||
Denver Office | ||||
Lessee, Lease, Description [Line Items] | ||||
Future lease obligations | 1,600 | 1,600 | ||
Software Subscription | ||||
Lessee, Lease, Description [Line Items] | ||||
Remaining purchase commitment | $ 3,100 | $ 3,100 |
Stockholders_ Equity - Narrativ
Stockholders’ Equity - Narrative (Details) - USD ($) $ / shares in Units, $ in Thousands | 1 Months Ended | 12 Months Ended | |||||||
Dec. 31, 2019 | Jul. 31, 2019 | Dec. 31, 2018 | Apr. 30, 2018 | Dec. 31, 2017 | Mar. 31, 2017 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Class of Stock [Line Items] | |||||||||
Accretion to redemption price of redeemable convertible preferred stock (less than for the three months ended June 30, 2019 and 2018) | $ 96 | $ 162 | $ 143 | ||||||
Issuance of redeemable convertible preferred stock, net of issuance costs (in shares) | 12,655,000 | 11,774,000 | |||||||
Issuance of redeemable convertible preferred stock, net of issuance costs | $ 104,750 | $ 52,346 | |||||||
Common stock, shares authorized (in shares) | 900,000,000 | 900,000,000 | 99,250,000 | 99,250,000 | 80,000,000 | 900,000,000 | 99,250,000 | ||
Preferred stock, shares authorized (in shares) | 100,000,000 | 100,000,000 | 0 | 58,615,488 | 45,960,013 | 100,000,000 | 0 | ||
Stock converted | $ 237,000 | ||||||||
Preferred stock, shares issued (in shares) | 0 | 0 | 0 | 0 | |||||
Preferred stock, shares outstanding (in shares) | 0 | 0 | 0 | 0 | |||||
Preferred stock, par value (in dollars per share) | $ 0.001 | $ 0.001 | $ 0.001 | $ 0.001 | $ 0.001 | ||||
Conversion trigger minimum Common Stock price per share (in dollars per share) | 8.9180 | $ 8.9180 | |||||||
Conversion trigger minimum cash proceeds in public offering | $ 50,000 | ||||||||
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 | 0.001 | $ 0.001 | 0.001 | ||||
IPO | |||||||||
Class of Stock [Line Items] | |||||||||
Sale of stock (in shares) | 14,590,050 | ||||||||
Offering price (in dollars per share) | $ 28 | ||||||||
Net proceeds from sale of stock | $ 377,500 | ||||||||
Underwriting discounts and commissions | 28,600 | ||||||||
Offering expenses | $ 2,400 | ||||||||
Underwriters' Option | |||||||||
Class of Stock [Line Items] | |||||||||
Sale of stock (in shares) | 1,903,050 | ||||||||
Secondary Offering - Shares From Existing Shareholders | |||||||||
Class of Stock [Line Items] | |||||||||
Offering price (in dollars per share) | $ 7.4672 | $ 1.88 | $ 7.4672 | $ 1.88 | |||||
Share based compensation | $ 2,300 | ||||||||
Common Stock | |||||||||
Class of Stock [Line Items] | |||||||||
Stock converted (in shares) | 58,615,488 | ||||||||
Common Stock | Secondary Offering - Shares From Existing Shareholders | |||||||||
Class of Stock [Line Items] | |||||||||
Sale of stock (in shares) | 2,777,327 | 2,138,302 | 605,345 | ||||||
Offering price (in dollars per share) | $ 27 | 27 | |||||||
Redeemable convertible preferred stock | Secondary Offering - Shares From Existing Shareholders | |||||||||
Class of Stock [Line Items] | |||||||||
Sale of stock (in shares) | 57,945 | ||||||||
Series A Redeemable Convertible Preferred Stock | |||||||||
Class of Stock [Line Items] | |||||||||
Dividend rate (in dollars per share) | 0.081968 | ||||||||
Conversion price (in dollars per share) | 1.0246 | 1.0246 | |||||||
Series B Redeemable Convertible Preferred Stock | |||||||||
Class of Stock [Line Items] | |||||||||
Dividend rate (in dollars per share) | 0.1824 | ||||||||
Conversion price (in dollars per share) | 2.2384 | 2.2384 | |||||||
Series C Redeemable Convertible Preferred Stock | |||||||||
Class of Stock [Line Items] | |||||||||
Dividend rate (in dollars per share) | 0.2666 | ||||||||
Conversion price (in dollars per share) | 3.3318 | 3.3318 | |||||||
Series D Redeemable Convertible Preferred Stock | |||||||||
Class of Stock [Line Items] | |||||||||
Issuance of redeemable convertible preferred stock, net of issuance costs (in shares) | 11,773,932 | ||||||||
Issuance of redeemable convertible preferred stock, net of issuance costs | $ 52,500 | ||||||||
Temporary equity issued during period, (in dollars per share) | $ 4.4590 | ||||||||
Dividend rate (in dollars per share) | $ 0.3568 | 0.3568 | |||||||
Conversion price (in dollars per share) | 4.4590 | 4.4590 | |||||||
Series E Redeemable Convertible Preferred Stock | |||||||||
Class of Stock [Line Items] | |||||||||
Issuance of redeemable convertible preferred stock, net of issuance costs (in shares) | 12,655,477 | ||||||||
Issuance of redeemable convertible preferred stock, net of issuance costs | $ 105,000 | ||||||||
Temporary equity issued during period, (in dollars per share) | $ 8.2968 | ||||||||
Dividend rate (in dollars per share) | $ 0.6638 | 0.6638 | |||||||
Conversion price (in dollars per share) | $ 8.2968 | $ 8.2968 |
Stockholders_ Equity - Schedule
Stockholders’ Equity - Schedule of Redeemable Convertible Preferred Stock (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Jul. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 |
Class of Stock [Line Items] | |||||
Redeemable convertible preferred stock, shares authorized (in shares) | 0 | 58,615,000 | |||
Redeemable convertible preferred stock, shares issued (in shares) | 0 | 58,615,000 | |||
Redeemable convertible preferred stock, shares outstanding (in shares) | 0 | 58,615,488 | 58,615,000 | 45,960,000 | 34,186,000 |
Net Carrying Value | $ 0 | $ 236,929 | $ 132,017 | $ 79,528 | |
Aggregate Liquidation Preference | $ 0 | $ 237,650 | |||
Series A | |||||
Class of Stock [Line Items] | |||||
Redeemable convertible preferred stock, shares authorized (in shares) | 10,394,000 | ||||
Redeemable convertible preferred stock, shares issued (in shares) | 10,394,000 | ||||
Redeemable convertible preferred stock, shares outstanding (in shares) | 10,394,000 | ||||
Net Carrying Value | $ 10,382 | ||||
Aggregate Liquidation Preference | $ 10,650 | ||||
Series B | |||||
Class of Stock [Line Items] | |||||
Redeemable convertible preferred stock, shares authorized (in shares) | 8,935,000 | ||||
Redeemable convertible preferred stock, shares issued (in shares) | 8,935,000 | ||||
Redeemable convertible preferred stock, shares outstanding (in shares) | 8,935,000 | ||||
Net Carrying Value | $ 19,957 | ||||
Aggregate Liquidation Preference | $ 20,000 | ||||
Series C | |||||
Class of Stock [Line Items] | |||||
Redeemable convertible preferred stock, shares authorized (in shares) | 14,857,000 | ||||
Redeemable convertible preferred stock, shares issued (in shares) | 14,857,000 | ||||
Redeemable convertible preferred stock, shares outstanding (in shares) | 14,857,000 | ||||
Net Carrying Value | $ 49,407 | ||||
Aggregate Liquidation Preference | $ 49,500 | ||||
Series D | |||||
Class of Stock [Line Items] | |||||
Redeemable convertible preferred stock, shares authorized (in shares) | 11,774,000 | ||||
Redeemable convertible preferred stock, shares issued (in shares) | 11,774,000 | ||||
Redeemable convertible preferred stock, shares outstanding (in shares) | 11,774,000 | ||||
Net Carrying Value | $ 52,397 | ||||
Aggregate Liquidation Preference | $ 52,500 | ||||
Series E | |||||
Class of Stock [Line Items] | |||||
Redeemable convertible preferred stock, shares authorized (in shares) | 12,655,000 | ||||
Redeemable convertible preferred stock, shares issued (in shares) | 12,655,000 | ||||
Redeemable convertible preferred stock, shares outstanding (in shares) | 12,655,000 | ||||
Net Carrying Value | $ 104,786 | ||||
Aggregate Liquidation Preference | $ 105,000 |
Stockholders_ Equity - Schedu_2
Stockholders’ Equity - Schedule of Shares of Common Stock Reserved for Future Issuance (Details) - shares shares in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Class of Stock [Line Items] | ||
Total | 29,709 | 80,539 |
Outstanding options to purchase common stock | ||
Class of Stock [Line Items] | ||
Total | 14,020 | 17,571 |
Outstanding restricted stock units | ||
Class of Stock [Line Items] | ||
Total | 5,208 | 1,827 |
Restricted stock awards subject to repurchase | ||
Class of Stock [Line Items] | ||
Total | 736 | 0 |
Estimated shares for future ESPP purchase | ||
Class of Stock [Line Items] | ||
Total | 890 | 0 |
Available for future issuance | ||
Class of Stock [Line Items] | ||
Total | 8,160 | 1,741 |
Redeemable convertible preferred stock | ||
Class of Stock [Line Items] | ||
Total | 0 | 58,615 |
Outstanding warrants to purchase common stock | ||
Class of Stock [Line Items] | ||
Total | 695 | 785 |
Common Stock Warrants - Schedu
Common Stock Warrants - Schedule of Warrants Outstanding (Details) - $ / shares shares in Thousands | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | Aug. 31, 2015 | Feb. 28, 2015 |
Class of Warrant or Right [Line Items] | ||||||
Outstanding shares (in shares) | 695 | 785 | 785 | 2,188 | ||
Exercise price (in dollars per share) | $ 0.80 | $ 0.36 | ||||
Exercisable shares (in shares) | 695 | 785 | ||||
Warrants Expiring Feb 2025 | ||||||
Class of Warrant or Right [Line Items] | ||||||
Outstanding shares (in shares) | 695 | 694 | ||||
Exercise price (in dollars per share) | $ 2.28 | $ 2.28 | ||||
Exercisable shares (in shares) | 695 | 694 | ||||
Warrants Expiring Sept 2024 | ||||||
Class of Warrant or Right [Line Items] | ||||||
Outstanding shares (in shares) | 28 | |||||
Exercise price (in dollars per share) | $ 0.36 | |||||
Exercisable shares (in shares) | 28 | |||||
Warrants Expiring April 2025 | ||||||
Class of Warrant or Right [Line Items] | ||||||
Outstanding shares (in shares) | 63 | |||||
Exercise price (in dollars per share) | $ 0.80 | |||||
Exercisable shares (in shares) | 63 |
Common Stock Warrants - Schedul
Common Stock Warrants - Schedule Of Warrants Outstanding Roll Forward (Details) - shares | 1 Months Ended | 3 Months Ended | 12 Months Ended | |||
Aug. 31, 2015 | Feb. 28, 2015 | Dec. 31, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Shares | ||||||
Beginning balance (in shares) | 785,000 | 785,000 | 2,188,000 | |||
Warrants exercised (in shares) | (62,500) | (27,777) | (90,277) | (90,000) | 0 | (361,425) |
Warrants forfeited or expired (in shares) | 0 | (1,042,000) | ||||
Ending balance (in shares) | 695,000 | 695,000 | 785,000 | 785,000 |
Common Stock Warrants - Narrati
Common Stock Warrants - Narrative (Details) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | 12 Months Ended | |||
Aug. 31, 2015 | Feb. 28, 2015 | Dec. 31, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Equity [Abstract] | ||||||
Warrants exercised (in shares) | 62,500 | 27,777 | 90,277 | 90,000 | 0 | 361,425 |
Proceeds from exercise of common stock warrants | $ 60 | $ 0 | $ 286 |
Stock-Based Compensation - Narr
Stock-Based Compensation - Narrative (Details) | 1 Months Ended | 3 Months Ended | 12 Months Ended | ||||||||
Jul. 31, 2019USD ($)shares | Jun. 30, 2019USD ($) | Mar. 31, 2019USD ($)shares | Jan. 31, 2019shares | Sep. 30, 2018shares | Aug. 31, 2017USD ($) | Dec. 31, 2019USD ($)shares | Dec. 31, 2018USD ($)shares | Dec. 31, 2019USD ($)shares | Dec. 31, 2018USD ($)award_modification$ / sharesshares | Dec. 31, 2017USD ($)$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Common stock reserved for future issuance (in shares) | 29,709,000 | 80,539,000 | 29,709,000 | 80,539,000 | |||||||
Aggregate intrinsic value of stock option awards exercised | $ | $ 54,100,000 | $ 5,500,000 | $ 1,500,000 | ||||||||
Weighted-average grant date fair value of stock options (in USD per share) | $ / shares | $ 1.52 | $ 0.75 | |||||||||
Options granted (in shares) | 0 | ||||||||||
Unrecognized compensation expense | $ | 36,300,000 | $ 36,300,000 | |||||||||
Unrecognized compensation expense, recognition period | 3 years 2 months 12 days | ||||||||||
Number of awards granted (in shares) | 5,016,000 | 5,996,000 | |||||||||
Stock-based compensation expense | $ | 32,632,000 | $ 6,332,000 | $ 2,118,000 | ||||||||
Stock-based compensation related to capitalized internal-use software (less than) | $ | $ 400,000 | $ 200,000 | |||||||||
Stock Options | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Common stock reserved for future issuance (in shares) | 14,020,000 | 17,571,000 | 14,020,000 | 17,571,000 | |||||||
Vesting period | 4 years | ||||||||||
Expiration date | 10 years | ||||||||||
Award requisite service period | 4 years | ||||||||||
Stock Options | Vesting Tranche One | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Vesting percentage | 25.00% | ||||||||||
Restricted Stock Awards | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Common stock reserved for future issuance (in shares) | 736,000 | 0 | 736,000 | 0 | |||||||
Unrecognized compensation expense | $ | $ 5,500,000 | $ 5,500,000 | |||||||||
Unrecognized compensation expense, recognition period | 2 years 8 months 12 days | ||||||||||
Number of awards granted (in shares) | 982,301 | 982,000 | 0 | 1,064,000 | |||||||
Grant date fair value of awards issued | $ | $ 9,600,000 | $ 2,000,000 | |||||||||
Stock-based compensation expense | $ | $ 4,100,000 | $ 600,000 | $ 200,000 | ||||||||
Number of awards canceled in award modification (in shares) | 753,546 | ||||||||||
Vested (in shares) | 246,000 | 373,000 | 47,000 | ||||||||
Number of award modifications | award_modification | 3 | ||||||||||
Number of shares immediately vested in award modification (in shares) | 23,363 | ||||||||||
Stock-based compensation expense recognized due to immediate vested in award modification | $ | $ 100,000 | ||||||||||
Plan modification incremental cost | $ | $ 2,200,000 | ||||||||||
RSUs Vested and Released | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Vested (in shares) | 600,354 | ||||||||||
Vested aggregate grant date fair value | $ | $ 5,300,000 | ||||||||||
RSUs Vested and Not Released | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Vested (in shares) | 499,493 | ||||||||||
Vested aggregate grant date fair value | $ | $ 3,200,000 | ||||||||||
Restricted Stock Units, Performance RSUs and PSUs | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Number of awards granted (in shares) | 100,000 | 4,102,000 | 1,830,000 | ||||||||
Vested (in shares) | 1,100,000 | 0 | |||||||||
Service-Based RSUs | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Vesting period | 4 years | ||||||||||
Number of awards granted (in shares) | 982,301 | ||||||||||
Stock-based compensation expense | $ | $ 1,800,000 | $ 300,000 | |||||||||
Service-Based RSUs | Vesting Tranche One | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Vesting period | 4 years | ||||||||||
Vesting percentage | 25.00% | ||||||||||
Service-Based RSUs | Vesting Tranche Two | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Vesting period | 4 years | ||||||||||
Vesting percentage | 2.08% | ||||||||||
Performance-Based RSUs | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Unrecognized compensation expense | $ | 600,000 | $ 600,000 | |||||||||
Unrecognized compensation expense, recognition period | 1 year 7 months 6 days | ||||||||||
Number of awards granted (in shares) | 1,830,000 | ||||||||||
Stock-based compensation expense | $ | $ 2,000,000 | ||||||||||
Stock-based compensation expense recognized due to immediate vested in award modification | $ | $ 11,900,000 | ||||||||||
Number of awards replaced in award modification (in shares) | 376,772 | ||||||||||
Performance-Based RSUs | Vesting Tranche One | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Vesting period | 6 months 1 day | ||||||||||
RSUs and Performance RSUs | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Stock-based compensation expense | $ | $ 24,100,000 | ||||||||||
Restricted Stock Units (RSUs) | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Common stock reserved for future issuance (in shares) | 5,208,000 | 1,827,000 | 5,208,000 | 1,827,000 | |||||||
Stock-based compensation expense | $ | $ 3,800,000 | ||||||||||
Vested (in shares) | 491,151 | ||||||||||
Service and Market-Based Options and RSUs | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Unrecognized compensation expense | $ | $ 1,700,000 | $ 1,700,000 | |||||||||
Unrecognized compensation expense, recognition period | 2 years 8 months 12 days | ||||||||||
Stock-based compensation expense | $ | $ 800,000 | $ 500,000 | |||||||||
Service and Market-Based Options and RSUs | Vesting Tranche One | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Vesting percentage | 25.00% | ||||||||||
Service and Market-Based Options | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Options granted (in shares) | 1,402,820 | ||||||||||
Number of options canceled (in shares) | 196,460 | ||||||||||
Grant date fair value of awards issued | $ | $ 2,400,000 | ||||||||||
Service and Market-Based RSUs | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Number of awards granted (in shares) | 161,250 | ||||||||||
Grant date fair value of awards issued | $ | $ 800,000 | ||||||||||
Canceled Market-based Options | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Stock-based compensation expense | $ | $ 200,000 | ||||||||||
Employee Stock | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Common stock reserved for future issuance (in shares) | 890,000 | 0 | 890,000 | 0 | |||||||
Unrecognized compensation expense | $ | $ 600,000 | $ 600,000 | |||||||||
Unrecognized compensation expense, recognition period | 4 months 24 days | ||||||||||
Stock-based compensation expense | $ | 700,000 | ||||||||||
Issued in period (in shares) | 0 | ||||||||||
2019 Employee Incentive Plan, Transferred From 2014 and 2008 Stock Incentive Plans | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Common stock reserved for future issuance (in shares) | 21,770,029 | ||||||||||
2019 Employee Incentive Plan | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Common stock reserved for future issuance (in shares) | 8,004,000 | ||||||||||
Annual increase in capital shares reserved for future issuance (in shares) | 7,120,000 | ||||||||||
Percentage of outstanding stock maximum | 4.00% | ||||||||||
2019 Employee Stock Purchase Plan | Employee Stock | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Common stock reserved for future issuance (in shares) | 890,000 | ||||||||||
Annual increase in capital shares reserved for future issuance (in shares) | 2,670,000 | ||||||||||
Percentage of outstanding stock maximum | 1.00% | ||||||||||
Maximum payroll deduction | 15.00% | ||||||||||
Purchase price of common stock (percent) | 85.00% | ||||||||||
Maximum number of shares per employee (in shares) | 500 | ||||||||||
Maximum value per employee | $ | $ 12,500 | ||||||||||
Maximum | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Stock-based compensation related to capitalized internal-use software (less than) | $ | $ 100,000 | ||||||||||
Maximum | 2019 Employee Stock Purchase Plan | Employee Stock | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Ownership percentage threshold to participate | 5.00% | ||||||||||
ASC 606 | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Stock-based compensation related to capitalized internal-use software (less than) | $ | $ 200,000 |
Stock-Based Compensation - Sche
Stock-Based Compensation - Schedule of Shares Available for Grant and Stock Option Activity (Details) - USD ($) $ / shares in Units, $ in Thousands | 1 Months Ended | 12 Months Ended | |||
Mar. 31, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Shares Available for Grant | |||||
Balance as of December 31, 2018 (in shares) | 1,741,000 | 3,014,000 | 208,000 | ||
Shares authorized (in shares) | 10,504,000 | 3,196,000 | 8,661,000 | ||
Adjustment to plan (in shares) | 59,000 | ||||
Granted (in shares) | (5,016,000) | (5,996,000) | |||
Forfeited/cancelled (in shares) | (785,000) | (1,619,000) | (1,205,000) | ||
Balance as of June 30, 2019 (in shares) | 8,160,000 | 1,741,000 | 3,014,000 | 208,000 | |
Shares Subject to Options Outstanding | |||||
Balance as of December 31, 2018 (in shares) | 17,571,000 | 15,628,000 | 12,209,000 | ||
Exercised (in shares) | (2,766,000) | (1,454,000) | (1,372,000) | ||
Forfeited/cancelled (in shares) | (785,000) | (1,619,000) | (1,205,000) | ||
Balance as of June 30, 2019 (in shares) | 14,020,000 | 17,571,000 | 15,628,000 | 12,209,000 | |
Options vested and exercisable as of June 30, 2019 (in shares) | 9,698,000 | 8,999,000 | |||
Weighted- Average Exercise Price | |||||
Balance as of December 31, 2018 (in USD per share) | $ 1.80 | $ 1.20 | $ 0.79 | ||
Granted (in USD per share) | 3.62 | 1.88 | |||
Exercised (in USD per share) | 1.12 | 1.19 | 0.78 | ||
Forfeited/cancelled (in USD per share) | 3.36 | 2.25 | 0.87 | ||
Balance as of June 30, 2019 (in USD per share) | 1.85 | 1.80 | $ 1.20 | $ 0.79 | |
Options vested and exercisable as of June 30, 2019 (in USD per share) | $ 1.44 | $ 0.97 | |||
Weighted- Average Remaining Contractual Life (Years) and Aggregate Intrinsic Value | |||||
Weighted- Average Remaining Contractual Life (Years), Options outstanding | 6 years 8 months 12 days | 7 years 8 months 12 days | 8 years 2 months 12 days | 8 years 3 months 18 days | |
Weighted- Average Remaining Contractual Life (Years), Options vested and exercisable | 6 years 2 months 12 days | 6 years 8 months 12 days | |||
Aggregate Intrinsic Value, Options outstanding | $ 325,474 | $ 89,990 | $ 10,559 | $ 9,623 | |
Aggregate Intrinsic Value, Options vested and exercisable | $ 229,110 | $ 53,566 | |||
Restricted Stock Awards | |||||
Shares Available for Grant | |||||
Granted (in shares) | (982,301) | (982,000) | 0 | (1,064,000) | |
Forfeited (in shares) | 754,000 | ||||
Performance-Based RSUs | |||||
Shares Available for Grant | |||||
Granted (in shares) | (1,830,000) | ||||
Forfeited (in shares) | 4,000 | ||||
Restricted Stock Units, Performance RSUs and Performance Stock Units | |||||
Shares Available for Grant | |||||
Granted (in shares) | (4,103,000) | ||||
Forfeited (in shares) | 121,000 | ||||
Returned (in shares) | 35,000 |
Stock-Based Compensation - Sc_2
Stock-Based Compensation - Schedule of Restricted Stock Awards (Details) - $ / shares | 1 Months Ended | 12 Months Ended | ||
Mar. 31, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Shares | ||||
Issued (in shares) | 5,016,000 | 5,996,000 | ||
Restricted Stock Awards | ||||
Shares | ||||
Unvested balance, December 31, 2018 (in shares) | 0 | 1,127,000 | 110,000 | |
Issued (in shares) | 982,301 | 982,000 | 0 | 1,064,000 |
Vested (in shares) | (246,000) | (373,000) | (47,000) | |
Cancelled (in shares) | (754,000) | |||
Unvested balance, September 30, 2019 (in shares) | 736,000 | 0 | 1,127,000 | |
Weighted- Average Grant Date Fair Value | ||||
Unvested balance, December 31, 2018 (in USD per share) | $ 0 | $ 1.83 | $ 0.91 | |
Issued (in USD per share) | 9.76 | 0 | 1.88 | |
Vested (in USD per share) | 9.76 | 1.73 | 0.83 | |
Cancelled (in USD per share) | 1.88 | |||
Unvested balance, September 30, 2019 (in USD per share) | $ 9.76 | $ 0 | $ 1.83 |
Stock-Based Compensation - Sc_3
Stock-Based Compensation - Schedule of Restricted Stock Units (Details) - $ / shares | 3 Months Ended | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Shares | ||||
Issued (in shares) | 5,016,000 | 5,996,000 | ||
Restricted Stock Units, Performance RSUs and PSUs | ||||
Shares | ||||
Unvested balance, December 31, 2018 (in shares) | 1,827,000 | 0 | ||
Issued (in shares) | 100,000 | 4,102,000 | 1,830,000 | |
Vested (in shares) | (1,100,000) | 0 | ||
Forfeited (in shares) | (121,000) | (3,000) | ||
Unvested balance, September 30, 2019 (in shares) | 4,708,000 | 4,708,000 | 1,827,000 | 0 |
Weighted- Average Grant Date Fair Value | ||||
Unvested balance, December 31, 2018 (in USD per share) | $ 6.42 | $ 0 | ||
Issued (in USD per share) | 12.49 | 6.40 | ||
Vested (in USD per share) | 7.80 | 0 | ||
Forfeited (in USD per share) | 9.28 | 3.92 | ||
Unvested balance, September 30, 2019 (in USD per share) | $ 11.31 | $ 11.31 | $ 6.42 | $ 0 |
Stock-Based Compensation - Sc_4
Stock-Based Compensation - Schedule of Fair Value Assumptions (Details) | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Stock Options | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Expected term (years) | 6 years 3 months 18 days | ||
Expected volatility rate, minimum | 36.60% | ||
Expected volatility rate, maximum | 38.70% | ||
Expected volatility | 37.10% | ||
Risk free interest rate, minimum | 2.80% | 2.00% | |
Risk free interest rate, maximum | 2.90% | 2.30% | |
Dividend yield | 0.00% | 0.00% | |
Service and Market-Based Options and RSUs | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Expected term (years) | 10 years | ||
Expected volatility rate, minimum | 60.00% | ||
Expected volatility rate, maximum | 64.00% | ||
Expected volatility | 59.00% | ||
Risk-free interest rate | 2.80% | ||
Risk free interest rate, minimum | 2.60% | ||
Risk free interest rate, maximum | 2.90% | ||
Dividend yield | 0.00% | 0.00% | |
Employee Stock | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Expected term (years) | 9 months 7 days | ||
Expected volatility | 50.60% | ||
Risk-free interest rate | 1.90% | ||
Dividend yield | 0.00% | ||
Minimum | Stock Options | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Expected term (years) | 6 years | ||
Minimum | Service and Market-Based Options and RSUs | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Expected term (years) | 9 years 7 months 6 days | ||
Maximum | Stock Options | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Expected term (years) | 6 years 9 months 18 days | ||
Maximum | Service and Market-Based Options and RSUs | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Expected term (years) | 10 years |
Stock-Based Compensation - Summ
Stock-Based Compensation - Summary of Stock-Based Compensation (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2019 | |
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||
Stock-based compensation expense | $ 32,632 | $ 6,332 | $ 2,118 |
Cost of revenue | |||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||
Stock-based compensation expense | 151 | 18 | 0 |
Research and development expenses | |||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||
Stock-based compensation expense | 8,182 | 2,188 | 541 |
Sales and marketing expenses | |||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||
Stock-based compensation expense | 7,659 | 916 | 413 |
General and administrative expenses | |||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||
Stock-based compensation expense | $ 16,640 | $ 3,210 | $ 1,164 |
Income Taxes - Narrative (Deta
Income Taxes - Narrative (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Operating Loss Carryforwards [Line Items] | ||||
Provision for (benefit from) income taxes | $ (1,369) | $ 28 | $ (61) | |
Valuation allowance increase (decrease) | 21,000 | 19,000 | ||
Deferred tax liabilities | 8,101 | 2,773 | 479 | |
Change in valuation allowance | 9,700 | |||
Unrecognized tax benefits | 3,117 | 1,791 | 1,235 | $ 0 |
Maximum | ||||
Operating Loss Carryforwards [Line Items] | ||||
Provision for (benefit from) income taxes | 100 | (100) | ||
Federal | ||||
Operating Loss Carryforwards [Line Items] | ||||
Operating loss carryforwards | 189,284 | 122,824 | 66,906 | |
Tax credit carryforwards | 6,630 | 3,312 | 2,070 | |
Federal | Research Tax Credit Carryforward | ||||
Operating Loss Carryforwards [Line Items] | ||||
Tax credit carryforwards | 6,600 | |||
State | ||||
Operating Loss Carryforwards [Line Items] | ||||
Operating loss carryforwards | 90,300 | |||
Tax credit carryforwards | 4,258 | $ 2,273 | $ 1,292 | |
State | Research Tax Credit Carryforward | ||||
Operating Loss Carryforwards [Line Items] | ||||
Tax credit carryforwards | $ 4,300 |
Income Taxes - Components of In
Income Taxes - Components of Income Tax Expense (Benefit) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | |||
Domestic | $ (56,675) | $ (33,422) | $ (16,939) |
Foreign | 36 | 68 | 20 |
Loss before provision for income taxes | (56,639) | (33,354) | (16,919) |
Current: | |||
U.S. Federal | 0 | 0 | 0 |
State | 20 | 7 | 2 |
Foreign | 7 | 21 | 6 |
Total current | 27 | 28 | 8 |
Deferred: | |||
U.S. Federal | (1,064) | 0 | (61) |
State | (332) | 0 | (8) |
Foreign | 0 | 0 | 0 |
Total deferred | (1,396) | 0 | (69) |
Total provision for (benefit from) income taxes | $ (1,369) | $ 28 | $ (61) |
Income Taxes - Effective Income
Income Taxes - Effective Income Tax Rate Reconciliation (Details) | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | |||
Expected income tax benefit at the federal statutory rate | 21.00% | 21.00% | 34.00% |
State taxes, net of federal benefit | (0.06%) | (0.01%) | 0.04% |
Foreign losses taxed at different rates | (0.01%) | (0.11%) | 0.00% |
Research and development credit, net | 4.39% | 2.79% | 3.56% |
Tax Cuts and Jobs Act revaluation | 0.00% | 0.00% | (57.00%) |
Non-deductible items | (0.97%) | (0.53%) | (1.15%) |
Stock-based compensation | 12.00% | 2.59% | 1.90% |
Other | 0.03% | 0.76% | (0.85%) |
Release of valuation allowance due to acquisition | 2.47% | 0.00% | 0.00% |
Change in valuation allowance | (36.43%) | (26.57%) | 19.86% |
Total | 2.42% | (0.08%) | 0.36% |
Income Taxes - Schedule of Defe
Income Taxes - Schedule of Deferred Tax Assets and Deferred Tax Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 |
Deferred tax assets: | |||
Federal and state net operating loss carryforwards | $ 45,193 | $ 31,508 | $ 15,307 |
Research and development tax credits | 7,771 | 3,794 | 2,127 |
Stock-based compensation | 8,434 | 2,055 | 585 |
Accruals and reserves | 1,270 | 1,009 | 405 |
Deferred revenue | 4,127 | 2,487 | 1,286 |
Other | 573 | 230 | 71 |
Gross deferred tax assets | 67,368 | 41,083 | 19,781 |
Valuation allowance | (59,267) | (38,310) | (19,302) |
Net deferred tax assets | 8,101 | 2,773 | 479 |
Deferred tax liabilities: | |||
Property and equipment | (2,450) | (1,313) | (436) |
Acquired intangible assets | (4,119) | (1,460) | (43) |
Prepaid insurance and deferred commissions | (1,532) | 0 | 0 |
Net deferred tax liabilities | (8,101) | (2,773) | (479) |
Net deferred tax assets | $ 0 | $ 0 | $ 0 |
Income Taxes - Schedule of Net
Income Taxes - Schedule of Net Operating Losses (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 |
Operating Loss Carryforwards [Line Items] | |||
Total | $ 290,492 | $ 192,154 | $ 84,808 |
Federal | |||
Operating Loss Carryforwards [Line Items] | |||
Operating loss carryforwards | 189,284 | 122,824 | 66,906 |
Tax credit carryforwards | 6,630 | 3,312 | 2,070 |
California | |||
Operating Loss Carryforwards [Line Items] | |||
Operating loss carryforwards | 9,512 | 6,251 | 3,144 |
Other States | |||
Operating Loss Carryforwards [Line Items] | |||
Operating loss carryforwards | 80,808 | 57,494 | 11,396 |
State | |||
Operating Loss Carryforwards [Line Items] | |||
Operating loss carryforwards | 90,300 | ||
Tax credit carryforwards | $ 4,258 | $ 2,273 | $ 1,292 |
Income Taxes - Unrecognized Tax
Income Taxes - Unrecognized Tax Benefits (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] | |||
Unrecognized benefit—beginning of year | $ 1,791 | $ 1,235 | $ 0 |
Gross increases—current year tax positions | 1,326 | 556 | 337 |
Gross increases—prior year tax positions | 0 | 0 | 898 |
Decreases—prior year tax positions | 0 | 0 | 0 |
Unrecognized benefit—end of year | $ 3,117 | $ 1,791 | $ 1,235 |
Net Loss Per Share Attributab_3
Net Loss Per Share Attributable to Common Stockholders - Schedule of Net Loss Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Earnings Per Share [Abstract] | |||
Net loss | $ (55,270) | $ (33,382) | $ (16,858) |
Accretion of redeemable convertible preferred stock | (96) | (162) | (143) |
Net loss attributable to common stockholders | $ (55,366) | $ (33,544) | $ (17,001) |
Weighted-average shares used in computing net loss per share attributable to common stockholders, basic and diluted (in shares) | 50,930 | 16,573 | 14,442 |
Net loss per share attributable to common stockholders, basic and diluted (in dollars per share) | $ (1.09) | $ (2.02) | $ (1.18) |
Net Loss Per Share Attributab_4
Net Loss Per Share Attributable to Common Stockholders - Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share (Details) - shares | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Potential outstanding shares of common stock excluded from computation of diluted net loss per share attributable to common stockholders (in shares) | 20,236,000 | 76,971,000 | 63,500,000 |
Redeemable convertible preferred stock | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Potential outstanding shares of common stock excluded from computation of diluted net loss per share attributable to common stockholders (in shares) | 0 | 58,615,000 | 45,960,000 |
Stock options | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Potential outstanding shares of common stock excluded from computation of diluted net loss per share attributable to common stockholders (in shares) | 14,020,000 | 17,571,000 | 15,628,000 |
Restricted stock awards subject to repurchase | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Potential outstanding shares of common stock excluded from computation of diluted net loss per share attributable to common stockholders (in shares) | 736,000 | 0 | 1,127,000 |
Common stock warrants | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Potential outstanding shares of common stock excluded from computation of diluted net loss per share attributable to common stockholders (in shares) | 695,000 | 785,000 | 785,000 |
Restricted Stock Units (RSUs) | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Potential outstanding shares of common stock excluded from computation of diluted net loss per share attributable to common stockholders (in shares) | 4,708,000 | 0 | 0 |
ESPP obligations | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Potential outstanding shares of common stock excluded from computation of diluted net loss per share attributable to common stockholders (in shares) | 77,000 | 0 | 0 |
Performance-Based RSUs | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Potential outstanding shares of common stock excluded from computation of diluted net loss per share attributable to common stockholders (in shares) | 1,826,667 |
Segment Information (Details)
Segment Information (Details) | 12 Months Ended |
Dec. 31, 2019segment | |
Segment Reporting [Abstract] | |
Number of operating segments | 1 |
Related Party Transactions (Det
Related Party Transactions (Details) - USD ($) | 3 Months Ended | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2014 | |
Shared Service Fee | ||||
Related Party Transaction [Line Items] | ||||
Related party fees | $ 100,000 | $ 300,000 | ||
Salary Under Employment Agreement | ||||
Related Party Transaction [Line Items] | ||||
Related party fees | $ 0 | $ 100,000 | $ 200,000 | |
Shareholder | Sublease Agreement | ||||
Related Party Transaction [Line Items] | ||||
Sublease term | 5 years |
Employee Benefits (Details)
Employee Benefits (Details) - USD ($) | 3 Months Ended | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2017 | |
Retirement Benefits [Abstract] | |||
Discretionary contributions | $ 0 | $ 0 | |
Plan expenses | $ 900,000 |
Subsequent Events - Narrative (
Subsequent Events - Narrative (Details) - shares | 1 Months Ended | 12 Months Ended | |||
Jan. 31, 2020 | Jan. 31, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Restricted Stock Awards | |||||
Subsequent Event [Line Items] | |||||
Vested (in shares) | 246,000 | 373,000 | 47,000 | ||
Restricted Stock Awards | Subsequent Event | |||||
Subsequent Event [Line Items] | |||||
Number of awards granted (in shares) | 589,323 | ||||
Restricted Stock Units (RSUs) | |||||
Subsequent Event [Line Items] | |||||
Vested (in shares) | 491,151 | ||||
Restricted Stock Units (RSUs) | Subsequent Event | |||||
Subsequent Event [Line Items] | |||||
Vested (in shares) | 820,332 |