Waitr (ASAPQ) 10-K 16 Mar 20 2019 FY Annual report Financial data

Document And Entity Information

Document And Entity Information - USD ($)	12 Months Ended
	Dec. 31, 2019	Mar. 06, 2020	Jun. 28, 2019
Cover [Abstract]
Document Type	10-K
Amendment Flag	false
Document Period End Date	Dec. 31, 2019
Document Fiscal Year Focus	2019
Document Fiscal Period Focus	FY
Entity Registrant Name	WAITR HOLDINGS INC.
Entity Central Index Key	0001653247
Current Fiscal Year End Date	--12-31
Entity Well-known Seasoned Issuer	No
Entity Voluntary Filers	No
Entity Current Reporting Status	Yes
Entity Shell Company	false
Entity Filer Category	Accelerated Filer
Entity Emerging Growth Company	true
Entity Small Business	true
Entity Ex Transition Period	false
Entity Public Float			$ 482,344,731
Trading Symbol	WTRH
Entity Common Stock, Shares Outstanding		76,598,143
Entity File Number	001-37788
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	26-3828008
Entity Address, Address Line One	214 Jefferson Street
Entity Address, Address Line Two	Suite 200
Entity Address, City or Town	Lafayette
Entity Address, State or Province	LA
Entity Address, Postal Zip Code	70501
City Area Code	337
Local Phone Number	534-6881
Entity Interactive Data Current	Yes
Title of 12(b) Security	Common Stock, Par Value $0.0001 Per Share
Security Exchange Name	NASDAQ
Document Annual Report	true
Document Transition Report	false
Documents Incorporated by Reference	Certain information required to be disclosed in Part III of this report is incorporated by reference from the registrant’s definitive proxy statement or an amendment to this report, which will be filed with the SEC not later than 120 days after the end of the fiscal year covered by this report.

CONSOLIDATED BALANCE SHEETS

CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands	Dec. 31, 2019	Dec. 31, 2018
CURRENT ASSETS
Cash	$ 29,317	$ 209,340
Accounts receivable, net	3,272	3,687
Capitalized contract costs, current	199	1,869
Prepaid expenses and other current assets	8,329	4,548
TOTAL CURRENT ASSETS	41,117	219,444
Property and equipment, net	4,072	4,551
Capitalized contract costs, noncurrent	772	827
Goodwill	106,734	1,408
Intangible assets, net	25,761	261
Other noncurrent assets	517	61
TOTAL ASSETS	178,973	226,552
CURRENT LIABILITIES
Accounts payable	4,384	1,827
Restaurant food liability	5,612	208
Accrued payroll	5,285	3,055
Short-term loans	3,612	658
Deferred revenue, current	414	3,314
Income tax payable	51	25
Other current liabilities	12,630	4,508
TOTAL CURRENT LIABILITIES	31,988	13,595
Long-term debt	123,244	80,985
Accrued workers’ compensation liability	463	908
Deferred revenue, noncurrent	45	1,356
Other noncurrent liabilities	325	217
TOTAL LIABILITIES	156,065	97,061
Commitment and contingencies (Note 13)	0	0
STOCKHOLDERS’ EQUITY:
Common stock, $0.0001 par value; 249,000,000 shares authorized and 76,579,175 and 54,035,538 shares issued and outstanding at December 31, 2019 and December 31, 2018, respectively	8	5
Additional paid in capital	385,137	200,417
Accumulated deficit	(362,237)	(70,931)
TOTAL STOCKHOLDERS’ EQUITY	22,908	129,491
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY	$ 178,973	$ 226,552

CONSOLIDATED BALANCE SHEETS (Pa

CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares	Dec. 31, 2019	Dec. 31, 2018
Statement Of Financial Position [Abstract]
Common stock, par value	$ 0.0001	$ 0.0001
Common stock, shares authorized	249,000,000	249,000,000
Common stock, shares issued	76,579,175	54,035,538
Common stock, shares outstanding	76,579,175	54,035,538

CONSOLIDATED STATEMENTS OF OPER

CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017
Income Statement [Abstract]
REVENUE	$ 191,675	$ 69,273	$ 22,911
COSTS AND EXPENSES:
Operations and support	147,759	51,428	20,970
Sales and marketing	52,370	15,695	5,661
Research and development	7,718	3,913	1,586
General and administrative	56,862	31,148	9,437
Depreciation and amortization	15,774	1,223	723
Goodwill impairment	119,212	0	0
Intangible and other asset impairments	73,251	0	584
Loss on disposal of assets	36	9	33
TOTAL COSTS AND EXPENSES	472,982	103,416	38,994
LOSS FROM OPERATIONS	(281,307)	(34,143)	(16,083)
OTHER EXPENSES (INCOME) AND LOSSES (GAINS), NET
Interest expense	9,408	1,822	283
Interest income	(1,037)	(406)	(2)
(Gain) loss on derivatives		(337)	52
(Gain) loss on debt extinguishment	0	(486)	10,537
Other expenses (income)	1,547	2	(52)
NET LOSS BEFORE INCOME TAXES	(291,225)	(34,738)	(26,901)
Income tax expense (benefit)	81	(427)	6
NET LOSS	$ (291,306)	$ (34,311)	$ (26,907)
LOSS PER SHARE:
Basic and diluted	$ (4)	$ (2.18)	$ (2.69)
Weighted average common shares outstanding – basic and diluted	72,404,020	15,745,065	9,995,031

CONSOLIDATED STATEMENTS OF STOC

CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (DEFICIT) - USD ($) $ in Thousands	Total	Preferred Seed I	Preferred Seed II	Preferred Seed AA	Common Stock	Additional Paid-in Capital	Accumulated Deficit
Balances at Dec. 31, 2016	$ 6,383					$ 16,096	$ (9,713)
Balance (Shares) at Dec. 31, 2016		3,413,235	3,301,326	5,131,956	9,688,630
Net loss	(26,907)						(26,907)
Stock-based compensation	1,199					1,199
Equity issued in exchange for services	120					120
Equity issued in exchange for services (in shares)					262,964
Exercise of stock options	5					5
Exercise of stock options (in shares)					98,586
Issuance of stock	7,224					7,224
Issuance of stock (in shares)				2,100,528
Debt premium recorded to equity	10,444					10,444
Conversion of convertible notes to Preferred Seed AA stock	22					22
Conversion of convertible notes to Preferred Seed AA stock (in shares)				32,005
Balances at Dec. 31, 2017	(1,510)					35,110	(36,620)
Balance (Shares) at Dec. 31, 2017		3,413,235	3,301,326	7,264,489	10,050,180
Net loss	(34,311)						(34,311)
Vested Waitr options exchanged for common stock ( in shares)					3,018,553
Line of Credit Warrant exercises	380					380
Line of credit warrant exercises (in shares)					37,735
Waitr warrants exchanged for common stock (in shares)					405,884
Conversion of Waitr preferred stock to common stock (in shares)		(3,413,235)	(3,301,326)	(7,264,489)	13,979,050
Warrants issued in connection with Luxor term loan	1,569					1,569
Conversion of convertible notes to common stock	5,360					5,360
Conversion of convertible notes to common stock (in shares)					2,062,354
Waitr shares exchanged for cash	(71,683)					(71,683)
Waitr shares exchanged for cash (in shares)					(7,168,303)
Merger recapitalization (see Note 4)	214,858				$ 5	214,853
Merger recapitalization (see Note 4) (in shares)					31,203,841
Stock-based compensation	9,580					9,580
Equity issued in exchange for services	120					120
Exercise of stock options	97					97
Exercise of stock options (in shares)					562,028
Stock issued as consideration in GoGoGrocer asset acquisition	142					142
Stock issued as consideration in GoGoGrocer asset acquisition (in shares)					16,311
Cancellation of stock (in shares)					(132,095)
Equity compensation on Requested Amendment	3,359					3,359
Discount on convertible notes due to beneficial conversion feature	1,530					1,530
Balances at Dec. 31, 2018	129,491				$ 5	200,417	(70,931)
Balance (Shares) at Dec. 31, 2018					54,035,538
Net loss	(291,306)						(291,306)
Gain on debt extinguishment	1,897					1,897
Exercise of stock options and vesting of restricted stock units	4					4
Exercise of stock options and vesting of restricted stock units (in shares)					496,654
Taxes paid related to net settlement on stock-based compensation	(811)					(811)
Taxes paid related to net settlement on stock-based compensation (in shares)					(121,874)
Stock-based compensation	7,238					7,238
Equity issued in exchange for services	120					120
Issuance of common stock in connection with Additional Term Loans	3,884					3,884
Issuance of common stock in connection with Additional Term Loans (in shares)					325,000
Public Warrants exchanged for common stock	(609)				$ 1	(610)
Public Warrants exchanged for common stock (in shares)					4,494,889
Stock issued as consideration in Bite Squad Merger	126,574				$ 1	126,573
Stock issued as consideration in Bite Squad Merger (in shares)					10,591,968
Issuance of stock	46,426				$ 1	46,425
Issuance of stock (in shares)					6,757,000
Balances at Dec. 31, 2019	$ 22,908				$ 8	$ 385,137	$ (362,237)
Balance (Shares) at Dec. 31, 2019					76,579,175

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	$ (291,306)	$ (34,311)	$ (26,907)
Adjustments to reconcile net loss to net cash used in operating activities:
Non-cash interest expense	5,674	1,206	125
Non-cash advertising expense	397	603	0
Stock-based compensation	7,238	12,939	1,199
Equity issued in exchange for services	120	120	120
Loss on disposal of assets	36	9	33
Depreciation and amortization	15,774	1,223	723
Goodwill impairment	119,212	0	0
Intangible and other asset impairments	73,251	0	584
Amortization of capitalized contract costs	1,637	1,513	589
(Gain) loss on derivatives	0	(337)	52
(Gain) loss on debt extinguishment	0	(486)	10,537
Other non-cash (income) expense	(68)	75	0
Changes in assets and liabilities:
Accounts receivable	2,143	(1,563)	(1,362)
Capitalized contract costs	(4,579)	(2,785)	(1,498)
Prepaid expenses and other current assets	(2,676)	(3,789)	(324)
Accounts payable	1,604	1,580	188
Restaurant food liability	4,475	170	38
Deferred revenue	(4,210)	2,312	1,449
Income tax payable	26	(427)	1
Accrued payroll	1,104	2,105	638
Accrued workers’ compensation liability	(446)	(342)	1,250
Other current liabilities	(3,012)	4,213	154
Other noncurrent liabilities	129	130	0
Net cash used in operating activities	(73,477)	(15,842)	(12,411)
Cash flows from investing activities:
Purchases of property and equipment	(1,636)	(3,750)	(1,769)
Other acquisitions	(695)	(11)	0
Collections on notes receivable	94	0	0
Internally developed software	(1,805)	0	(105)
Proceeds from sale of property and equipment	34	0	0
Net cash used in investing activities	(196,576)	(3,761)	(1,874)
Cash flows from financing activities:
Proceeds from line of credit	0	5,000	0
Payments on line of credit	0	(5,000)	0
Proceeds from convertible notes issuance	0	1,470	7,684
Repayment of Series 2017 and Series 2018 notes	0	(3,207)	0
Cash received from Landcadia Holdings	0	215,331	0
Waitr shares redeemed for cash	(10)	(71,683)	0
Proceeds from issuance of stock	50,002	0	7,224
Equity issuance costs	(4,179)	0	0
Proceeds from Notes and Term Loans	42,080	85,000	0
Debt issuance costs	0	(3,050)	0
Proceeds from warrant exercises	0	380	0
Proceeds from short-term loans	7,875	2,172	0
Payments on short-term loans	(4,931)	(1,514)	0
Proceeds from exercise of stock options	4	97	5
Taxes paid related to net settlement on stock-based compensation	(811)	0	0
Other proceeds from financing activities	0	0	34
Net cash provided by financing activities	90,030	224,996	14,947
Net change in cash	(180,023)	205,393	662
Cash, beginning of period	209,340	3,947	3,285
Cash, end of period	29,317	209,340	3,947
Supplemental disclosures of cash flow information:
Cash paid during the period for state income taxes	74	31	5
Cash earned during the period for interest	969	406	2
Cash paid during the period for interest	3,734	616	158
Supplemental disclosures of non-cash investing and financing activities:
Stock issued as consideration for acquisition	126,574
Stock issued in connection with Additional Term Loans	3,884	0	0
Non-cash gain on debt extinguishment	1,897	0	0
Seller-financed payables related to other acquisitions	868	0	0
Non-cash investments in other acquisitions	868	142	0
Bifurcated embedded derivatives	0	87	0
Discount on convertible notes due to beneficial conversion feature	0	1,530	0
Premium on convertible notes	0	0	10,444
Warrants issued	0	1,612	0
Conversion of convertible notes to preferred stock	0	8,681	22
Indie Plate Limited Liability Company
Supplemental disclosures of non-cash investing and financing activities:
Debt assumed in IndiePlate asset acquisition	0	60	0
BiteSquad.com, LLC
Cash flows from operating activities:
Net loss	213,497
Cash flows from investing activities:
Acquisition of Bite Squad, net of cash acquired	(192,568)	0	0
Supplemental disclosures of non-cash investing and financing activities:
Stock issued as consideration for acquisition	$ 126,574	$ 0	$ 0

Organization

Organization	12 Months Ended
	Dec. 31, 2019
Organization Consolidation And Presentation Of Financial Statements [Abstract]
Organization	1. Organization Waitr Holdings Inc., a Delaware corporation, together with its wholly-owned subsidiaries (the “Company,” “Waitr,” “we,” “us” and “our”), operates an online food ordering and delivery platform, connecting restaurants and diners in cities across the United States. On January 17, 2019, Waitr acquired BiteSquad.com, LLC (“Bite Squad”), which also operates an online food ordering and delivery platform. The Company connects diners and restaurants via Waitr’s website and mobile application (the “Waitr Platform”) and Bite Squad’s website and mobile application (the “Bite Squad Platform” and together with the Waitr Platform, the “Platforms”). The Company’s Platforms allow consumers to browse local restaurants and menus, track order and delivery status, and securely store previous orders for ease of use and convenience. Restaurants benefit from the online Platforms through increased exposure to consumers for expanded business in the delivery market and carryout sales.

Basis of Presentation and Summa

Basis of Presentation and Summary of Significant Accounting Policies	12 Months Ended
	Dec. 31, 2019
Accounting Policies [Abstract]
Basis of Presentation and Summary of Significant Accounting Policies	2. Basis of Presentation and Summary of Significant Accounting Policies Basis of Presentation The consolidated financial statements and accompanying notes have been prepared in accordance with generally accepted accounting principles in the United States of America (“GAAP”) and in accordance with the rules and regulations of the United States Securities and Exchange Commission (“SEC”). Principles of Consolidation The accompanying consolidated financial statements include the accounts of the Company and all wholly-owned subsidiaries. Intercompany transactions and balances have been eliminated upon consolidation. Reclassifications Certain prior period amounts included in the consolidated statements of operations have been reclassified to conform to the current period’s presentation. The Company has revised the classification of certain employee-related wages and payroll taxes associated with such wages for the year ended December 31, 2017 to better align the statement of operations line items with departmental responsibilities and management of operations. These reclassifications had no effect on the Company’s reported total costs and expenses, loss from operations, net loss or loss per share for the year ended December 31, 2017. The table below summarizes the financial statement line items impacted by these reclassifications (in thousands): Year Ended December 31, 2017 As Previously Reported Reclassification As Reclassified Operations and support expenses $ 17,668 $ 3,302 $ 20,970 Sales and marketing expenses 5,617 44 5,661 General and administrative expenses 12,601 (3,164 ) 9,437 Related party expenses 182 (182 ) — Certain prior period amounts included in the consolidated balance sheets, consolidated statements of cash flows and accompanying notes to the financial statements have been reclassified to conform to the current period’s presentation. Restaurant Food Liability All transactions processed through the Bite Squad Platform and certain transactions processed through the Waitr Platform result in the Company receiving all of the transaction proceeds. The Company records as a restaurant food liability the net balance owed to the restaurant, after deducting the commissions and other fees charged to the restaurant. Our restaurant food liability as of December 31, 2018 has been reclassified from other current liabilities to a separate line on the consolidated balance sheet to conform to the current period’s presentation. The Company remits payments to the restaurants twice a month, generally on the 1 st th Use of Estimates The preparation of the consolidated financial statements in accordance with GAAP requires the Company to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. Significant estimates and judgments relied upon in preparing these consolidated financial statements affect the following items: • determination of the nature and timing of satisfaction of revenue-generating performance obligations and the standalone selling price of performance obligations; • variable consideration; • other obligations such as product returns and refunds; • allowance for doubtful accounts and chargebacks; • incurred loss estimates under our insurance policies with large deductibles or retention levels; • income taxes; • useful lives of tangible and intangible assets; • depreciation and amortization; • equity compensation; • contingencies; • goodwill and other intangible assets, including the recoverability of intangible assets with finite lives and other long-lived assets; • impairments; and • fair value of assets acquired and liabilities assumed as part of a business combination. The Company regularly assesses these estimates and records changes to estimates in the period in which they become known. The Company bases its estimates on historical experience and various other assumptions believed to be reasonable under the circumstances. Changes in the economic environment, financial markets, and any other parameters used in determining these estimates could cause actual results to differ from those estimates. Liquidity and Capital Resources The accompanying consolidated financial statements were prepared on a going concern basis, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. December 31, December 31, 2019 2018 Working capital $ 9,129 $ 205,849 Liquid assets 29,317 209,340 During the second half of 2019 and through the first quarter of 2020, management has implemented plans to improve the liquidity of the Company, including several initiatives to realize synergies from the Bite Squad Merger and to align the combined Company’s cost structure. These initiatives included staff reductions in November 2019 and January 2020 and the consolidation of operations, support and sales and marketing functions, as well as the integration of five markets in which Waitr and Bite Squad operations overlapped. Additionally, the Company initiated modifications to its fee structure in July 2019 with a majority of restaurants on the Waitr Platform, which became effective in August 2019, and in January 2020, with the majority of the remaining restaurants on its Platforms, which became effective throughout February 2020. Further, in December 2019 and January 2020, the Company closed approximately 60 unprofitable, non-core markets. The combination of these initiatives has reduced the Company’s overall cost structure and resulted in improved revenue per order and cash flow through February 2020. As of January 31 and February 29, 2020, cash on hand was approximately $30,300 and $29,900, respectively. Additionally, as of March 13, 2020, cash on hand was approximately $30,500, essentially flat relative to December 2019. Management is in the process of implementing additional initiatives, with a focus on continued improvements to revenue per order, costs per order, cash flow, profitability and liquidity. These initiatives include, among other things, new and enhanced service offerings to restaurant partners (such as priority placement, payment processing and consumer marketing), a continued focus on increasing restaurant supply on the Platforms, as well as an initiative to change to a contract labor model for delivery drivers, the implementation of which is expected to be completed early in the second quarter of 2020. We currently expect that our cash on hand and estimated cash flow from operations will be sufficient to meet our working capital needs beyond twelve months, however, there can be no assurance that we will generate cash flow at the levels we anticipate. We continually evaluate additional opportunities to strengthen our liquidity position, fund growth initiatives and/or combine with other businesses by issuing equity or equity-linked securities (in public or private offerings) and/or incurring additional debt. However, market conditions, our future financial performance or other factors may make it difficult or impossible for us to access sources of capital, on favorable terms or at all, should we determine in the future to raise additional funds. Business Combinations The Company accounts for business combinations under the acquisition method of accounting, in accordance with Accounting Standards Codification (“ASC”) Topic 805, Business Combinations Cash Cash consists of demand deposits with financial institutions, as well as cash owed to restaurants on the Platforms. The Company has compensating balance arrangements with its financial institutions related to the Company’s corporate credit card program and a letter of credit. As of December 31, 2019, cash supporting an outstanding letter of credit was $3,191 and cash supporting the Company’s credit card program was $257. Certain restaurants on the Platforms elect to receive their portion of payments collected through the Company’s Platforms less frequently than daily. Upon receipt of the restaurants’ cash, the Company records an offsetting liability. As of December 31, 2019, our restaurant liability was $5,612. The Company regularly maintains cash in excess of federally insured limits at financial institutions. The Company makes such deposits with entities it believes are of high credit quality and has not incurred any losses related to these balances. Management believes its credit risk, with respect to these financial institutions, to be minimal. Accounts Receivable and Allowance for Doubtful Accounts and Chargebacks Accounts receivable is comprised of setup and integration fees due from restaurants and credit card receivables due from the credit card processor. Credit card payments on orders made through the Platforms are generally remitted to the Company three business days after the transaction resulting from the sale and delivery of food. Accounts receivable are stated net of an allowance for doubtful accounts, determined by management through an evaluation of specific accounts, considering historical experience, aging of accounts receivable, and information regarding the creditworthiness of the customers. When it becomes probable that the receivable will not be collected, the balance is written off. The Company performs periodic credit evaluations of the financial condition of customers, monitors collections and payments from customers, and generally does not require collateral. Additionally, the Company is liable for uncollected credit card receivables (or “chargebacks”), including fraudulent orders, when a consumer’s card is authorized but fails to process and for other unpaid credit card receivables. Chargebacks are recorded as a reduction of the revenue recorded for the transaction. Property and Equipment, net Property and equipment, net is stated at cost less accumulated depreciation. Depreciation is computed using the straight-line method over the estimated useful lives of the assets. Useful lives of each asset class are as follows: Equipment 3 years Furniture 5 years Leasehold improvements 7 years Maintenance and repair costs are expensed as incurred. Major improvements, which extend the useful life of the related asset, are capitalized. When these assets are sold or otherwise disposed of, the asset and related depreciation are relieved and any gain or loss is included in the consolidated statements of operations for the period of sale or disposal. Intangible Assets Internally Developed Software The Company incurs expenses associated with software development, which includes wages, employee benefits, and other compensation-related expenses. Additionally, the Company may periodically incur third-party development and programming costs. Costs of Software to Be Sold, Leased, or Marketed The Company accounts for costs incurred to develop its externally-marketed platform in accordance with ASC Topic 985-20 , Software — Costs of Software to Be Sold, Leased, or Marketed Internal Use Software The Company also capitalizes costs to develop or purchase internal-use software in accordance with ASC Topic 350-40, Intangibles, Goodwill and Other — Internal-Use Software Impairment of Long-Lived and Other Intangible Assets The Company reviews the recoverability of its long-lived assets, including acquired technology, capitalized software costs, and property and equipment, when events or changes in circumstances occur that indicate that the carrying value of the asset may not be recoverable. Recoverability of finite and other long-lived assets is measured by comparing the carrying amount of an asset group to the future undiscounted net cash flows expected to be generated by that asset group. The Company groups assets for purposes of such review at the lowest level for which identifiable cash flows of the asset group are largely independent of the cash flows of the other groups of assets and liabilities. The amount of impairment to be recognized for finite and indefinite-lived intangible assets and other long-lived assets is calculated as the difference between the carrying value and the fair value of the asset group, generally measured by discounting estimated future cash flows based in part on financial results and the Company’s expectation of future performance. Goodwill Goodwill represents the excess purchase price over tangible and intangible assets acquired, less liabilities assumed arising from business combinations. The Company conducts its goodwill impairment test annually in October or more frequently if indicators of impairment exist. When performing the annual impairment test, the Company has the option of performing a qualitative or quantitative assessment to determine if an impairment has occurred. If a qualitative assessment indicates that it is more likely than not that the fair value of a reporting unit is less than its carrying amount, the Company would be required to perform a quantitative impairment two-step test for goodwill. In the first step, the fair value of each reporting unit is determined and compared to the reporting unit’s carrying value, including goodwill. If the fair value of a reporting unit is less than its carrying value, the second step of the goodwill impairment test is performed to measure the amount of impairment, if any. In the second step, the fair value of the reporting unit is allocated to the assets and liabilities of the reporting unit as if it had been acquired in a business combination and the purchase price was equivalent to the fair value of the reporting unit. The excess of the fair value of the reporting unit over the amounts assigned to its assets and liabilities is referred to as the implied fair value of goodwill. If the implied fair value of goodwill at the reporting unit level is less than its carrying value, an impairment loss is recorded to the extent that the implied fair value of goodwill at the reporting unit is less than its carrying value. Leases The Company accounts for leases under the provisions of ASC Topic 840, Leases The Company’s lease agreements provide for rental payments that increase on an annual basis. The Company recognizes rent expense on operating leases on a straight-line basis over the non-cancellable lease term. Operating leases with landlord-funded leasehold improvements are considered tenant allowances and are amortized as a reduction of rent expense over the non-cancellable lease term. Deferred rent liability, which is calculated as the difference between contractual lease payments and the rent expense, is recorded in other noncurrent liabilities in the consolidated balance sheets. Stock-Based Compensation The Company measures compensation expense for all stock-based awards, including stock options, restricted stock units and restricted stock awards, in accordance with ASC Topic 718, Compensation — Stock Compensation The Company uses an option-pricing model to determine the fair value of stock options. Determining the fair value of stock-based awards at the grant date requires judgment. The determination of the grant date fair value of options using an option-pricing model is affected by the Company’s estimated common stock value, as well as assumptions regarding a number of other complex and subjective variables. These assumptions include: Risk-free rate: Risk-free interest rates are derived from U.S. Treasury securities as of the option grant date. Volatility: Volatility of the Company’s stock price is estimated based on a combination of published historical volatilities of comparable publicly traded companies. Expected term: The expected term calculation for option awards considers a combination of the Company’s historical and estimated future exercise behavior. Forfeiture rate: The Company elects to recognize actual forfeitures of stock-based awards as they occur in accordance with Accounting Standards Update (“ASU”) No. 2016-09, . If any of the assumptions used in the option-pricing model change significantly, stock-based compensation for future awards may differ materially compared to the awards granted. The expense resulting from stock-based payments is recorded as expense in the accompanying consolidated statements of operations based on the relevant headcount. Debt Issuance Costs The Company incurs debt issuance costs in connection with its debt facilities and related amendments. Amounts paid directly to lenders are classified as issuance costs and are recorded as a reduction of the carrying value of the debt. Debt issuance costs are amortized using the effective interest rate method to interest expense on the Company’s consolidated statements of operations. See Note 9 – Debt Convertible Notes The Company accounts for convertible notes in accordance with ASC Topic 470-20, Debt with Conversion and Other Options Interest Embedded Derivatives ASC Topic 815-15 , Embedded Derivatives Beneficial Conversion Feature If the amount allocated to the convertible notes results in an effective per share conversion price that is less than the fair value of the Company’s common stock on the commitment date, the intrinsic value of this beneficial conversion feature is recorded as a discount to the convertible notes, with a corresponding increase to additional paid in capital. The beneficial conversion feature discount is equal to the difference between the effective conversion price and the fair value of the Company’s common stock at the commitment date, unless limited by the remaining proceeds allocated to the convertible notes. Equity-Based Payments to Non-Employees Under the provisions of ASC Topic 505-50, Equity-Based Payments to Non-Employees, Earnings per Common Share Under GAAP, certain instruments granted in stock-based payment transactions are considered participating securities prior to vesting and are therefore required to be included in the earnings allocation in calculating earnings per share under the two-class method. Companies are required to treat unvested stock-based payment awards with a right to receive non-forfeitable dividends as a separate class of securities in calculating earnings per share, except in cases where the effect of the inclusion of the participating securities would be antidilutive. Fair Value Measurements The Company records the fair value of assets and liabilities in accordance with ASC Topic 820, Fair Value Measurement In addition to defining fair value, ASC 820 expands the disclosure requirements around fair value and establishes a fair value hierarchy for valuation inputs. The hierarchy prioritizes the inputs into three levels based on the extent to which inputs used in measuring fair value are observable in the market. Each fair value measurement is reported in one of the three levels, which is determined by the lowest level input that is significant to the fair value measurement in its entirety. These levels are: Level 1 — Quoted prices (unadjusted) in active markets for identical assets or liabilities. Level 2 — Quoted prices for similar assets and liabilities in active markets or inputs that are observable for the asset or liability, either directly or indirectly through market corroboration, for substantially the full term of the financial instrument. Level 3 — Unobservable inputs reflecting the Company’s own assumptions about the inputs used in pricing the asset or liability at fair value. Concentration of Credit Risk Financial instruments that potentially subject the Company to concentration of credit risk consist primarily of accounts receivable. From time to time, the Company assesses the credit worthiness of its payment processing service provider and restaurants on the Platforms. Credit risk on accounts receivable is minimized through use of a reputable payment processing service provider as well as a diverse group of restaurants dispersed across several geographic areas. The Company has not experienced material losses related to receivables from individual restaurants or groups of restaurants and is not expecting a change from this historical norm, as current economic conditions are relatively stable. Additionally, the Company regularly maintains cash in excess of federally insured limits at financial institutions. The Company makes such deposits with entities it believes are of high credit quality and has not incurred any losses related to these balances. Management believes its credit risk, with respect to these financial institutions, to be minimal. Segments The Company operates in a single segment. Operating segments are identified as components of an enterprise about which separate discrete financial information is available for evaluation by the chief operating decision maker (“CODM”) in making decisions regarding resource allocation and assessing performance. The Company has determined that its Chief Executive Officer is the CODM. To date, the Company’s CODM has made such decisions and assessed performance at the Company-level. Revenue The Company generates revenue (“transaction fees”) primarily when diners place an order on one of the Platforms. In the case of diner subscription fees for unlimited delivery, revenue is recognized when payment for the monthly subscription is received. Revenue consists of the following for the periods indicated (in thousands): Years Ended December 31, 2019 2018 2017 Transaction fees $ 186,189 $ 65,930 $ 21,406 Setup and integration fees 5,270 2,882 1,214 Other 216 461 291 Total Revenue $ 191,675 $ 69,273 $ 22,911 Transaction fees represent the revenue recognized from the Company’s obligation to process orders on the Platforms. The performance obligation is satisfied when the Company successfully processes an order placed on one of the Platforms and the restaurant receives the order at their location. The obligation to process orders on the Platforms represents a series of distinct performance obligations satisfied over time that the Company combines into a single performance obligation. Consistent with the recognition objective in ASC Topic 606, Revenue from Contracts with Customers During the periods presented in this Annual Report on Form 10-K the Company has received non-refundable upfront setup and integration fees for onboarding certain restaurants. Setup and integration activities primarily represent administrative activities that allowed the Company to fulfill future performance obligations for these restaurants and do not represent services transferred to the restaurant. However, the non-refundable upfront setup and integration fees charged to restaurants resulted in a performance obligation in the form of a material right related to the restaurant’s option to renew the contract each day rather than provide a notice of termination. Upfront non-refundable fees were generally due shortly after the contract was executed; however, the Company could provide installment payment options for up to six months. Revenue related to setup and integration fees has historically been recognized ratably over a two-year period. In July 2019, the Company modified its fee structure with a majority of restaurants on the Waitr Platform. The new, modified fee structure was performance-based and tiered such that restaurants with higher sales through the Waitr Platform were subject to a rate at the lower end of the range, whereas restaurants with lower sales through the Waitr Platform were subject to a rate at the upper end of the range. The performance-based fees became effective for August 2019, upon acceptance of the new agreements by the restaurants. Approximately 22% of the restaurants on the Waitr Platform did not accept the new agreements, resulting in the termination of their contracts (Bite Squad restaurants were unaffected, since it had not previously offered the lower rate, upfront fee option to restaurants). Additionally, with the introduction of the July 2019 modifications, the Company discontinued offering fee arrangements with the upfront, one-time setup and integration fee. Upon acceptance of the new performance-based fee agreement, in certain cases, the Company waived uncollected portions of the setup and integration fee and refunded portions of previously paid setup and integration fees. The contract modifications and the effect of such modifications on our measure of progress towards the performance obligations resulted in accelerated recognition of deferred revenue related to the modified contracts. Included in revenue during the year ended December 31, 2019 is a cumulative adjustment to setup and integration fee revenue of $3,005, which was previously included in deferred revenue as of August 1, 2019. The cumulative adjustment to revenue was partially offset by write-offs of uncollected setup and integration fees within accounts receivable of $797 and refunds of previously paid setup and integration fees of $320. Further, a portion of our capitalized contract costs pertaining to or allocable to terminated restaurant contracts was recognized in the year ended December 31, 2019, resulting in an impairment loss of $852. For additional details, see “ Costs to Obtain a Contract with a Customer Costs to Fulfill a Contract with a Customer The Company sells gift cards on the Bite Squad Platform and recognizes revenue upon gift card redemption. Gift cards that have not yet been utilized amounted to $657 as of December 31, 2019 and are included on the consolidated balance sheet in other current liabilities. Significant Judgment Most of the Company’s contracts with restaurants contain multiple performance obligations as described above. For these contracts, the Company accounts for individual performance obligations separately if they are both capable of being distinct, and distinct in the context of the contract. Determining whether products and services are considered distinct performance obligations that should be accounted for separately may require significant judgment. Judgment is also required to determine the standalone selling price for each distinct performance obligation. The Company used the alternative approach in ASC 606 to allocate the upfront fee between the material right obligation and the transaction fee obligation, which resulted in all of the upfront non-refundable payment at inception of the contract being allocated to the material right obligation. When contracts with customers include other performance obligations, such as ancillary equipment, the Company establishes a single amount to estimate the standalone selling price for the goods or services. In instances where the standalone selling price is not directly observable, it is determined using observable inputs. Contract Balances The timing of revenue recognition may differ from the timing of invoicing to restaurants. The Company records a receivable when it has an unconditional right to the consideration. Setup and integration fees were due at inception of the contract; in certain cases, extended payment terms may have been provided for up to six months and are included in accounts receivable. The opening balance of accounts receivable, net was $3,687 and $2,124 Payment terms and conditions on setup and integration fees varied by contract type, although terms typically included a requirement of payment within six months. The Company recorded a contract liability in deferred revenue for the unearned portion of the upfront non-refundable fee. In instances where the timing of revenue recognition differs from the timing of invoicing, the Company has determined its contracts do not include a significant financing component. Costs to Obtain a Contract with a Customer The Company recognizes an asset for the incremental costs of obtaining a contract with a restaurant and recognizes the expense over the course of the period when the Company expects to recover those costs. The Company has determined that certain internal sales incentives earned at the time when an initial contract is executed meet these requirements. Capitalized sales incentives are amortized to sales and marketing expense on a straight-line basis over the period of benefit. The Company applies a practical expedient to expense costs as incurred for costs to obtain a contract with a customer when the amortization period would have been one year or less. As a result of the changes in the terms of the contracts related to the modified fee structure introduced in July 2019, we changed our estimate of the useful life of the asset for costs to obtain a contract to better reflect the estimated period in which the asset will remain in service. Effective August 1, 2019, the estimated useful life of the asset for costs to obtain a contract from customers, previously estimated at In connection with the modified fee structure and the related changes in the contract terms, certain restaurants elected to terminate their contracts, resulting in an impairment charge for the portion of capitalized contract costs of obtaining a contract which was deemed to be non-recoverable. The impairment was calculated based on a pro rata allocation of the carrying value of the asset as of July 31, 2019 between the restaurants remaining on the Waitr Platform and those terminating their contracts. The capitalized contract costs allocated to the terminated restaurants totaled $341 and was recognized as an impairment loss during the year ended December 31, 2019 in the consolidated statement of operations. Additionally, during the year ended December 31, 2019, we recognized an impairment loss for deferred costs related to obtaining contracts with restaurants at September 30, 2019 in connection with the Company’s goodwill and intangible asset impairment analysis (see Note 7 – Intangible Assets and Goodwill Deferred costs related to obtaining a contract with a customer totaled $701 and $986 as of December 31, 2019 and 2018, respectively, out of which $143 and $679, respectively, was classified as current. Amortization of expense for the costs to obtain a contract were $606, $541, and $211 for the years ended December 31, 2019, 2018, and 2017, respectively. Costs to Fulfill a Contract with a Customer The Company also recognizes an asset for the costs to fulfill a contract with a restaurant when they are specifically identifiable, generate or enhance resources used to satisfy future performance obligations, and are expected to be recovered. The Company has determined that certain costs related to setup and integration activities meet the capitalization criteria under ASC Topic 340-40, Other Assets and Deferred Costs As a result of the changes in the terms of the contracts related to the modified fee structure introduced in July 2019, we changed our estimate of the useful life of the asset for costs to fulfill a contract to better reflect the estimated period in which the asset will remain in service. Effective August 1, 2019, the estimated useful life of the asset for costs to fulfill a contract from customers, previously estimated at two years, was increased to five years. The change in estimate had no material impact on the Company’s results of operations for the year ended December 31, 2019. The changes in the terms of the contracts in July 2019 and the related termination of contracts by certain restaurants resulted in a Note 7 – Intangible Assets and Goodwill Deferred costs related to fulfilling a contract with a customer totaled $270 and $1,710 as of December 31, 2019 and 2018, respectively, out of which $56 and $1,190 was classified as current. Amortization of expense for the costs to fulfill a contract were $1,030, $972, and $378 for the years ended December 31, 2019, 2018, and 2017, respectively. Income Taxes The Company files federal and state income tax returns in each of the jurisdictions in which it operates. The Company accounts for income taxes using the asset and liability method. Under this method, deferred tax assets and liabilities are calculated based upon the temporary differences between the financial statement and income tax bases of assets and liabilities using the enacted tax rates applicable in a given year. A valuation allowance is provided when it is more likely than not that all or some portion of the deferred tax assets will not be realized. The Company did not consider future book income as a source of taxable income when assessing if a portion of the deferred tax assets is more likely than not to be realized. However, scheduling the reversal of existing deferred tax liabilities indicated that a portion of the deferred tax assets are not likely to be realized. Therefore, valuation allowances were established against some, but not all, of the Company’s deferred tax assets. In the event the Company determines that it would be able to realize deferred tax assets that have valuation allowan

Business Combinations

Business Combinations	12 Months Ended
	Dec. 31, 2019
Business Combinations [Abstract]
Business Combinations	3 . Business Combinations Bite Squad Merger On January 17, 2019, the Company completed the acquisition of Bite Squad, a Minnesota limited liability company, pursuant to the Agreement and Plan of Merger, dated as of December 11, 2018 (the “Bite Squad Merger Agreement”), by and among the Company, Bite Squad and Wingtip Merger Sub, Inc., a Delaware corporation and wholly-owned subsidiary of the Company. The transactions contemplated by the Bite Squad Merger Agreement are referred to herein as the “Bite Squad Merger.” Upon consummation of the Bite Squad Merger, Wingtip Merger Sub, Inc. merged with and into Bite Squad, with Bite Squad surviving the merger in accordance with the Minnesota Revised Uniform Limited Liability Act as a wholly-owned, indirect subsidiary of the Company. Founded in 2012 and based in Minneapolis, Bite Squad operated an online food ordering and delivery platform, similar to Waitr’s Platform, through the Bite Squad Platform. (in thousands, except per share amount) Shares transferred at closing 10,592 Value per share $ 11.95 Total share consideration $ 126,574 Plus: cash transferred to Bite Squad members 197,255 Plus: pay down of debt 11,880 Plus: working capital payment to seller 149 Total merger consideration $ 335,858 The Bite Squad Merger was considered a business combination in accordance with ASC 805, and has been accounted for using the acquisition method. Under the acquisition method of accounting, total merger consideration, acquired assets and assumed liabilities are recorded based on their estimated fair values on the acquisition date. The excess of the fair value of merger consideration over the fair value of the assets less liabilities acquired has been recorded as goodwill. The fair value of assets acquired and liabilities assumed in the Bite Squad Merger consists of the following (in thousands): Cash and cash equivalents $ 11,819 Settlements due from credit card processors 1,097 Accounts receivable 632 Inventory 940 Prepaid expenses and other 562 Intangible assets 104,400 Loans receivable 336 Other noncurrent assets 163 Restaurant food liability (930 ) Accounts payable (953 ) Accrued payroll (1,125 ) Accrued taxes (1,818 ) Other accruals (3,803 ) Total assets acquired and liabilities assumed 111,320 Goodwill 224,538 Total merger consideration $ 335,858 The Company engaged a third-party to assist management in estimating the fair value of the assets and liabilities. The goodwill recorded in the Bite Squad Merger represents future anticipated economic benefits from combining operations of Waitr and Bite Squad, including, but not limited to, future growth into new markets, future enhancements to the Platforms, future customer relationships and the workforce in place. Approximately 81% of the goodwill is The acquired identifiable intangible assets include customer relationships, trade name and developed technology. The acquired customer relationships were valued using the income approach, specifically, the multi-period excess earnings method, which measures the after-tax cash flows attributable to the existing customer relationships after deducting the operating costs and contributory asset charges associated with economic rents associated with supporting the existing customer relationships. The customer relationships acquired represent a Level 3 measurement as it was based on unobservable inputs reflecting the Company’s assumptions used in pricing the asset at fair value. These inputs required significant judgments and estimates at the time of the valuation. The acquired trade name was valued using the income approach, specifically, the relief from royalty rate method, which measures the cash flow streams attributable to the trade name in the form of royalty payments that would be paid to the owner of the trade name in return for the rights to use the trade name. The trade name acquired represents a Level 3 measurement as it was based on unobservable inputs reflecting the Company’s assumptions used in pricing the asset at fair value. These inputs required significant judgments and estimates at the time of the valuation. As a result of recent, adverse changes in market conditions from increased competition having negatively affected the Company’s order and revenue growth, thereby contributing to a sustained decline in the Company’s market capitalization, the Company conducted an impairment test as of September 30, 2019, including a fair value analysis of the goodwill and intangible assets acquired in the Bite Squad Merger. See Note 7 – Intangible Assets and Goodwill The results of operations of Bite Squad are included in our consolidated financial statements beginning on the acquisition date, January 17, 2019. Revenue and net loss of Bite Squad included in the consolidated statement of operations in the year ended December 31, 2019 totaled approximately $95,079 and $213,497, respectively. Identifiable intangible assets acquired from Bite Squad consisted of the following (in thousands): Amortizable Life (in years) Value Customer Relationships 7.5 $ 81,000 Trade name 3.0 5,400 Developed technology 4.0 18,000 Total $ 104,400 The acquired identifiable intangible assets are amortized on a straight-line basis to reflect the pattern in which the economic benefits of the intangible assets are consumed. In connection with the Bite Squad Merger, the Company incurred direct and incremental costs of $6,956, including debt modification expense of $375, consisting of legal and professional fees, which are included in general and administrative expenses in the consolidated statement of operations in the year ended December 31, 2019. Pro-Forma Financial Information (Unaudited) The supplemental condensed consolidated results of the Company on an unaudited pro forma basis as if the Bite Squad Merger had been consummated on January 1, 2018 are as follows (in thousands): Years Ended December 31, 2019 2018 Net Revenue $ 195,961 $ 152,642 Net Loss 292,419 59,565 These pro forma results were based on estimates and assumptions, which the Company believes are reasonable. They are not the results that would have been realized had the Company been a consolidated company during the periods presented and are not indicative of consolidated results of operations in future periods. The pro forma results include adjustments primarily related to acquisition accounting adjustments and interest expense associated with the related Additional Term Loans (see Note 9 - Debt Other Acquisitions During the year ended December 31, 2019, t Note 9 – Debt The transactions were accounted for as business combinations, with the fair values allocated primarily to customer relationships (restaurants and end consumers) and software. The results of operations of the acquired businesses are included in our consolidated financial statements beginning on their acquisition dates and were immaterial. Pro forma results were immaterial to the operations of the Company. The acquired customer relationship intangible assets were valued at $1,343 and will be amortized on a straight-line basis over 7.5 years and the acquired software was valued at $250 and will be amortized on a straight-line basis over three years. The amortization periods reflect the pattern in which the economic benefits of the acquired assets are consumed (see Note 7 – Intangible Assets and Goodwill Landcadia Business Combination On November 15, 2018, the Company (f/k/a Landcadia Holdings, Inc.) completed the acquisition of Waitr Incorporated (the “Landcadia Business Combination”). Waitr Incorporated began operations in 2014 as a restaurant platform for online food ordering and delivery services. Landcadia Holdings, Inc. was a special purpose acquisition company whose business was to effect a merger, capital stock exchange, asset acquisition, stock purchase reorganization or similar business combination. The Landcadia Business Combination was accounted for as a reverse recapitalization, with no goodwill or other intangible assets recorded, in accordance with GAAP. Landcadia Holdings, Inc. was treated as the “acquired” company for financial reporting purposes. Accordingly, for accounting purposes, the Landcadia Business Combination was treated as the equivalent of Waitr Incorporated issuing stock for the net assets of Landcadia Holdings, Inc., accompanied by a recapitalization. The net assets of Landcadia Holdings, Inc. were stated at historical cost, with no goodwill or other intangible assets recorded. Reported amounts from operations included herein prior to the Landcadia Business Combination are those of Waitr Incorporated. The shares and earnings per share available to holders of the Company’s common stock, prior to the Landcadia Business Combination, have been retroactively restated to reflect the exchange ratio established in the Landcadia Business Combination (0.8970953 Waitr Holdings Inc. shares to 1.0 Waitr Incorporated share). The pro forma information of the Landcadia Business Combination has been excluded as the amounts are not material. The aggregate consideration for the Landcadia Business Combination was $300,000, consisting of $71,680 in cash and 22,831,697 shares of the Company’s common stock valued at $10.00 per share.

Accounts Receivable, Net

Accounts Receivable, Net	12 Months Ended
	Dec. 31, 2019
Receivables [Abstract]
Accounts Receivable, Net	4. Accounts Receivable, Net Accounts receivable consist of the following (in thousands): December 31, December 31, 2019 2018 Credit card receivables $ 2,803 $ 1,871 Receivables from restaurants and customers 950 1,991 Accounts receivable $ 3,753 $ 3,862 Less: allowance for doubtful accounts and chargebacks (481 ) (175 ) Accounts receivable, net $ 3,272 $ 3,687 Additionally, the activity in the allowance for doubtful accounts and chargebacks is as follows (in thousands): December 31, December 31, 2019 2018 Balance, beginning of the year $ 175 $ 50 Additions to expense 481 128 Write-offs, net of recoveries and other adjustments (175 ) (3 ) Balance, end of the year $ 481 $ 175 During the year ended December 31, 2019, the Company recognized the write-off of $797 of accounts receivable for uncollected setup and integration fees as a reduction of setup and integration fee revenue. See Note 2 – Basis of Presentation and Summary of Significant Accounting Policies

Prepaid Expenses and Other Curr

Prepaid Expenses and Other Current Assets	12 Months Ended
	Dec. 31, 2019
Prepaid Expense And Other Assets Current [Abstract]
Prepaid Expenses and Other Current Assets	5. Prepaid Expenses and Other Current Assets Prepaid expenses and other current assets consist of the following (in thousands): ​ ​ December 31, December 31, ​ ​ 2019 ​ 2018 Prepaid insurance expense ​ $ 5,859 $ 3,618 Other current assets ​ 2,470 930 Prepaid expenses and other current assets ​ $ 8,329 $ 4,548

Property and Equipment, Net

Property and Equipment, Net	12 Months Ended
	Dec. 31, 2019
Property Plant And Equipment [Abstract]
Property and Equipment, Net	6. Property and Equipment, Net Property and equipment are stated at cost less accumulated depreciation and consist of the following (in thousands): December 31, December 31, 2019 2018 Computer equipment $ 6,052 $ 4,818 Furniture and fixtures 1,182 668 Leasehold improvements 344 184 Construction in process — 556 $ 7,578 $ 6,226 Less: Accumulated depreciation (3,506 ) (1,675 ) Property and equipment, net $ 4,072 $ 4,551 On March 14, 2018, the Company entered into an asset purchase agreement with IndiePlate LLC, a Louisiana limited liability company, to acquire inventory, furniture and fixtures, and certain other equipment in exchange for $71 of consideration. Consideration consisted of net cash paid of $11 and $60 of Series 2018 Notes (as defined in Note 9 – Debt The Company recorded depreciation expense for property and equipment for the years ended December 31, 2019, 2018, and 2017 of $2,048, $1,096, and $499, respectively.

Intangibles Assets and Goodwill

Intangibles Assets and Goodwill	12 Months Ended
	Dec. 31, 2019
Goodwill And Intangible Assets Disclosure [Abstract]
Intangibles Assets and Goodwill	7. Intangibles Assets and Goodwill Intangible Assets Intangible assets with finite useful lives are amortized using the straight-line method over their useful lives and include internally developed software, as well as software to be otherwise marketed, and trademarks/trade name/patents and customer relationships. The Company has determined that the Waitr trademark intangible asset is an indefinite-lived asset and therefore is not subject to amortization but is evaluated annually for impairment. The Bite Squad trade name asset, however, is being amortized over its estimated useful life. Intangible assets are stated at cost or acquisition-date fair value less accumulated amortization and consist of the following (in thousands): ​ ​ As of December 31, 2019 ​ Gross Carrying Amount ​ Accumulated Amortization ​ Accumulated Impairment ​ Intangible Assets, Net Software ​ $ 21,223 ​ $ (4,113 ) $ (11,795 ) $ 5,315 Trademarks/Trade name/Patents ​ 5,405 ​ (1,725 ) — 3,680 Customer Relationships 82,343 (8,199 ) (57,378 ) 16,766 Total ​ $ 108,971 ​ $ (14,037 ) $ (69,173 ) $ 25,761 ​ ​ ​ As of December 31, 2018 ​ ​ Gross Carrying Amount ​ Accumulated Amortization ​ Accumulated Impairment ​ Intangible Assets, Net Software ​ $ 1,239 ​ $ (536 ) $ (589 ) $ 114 Trademarks/Trade name/Patents ​ 5 ​ — — 5 Customer Relationships 142 — — 142 Total ​ $ 1,386 ​ $ (536 ) $ (589 ) $ 261 On January 17, 2019, the Company acquired intangible assets in connection with the acquisition of Bite Squad, including customer relationships of $81,000, trade names valued at $5,400 and developed technology of $18,000. Additionally, during the year ended December 31, 2019, the Company acquired customer relationship intangible assets valued at $1,343 and software valued at $250 in connection with three separate acquisitions. See Note 3 – Business Combinations The Company recorded amortization expense for the years ended December 31, 2019, 2018, and 2017 of $13,726, $127, and $224, respectively. Estimated future amortization expense of intangible assets is as follows (in thousands): Amortization 2020 $ 6,447 2021 6,421 2022 4,021 2023 2,634 2024 2,634 Thereafter 3,599 Total future amortization $ 25,756 Goodwill The Company’s goodwill balance is as follows as of December 31, 2019 and 2018 (in thousands): ​ ​ December 31, December 31, ​ ​ 2019 ​ 2018 Balance, beginning of period ​ $ 1,408 $ 1,408 Acquisitions during the period ​ 224,538 — Impairments during the period (119,212 ) — Balance, end of period ​ $ 106,734 $ 1,408 The Company recorded $224,538 of goodwill during the year ended December 31, 2019 as a result of the allocation of the purchase price over assets acquired and liabilities assumed in the Bite Squad Merger (see Note 3 – Business Combinations Impairments Impairments The Company conducts its goodwill and intangible asset impairment test annually in October, or more frequently if indicators of impairment exist. For purposes of testing for goodwill impairment, the Company has one reporting unit. As a result of recent, adverse changes in market conditions from increased competition having negatively affected the Company’s order and revenue growth, thereby contributing to a sustained decline in the Company’s market capitalization, the Company conducted its impairment test as of September 30, 2019. The impairment test was conducted in accordance with ASC Topic 360, Impairment and Disposal of Long-Lived Assets Intangibles – Goodwill and Other ASC 360 requires long-lived assets to be tested for impairment using a three-step impairment test. Step 1 of the test is giving consideration to whether indicators of impairment of long-lived assets are present. Given the sustained decline in the Company’s market capitalization, indications were that an impairment may exist and the Company proceeded to Step 2 to determine whether an impairment loss should be recognized. As a part of Step 2, the Company performed a recoverability test by comparing the sum of the estimated undiscounted future cash flows attributable to the long-lived assets in question to their carrying amounts. Given that the undiscounted cash flows for the long-lived assets were below the carrying amounts, the Company proceeded to perform Step 3 of the test by measuring the amount of impairment to the long-lived assets. An impairment loss is measured by the excess of the carrying amount of the long-lived asset over its implied fair value. As a result of this analysis, the Company recognized non-cash pre-tax impairment losses for the long-lived assets of $71,982, described in more detail below. ASC 350 requires goodwill and other indefinite lived assets to be tested for impairment at the reporting unit level. For ASC 350 testing purposes, the Company compared the fair value of the reporting unit with its carrying amount. The fair value of the reporting unit was estimated giving consideration to the Income Approach, including the discounted cash flow method, and the Market Approach, including the similar transactions method and guideline public company method. Significant inputs and assumptions in the ASC 350 analysis included forecasts (e.g., revenue, operating costs, capital expenditures, etc.), discount rate, long-term growth rate, tax rates, etc. for the reporting unit under the Income Approach and market-based enterprise value to revenue multiples under the Market Approach. As a result of the ASC 360 and ASC 350 analyses, the Company recognized a total non-cash pre-tax impairment loss of $191,194 during the year ended December 31, 2019 to write down the carrying values of goodwill and intangible assets, including capitalized contract costs, customer relationships and developed technology, to their implied fair values. See below for additional details related to the methodology taken to estimate the fair value for the long-lived assets for purposes of the ASC 360 impairment testing. The developed technology asset was valued using the replacement cost methodology which considers the direct replacement and opportunity costs associated with the underlying technology. The developed technology analysis represents a Level 3 measurement as it was based on unobservable inputs reflecting the Company’s assumptions used in pricing the asset at fair value. These inputs required significant judgments and estimates at the time of the valuation. The customer relationships were valued using the Income Approach, specifically, the multi-period excess earnings method, which measures the after-tax cash flows attributable to the existing customer relationships after deducting the operating costs and contributory asset charges associated with supporting the existing customer relationships. The customer relationships analysis represents a Level 3 measurement as it was based on unobservable inputs reflecting the Company’s assumptions used in developing a fair value estimate. These inputs required significant judgments and estimates at the time of the valuation. The total non-cash impairment loss of $191,194 resulting from the ASC 360 and ASC 350 analyses included goodwill and intangible asset impairment losses of $119,212 and $71,982, respectively, which are included in the consolidated statement of operations under the captions “goodwill impairment” and “intangible and other asset impairments,” respectively, during the year ended December 31, 2019. The intangible asset impairment loss of $71,982 included $57,295 for the impairment of customer relationships and $10,872 for the impairment of developed technology. Additionally, $3,815 of capitalized contracts costs, related to future revenue generation that was effectively subsumed in the customer relationship value, were impaired. Determining the fair value of a reporting unit and intangible assets requires the use of estimates and significant judgments that are based on a number of factors including actual operating results. It is reasonably possible that the judgments and estimates described above could change in future periods. There can be no assurance that additional goodwill or intangible assets will not be impaired in future periods. In July 2019, the Company ceased the operations of a grocery delivery service related to the GoGoGrocer asset acquisition and concluded that the carrying value of the acquired customer relationship asset was non-recoverable, resulting in an impairment loss of $83. The loss is included in intangible and other asset impairments in the consolidated statement of operations in the year ended December 31, 2019. Additionally, intangible and other asset impairments during the year ended December 31, 2019 include impairment losses of $334 for the portion of previously capitalized software that was replaced due to the release of new software developed during 2019.

Other Current Liabilities

Other Current Liabilities	12 Months Ended
	Dec. 31, 2019
Other Liabilities Disclosure [Abstract]
Other Current Liabilities	8. Other Current Liabilities Other current liabilities consist of the following (in thousands): ​ ​ December 31, December 31, ​ ​ 2019 ​ 2018 Accrued advertising expenses $ 451 $ 887 Accrued insurance expenses 949 703 Accrued estimated workers' compensation expenses 2,355 769 Accrued legal contingency 2,000 — Accrued sales tax payable 681 — Other accrued expenses 3,469 1,720 Other current liabilities ​ 2,725 429 Total other current liabilities ​ $ 12,630 $ 4,508

Debt

Debt	12 Months Ended
	Dec. 31, 2019
Debt Disclosure [Abstract]
Debt	9. Debt The Company’s outstanding debt obligations are as follows (in thousands): December 31, December 31, 2019 2018 Term Loans $ 69,545 $ 25,000 Notes 61,132 60,000 Promissory notes 284 — $ 130,961 $ 85,000 Less: unamortized debt issuance costs on Term Loans (5,115 ) (2,268 ) Less: unamortized debt issuance costs on Notes (2,602 ) (1,747 ) Total long-term debt $ 123,244 $ 80,985 Short-term loans 3,612 658 Total outstanding debt $ 126,856 $ 81,643 Maturities of outstanding debt, net of discounts are as follows (in thousands): Debt Maturity 2020 $ 3,612 2021 284 2022 122,960 Total debt $ 126,856 The following discussion includes a description of the Company’s outstanding debt at December 31, 2019 and 2018. Interest expense related to the Company’s outstanding debt totaled $9,408, $1,822 and $283 for the years ended December 31, 2019, 2018 and 2017, respectively. Interest expense includes interest on outstanding borrowings and amortization of debt issuance costs. Debt Facility On November 15, 2018, Waitr Inc., a Delaware corporation and wholly-owned indirect subsidiary of the Company, as borrower, entered into the Credit and Guaranty Agreement, dated as of November 15, 2018 (as amended or otherwise modified from time to time, the “Credit Agreement”) with Luxor Capital Group, LP (“Luxor Capital”), as administrative agent and collateral agent, the various lenders party thereto, Waitr Intermediate Holdings, LLC, a Delaware limited liability company (“Intermediate Holdings”) and wholly-owned direct subsidiary of the Company, and certain subsidiaries of Waitr Inc. as guarantors. The Credit Agreement provided for a senior secured first priority term loan facility (the “Debt Facility”) to Waitr Inc. in the aggregate principal amount o f $ The Term Loans are guaranteed by certain subsidiaries of the Company and will mature on November 15, 2022 Interest on borrowings under the Debt Facility accrued at a rate of 7.0% per annum prior to the January 17, 2019 amendment to the Credit Agreement. Effective January 17, 2019, interest on borrowings under the Debt Facility accrues at a rate of 7.125% per annum, payable quarterly, in cash or, at the election of the borrower, as a payment-in-kind. The interest payments due on September 30, 2019 and December 31, 2019 were paid-in-kind, resulting in an aggregate principal amount of the Term Loans at December 31, 2019 of $69,545. The effective interest rate for borrowings on the Debt Facility, after considering the allocated discount, is approximately 10.46%. The Credit Agreement includes a number of customary covenants that, among other things, limit or restrict the ability of each of Intermediate Holdings, Waitr Inc. and its subsidiaries to incur additional debt, incur liens on assets, engage in mergers or consolidations, dispose of assets, pay dividends or repurchase capital stock and repay certain junior indebtedness. The aforementioned restrictions are subject to certain exceptions including the ability to incur additional indebtedness, liens, dividends, and prepayments of junior indebtedness subject, in each case, to compliance with certain financial metrics and/or certain other conditions and a number of other traditional exceptions that grant Waitr Inc. continued flexibility to operate and develop its business. Pursuant to an amendment to the Credit Agreement on May 21, 2019 in connection with the Company’s underwritten follow-on public offering of common stock (the “Offering”), the $15,000 minimum consolidated liquidity requirement that existed under the Credit Agreement was removed. The Credit Agreement also includes customary affirmative covenants, representations and warranties and events of default. We believe that we were in compliance with all covenants under the Credit Agreement as of December 31, 2019. In connection with the Debt Facility, the Company issued to Luxor Capital warrants which are currently exercisable for 399,726 shares of the Company’s common stock. See Note 16 – Stockholders’ Equity Notes On November 15, 2018, the Company entered into the Credit Agreement, dated as of November 15, 2018 (as amended or otherwise modified from time to time, the “Convertible Notes Agreement”), pursuant to which the Company issued unsecured convertible promissory notes to Luxor Capital Partners, LP, Luxor Capital Partners Offshore Master Fund, LP, Luxor Wavefront, LP and Lugard Road Capital Master Fund, LP (the “Luxor Entities”) in the aggregate principal amount of $60,000 (the “Notes”). T he Notes originally had an interest rate of 1.0% per annum, paid quarterly in cash. Pursuant to an amendment to the Convertible Notes Agreement on May 21, 2019, the interest rate of the Notes was revised to 6.0% (half payable in cash and half as payment-in-kind) and the minimum liquidity under the Convertible Notes Agreement was removed. Portions of t he interest payments due on June 30, 2019, September 30, 2019 and December 31, 2019 were paid in-kind, resulting in an aggregate principal amount of the Notes at December 31, 2019 of $61,132. The revisions in the May 21, 2019 amendments to the Convertible Notes Agreement and Credit Agreement resulted in the application of debt extinguishment accounting (see Debt Extinguishment below). The Notes will mature on November 15, 2022, unless earlier converted at the election of the holder. Upon maturity, the outstanding Notes (and any accrued but unpaid interest) will be repaid in cash or converted into shares of common stock, at the holder’s election. The effective interest rate for borrowings on the Notes, after considering the allocated discount, is approximately 7.77%. The Notes include customary anti-dilution protection, including broad-based weighted average adjustments for issuances of additional shares (down-round features). The Company’s payment obligations on the Notes are not guaranteed. The Convertible Notes Agreement contains negative covenants, affirmative covenants, representations and warranties and events of default that are substantially similar to those that are set forth in the Credit Agreement and applicable to Waitr Inc. and Intermediate Holdings (except those that relate to collateral and related security interests, which are not contained in the Convertible Notes Agreement or otherwise applicable to the Notes). We believe that we were in compliance with all covenants under the Convertible Notes Agreement as of December 31, 2019. Debt Extinguishment To apply the debt extinguishment assessment, management determined that the Term Loans and Notes should be viewed as one instrument, as both are held by the same lender (Luxor Capital, along with the Luxor Entities) before and after the May 21, 2019 amendments and they were amended concurrently. The revisions to the interest rate and the conversion rate in the May 21, 2019 amendment to the Convertible Notes Agreement were deemed substantial, resulting in the application of debt extinguishment accounting. The Company recorded a gain on debt extinguishment of $1,897 based on (a) the difference between the fair value of the amended Notes of $56,894 and the carrying amount of the original Notes of $58,421 on May 21, 2019 and (b) the difference between the fair value of the amended Term Loans of $61,014 and the carrying amount of the original Term Loans of $61,385 on May 21, 2019. Based on management’s determination that the sole lender under the Term Loans and Notes (Luxor Capital, along with the Luxor Entities) is a related party to the Company, in accordance with ASC 470-50, the Company recorded the gain on debt extinguishment as a capital contribution in the consolidated statement of stockholders’ equity. For purposes of calculating net loss per share attributable to common stockholders (see Note 17 – Loss Per Share Attributable to Common Stockholders ), the gain on debt extinguishment was added to net loss. Promissory Notes On September 27, 2019, the Company entered into an interest-free promissory note to fund a portion of an acquisition (see Note 3 – Business Combinations On October 1, 2019, the Company entered into an interest-free promissory note to fund a portion of an additional acquisition (see Note 3 – Business Combinations Short-Term Loans On June 26, 2019, the Company entered into a loan agreement with First Insurance Funding to finance a portion of its annual insurance premium obligation. The principal amount of the loan is $5,032, payable in monthly installments, until maturity. The loan matures on April 1, 2020 and carries an annual interest rate of 4.08%. As of December 31, 2019, $1,834 was outstanding under such loan. On November 15, 2019, the Company entered into a loan agreement with BankDirect Capital Finance to finance a portion of its annual directors and officers insurance premium obligation. The principal amount of the loan is $1,993, payable in monthly installments, until maturity. The loan matures on August 15, 2020 and carries an annual interest rate of 4.15%. As of December 31, 2019, $1,778 was outstanding under such loan. On June 4, 2018, the Company entered into a loan agreement with First Insurance Funding to finance a portion of its annual insurance premium obligation. The loan had a principal amount of $ 2,172, payable in monthly installments, until maturity, and carried an annual interest rate of 3.39%. As of December 31, 2018, $658 was outstanding under such loan. The loan was paid in full on March 21, 2019. Convertible Promissory Notes On various dates in 2016, 2017 and 2018, the Company issued convertible promissory notes (the “Series 2016 Notes,” “Series 2017 Notes” and “Series 2018 Notes,” together, the “Waitr Convertible Notes”) to various investors with maturity dates of 24 months from the dates of issuance. The Series 2016 Notes had an aggregate principal amount of $2,043, the Series 2017 Notes had an aggregate principal amount of $7,484, and the Series 2018 Notes had an aggregate principal amount of $2,470, of which $1,410 was received in cash, $1,000 in advertising services receivable, and $60 was debt assumed in the IndiePlate LLC asset acquisition (see Note 6 – Property and Equipment, Net The Series 2016 Notes accrued interest at a rate of 9% per annum, and the Series 2017 and Series 2018 Notes accrued interest at a rate of 8% per annum, that was due and payable at maturity, unless otherwise converted prior to maturity. In connection with the Landcadia Business Combination, the Waitr Convertible Notes were either ultimately converted into common stock of the post-combination company or redeemed for cash. The Company determined that the feature in the Waitr Convertible Notes providing for conversion into shares sold in the next financing at a stated discount, and the ability for holders to redeem their notes at a substantial premium, represented an embedded derivative requiring separate accounting recognition in accordance with subtopic ASC 815-15 . Note 10 – Derivatives On December 15, 2017, the Company amended the Series 2017 Notes to add a substantive conversion feature. The amendments were deemed substantial, resulting in the application of extinguishment accounting. During the year ended December 31, 2017, the Company recorded a loss on debt extinguishment of $10,537 based on the difference between the fair value of the amended convertible promissory notes of $18,308, and the carrying amount of the original Series 2017 Notes of $7,771. In accordance with ASC 470-20, the Company recorded the premium in excess of the fair value of the amended notes over the sum of (i) par, (ii) accrued interest, and (iii) the bifurcated embedded derivatives on convertible notes, or $10,444, to additional paid in capital.

Derivatives

Derivatives	12 Months Ended
	Dec. 31, 2019
Derivative Instruments And Hedging Activities Disclosure [Abstract]
Derivatives	10. Derivatives As described in Note 9 — Debt The amount of (gain) loss recognized in the consolidated statements of operations on derivatives not designated as hedging instruments are as follows (in thousands): Years Ended December 31, 2019 2018 2017 (Gain) loss on derivatives $ — $ (337 ) $ 52

Deferred Revenue

Deferred Revenue	12 Months Ended
	Dec. 31, 2019
Revenue Recognition And Deferred Revenue [Abstract]
Deferred Revenue	11. Deferred Revenue Deferred revenue is comprised of unearned setup and integration fees. The Company’s opening deferred revenue balance was $4,670 and $2,358 as of January 1, 2019 and January 1, 2018, respectively. The Company recognized $3,062 and $2,883 of setup and integration revenue during the years ended December 31, 2019 and 2018, respectively, which was included in the deferred revenue balances at the beginning of the respective years. Additionally, during the year ended December 31, 2019, the Company recognized a cumulative adjustment to setup and integration revenue of $3,005, which was previously included in deferred revenue as of August 1, 2019. The cumulative adjustment to revenue was partially offset by write-offs of uncollected setup and integration fees within accounts receivable of $797. See Note 2 – Basis of Presentation and Summary of Significant Accounting Policies Transaction Price Allocated to the Remaining Performance Obligations As of December 31, 2019, $459 of revenue is expected to be recognized from remaining performance obligations for setup and integration fees. The Company expects to recognize revenue of approximately $414 on these remaining performance obligations over the next 12 months.

Income Taxes

Income Taxes	12 Months Ended
	Dec. 31, 2019
Income Tax Disclosure [Abstract]
Income Taxes	12. Income Taxes The Company provides for income taxes using an asset and liability approach under which deferred income taxes are provided for based upon enacted tax laws and rates applicable to periods in which the taxes become payable. The provision for federal and state income taxes consists of the following (in thousands): Years Ended December 31, 2019 2018 2017 Current Federal $ — $ (477 ) $ — State 81 50 6 Deferred — — — Federal — — — State — — — Income tax expense (benefit) $ 81 $ (427 ) $ 6 The differences between income taxes expected by applying the U.S. federal statutory tax rate of 21% (34% with respect to 2017) and the amount of income taxes provided for are as follows (in thousands): Years Ended December 31, 2019 2018 2017 Tax at statutory rate $ (61,077 ) $ (7,295 ) $ (9,120 ) State income taxes (7,863 ) (995 ) (442 ) Stock-based compensation 1,418 366 396 Non-deductible expenses 481 125 56 Interest expense — 48 3,606 Tax credits (2,410 ) (611 ) (15 ) Change in U.S. tax rates — — 2,663 Goodwill and acquired intangibles 8,434 — — Other (1,060 ) — — Change in valuation allowance 62,158 7,935 2,862 Income tax expense (benefit) $ 81 $ (427 ) $ 6 On December 22, 2017, the Tax Act was signed into law, resulting in significant modifications to existing tax law. The Company recognized the income tax effects of the Tax Act in its 2017 financial statements in accordance with Staff Accounting Bulletin No. 118, which provides SEC staff guidance for the application of ASC Topic 740, Income Taxes The Tax Act reduced the corporate statutory income tax rate from 34% to 21%, among other changes. As a result of the Tax Act, the Company revalued its deferred tax assets and liabilities at the 21% corporate income tax rate, which resulted in a tax benefit of $2,663 in the year ended December 31, 2017. The Company included provisional estimates of the income tax effects of the Tax Act in its 2017 financial statements. However, due to the valuation allowance on the Company’s net deferred tax assets, there was no impact on the Company’s income tax expense. The tax effects of temporary differences giving rise to deferred income tax assets and liabilities are as follows (in thousands): As of December 31, 2019 2018 Deferred tax assets: Stock-based compensation $ 226 $ 149 Bad debt reserve 119 44 Charitable contribution carryover 33 22 Unearned revenue 114 1,154 Workers’ compensation reserve 473 277 Deferred rent 80 — Non-deductible goodwill 21,088 — Non-deductible other intangibles 14,584 — Net operating losses 33,357 11,929 Work opportunity tax credit 3,817 767 Interest expense carryforward 2,098 169 Total deferred tax assets 75,989 14,511 Valuation allowance (75,406 ) (13,248 ) Net deferred tax assets 583 1,263 Deferred tax liabilities: Fixed assets (339 ) (572 ) Capitalized contract costs (239 ) (666 ) Prepaid sponsorship (5 ) (25 ) Total deferred tax liabilities $ (583 ) $ (1,263 ) Net deferred tax asset (liability) $ — $ — A partial valuation allowance of $75,406 and $13,248 has been recorded as of December 31, 2019 and 2018, respectively, as the Company has historically generated net operating losses, and the Company did not consider future book income as a source of taxable income when assessing if a portion of the deferred tax assets is more likely than not to be realized. The Company has the following net operating loss carryforwards and tax credit carryforwards (in thousands): As of December 31, Beginning Year of Expiration 2019 2018 Federal net operating losses $ 138,001 $ 48,434 2034 State net operating losses 106,384 40,451 2034 Tax credit carryforwards 3,817 767 2037 Total carryforwards $ 248,202 $ 89,652 Since the Company has net operating losses carrying forward, all of the Company’s federal and state income tax returns, which were filed beginning with the 2014 tax year, are subject to examination by the respective taxing authorities. Additionally, Internal Revenue Code (IRC) Section 382 provides an annual limitation with respect to the ability of a corporation to utilize its tax attributes, as well as certain built-in-losses, against future U.S. taxable income in the event of a change in ownership. The Landcadia Business Combination resulted in a change in ownership for purposes of IRC Section 382. Accordingly, we estimate that a majority of our net operating loss carryforwards will be subject to the annual IRC Section 382 limitation.

Commitments and Contingencies

Commitments and Contingencies	12 Months Ended
	Dec. 31, 2019
Commitments And Contingencies Disclosure [Abstract]
Commitments and Contingencies	13. Commitments and Contingencies Lease Commitments As of December 31, 2019, t Year ended December 31, Amount 2020 $ 1,126 2021 968 2022 640 2023 477 2024 468 Thereafter 780 Total minimum lease payments $ 4,459 Sales Tax Contingent Liability The Company received an assessment from the State of Mississippi Department of Revenue (the “MDR”), in connection with their audit of Waitr for the period from April 2017 through January 2019, claiming additional sales taxes due. The assessment relates to the MDR’s assertion that sales taxes are due on the delivery fees charged to end user customers when an order is placed on the Waitr Platform. The total asserted claim, plus estimated accrued interest and penalties, amounts to approximately $300 at December 31, 2019. We disagree with the MDR’s assertion that our delivery fees are subject to sales tax and that we are liable for such sales taxes. We are in the process of appealing the MDR’s assessment. Workers’ Compensation Claim On November 27, 2017, Guarantee Insurance Company (“GIC”), the Company’s former workers’ compensation insurer, was ordered into receivership for purposes of liquidation by the Second Judicial Circuit Court in Leon County, Florida. At the time of the court order, GIC was administering the Company’s outstanding workers’ compensation claims. Upon entering receivership, the guaranty associations of the states where GIC operated began reviewing outstanding claims administered by GIC for continued claim coverage eligibility based on guaranty associations’ eligibility criteria. The Company’s net worth exceeded the threshold of $25,000 established by the Louisiana Insurance Guaranty Association (“LIGA”) when determining eligibility for claims coverage. As such, LIGA assessed the Company’s outstanding claim as ineligible for coverage. As of December 31, 2019 and 2018, the Company had $641 and $1,317, respectively, in workers’ compensation liabilities associated with the GIC claims. The Company recorded no general and administrative expense related to these liabilities during the year ended December 31, 2019 and $157 of general and administrative expense related to these liabilities during the year ended December 31, 2018. Legal Matters In February 2019, the Company was named a defendant in a lawsuit titled Halley, et al vs. Waitr Holdings Inc Montgomery v. Waitr Holdings Inc On September 26, 2019, Christopher Meaux, David Pringle, Jeff Yurecko, Tilman J. Fertitta, Richard Handler, Waitr Holdings Inc. f/k/a Landcadia Holdings Inc., Jefferies Financial Group, Inc. and Jefferies, LLC were named as defendants in a lawsuit titled Walter Welch, Individually and on Behalf of all Others Similarly Situated vs. Christopher Meaux, David Pringle, Jeff Yurecko, Tilman J. Fertitta, Richard Handler, Waitr Holdings Inc. f/k/a Landcadia Holdings Inc., Jefferies Financial Group, Inc. and Jefferies, LLC, filed in the Western District of Louisiana, Lake Charles Division, on behalf of plaintiff and all others similarly situated alleging, inter alia, that various defendants made false and misleading statements in securities filings, engaged in fraud, and violated accounting and securities rules. Waitr believes that this case lacks merit and that it has strong defenses to all of the infringement claims alleged. Waitr intends to vigorously defend the suit. In addition to the lawsuits described above, Waitr is involved in other litigation arising from the normal course of business activities. Waitr is involved in various lawsuits involving claims for personal injuries, physical damage and workers’ compensation benefits suffered as a result of alleged Waitr drivers, independent contractors, and third-party negligence. Although Waitr believes that it maintains insurance that generally covers its liability for damages, if any, insurance coverage is not guaranteed, and Waitr could suffer material losses as a result of these claims or the denial of coverage for such claims. The Company accrued a $ liability in connection with the above suits. The accrued legal contingency is included in other current liabilities in the consolidated balance sheet at December 31, 2019 and in other expenses in the consolidated statement of operations for the year ended December 31, 2019.

Fair Value Measurement

Fair Value Measurement	12 Months Ended
	Dec. 31, 2019
Fair Value Disclosures [Abstract]
Fair Value Measurement	14. Fair Value Measurement Certain financial instruments are required to be recorded at fair value. Other financial instruments, including cash, are recorded at cost, which approximates fair value. Additionally, accounts receivable, accounts payable and accrued expenses approximate fair value because of the short-term nature of these financial instruments. During 2018, the Company held certain financial instruments which were required to be measured at fair value on a recurring basis in the consolidated balance sheets, including warrants related to an unsecured line of credit (the “Line of Credit Warrants”) and embedded derivatives on convertible notes (see Note 9 – Debt Significant increases (decreases) in the discount rate or the forecasted financial information would have resulted in different fair value measurements for the embedded features. For all significant unobservable inputs used in the fair value measurement of the Level 3 liabilities, a change in one of the inputs would not necessarily result in a directionally similar change in another. As of December 31, 2019 and 2018, the Company held no financial instruments required to be measured at fair value on a recurring basis. There have been no transfers between levels during the years presented in the accompanying consolidated financial statements. The beginning and ending balances of net assets and liabilities classified as Level 3, for which a reconciliation is required, are as follows (in thousands): ​ As December 31, ​ 2019 2018 Balance, beginning of the year $ — $ 250 Increases/additions — 87 Reductions/settlements — (337 ) Balance, end of the year $ — $ — In addition to assets and liabilities that are recorded at fair value on a recurring basis, the Company is required to record certain assets and liabilities at fair value on a non-recurring basis. On November 15, 2018, the Company estimated the fair value of the Debt Warrants to be approximately $1,569 using the Black-Scholes Model. The inputs used in the calculation primarily represent Level 3 inputs, including a 46% volatility assumption. See Note 16 – Stockholders’ Equity The Company generally applies fair value concepts in recording assets and liabilities acquired in acquisitions. See Note 3 – Business Combinations Note 7 – Intangible Assets and Goodwill In connection with the May 21, 2019 amendments to the Credit Agreement and the Convertible Notes Agreement and the related debt extinguishment accounting (see Note 9 – Debt

Stock-Based Compensation

Stock-Based Compensation	12 Months Ended
	Dec. 31, 2019
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract]
Stock-Based Compensation	15. Stock-Based Compensation The Company currently maintains the 2018 Omnibus Incentive Plan (the “2018 Incentive Plan”), which was approved by the stockholders on November 16, 2018 in connection with the Landcadia Business Combination. The 2018 Incentive Plan permits the granting of awards in the form of incentive stock options, non-qualified stock options, stock appreciation rights, restricted stock, restricted stock units, performance-based awards, and other stock-based or cash-based awards. A maximum aggregate amount of 5,400,000 shares of the common stock of the Company are reserved for issuance under the 2018 Incentive Plan, with 1,614,018 shares remaining available for issuance as of December 31, 2019. The Company also has outstanding equity awards under the 2014 Stock Plan (as amended in 2017, the “Amended 2014 Plan”). Effective November 16, 2018, no further grants will be made under the Company’s Amended 2014 Plan. The Company records stock-based compensation expense for stock-based compensation awards based on the fair value on the date of grant. The stock-based compensation expense is recognized in our statement of operations ratably over the course of the requisite service period and is recorded in either operations and support, sales and marketing, research and development, or general and administrative expense, depending on the department of the recipient. Because of the non-cash nature of share-based compensation, it is added back to net income in arriving at net cash provided by operating activities in our statement of cash flows. Total compensation expense related to the Amended 2014 Plan and the 2018 Incentive Plan (the “Incentive Plans”) was $7,240, $9,580, and $1,199 for the years ended December 31, 2019, 2018, and 2017, respectively. Stock Options The options granted under the Amended 2014 Plan generally vest over a period of approximately four years and have a ten-year exercise term. The options granted under the 2018 Incentive Plan generally vest over a period of three years and have a ten-year exercise term. The options are generally subject to graded vesting whereby twenty-five to thirty-three percent of the options vest on the first anniversary of the issuance start date, and subsequently, the remaining vest ratably each month until 100% of the options are vested or in certain cases the options vest ratably over a three year period on each anniversary of the issuance start date. Once vested, the recipients are allowed to purchase the Company’s common stock at a fixed and specified exercise price that varies depending on the stock options’ strike price. In connection with the Landcadia Business Combination, all vested, outstanding stock options to purchase Waitr Incorporated common stock under the Amended 2014 Plan, immediately prior to closing, were converted to shares of post-combination company common stock and are included as option exercises in the table of stock option activity below in the year ended December 31, 2018. As a result, all unrecognized compensation cost related to such stock options was recognized. Holders of unvested, outstanding and unexercised stock options to purchase Waitr Incorporated common stock were issued stock options of the Company. The Company recognized compensation expense for stock options of $1,257, $9,008, and $1,193 for the years ended December 31, 2019, 2018, and 2017, respectively. As of December 31, 2019, there was $1,142 of unrecognized compensation cost related to nonvested stock options under the Incentive Plans, with a current weighted average remaining vesting period of approximately 1.95 years. There were 301,419, 947,966, and 2,650,354 options granted during the years ended December 31, 2019, 2018, and 2017, respectively, under the Incentive Plans. The fair value of each stock option grant was estimated as of the grant date using an option-pricing model with the following ranges of assumptions and resulting weighted-average fair value per share for the years ended December 31, 2019, 2018 and 2017: Years Ended December 31, 2019 2018 2017 Weighted-average fair value at grant $ 5.08 $ 5.06 $ 3.69 Risk free interest rates 2.53% - 2.58% 2.1% - 3.1% 1.1% - 1.8% Expected volatility 50.5% - 51.3% 44.6% - 47.03% 40.3% - 48.9% Expected option life (years) 6.0 0.75 - 6.0 0.5 - 3.0 The stock option activity under the Incentive Plans during the years ended December 31, 2019, 2018 and 2017 is as follows: Number of Shares Weighted Average Exercise Price Weighted Average Grant Date Fair Value Balance, January 1, 2017 2,221,912 $ 0.06 $ 0.48 Granted 2,650,354 0.86 3.69 Exercised (109,895 ) 0.03 0.19 Forfeited (272,355 ) 0.21 1.07 Balance, December 31, 2017 4,490,016 $ 0.53 $ 2.35 Granted 947,966 5.19 5.06 Modified (64,329 ) 1.90 4.06 Exercised (4,224,983 ) 0.52 2.39 Forfeited (267,837 ) 0.35 1.74 Balance, December 31, 2018 880,833 $ 5.53 $ 5.20 Granted 301,419 10.13 5.08 Exercised (12,040 ) 0.36 2.95 Forfeited (650,963 ) 9.10 5.37 Expired (73,528 ) 4.82 4.61 Balance, December 31, 2019 445,721 $ 3.66 $ 5.04 The 64,329 of options modified in the above table represent the share conversion to reflect the exchange ratio established in the Landcadia Business Combination (see Note 3 – Business Combinations) The outstanding stock options, which were fully vested and expected to vest and exercisable are as follows: As of December 31, 2019 2018 Options Fully Vested and Expected to Vest Options Exercisable Options Fully Vested and Expected to Vest Options Exercisable Number of Options 445,721 220,446 880,833 56,429 Weighted-average remaining contractual term (years) 7.88 7.47 5.60 8.61 Weighted-average exercise price $ 3.66 $ 2.26 $ 5.53 $ 0.77 Aggregate Intrinsic Value (in thousands) $ 6 $ 6 $ 8,905 $ 586 The aggregate intrinsic value in the table above represents the total pre-tax intrinsic value (the difference between the fair value of the common stock and the exercise price, multiplied by the number of in-the-money options) that would have been received by the option holders had all option holders exercised their in-the-money options on each date. This amount will change in future periods based on the fair value of the Company’s stock and the number of options outstanding. The aggregate intrinsic value of awards exercised during the years ended December 31, 2019, 2018 (excluding option exercises related to the Landcadia Business Combination) and 2017 was $52, $5,250 and $593, respectively. Upon exercise, the Company issued new common stock. Restricted Stock Units (“RSUs”) and Restricted Stock Awards (“RSAs”) The Company has granted RSUs and RSAs under the Amended 2014 Plan and the 2018 Incentive Plan. The fair value of restricted shares is typically determined based on the closing price of the Company’s common stock on the date of grant. Under the Amended 2014 Plan, RSAs were granted under agreements entered into with certain employees in 2014. The RSAs were subject to a continuous employment clause and had an initial vesting period of approximately four years. As of December 31, 2017, there were no remaining nonvested RSAs or related unrecognized compensation cost for RSAs under the Amended 2014 Plan. The Company recorded compensation expense for the RSAs under the Amended 2014 Plan of $6 during the year ended December 31, 2017. During the year ended December 31, 2018, 550,000 RSAs were granted under the 2018 Incentive Plan to certain employees of the Company and non-employee consultants from Landcadia Holdings, Inc., with an aggregate grant date fair value of $6,567, based on a per share grant date fair value of $11.94. These RSAs were scheduled to vest, in some cases, in three equal installments over a three-year period following the grant date and in other cases, the RSAs vested one year from date of grant. All RSAs were either vested or forfeited as of December 31, 2019. During the year ended December 31, 2019, 5,004,664 RSUs were granted under the 2018 Incentive Plan to certain employees and board of directors of the Company, with an aggregate grant date fair value of $11,443. The RSU grants to employees vest in various manners, including (i) over a two-year period following grant date, (ii) over a three-year period following grant date and (iii) in other cases, the RSUs vested in full at December 31, 2019. RSU grants to the board of directors typically vest over a one-year period following grant date. The Company recognized compensation expense for RSUs and RSAs of $5,983 and $572 during the years ended December 31, 2019 and 2018, respectively. As of December 31, 2019, there was $3,666 of unrecognized compensation cost related to nonvested RSUs under the 2018 Incentive Plan, with a current weighted average remaining vesting period of approximately 2.16 years. The restricted stock award activity under the Incentive Plans is as follows: Number of Shares Weighted Average Grant Date Fair Value Weighted Average Remaining Contractual Term (years) Nonvested at January 1, 2017 260,770 $ 0.02 0.92 Shares vested (260,770 ) 0.02 Nonvested at December 31, 2017 — — — Granted 550,000 11.94 Shares vested — — Nonvested at December 31, 2018 550,000 $ 11.94 1.78 Granted 5,004,664 2.29 Shares vested (484,614 ) 11.75 Forfeitures (1,887,411 ) 4.13 Nonvested at December 31, 2019 3,182,639 $ 1.42 2.16

Stockholders' Equity

Stockholders' Equity	12 Months Ended
	Dec. 31, 2019
Equity [Abstract]
Stockholders' Equity	16. Stockholders’ Equity Common Stock At December 31, 2019 and 2018, there were 249,000,000 shares of common stock authorized and 76,579,175 and 54,035,538 shares of common stock issued and outstanding, respectively, with a par value of $0.0001. The Company did not hold any shares as treasury shares as of December 31, 2019 or December 31, 2018. The Company’s common stockholders are entitled to one vote per share. Preferred Stock At December 31, 2019 and 2018, the Company was authorized to issue 1,000,000 shares of preferred stock ($0.0001 par value per share). There were no issued or outstanding preferred shares as of December 31, 2019 or December 31, 2018. Follow-on Public Offering On May 21, 2019, the Company completed an underwritten follow-on public offering of 6,757,000 shares of its common stock at a price of $7.40 per share resulting in gross proceeds of $50,002. Bite Squad Merger A portion of the consideration for the Bite Squad Merger was paid in the form of common shares of the Company. Common shares transferred at closing totaled 10,591,968. Additionally, the Company issued 325,000 shares of common stock of the Company in a private placement on January 17, 2019 in connection with an amendment to the Credit Agreement at the time of the Bite Squad Merger. Warrants Public Warrants Prior to the consummation of the Landcadia Business Combination, Landcadia Holdings, Inc. had 25,000,000 public warrants outstanding (the “Public Warrants”). In the first quarter of 2019, the Company commenced an exchange offer and consent solicitation relating to the Public Warrants. A total of 4,494,889 Line of Credit Warrants On July 2, 2018, the Company entered into a loan agreement with a group of lenders for an unsecured line of credit. In connection with advances made under the loan agreement, Waitr Incorporated was required to issue the Line of Credit Warrants to the lenders, providing the lenders the right to purchase 37,735 shares of the Company’s common stock. In November of 2018, the lenders exercised their Line of Credit Warrants, receiving 37,735 shares of common stock, for which we received $337 in cash, pursuant to the terms of the warrants. Debt Warrants In connection with the Debt Facility, the Company issued to Luxor Capital warrants initially exercisable for 384,615 shares of the Company’s common stock with an exercise price of $13.00 per share (the “Debt Warrants”). The Debt Warrants became exercisable after the consummation of the Landcadia Business Combination and will expire four years from the closing date of the Landcadia Business Combination. The Debt Warrants include customary anti-dilution protection, including broad-based weighted average adjustments for issuances of additional shares (down-round features) and holders of the Debt Warrants have customary registration rights with respect to the shares underlying the Debt Warrants. In connection with the Offering, the down-round provision in the Debt Warrants was triggered and the conversion rate was adjusted. The Debt Warrants are now exercisable for 399,726 shares of the Company’s common stock with an exercise price of $12.51 per share. The effect of the triggered down-round feature on the value of the Debt Warrants was immaterial.

Loss Per Share Attributable to

Loss Per Share Attributable to Common Stockholders	12 Months Ended
	Dec. 31, 2019
Earnings Per Share [Abstract]
Loss Per Share Attributable to Common Stockholders	17. Loss Per Share Attributable to Common Stockholders Basic loss per share is computed by dividing net loss attributable to common stockholders by the weighted-average number of common stock outstanding during the period, without consideration for common stock equivalents. Diluted loss per share attributable to common stockholders is computed by dividing net loss by the weighted-average number of common stock outstanding during the period and potentially dilutive common stock equivalents, including stock options, restricted stock awards, restricted stock units and warrants, except in cases where the effect of the common stock equivalent would be antidilutive. The Landcadia Business Combination was accounted for as a reverse recapitalization in accordance with GAAP (see Note 3 – Business Combinations The calculation of basic and diluted loss per share attributable to common stockholders for the years ended December 31, 2019, 2018 and 2017 is as follows (in thousands, except share and per share data): Years Ended December 31, 2019 2018 2017 Numerator: Net loss – basic and diluted $ (291,306 ) $ (34,311 ) $ (26,907 ) Gain on debt extinguishment recorded as a capital contribution (see Note 9) 1,897 — — Net loss attributable to participating securities – basic and diluted — — — Net loss attributable to common stockholders – basic and diluted $ (289,409 ) $ (34,311 ) $ (26,907 ) Denominator: Weighted-average number of shares outstanding – basic and diluted 72,404,020 15,745,065 9,995,031 Loss per share – basic and diluted $ (4.00 ) $ (2.18 ) $ (2.69 ) Excluded from the calculation of weighted-average number of diluted shares outstanding is the effect of the Waitr Convertible Notes, which have historically converted to preferred shares. In connection with the Landcadia Business Combination, we issued Notes which are convertible into shares of the Company’s common stock. See Note 9 – Debt The following table includes potentially dilutive common stock equivalents as of December 31, 2019 and 2018. The Company generated a net loss attributable to the Company’s common stockholders for each of the years ended December 31, 2019, 2018, and 2017. Accordingly, the effect of dilutive securities is not considered in the loss per share for such periods because their effect would be antidilutive on the net loss. As of December 31, 2019 2018 Potentially dilutive securities: ​ Stock Options 445,721 880,833 Restricted Stock Units 3,182,639 — Warrants (1) 399,726 25,399,726 Potentially dilutive securities at period end 4,028,086 26,280,559 (1) Includes 399,726 Debt Warrants as of December 31, 2019 and 2018 and 25,000,000 Public Warrants as of December 31, 2018. See Note 16 – Stockholders’ Equity

Reductions in Force

Reductions in Force	12 Months Ended
	Dec. 31, 2019
Restructuring And Related Activities [Abstract]
Reductions in Force	18. Reductions in Force During 2019, we implemented various phases of reductions in force affecting approximately 400 corporate employees in connection with strategic initiatives to realize synergies from the Bite Squad Merger and to align the combined Company’s cost structure, which included the consolidation of operations, support and sales and marketing functions. The reductions in force resulted in severance charges of approximately $2,504, which are included in general and administrative expenses in the consolidated statement of operations for the year ended December 31, 2019.

Nasdaq Non-Compliance

Nasdaq Non-Compliance	12 Months Ended
	Dec. 31, 2019
Nasdaq Non Compliance [Abstract]
Nasdaq Non-Compliance	19. Nasdaq Non-Compliance On October 14, 2019, we notified the Nasdaq Stock Market (“Nasdaq”) that, as a result of the resignation of two board members from our Board of Directors (the “Board”) on October 11, 2019, the Company was no longer in compliance with the requirements of Nasdaq Listing Rule 5605 to have (i) a Board comprised of a majority of independent directors, (ii) an Audit Committee comprised of at least three members who satisfy certain criteria and (iii) a Compensation Committee comprised of at least two members who satisfy certain criteria. We submitted a plan to Nasdaq on December 11, 2019 regarding our steps to regain compliance. The plan was accepted, granting the Company an extension of up to 180 days from October 28, 2019 to regain compliance. We must satisfy the Audit Committee and Compensation Committee requirements by the earlier of (i) our next annual shareholders’ meeting or October 11, 2020 or (ii) if our next annual shareholders’ meeting is held before April 8, 2020, no later than April 8, 2020. Additionally, on December 2, 2019, we received written notice from Nasdaq indicating that the minimum bid price of our common stock had closed at less than $1.00 per share over the previous 30 consecutive business days and, as a result, did not comply with Listing Rule 5550(a)(2) (the “Bid Price Rule”). In accordance with Listing Rule 5810(c)(3)(A), we are being provided 180 calendar days, or until June 1, 2020, to regain compliance with the Bid Price Rule. If at any time before June 1, 2020, the bid price of our common stock closes at $1.00 per share or more for a minimum of 10 consecutive business days, Nasdaq will provide us with written confirmation of compliance with the Bid Price Rule and the matter will be closed.

Related Party Transactions

Related Party Transactions	12 Months Ended
	Dec. 31, 2019
Related Party Transactions [Abstract]
Related-Party Transaction	20. Related-Party Transactions As of December 31, 2017, certain board members of Waitr Incorporated participated in the Company’s issuance of Series 2017 Notes. Out of $7,484 principal amount issued as Series 2017 Notes, approximately $694 was funded by the board members. Additionally, certain board members of Waitr Incorporated were lenders under the Company’s line of credit. Out of $5,000 borrowed under the line of credit, $3,030 was funded by the board members. Interest expense for the year ended December 31, 2018 included $401 of amounts paid to the board members. On November 15, 2018, in connection with the Landcadia Business Combination, the Company entered into the Credit Agreement, and on January 17, 2019, in connection with the Bite Squad Merger, the Company entered into an amendment to the Credit Agreement with Luxor Capital and an amendment to the Convertible Notes Agreement with the Luxor Entities. On May 21, 2019, in connection with the Offering, the Company entered into a second amendment to the Credit Agreement with Luxor Capital and a second amendment to the Convertible Notes Agreement with the Luxor Entities. See Note 9 – Debt At the closing of the Landcadia Business Combination, the Company entered into a consulting agreement with Steven L. Scheinthal, a board member of the Company, pursuant to which he received 150,000 restricted shares under the Waitr Holdings Inc. 2018 Omnibus Incentive Plan.

Basis of Presentation and Sum_2

Basis of Presentation and 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 generally accepted accounting principles in the United States of America (“GAAP”) and in accordance with the rules and regulations of the United States Securities and Exchange Commission (“SEC”).
Principles of Consolidation	Principles of Consolidation The accompanying consolidated financial statements include the accounts of the Company and all wholly-owned subsidiaries. Intercompany transactions and balances have been eliminated upon consolidation.
Reclassifications	Reclassifications Certain prior period amounts included in the consolidated statements of operations have been reclassified to conform to the current period’s presentation. The Company has revised the classification of certain employee-related wages and payroll taxes associated with such wages for the year ended December 31, 2017 to better align the statement of operations line items with departmental responsibilities and management of operations. These reclassifications had no effect on the Company’s reported total costs and expenses, loss from operations, net loss or loss per share for the year ended December 31, 2017. The table below summarizes the financial statement line items impacted by these reclassifications (in thousands): Year Ended December 31, 2017 As Previously Reported Reclassification As Reclassified Operations and support expenses $ 17,668 $ 3,302 $ 20,970 Sales and marketing expenses 5,617 44 5,661 General and administrative expenses 12,601 (3,164 ) 9,437 Related party expenses 182 (182 ) — Certain prior period amounts included in the consolidated balance sheets, consolidated statements of cash flows and accompanying notes to the financial statements have been reclassified to conform to the current period’s presentation. Restaurant Food Liability All transactions processed through the Bite Squad Platform and certain transactions processed through the Waitr Platform result in the Company receiving all of the transaction proceeds. The Company records as a restaurant food liability the net balance owed to the restaurant, after deducting the commissions and other fees charged to the restaurant. Our restaurant food liability as of December 31, 2018 has been reclassified from other current liabilities to a separate line on the consolidated balance sheet to conform to the current period’s presentation. The Company remits payments to the restaurants twice a month, generally on the 1 st th
Use of Estimates	Use of Estimates The preparation of the consolidated financial statements in accordance with GAAP requires the Company to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. Significant estimates and judgments relied upon in preparing these consolidated financial statements affect the following items: • determination of the nature and timing of satisfaction of revenue-generating performance obligations and the standalone selling price of performance obligations; • variable consideration; • other obligations such as product returns and refunds; • allowance for doubtful accounts and chargebacks; • incurred loss estimates under our insurance policies with large deductibles or retention levels; • income taxes; • useful lives of tangible and intangible assets; • depreciation and amortization; • equity compensation; • contingencies; • goodwill and other intangible assets, including the recoverability of intangible assets with finite lives and other long-lived assets; • impairments; and • fair value of assets acquired and liabilities assumed as part of a business combination. The Company regularly assesses these estimates and records changes to estimates in the period in which they become known. The Company bases its estimates on historical experience and various other assumptions believed to be reasonable under the circumstances. Changes in the economic environment, financial markets, and any other parameters used in determining these estimates could cause actual results to differ from those estimates.
Liquidity and Capital Resources	Liquidity and Capital Resources The accompanying consolidated financial statements were prepared on a going concern basis, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. December 31, December 31, 2019 2018 Working capital $ 9,129 $ 205,849 Liquid assets 29,317 209,340 During the second half of 2019 and through the first quarter of 2020, management has implemented plans to improve the liquidity of the Company, including several initiatives to realize synergies from the Bite Squad Merger and to align the combined Company’s cost structure. These initiatives included staff reductions in November 2019 and January 2020 and the consolidation of operations, support and sales and marketing functions, as well as the integration of five markets in which Waitr and Bite Squad operations overlapped. Additionally, the Company initiated modifications to its fee structure in July 2019 with a majority of restaurants on the Waitr Platform, which became effective in August 2019, and in January 2020, with the majority of the remaining restaurants on its Platforms, which became effective throughout February 2020. Further, in December 2019 and January 2020, the Company closed approximately 60 unprofitable, non-core markets. The combination of these initiatives has reduced the Company’s overall cost structure and resulted in improved revenue per order and cash flow through February 2020. As of January 31 and February 29, 2020, cash on hand was approximately $30,300 and $29,900, respectively. Additionally, as of March 13, 2020, cash on hand was approximately $30,500, essentially flat relative to December 2019. Management is in the process of implementing additional initiatives, with a focus on continued improvements to revenue per order, costs per order, cash flow, profitability and liquidity. These initiatives include, among other things, new and enhanced service offerings to restaurant partners (such as priority placement, payment processing and consumer marketing), a continued focus on increasing restaurant supply on the Platforms, as well as an initiative to change to a contract labor model for delivery drivers, the implementation of which is expected to be completed early in the second quarter of 2020. We currently expect that our cash on hand and estimated cash flow from operations will be sufficient to meet our working capital needs beyond twelve months, however, there can be no assurance that we will generate cash flow at the levels we anticipate. We continually evaluate additional opportunities to strengthen our liquidity position, fund growth initiatives and/or combine with other businesses by issuing equity or equity-linked securities (in public or private offerings) and/or incurring additional debt. However, market conditions, our future financial performance or other factors may make it difficult or impossible for us to access sources of capital, on favorable terms or at all, should we determine in the future to raise additional funds.
Business Combinations	Business Combinations The Company accounts for business combinations under the acquisition method of accounting, in accordance with Accounting Standards Codification (“ASC”) Topic 805, Business Combinations
Cash	Cash Cash consists of demand deposits with financial institutions, as well as cash owed to restaurants on the Platforms. The Company has compensating balance arrangements with its financial institutions related to the Company’s corporate credit card program and a letter of credit. As of December 31, 2019, cash supporting an outstanding letter of credit was $3,191 and cash supporting the Company’s credit card program was $257. Certain restaurants on the Platforms elect to receive their portion of payments collected through the Company’s Platforms less frequently than daily. Upon receipt of the restaurants’ cash, the Company records an offsetting liability. As of December 31, 2019, our restaurant liability was $5,612. The Company regularly maintains cash in excess of federally insured limits at financial institutions. The Company makes such deposits with entities it believes are of high credit quality and has not incurred any losses related to these balances. Management believes its credit risk, with respect to these financial institutions, to be minimal.
Accounts Receivable and Allowance for Doubtful Accounts and Chargebacks	Accounts Receivable and Allowance for Doubtful Accounts and Chargebacks Accounts receivable is comprised of setup and integration fees due from restaurants and credit card receivables due from the credit card processor. Credit card payments on orders made through the Platforms are generally remitted to the Company three business days after the transaction resulting from the sale and delivery of food. Accounts receivable are stated net of an allowance for doubtful accounts, determined by management through an evaluation of specific accounts, considering historical experience, aging of accounts receivable, and information regarding the creditworthiness of the customers. When it becomes probable that the receivable will not be collected, the balance is written off. The Company performs periodic credit evaluations of the financial condition of customers, monitors collections and payments from customers, and generally does not require collateral. Additionally, the Company is liable for uncollected credit card receivables (or “chargebacks”), including fraudulent orders, when a consumer’s card is authorized but fails to process and for other unpaid credit card receivables. Chargebacks are recorded as a reduction of the revenue recorded for the transaction.
Property and Equipment, net	Property and Equipment, net Property and equipment, net is stated at cost less accumulated depreciation. Depreciation is computed using the straight-line method over the estimated useful lives of the assets. Useful lives of each asset class are as follows: Equipment 3 years Furniture 5 years Leasehold improvements 7 years Maintenance and repair costs are expensed as incurred. Major improvements, which extend the useful life of the related asset, are capitalized. When these assets are sold or otherwise disposed of, the asset and related depreciation are relieved and any gain or loss is included in the consolidated statements of operations for the period of sale or disposal.
Intangible Assets	Intangible Assets Internally Developed Software The Company incurs expenses associated with software development, which includes wages, employee benefits, and other compensation-related expenses. Additionally, the Company may periodically incur third-party development and programming costs. Costs of Software to Be Sold, Leased, or Marketed The Company accounts for costs incurred to develop its externally-marketed platform in accordance with ASC Topic 985-20 , Software — Costs of Software to Be Sold, Leased, or Marketed Internal Use Software The Company also capitalizes costs to develop or purchase internal-use software in accordance with ASC Topic 350-40, Intangibles, Goodwill and Other — Internal-Use Software
Impairment of Long-Lived and Other Intangible Assets	Impairment of Long-Lived and Other Intangible Assets The Company reviews the recoverability of its long-lived assets, including acquired technology, capitalized software costs, and property and equipment, when events or changes in circumstances occur that indicate that the carrying value of the asset may not be recoverable. Recoverability of finite and other long-lived assets is measured by comparing the carrying amount of an asset group to the future undiscounted net cash flows expected to be generated by that asset group. The Company groups assets for purposes of such review at the lowest level for which identifiable cash flows of the asset group are largely independent of the cash flows of the other groups of assets and liabilities. The amount of impairment to be recognized for finite and indefinite-lived intangible assets and other long-lived assets is calculated as the difference between the carrying value and the fair value of the asset group, generally measured by discounting estimated future cash flows based in part on financial results and the Company’s expectation of future performance. Impairments The Company conducts its goodwill and intangible asset impairment test annually in October, or more frequently if indicators of impairment exist. For purposes of testing for goodwill impairment, the Company has one reporting unit. As a result of recent, adverse changes in market conditions from increased competition having negatively affected the Company’s order and revenue growth, thereby contributing to a sustained decline in the Company’s market capitalization, the Company conducted its impairment test as of September 30, 2019. The impairment test was conducted in accordance with ASC Topic 360, Impairment and Disposal of Long-Lived Assets Intangibles – Goodwill and Other ASC 360 requires long-lived assets to be tested for impairment using a three-step impairment test. Step 1 of the test is giving consideration to whether indicators of impairment of long-lived assets are present. Given the sustained decline in the Company’s market capitalization, indications were that an impairment may exist and the Company proceeded to Step 2 to determine whether an impairment loss should be recognized. As a part of Step 2, the Company performed a recoverability test by comparing the sum of the estimated undiscounted future cash flows attributable to the long-lived assets in question to their carrying amounts. Given that the undiscounted cash flows for the long-lived assets were below the carrying amounts, the Company proceeded to perform Step 3 of the test by measuring the amount of impairment to the long-lived assets. An impairment loss is measured by the excess of the carrying amount of the long-lived asset over its implied fair value. As a result of this analysis, the Company recognized non-cash pre-tax impairment losses for the long-lived assets of $71,982, described in more detail below. ASC 350 requires goodwill and other indefinite lived assets to be tested for impairment at the reporting unit level. For ASC 350 testing purposes, the Company compared the fair value of the reporting unit with its carrying amount. The fair value of the reporting unit was estimated giving consideration to the Income Approach, including the discounted cash flow method, and the Market Approach, including the similar transactions method and guideline public company method. Significant inputs and assumptions in the ASC 350 analysis included forecasts (e.g., revenue, operating costs, capital expenditures, etc.), discount rate, long-term growth rate, tax rates, etc. for the reporting unit under the Income Approach and market-based enterprise value to revenue multiples under the Market Approach. As a result of the ASC 360 and ASC 350 analyses, the Company recognized a total non-cash pre-tax impairment loss of $191,194 during the year ended December 31, 2019 to write down the carrying values of goodwill and intangible assets, including capitalized contract costs, customer relationships and developed technology, to their implied fair values. See below for additional details related to the methodology taken to estimate the fair value for the long-lived assets for purposes of the ASC 360 impairment testing. The developed technology asset was valued using the replacement cost methodology which considers the direct replacement and opportunity costs associated with the underlying technology. The developed technology analysis represents a Level 3 measurement as it was based on unobservable inputs reflecting the Company’s assumptions used in pricing the asset at fair value. These inputs required significant judgments and estimates at the time of the valuation. The customer relationships were valued using the Income Approach, specifically, the multi-period excess earnings method, which measures the after-tax cash flows attributable to the existing customer relationships after deducting the operating costs and contributory asset charges associated with supporting the existing customer relationships. The customer relationships analysis represents a Level 3 measurement as it was based on unobservable inputs reflecting the Company’s assumptions used in developing a fair value estimate. These inputs required significant judgments and estimates at the time of the valuation. The total non-cash impairment loss of $191,194 resulting from the ASC 360 and ASC 350 analyses included goodwill and intangible asset impairment losses of $119,212 and $71,982, respectively, which are included in the consolidated statement of operations under the captions “goodwill impairment” and “intangible and other asset impairments,” respectively, during the year ended December 31, 2019. The intangible asset impairment loss of $71,982 included $57,295 for the impairment of customer relationships and $10,872 for the impairment of developed technology. Additionally, $3,815 of capitalized contracts costs, related to future revenue generation that was effectively subsumed in the customer relationship value, were impaired. Determining the fair value of a reporting unit and intangible assets requires the use of estimates and significant judgments that are based on a number of factors including actual operating results. It is reasonably possible that the judgments and estimates described above could change in future periods. There can be no assurance that additional goodwill or intangible assets will not be impaired in future periods. In July 2019, the Company ceased the operations of a grocery delivery service related to the GoGoGrocer asset acquisition and concluded that the carrying value of the acquired customer relationship asset was non-recoverable, resulting in an impairment loss of $83. The loss is included in intangible and other asset impairments in the consolidated statement of operations in the year ended December 31, 2019. Additionally, intangible and other asset impairments during the year ended December 31, 2019 include impairment losses of $334 for the portion of previously capitalized software that was replaced due to the release of new software developed during 2019.
Goodwill	Goodwill Goodwill represents the excess purchase price over tangible and intangible assets acquired, less liabilities assumed arising from business combinations. The Company conducts its goodwill impairment test annually in October or more frequently if indicators of impairment exist. When performing the annual impairment test, the Company has the option of performing a qualitative or quantitative assessment to determine if an impairment has occurred. If a qualitative assessment indicates that it is more likely than not that the fair value of a reporting unit is less than its carrying amount, the Company would be required to perform a quantitative impairment two-step test for goodwill. In the first step, the fair value of each reporting unit is determined and compared to the reporting unit’s carrying value, including goodwill. If the fair value of a reporting unit is less than its carrying value, the second step of the goodwill impairment test is performed to measure the amount of impairment, if any. In the second step, the fair value of the reporting unit is allocated to the assets and liabilities of the reporting unit as if it had been acquired in a business combination and the purchase price was equivalent to the fair value of the reporting unit. The excess of the fair value of the reporting unit over the amounts assigned to its assets and liabilities is referred to as the implied fair value of goodwill. If the implied fair value of goodwill at the reporting unit level is less than its carrying value, an impairment loss is recorded to the extent that the implied fair value of goodwill at the reporting unit is less than its carrying value.
Leases	Leases The Company accounts for leases under the provisions of ASC Topic 840, Leases The Company’s lease agreements provide for rental payments that increase on an annual basis. The Company recognizes rent expense on operating leases on a straight-line basis over the non-cancellable lease term. Operating leases with landlord-funded leasehold improvements are considered tenant allowances and are amortized as a reduction of rent expense over the non-cancellable lease term. Deferred rent liability, which is calculated as the difference between contractual lease payments and the rent expense, is recorded in other noncurrent liabilities in the consolidated balance sheets.
Stock-Based Compensation	Stock-Based Compensation The Company measures compensation expense for all stock-based awards, including stock options, restricted stock units and restricted stock awards, in accordance with ASC Topic 718, Compensation — Stock Compensation The Company uses an option-pricing model to determine the fair value of stock options. Determining the fair value of stock-based awards at the grant date requires judgment. The determination of the grant date fair value of options using an option-pricing model is affected by the Company’s estimated common stock value, as well as assumptions regarding a number of other complex and subjective variables. These assumptions include: Risk-free rate: Risk-free interest rates are derived from U.S. Treasury securities as of the option grant date. Volatility: Volatility of the Company’s stock price is estimated based on a combination of published historical volatilities of comparable publicly traded companies. Expected term: The expected term calculation for option awards considers a combination of the Company’s historical and estimated future exercise behavior. Forfeiture rate: The Company elects to recognize actual forfeitures of stock-based awards as they occur in accordance with Accounting Standards Update (“ASU”) No. 2016-09, . If any of the assumptions used in the option-pricing model change significantly, stock-based compensation for future awards may differ materially compared to the awards granted. The expense resulting from stock-based payments is recorded as expense in the accompanying consolidated statements of operations based on the relevant headcount.
Debt Issuance Costs	Debt Issuance Costs The Company incurs debt issuance costs in connection with its debt facilities and related amendments. Amounts paid directly to lenders are classified as issuance costs and are recorded as a reduction of the carrying value of the debt. Debt issuance costs are amortized using the effective interest rate method to interest expense on the Company’s consolidated statements of operations. See Note 9 – Debt
Convertible Notes, Net	Convertible Notes The Company accounts for convertible notes in accordance with ASC Topic 470-20, Debt with Conversion and Other Options Interest Embedded Derivatives ASC Topic 815-15 , Embedded Derivatives Beneficial Conversion Feature If the amount allocated to the convertible notes results in an effective per share conversion price that is less than the fair value of the Company’s common stock on the commitment date, the intrinsic value of this beneficial conversion feature is recorded as a discount to the convertible notes, with a corresponding increase to additional paid in capital. The beneficial conversion feature discount is equal to the difference between the effective conversion price and the fair value of the Company’s common stock at the commitment date, unless limited by the remaining proceeds allocated to the convertible notes.
Equity-Based Payments to Non-Employees	Equity-Based Payments to Non-Employees Under the provisions of ASC Topic 505-50, Equity-Based Payments to Non-Employees,
Earnings per Common Share	Earnings per Common Share Under GAAP, certain instruments granted in stock-based payment transactions are considered participating securities prior to vesting and are therefore required to be included in the earnings allocation in calculating earnings per share under the two-class method. Companies are required to treat unvested stock-based payment awards with a right to receive non-forfeitable dividends as a separate class of securities in calculating earnings per share, except in cases where the effect of the inclusion of the participating securities would be antidilutive.
Fair Value Measurement	Fair Value Measurements The Company records the fair value of assets and liabilities in accordance with ASC Topic 820, Fair Value Measurement In addition to defining fair value, ASC 820 expands the disclosure requirements around fair value and establishes a fair value hierarchy for valuation inputs. The hierarchy prioritizes the inputs into three levels based on the extent to which inputs used in measuring fair value are observable in the market. Each fair value measurement is reported in one of the three levels, which is determined by the lowest level input that is significant to the fair value measurement in its entirety. These levels are: Level 1 — Quoted prices (unadjusted) in active markets for identical assets or liabilities. Level 2 — Quoted prices for similar assets and liabilities in active markets or inputs that are observable for the asset or liability, either directly or indirectly through market corroboration, for substantially the full term of the financial instrument. Level 3 — Unobservable inputs reflecting the Company’s own assumptions about the inputs used in pricing the asset or liability at fair value.
Concentration of Credit Risk	Concentration of Credit Risk Financial instruments that potentially subject the Company to concentration of credit risk consist primarily of accounts receivable. From time to time, the Company assesses the credit worthiness of its payment processing service provider and restaurants on the Platforms. Credit risk on accounts receivable is minimized through use of a reputable payment processing service provider as well as a diverse group of restaurants dispersed across several geographic areas. The Company has not experienced material losses related to receivables from individual restaurants or groups of restaurants and is not expecting a change from this historical norm, as current economic conditions are relatively stable. Additionally, the Company regularly maintains cash in excess of federally insured limits at financial institutions. The Company makes such deposits with entities it believes are of high credit quality and has not incurred any losses related to these balances. Management believes its credit risk, with respect to these financial institutions, to be minimal.
Segments	Segments The Company operates in a single segment. Operating segments are identified as components of an enterprise about which separate discrete financial information is available for evaluation by the chief operating decision maker (“CODM”) in making decisions regarding resource allocation and assessing performance. The Company has determined that its Chief Executive Officer is the CODM. To date, the Company’s CODM has made such decisions and assessed performance at the Company-level.
Revenue	Revenue The Company generates revenue (“transaction fees”) primarily when diners place an order on one of the Platforms. In the case of diner subscription fees for unlimited delivery, revenue is recognized when payment for the monthly subscription is received. Revenue consists of the following for the periods indicated (in thousands): Years Ended December 31, 2019 2018 2017 Transaction fees $ 186,189 $ 65,930 $ 21,406 Setup and integration fees 5,270 2,882 1,214 Other 216 461 291 Total Revenue $ 191,675 $ 69,273 $ 22,911 Transaction fees represent the revenue recognized from the Company’s obligation to process orders on the Platforms. The performance obligation is satisfied when the Company successfully processes an order placed on one of the Platforms and the restaurant receives the order at their location. The obligation to process orders on the Platforms represents a series of distinct performance obligations satisfied over time that the Company combines into a single performance obligation. Consistent with the recognition objective in ASC Topic 606, Revenue from Contracts with Customers During the periods presented in this Annual Report on Form 10-K the Company has received non-refundable upfront setup and integration fees for onboarding certain restaurants. Setup and integration activities primarily represent administrative activities that allowed the Company to fulfill future performance obligations for these restaurants and do not represent services transferred to the restaurant. However, the non-refundable upfront setup and integration fees charged to restaurants resulted in a performance obligation in the form of a material right related to the restaurant’s option to renew the contract each day rather than provide a notice of termination. Upfront non-refundable fees were generally due shortly after the contract was executed; however, the Company could provide installment payment options for up to six months. Revenue related to setup and integration fees has historically been recognized ratably over a two-year period. In July 2019, the Company modified its fee structure with a majority of restaurants on the Waitr Platform. The new, modified fee structure was performance-based and tiered such that restaurants with higher sales through the Waitr Platform were subject to a rate at the lower end of the range, whereas restaurants with lower sales through the Waitr Platform were subject to a rate at the upper end of the range. The performance-based fees became effective for August 2019, upon acceptance of the new agreements by the restaurants. Approximately 22% of the restaurants on the Waitr Platform did not accept the new agreements, resulting in the termination of their contracts (Bite Squad restaurants were unaffected, since it had not previously offered the lower rate, upfront fee option to restaurants). Additionally, with the introduction of the July 2019 modifications, the Company discontinued offering fee arrangements with the upfront, one-time setup and integration fee. Upon acceptance of the new performance-based fee agreement, in certain cases, the Company waived uncollected portions of the setup and integration fee and refunded portions of previously paid setup and integration fees. The contract modifications and the effect of such modifications on our measure of progress towards the performance obligations resulted in accelerated recognition of deferred revenue related to the modified contracts. Included in revenue during the year ended December 31, 2019 is a cumulative adjustment to setup and integration fee revenue of $3,005, which was previously included in deferred revenue as of August 1, 2019. The cumulative adjustment to revenue was partially offset by write-offs of uncollected setup and integration fees within accounts receivable of $797 and refunds of previously paid setup and integration fees of $320. Further, a portion of our capitalized contract costs pertaining to or allocable to terminated restaurant contracts was recognized in the year ended December 31, 2019, resulting in an impairment loss of $852. For additional details, see “ Costs to Obtain a Contract with a Customer Costs to Fulfill a Contract with a Customer The Company sells gift cards on the Bite Squad Platform and recognizes revenue upon gift card redemption. Gift cards that have not yet been utilized amounted to $657 as of December 31, 2019 and are included on the consolidated balance sheet in other current liabilities. Significant Judgment Most of the Company’s contracts with restaurants contain multiple performance obligations as described above. For these contracts, the Company accounts for individual performance obligations separately if they are both capable of being distinct, and distinct in the context of the contract. Determining whether products and services are considered distinct performance obligations that should be accounted for separately may require significant judgment. Judgment is also required to determine the standalone selling price for each distinct performance obligation. The Company used the alternative approach in ASC 606 to allocate the upfront fee between the material right obligation and the transaction fee obligation, which resulted in all of the upfront non-refundable payment at inception of the contract being allocated to the material right obligation. When contracts with customers include other performance obligations, such as ancillary equipment, the Company establishes a single amount to estimate the standalone selling price for the goods or services. In instances where the standalone selling price is not directly observable, it is determined using observable inputs. Contract Balances The timing of revenue recognition may differ from the timing of invoicing to restaurants. The Company records a receivable when it has an unconditional right to the consideration. Setup and integration fees were due at inception of the contract; in certain cases, extended payment terms may have been provided for up to six months and are included in accounts receivable. The opening balance of accounts receivable, net was $3,687 and $2,124 Payment terms and conditions on setup and integration fees varied by contract type, although terms typically included a requirement of payment within six months. The Company recorded a contract liability in deferred revenue for the unearned portion of the upfront non-refundable fee. In instances where the timing of revenue recognition differs from the timing of invoicing, the Company has determined its contracts do not include a significant financing component. Costs to Obtain a Contract with a Customer The Company recognizes an asset for the incremental costs of obtaining a contract with a restaurant and recognizes the expense over the course of the period when the Company expects to recover those costs. The Company has determined that certain internal sales incentives earned at the time when an initial contract is executed meet these requirements. Capitalized sales incentives are amortized to sales and marketing expense on a straight-line basis over the period of benefit. The Company applies a practical expedient to expense costs as incurred for costs to obtain a contract with a customer when the amortization period would have been one year or less. As a result of the changes in the terms of the contracts related to the modified fee structure introduced in July 2019, we changed our estimate of the useful life of the asset for costs to obtain a contract to better reflect the estimated period in which the asset will remain in service. Effective August 1, 2019, the estimated useful life of the asset for costs to obtain a contract from customers, previously estimated at In connection with the modified fee structure and the related changes in the contract terms, certain restaurants elected to terminate their contracts, resulting in an impairment charge for the portion of capitalized contract costs of obtaining a contract which was deemed to be non-recoverable. The impairment was calculated based on a pro rata allocation of the carrying value of the asset as of July 31, 2019 between the restaurants remaining on the Waitr Platform and those terminating their contracts. The capitalized contract costs allocated to the terminated restaurants totaled $341 and was recognized as an impairment loss during the year ended December 31, 2019 in the consolidated statement of operations. Additionally, during the year ended December 31, 2019, we recognized an impairment loss for deferred costs related to obtaining contracts with restaurants at September 30, 2019 in connection with the Company’s goodwill and intangible asset impairment analysis (see Note 7 – Intangible Assets and Goodwill Deferred costs related to obtaining a contract with a customer totaled $701 and $986 as of December 31, 2019 and 2018, respectively, out of which $143 and $679, respectively, was classified as current. Amortization of expense for the costs to obtain a contract were $606, $541, and $211 for the years ended December 31, 2019, 2018, and 2017, respectively. Costs to Fulfill a Contract with a Customer The Company also recognizes an asset for the costs to fulfill a contract with a restaurant when they are specifically identifiable, generate or enhance resources used to satisfy future performance obligations, and are expected to be recovered. The Company has determined that certain costs related to setup and integration activities meet the capitalization criteria under ASC Topic 340-40, Other Assets and Deferred Costs As a result of the changes in the terms of the contracts related to the modified fee structure introduced in July 2019, we changed our estimate of the useful life of the asset for costs to fulfill a contract to better reflect the estimated period in which the asset will remain in service. Effective August 1, 2019, the estimated useful life of the asset for costs to fulfill a contract from customers, previously estimated at two years, was increased to five years. The change in estimate had no material impact on the Company’s results of operations for the year ended December 31, 2019. The changes in the terms of the contracts in July 2019 and the related termination of contracts by certain restaurants resulted in a Note 7 – Intangible Assets and Goodwill Deferred costs related to fulfilling a contract with a customer totaled $270 and $1,710 as of December 31, 2019 and 2018, respectively, out of which $56 and $1,190 was classified as current. Amortization of expense for the costs to fulfill a contract were $1,030, $972, and $378 for the years ended December 31, 2019, 2018, and 2017, respectively.
Income Taxes	Income Taxes The Company files federal and state income tax returns in each of the jurisdictions in which it operates. The Company accounts for income taxes using the asset and liability method. Under this method, deferred tax assets and liabilities are calculated based upon the temporary differences between the financial statement and income tax bases of assets and liabilities using the enacted tax rates applicable in a given year. A valuation allowance is provided when it is more likely than not that all or some portion of the deferred tax assets will not be realized. The Company did not consider future book income as a source of taxable income when assessing if a portion of the deferred tax assets is more likely than not to be realized. However, scheduling the reversal of existing deferred tax liabilities indicated that a portion of the deferred tax assets are not likely to be realized. Therefore, valuation allowances were established against some, but not all, of the Company’s deferred tax assets. In the event the Company determines that it would be able to realize deferred tax assets that have valuation allowances established, an adjustment to the deferred tax assets would be recognized as a component of income tax expense through continuing operations. The calculation of income tax liabilities involves significant judgment in estimating the impact of uncertainties and complex tax laws. The Company’s tax returns are subject to examination by the various federal and state income-taxing authorities in the normal course of business. Such examinations may result in future assessments of additional tax, interest, and penalties. The Company utilizes a two-step approach in recognizing and measuring uncertain tax positions (“tax contingencies”). The first step is to evaluate the tax position for recognition by determining if the weight of available evidence indicates it is more likely than not that the position will be sustained on audit. The second step is to measure the tax benefit as the largest amount, which is more than 50% likely to be realized upon ultimate settlement. The Company accounts for income taxes related to tax contingencies and recognizes interest and penalties related to tax contingencies in income tax expense in the consolidated statements of operations. The Company has not recorded any tax contingencies as of December 31, 2019 and December 31, 2018. The Tax Cuts and Jobs Act (the “Tax Act”) was signed into law on December 22, 2017. In accordance with the Tax Act, the Company revalued its deferred tax assets and liabilities as of December 31, 2017 using the new corporate income tax rate of 21% instead of the prior statutory rate of 34%. The change in tax rate is effective for taxable income earned beginning on January 1, 2018.
Recent Accounting Pronouncements	Recent Accounting Pronouncements Changes to GAAP are established by the Financial Accounting Standards Board (the “FASB”), in the form of ASUs, to the FASB’s ASCs. The Company considered the applicability and impact of all ASUs. ASUs not listed below were assessed and determined to be either not applicable or are expected to have minimal impact on these consolidated financial statements. As an emerging growth company, the Company has elected to use the extended transition period for complying with new or revised financial accounting standards provided pursuant to Section 13(a) of the Securities Exchange Act of 1934, as amended. In December 2019, the FASB issued ASU 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes 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 removes, modifies or adds disclosure requirements regarding fair value measurements. The amendments in this ASU are effective for all entities beginning after December 15, 2019, with amendments on changes in unrealized gains and losses, the range and weighted average of significant unobservable inputs used to develop Level 3 fair value measurements, and narrative description of measurement uncertainty requiring prospective adoption and all other amendments requiring retrospective adoption. Early adoption is permitted. In June 2018, the FASB issued ASU No. 2018-07, Compensation – Stock Compensation (Topic 718), In July 2017, the FASB issued ASU No. 2017-11, Earnings Per Share (Topic 260), Distinguishing Liabilities from Equity (Topic 480) and Derivatives and Hedging (Topic 815): I. Accounting for Certain Financial Instruments with Down Round Features; II. Replacement of the Indefinite Deferral for Mandatorily Redeemable Financial Instruments of Certain Nonpublic Entities and Certain Mandatorily Redeemable Noncontrolling Interests with a Scope Exception Distinguishing Liabilities from Equity, In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments, As an emerging growth company, the Company will not be subject to the requirements of ASU 2016-13 until fiscal year 2020. In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842).

Basis of Presentation and Sum_3

Basis of Presentation and Summary of Significant Accounting Policies (Tables)	12 Months Ended
	Dec. 31, 2019
Accounting Policies [Abstract]
Summary of Reclassification Effect on Financial Statement	The table below summarizes the financial statement line items impacted by these reclassifications (in thousands): Year Ended December 31, 2017 As Previously Reported Reclassification As Reclassified Operations and support expenses $ 17,668 $ 3,302 $ 20,970 Sales and marketing expenses 5,617 44 5,661 General and administrative expenses 12,601 (3,164 ) 9,437 Related party expenses 182 (182 ) —
Summary of Company's Working Capital and Liquid Asset (Cash on Hand) Positions	The Company’s working capital and liquid asset (cash on hand) positions as of December 31, 2019 and 2018 are as follows (in thousands): December 31, December 31, 2019 2018 Working capital $ 9,129 $ 205,849 Liquid assets 29,317 209,340
Schedule of Useful Lives of Property and Equipment, Net	Useful lives of each asset class are as follows: Equipment 3 years Furniture 5 years Leasehold improvements 7 years Property and equipment are stated at cost less accumulated depreciation and consist of the following (in thousands): December 31, December 31, 2019 2018 Computer equipment $ 6,052 $ 4,818 Furniture and fixtures 1,182 668 Leasehold improvements 344 184 Construction in process — 556 $ 7,578 $ 6,226 Less: Accumulated depreciation (3,506 ) (1,675 ) Property and equipment, net $ 4,072 $ 4,551
Summary of Revenue	The Company generates revenue (“transaction fees”) primarily when diners place an order on one of the Platforms. In the case of diner subscription fees for unlimited delivery, revenue is recognized when payment for the monthly subscription is received. Revenue consists of the following for the periods indicated (in thousands): Years Ended December 31, 2019 2018 2017 Transaction fees $ 186,189 $ 65,930 $ 21,406 Setup and integration fees 5,270 2,882 1,214 Other 216 461 291 Total Revenue $ 191,675 $ 69,273 $ 22,911

Business Combinations (Tables)

Business Combinations (Tables) - BiteSquad.com, LLC	12 Months Ended
	Dec. 31, 2019
Schedule of Merger Consideration	The following represents the total merger consideration: (in thousands, except per share amount) Shares transferred at closing 10,592 Value per share $ 11.95 Total share consideration $ 126,574 Plus: cash transferred to Bite Squad members 197,255 Plus: pay down of debt 11,880 Plus: working capital payment to seller 149 Total merger consideration $ 335,858
Fair Value of Assets Acquired and Liabilities Assumed	The fair value of assets acquired and liabilities assumed in the Bite Squad Merger consists of the following (in thousands): Cash and cash equivalents $ 11,819 Settlements due from credit card processors 1,097 Accounts receivable 632 Inventory 940 Prepaid expenses and other 562 Intangible assets 104,400 Loans receivable 336 Other noncurrent assets 163 Restaurant food liability (930 ) Accounts payable (953 ) Accrued payroll (1,125 ) Accrued taxes (1,818 ) Other accruals (3,803 ) Total assets acquired and liabilities assumed 111,320 Goodwill 224,538 Total merger consideration $ 335,858
Summary of Identifiable Intangible Assets Acquired	Identifiable intangible assets acquired from Bite Squad consisted of the following (in thousands): Amortizable Life (in years) Value Customer Relationships 7.5 $ 81,000 Trade name 3.0 5,400 Developed technology 4.0 18,000 Total $ 104,400
Summary of Supplemental Condensed Consolidated Results of Company on an Unaudited Pro Forma Basis	The supplemental condensed consolidated results of the Company on an unaudited pro forma basis as if the Bite Squad Merger had been consummated on January 1, 2018 are as follows (in thousands): Years Ended December 31, 2019 2018 Net Revenue $ 195,961 $ 152,642 Net Loss 292,419 59,565

Accounts Receivable, Net (Table

Accounts Receivable, Net (Tables)	12 Months Ended
	Dec. 31, 2019
Receivables [Abstract]
Schedule of Accounts Receivable	Accounts receivable consist of the following (in thousands): December 31, December 31, 2019 2018 Credit card receivables $ 2,803 $ 1,871 Receivables from restaurants and customers 950 1,991 Accounts receivable $ 3,753 $ 3,862 Less: allowance for doubtful accounts and chargebacks (481 ) (175 ) Accounts receivable, net $ 3,272 $ 3,687
Schedule of Allowance for Doubtful Accounts	Additionally, the activity in the allowance for doubtful accounts and chargebacks is as follows (in thousands): December 31, December 31, 2019 2018 Balance, beginning of the year $ 175 $ 50 Additions to expense 481 128 Write-offs, net of recoveries and other adjustments (175 ) (3 ) Balance, end of the year $ 481 $ 175

Prepaid Expenses and Other Cu_2

Prepaid Expenses and Other Current Assets (Tables)	12 Months Ended
	Dec. 31, 2019
Prepaid Expense And Other Assets Current [Abstract]
Schedule of Prepaid Expenses and Other Current Assets	Prepaid expenses and other current assets consist of the following (in thousands): ​ ​ December 31, December 31, ​ ​ 2019 ​ 2018 Prepaid insurance expense ​ $ 5,859 $ 3,618 Other current assets ​ 2,470 930 Prepaid expenses and other current assets ​ $ 8,329 $ 4,548

Property and Equipment, Net (Ta

Property and Equipment, Net (Tables)	12 Months Ended
	Dec. 31, 2019
Property Plant And Equipment [Abstract]
Schedule of Useful Lives of Property and Equipment, Net	Useful lives of each asset class are as follows: Equipment 3 years Furniture 5 years Leasehold improvements 7 years Property and equipment are stated at cost less accumulated depreciation and consist of the following (in thousands): December 31, December 31, 2019 2018 Computer equipment $ 6,052 $ 4,818 Furniture and fixtures 1,182 668 Leasehold improvements 344 184 Construction in process — 556 $ 7,578 $ 6,226 Less: Accumulated depreciation (3,506 ) (1,675 ) Property and equipment, net $ 4,072 $ 4,551

Intangibles Assets and Goodwi_2

Intangibles Assets and Goodwill (Tables)	12 Months Ended
	Dec. 31, 2019
Goodwill And Intangible Assets Disclosure [Abstract]
Schedule of Intangible Assets	Intangible assets are stated at cost or acquisition-date fair value less accumulated amortization and consist of the following (in thousands): ​ ​ As of December 31, 2019 ​ Gross Carrying Amount ​ Accumulated Amortization ​ Accumulated Impairment ​ Intangible Assets, Net Software ​ $ 21,223 ​ $ (4,113 ) $ (11,795 ) $ 5,315 Trademarks/Trade name/Patents ​ 5,405 ​ (1,725 ) — 3,680 Customer Relationships 82,343 (8,199 ) (57,378 ) 16,766 Total ​ $ 108,971 ​ $ (14,037 ) $ (69,173 ) $ 25,761 ​ ​ ​ As of December 31, 2018 ​ ​ Gross Carrying Amount ​ Accumulated Amortization ​ Accumulated Impairment ​ Intangible Assets, Net Software ​ $ 1,239 ​ $ (536 ) $ (589 ) $ 114 Trademarks/Trade name/Patents ​ 5 ​ — — 5 Customer Relationships 142 — — 142 Total ​ $ 1,386 ​ $ (536 ) $ (589 ) $ 261
Schedule of Estimated Future Amortization Expense of Intangible Assets	Estimated future amortization expense of intangible assets is as follows (in thousands): Amortization 2020 $ 6,447 2021 6,421 2022 4,021 2023 2,634 2024 2,634 Thereafter 3,599 Total future amortization $ 25,756
Schedule of Goodwill	The Company’s goodwill balance is as follows as of December 31, 2019 and 2018 (in thousands): ​ ​ December 31, December 31, ​ ​ 2019 ​ 2018 Balance, beginning of period ​ $ 1,408 $ 1,408 Acquisitions during the period ​ 224,538 — Impairments during the period (119,212 ) — Balance, end of period ​ $ 106,734 $ 1,408

Other Current Liabilities (Tabl

Other Current Liabilities (Tables)	12 Months Ended
	Dec. 31, 2019
Other Liabilities Disclosure [Abstract]
Schedule of Other Current Liabilities	Other current liabilities consist of the following (in thousands): ​ ​ December 31, December 31, ​ ​ 2019 ​ 2018 Accrued advertising expenses $ 451 $ 887 Accrued insurance expenses 949 703 Accrued estimated workers' compensation expenses 2,355 769 Accrued legal contingency 2,000 — Accrued sales tax payable 681 — Other accrued expenses 3,469 1,720 Other current liabilities ​ 2,725 429 Total other current liabilities ​ $ 12,630 $ 4,508

Debt (Tables)

Debt (Tables)	12 Months Ended
	Dec. 31, 2019
Debt Disclosure [Abstract]
Schedule of Outstanding Debt Obligations	The Company’s outstanding debt obligations are as follows (in thousands): December 31, December 31, 2019 2018 Term Loans $ 69,545 $ 25,000 Notes 61,132 60,000 Promissory notes 284 — $ 130,961 $ 85,000 Less: unamortized debt issuance costs on Term Loans (5,115 ) (2,268 ) Less: unamortized debt issuance costs on Notes (2,602 ) (1,747 ) Total long-term debt $ 123,244 $ 80,985 Short-term loans 3,612 658 Total outstanding debt $ 126,856 $ 81,643
Schedule Maturities of Outstanding Debt, Net of Discounts	Maturities of outstanding debt, net of discounts are as follows (in thousands): Debt Maturity 2020 $ 3,612 2021 284 2022 122,960 Total debt $ 126,856

Derivatives (Tables)

Derivatives (Tables)	12 Months Ended
	Dec. 31, 2019
Derivative Instruments And Hedging Activities Disclosure [Abstract]
Amount of (Gain)loss Recognized in Consolidated Statement of Operations on Derivatives Not Designated as Hedging Instruments	The amount of (gain) loss recognized in the consolidated statements of operations on derivatives not designated as hedging instruments are as follows (in thousands): Years Ended December 31, 2019 2018 2017 (Gain) loss on derivatives $ — $ (337 ) $ 52

Income Taxes (Tables)

Income Taxes (Tables)	12 Months Ended
	Dec. 31, 2019
Income Tax Disclosure [Abstract]
Schedule of Provision for Federal and State Income Taxes	The provision for federal and state income taxes consists of the following (in thousands): Years Ended December 31, 2019 2018 2017 Current Federal $ — $ (477 ) $ — State 81 50 6 Deferred — — — Federal — — — State — — — Income tax expense (benefit) $ 81 $ (427 ) $ 6
Summary of Differences between Income Taxes Expected by Applying the U.S. Federal Statutory Tax Rate and the Amount of Income Taxes	The differences between income taxes expected by applying the U.S. federal statutory tax rate of 21% (34% with respect to 2017) and the amount of income taxes provided for are as follows (in thousands): Years Ended December 31, 2019 2018 2017 Tax at statutory rate $ (61,077 ) $ (7,295 ) $ (9,120 ) State income taxes (7,863 ) (995 ) (442 ) Stock-based compensation 1,418 366 396 Non-deductible expenses 481 125 56 Interest expense — 48 3,606 Tax credits (2,410 ) (611 ) (15 ) Change in U.S. tax rates — — 2,663 Goodwill and acquired intangibles 8,434 — — Other (1,060 ) — — Change in valuation allowance 62,158 7,935 2,862 Income tax expense (benefit) $ 81 $ (427 ) $ 6
Summary of Tax Effects of Temporary Differences Giving Rise to Deferred Income Tax Assets and Liabilities	The tax effects of temporary differences giving rise to deferred income tax assets and liabilities are as follows (in thousands): As of December 31, 2019 2018 Deferred tax assets: Stock-based compensation $ 226 $ 149 Bad debt reserve 119 44 Charitable contribution carryover 33 22 Unearned revenue 114 1,154 Workers’ compensation reserve 473 277 Deferred rent 80 — Non-deductible goodwill 21,088 — Non-deductible other intangibles 14,584 — Net operating losses 33,357 11,929 Work opportunity tax credit 3,817 767 Interest expense carryforward 2,098 169 Total deferred tax assets 75,989 14,511 Valuation allowance (75,406 ) (13,248 ) Net deferred tax assets 583 1,263 Deferred tax liabilities: Fixed assets (339 ) (572 ) Capitalized contract costs (239 ) (666 ) Prepaid sponsorship (5 ) (25 ) Total deferred tax liabilities $ (583 ) $ (1,263 ) Net deferred tax asset (liability) $ — $ —
Schedule of Net Operating Loss Carry Forwards and Tax Credit Carry Forwards	The Company has the following net operating loss carryforwards and tax credit carryforwards (in thousands): As of December 31, Beginning Year of Expiration 2019 2018 Federal net operating losses $ 138,001 $ 48,434 2034 State net operating losses 106,384 40,451 2034 Tax credit carryforwards 3,817 767 2037 Total carryforwards $ 248,202 $ 89,652

Commitments and Contingencies (

Commitments and Contingencies (Tables)	12 Months Ended
	Dec. 31, 2019
Commitments And Contingencies Disclosure [Abstract]
Summary of Future Minimum Lease Payments	Future minimum lease payments are as follows (in thousands): Year ended December 31, Amount 2020 $ 1,126 2021 968 2022 640 2023 477 2024 468 Thereafter 780 Total minimum lease payments $ 4,459

Fair Value Measurement (Tables)

Fair Value Measurement (Tables)	12 Months Ended
	Dec. 31, 2019
Fair Value Disclosures [Abstract]
Schedule of Reconciliation of Beginning and Ending Balance of Net Assets and Liabilities Classified as Level 3	. There have been no transfers between levels during the years presented in the accompanying consolidated financial statements. The beginning and ending balances of net assets and liabilities classified as Level 3, for which a reconciliation is required, are as follows (in thousands): ​ As December 31, ​ 2019 2018 Balance, beginning of the year $ — $ 250 Increases/additions — 87 Reductions/settlements — (337 ) Balance, end of the year $ — $ —

Stock-Based Compensation (Table

Stock-Based Compensation (Tables)	12 Months Ended
	Dec. 31, 2019
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract]
Schedule of Ranges of Assumptions and Resulting Weighted-Average Fair Value Per Share	The fair value of each stock option grant was estimated as of the grant date using an option-pricing model with the following ranges of assumptions and resulting weighted-average fair value per share for the years ended December 31, 2019, 2018 and 2017: Years Ended December 31, 2019 2018 2017 Weighted-average fair value at grant $ 5.08 $ 5.06 $ 3.69 Risk free interest rates 2.53% - 2.58% 2.1% - 3.1% 1.1% - 1.8% Expected volatility 50.5% - 51.3% 44.6% - 47.03% 40.3% - 48.9% Expected option life (years) 6.0 0.75 - 6.0 0.5 - 3.0
Schedule of Stock Option Activity under Incentive Plans	The stock option activity under the Incentive Plans during the years ended December 31, 2019, 2018 and 2017 is as follows: Number of Shares Weighted Average Exercise Price Weighted Average Grant Date Fair Value Balance, January 1, 2017 2,221,912 $ 0.06 $ 0.48 Granted 2,650,354 0.86 3.69 Exercised (109,895 ) 0.03 0.19 Forfeited (272,355 ) 0.21 1.07 Balance, December 31, 2017 4,490,016 $ 0.53 $ 2.35 Granted 947,966 5.19 5.06 Modified (64,329 ) 1.90 4.06 Exercised (4,224,983 ) 0.52 2.39 Forfeited (267,837 ) 0.35 1.74 Balance, December 31, 2018 880,833 $ 5.53 $ 5.20 Granted 301,419 10.13 5.08 Exercised (12,040 ) 0.36 2.95 Forfeited (650,963 ) 9.10 5.37 Expired (73,528 ) 4.82 4.61 Balance, December 31, 2019 445,721 $ 3.66 $ 5.04
Schedule of Outstanding Stock Options Fully Vested and Expected to Vest and Exercisable	The outstanding stock options, which were fully vested and expected to vest and exercisable are as follows: As of December 31, 2019 2018 Options Fully Vested and Expected to Vest Options Exercisable Options Fully Vested and Expected to Vest Options Exercisable Number of Options 445,721 220,446 880,833 56,429 Weighted-average remaining contractual term (years) 7.88 7.47 5.60 8.61 Weighted-average exercise price $ 3.66 $ 2.26 $ 5.53 $ 0.77 Aggregate Intrinsic Value (in thousands) $ 6 $ 6 $ 8,905 $ 586
Schedule of Restricted Stock Award Activity under Incentive Plans	The restricted stock award activity under the Incentive Plans is as follows: Number of Shares Weighted Average Grant Date Fair Value Weighted Average Remaining Contractual Term (years) Nonvested at January 1, 2017 260,770 $ 0.02 0.92 Shares vested (260,770 ) 0.02 Nonvested at December 31, 2017 — — — Granted 550,000 11.94 Shares vested — — Nonvested at December 31, 2018 550,000 $ 11.94 1.78 Granted 5,004,664 2.29 Shares vested (484,614 ) 11.75 Forfeitures (1,887,411 ) 4.13 Nonvested at December 31, 2019 3,182,639 $ 1.42 2.16

Loss Per Share Attributable t_2

Loss Per Share Attributable to Common Stockholders (Tables)	12 Months Ended
	Dec. 31, 2019
Earnings Per Share [Abstract]
Schedule of Calculation of Basic and Diluted Loss Per Share Attributable to Common Stockholders	The calculation of basic and diluted loss per share attributable to common stockholders for the years ended December 31, 2019, 2018 and 2017 is as follows (in thousands, except share and per share data): Years Ended December 31, 2019 2018 2017 Numerator: Net loss – basic and diluted $ (291,306 ) $ (34,311 ) $ (26,907 ) Gain on debt extinguishment recorded as a capital contribution (see Note 9) 1,897 — — Net loss attributable to participating securities – basic and diluted — — — Net loss attributable to common stockholders – basic and diluted $ (289,409 ) $ (34,311 ) $ (26,907 ) Denominator: Weighted-average number of shares outstanding – basic and diluted 72,404,020 15,745,065 9,995,031 Loss per share – basic and diluted $ (4.00 ) $ (2.18 ) $ (2.69 )
Schedule of Potentially Dilutive Common Stock Equivalents at Each Year End	The following table includes potentially dilutive common stock equivalents as of December 31, 2019 and 2018. The Company generated a net loss attributable to the Company’s common stockholders for each of the years ended December 31, 2019, 2018, and 2017. Accordingly, the effect of dilutive securities is not considered in the loss per share for such periods because their effect would be antidilutive on the net loss. As of December 31, 2019 2018 Potentially dilutive securities: ​ Stock Options 445,721 880,833 Restricted Stock Units 3,182,639 — Warrants (1) 399,726 25,399,726 Potentially dilutive securities at period end 4,028,086 26,280,559 (1) Includes 399,726 Debt Warrants as of December 31, 2019 and 2018 and 25,000,000 Public Warrants as of December 31, 2018. See Note 16 – Stockholders’ Equity

Basis of Presentation and Sum_4

Basis of Presentation and Summary of Significant Accounting Policies - Summary of Reclassification Effect on Financial Statement (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017
Accounting Polices [Line Items]
Operations and support expenses			$ 20,970
Sales and marketing	$ 52,370	$ 15,695	5,661
General and administrative	$ 56,862	$ 31,148	9,437
As Previously Reported
Accounting Polices [Line Items]
Operations and support expenses			17,668
Sales and marketing			5,617
General and administrative			12,601
Related party expenses			182
Reclassification
Accounting Polices [Line Items]
Operations and support expenses			3,302
Sales and marketing			44
General and administrative			(3,164)
Related party expenses			$ (182)

Basis of Presentation and Sum_5

Basis of Presentation and Summary of Significant Accounting Policies - Summary of Company's Working Capital and Liquid Asset (Cash on Hand) Positions (Details) - USD ($) $ in Thousands	Dec. 31, 2019	Dec. 31, 2018
Accounting Policies [Abstract]
Working capital	$ 9,129	$ 205,849
Liquid assets	$ 29,317	$ 209,340

Basis of Presentation and Sum_6

Basis of Presentation and Summary of Significant Accounting Policies - Additional Information (Details) $ in Thousands	1 Months Ended		2 Months Ended	12 Months Ended
	Aug. 31, 2019	Jul. 31, 2019USD ($)	Jan. 31, 2020USD ($)Market	Dec. 31, 2019USD ($)	Dec. 31, 2018USD ($)	Dec. 31, 2017USD ($)	Mar. 13, 2020USD ($)	Feb. 29, 2020USD ($)
Accounting Polices [Line Items]
Cash on hand				$ 29,317	$ 209,340
Restaurant liability				5,612
Cash supporting letter of credit outstanding				3,191
Cash supporting to credit card program				257
Percentage of restaurants unaccepted with new agreements	22.00%
Contract with customer, cumulative adjustment to setup and integration fee revenue				3,005
Contract with customer cumulative adjustment to revenue offset by write-off of uncollected setup and integration fees accounts receivable.				797
Contract with customer, cumulative adjustment to revenue offset by refunds of previously paid setup and integration fee				320
Capitalized cost, impairment loss				852
Gift cards redemption not yet been utilized				414	3,314
Accounts receivable, net				3,272	3,687	$ 2,124
Contract with customer, outstanding setup and integration fees waived		$ 797
Deferred costs				701	986
Deferred costs, current				143	679
Amortization expense				$ 606	541	$ 211
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent				21.00%		34.00%
ASC Topic 340-40, Other Assets and Deferred Costs
Accounting Polices [Line Items]
Capitalized cost, impairment loss				$ 511
Deferred costs				270	1,710
Deferred costs, current				56	1,190
Amortization expense				1,030	$ 972	$ 378
Costs To Obtain Contract With Customer
Accounting Polices [Line Items]
Capitalized cost, impairment loss				$ 341
Minimum
Accounting Polices [Line Items]
Capitalized sales incentives amortization period				2 years
Minimum | ASC Topic 340-40, Other Assets and Deferred Costs
Accounting Polices [Line Items]
Capitalized sales incentives amortization period				2 years
Maximum
Accounting Polices [Line Items]
Capitalized sales incentives amortization period				5 years
Maximum | ASC Topic 340-40, Other Assets and Deferred Costs
Accounting Polices [Line Items]
Capitalized sales incentives amortization period				5 years
Other Current Liabilities
Accounting Polices [Line Items]
Gift cards redemption not yet been utilized				$ 657
Software to be Sold, Leased, or Marketed
Accounting Polices [Line Items]
Estimated useful life				3 years
Internal Use Software
Accounting Polices [Line Items]
Estimated useful life				3 years
Subsequent Event
Accounting Polices [Line Items]
Cash on hand			$ 30,300				$ 30,500	$ 29,900
Number of unprofitable, non-core markets closed | Market			60

Basis of Presentation and Sum_7

Basis of Presentation and Summary of Significant Accounting Policies - Schedule of Useful Lives of Property and Equipment, net (Details)	12 Months Ended
	Dec. 31, 2019
Equipment
Accounting Polices [Line Items]
Property and equipment, estimated useful life	3 years
Furniture
Accounting Polices [Line Items]
Property and equipment, estimated useful life	5 years
Leasehold Improvements
Accounting Polices [Line Items]
Property and equipment, estimated useful life	7 years

Basis of Presentation and Sum_8

Basis of Presentation and Summary of Significant Accounting Policies - Summary of Revenue (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017
Total Revenue	$ 191,675	$ 69,273	$ 22,911
Transaction Fees
Total Revenue	186,189	65,930	21,406
Setup and Integration Fees
Total Revenue	5,270	2,882	1,214
Other Revenue
Total Revenue	$ 216	$ 461	$ 291

Business Combinations - Additio

Business Combinations - Additional Information (Details)	Feb. 13, 2020USD ($)	Oct. 01, 2019	Sep. 27, 2019	Sep. 05, 2019	Jun. 18, 2019USD ($)$ / sharesshares	Jan. 17, 2019USD ($)$ / sharesshares	Nov. 15, 2018USD ($)$ / sharesshares	Dec. 31, 2019USD ($)$ / shares	Dec. 31, 2018USD ($)$ / shares	Dec. 31, 2017USD ($)
Business Acquisition [Line Items]
Common stock, par value | $ / shares								$ 0.0001	$ 0.0001
Net loss								$ (291,306,000)	$ (34,311,000)	$ (26,907,000)
Goodwill								106,734,000	$ 1,408,000	$ 1,408,000
BiteSquad.com, LLC
Business Acquisition [Line Items]
Acquisition date						Jan. 17, 2019
Business combination, cash consideration					$ 197,255,000	$ 197,255,000
Business combination, share price | $ / shares					$ 11.95	$ 11.95
Common stock, par value | $ / shares						$ 0.0001
Business combination, share issued | shares					10,592,000
Business combination, pay down of indebtedness					$ 11,880,000	$ 11,880,000
Business combination, additional cash payment					$ 149,000
Percentage of goodwill expected to be deductible for federal income tax					81.00%
Revenue								95,079,000
Net loss								213,497,000
Total consideration for acquisition					$ 335,858,000
Identifiable intangible assets acquired, value					104,400,000
Goodwill					224,538,000			224,538,000
BiteSquad.com, LLC | Customer Relationships
Business Acquisition [Line Items]
Identifiable intangible assets acquired, value					$ 81,000,000	$ 81,000,000		1,343,000
Identifiable intangible assets acquired, amortizable life (in years)					7 years 6 months
BiteSquad.com, LLC | Software
Business Acquisition [Line Items]
Identifiable intangible assets acquired, value								250,000
BiteSquad.com, LLC | General and Administrative
Business Acquisition [Line Items]
Business acquisition, direct and incremental costs								6,956,000
Business combination, debt modification expense								375,000
BiteSquad.com, LLC | Common Stock
Business Acquisition [Line Items]
Business combination, share issued | shares						10,591,968
Other Acquisitions
Business Acquisition [Line Items]
Business combination, cash consideration								545,000
Date of asset purchase agreements		Oct. 1, 2019	Sep. 27, 2019	Sep. 5, 2019
Total consideration for acquisition								1,645,000
Business combination payable in cash								450,000
Business combination cash withheld indemnity								50,000
Other Acquisitions | Customer Relationships
Business Acquisition [Line Items]
Identifiable intangible assets acquired, value								$ 1,343,000
Identifiable intangible assets acquired, amortizable life (in years)								7 years 6 months
Other Acquisitions | Software
Business Acquisition [Line Items]
Identifiable intangible assets acquired, value								$ 250,000
Identifiable intangible assets acquired, amortizable life (in years)								3 years
Other Acquisitions | Subsequent Event
Business Acquisition [Line Items]
Date of asset purchase agreements	Feb. 13, 2020
Amount of exchange in decreasing integration payments to increase promissory notes	$ 100,000
Other Acquisitions | Minimum
Business Acquisition [Line Items]
Cash payment due after integration of systems								3 months
Other Acquisitions | Maximum
Business Acquisition [Line Items]
Cash payment due after integration of systems								1 year
Other Acquisitions | Promissory Note
Business Acquisition [Line Items]
Business combination promissory note								$ 600,000
Waitr Incorporated
Business Acquisition [Line Items]
Business combination, cash consideration							$ 71,680,000
Business combination, share price | $ / shares							$ 10
Total consideration for acquisition							$ 300,000,000
Goodwill							0
Other intangible assets							$ 0
Business combination share exchange ratio							0.8970953		0.8970953	0.8970953
Waitr Incorporated | Common Stock
Business Acquisition [Line Items]
Business combination, share issued | shares							22,831,697

Business Combinations - Schedul

Business Combinations - Schedule of Merger Consideration (Details) - BiteSquad.com, LLC - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	Jun. 18, 2019	Jan. 17, 2019
Business Acquisition [Line Items]
Shares transferred at closing	10,592
Value per share	$ 11.95	$ 11.95
Total share consideration	$ 126,574
Plus: cash transferred to Bite Squad members	197,255	$ 197,255
Plus: pay down of debt	11,880	$ 11,880
Plus: working capital payment to seller	149
Total merger consideration	$ 335,858

Business Combinations - Fair Va

Business Combinations - Fair Value of Assets Acquired and Liabilities Assumed (Details) - USD ($) $ in Thousands	Dec. 31, 2019	Jun. 18, 2019	Dec. 31, 2018	Dec. 31, 2017
Business Acquisition [Line Items]
Goodwill	$ 106,734		$ 1,408	$ 1,408
BiteSquad.com, LLC
Business Acquisition [Line Items]
Cash and cash equivalents		$ 11,819
Settlements due from credit card processors		1,097
Accounts receivable		632
Inventory		940
Prepaid expenses and other		562
Intangible assets		104,400
Loans receivable		336
Other noncurrent assets		163
Restaurant food liability		(930)
Accounts payable		(953)
Accrued payroll		(1,125)
Accrued taxes		(1,818)
Other accruals		(3,803)
Total assets acquired and liabilities assumed		111,320
Goodwill	$ 224,538	224,538
Total merger consideration		$ 335,858

Business Combinations - Summary

Business Combinations - Summary of Identifiable Intangible Assets Acquired (Details) - BiteSquad.com, LLC - USD ($) $ in Thousands	Jun. 18, 2019	Jan. 17, 2019	Dec. 31, 2019
Acquired Finite Lived Intangible Assets [Line Items]
Identifiable intangible assets acquired, value	$ 104,400
Customer Relationships
Acquired Finite Lived Intangible Assets [Line Items]
Identifiable intangible assets acquired, amortizable life (in years)	7 years 6 months
Identifiable intangible assets acquired, value	$ 81,000	$ 81,000	$ 1,343
Trade Name
Acquired Finite Lived Intangible Assets [Line Items]
Identifiable intangible assets acquired, amortizable life (in years)	3 years
Identifiable intangible assets acquired, value	$ 5,400
Developed Technology
Acquired Finite Lived Intangible Assets [Line Items]
Identifiable intangible assets acquired, amortizable life (in years)	4 years
Identifiable intangible assets acquired, value	$ 18,000

Business Combinations - Summa_2

Business Combinations - Summary of Supplemental Condensed Consolidated Results of Company on an Unaudited Pro Forma Basis (Details) - BiteSquad.com, LLC - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018
Business Acquisition [Line Items]
Net Revenue	$ 195,961	$ 152,642
Net Loss	$ 292,419	$ 59,565

Accounts Receivable, Net - Sche

Accounts Receivable, Net - Schedule of Accounts Receivable (Details) - USD ($) $ in Thousands	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017
Receivables [Abstract]
Credit card receivables	$ 2,803	$ 1,871
Receivables from restaurants and customers	950	1,991
Accounts receivable	3,753	3,862
Less: allowance for doubtful accounts and chargebacks	(481)	(175)
Accounts receivable, net	$ 3,272	$ 3,687	$ 2,124

Accounts Receivable, Net - Sc_2

Accounts Receivable, Net - Schedule of Allowance for Doubtful Accounts - (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018
Receivables [Abstract]
Balance, beginning of the year	$ 175	$ 50
Additions to expense	481	128
Write-offs, net of recoveries and other adjustments	(175)	(3)
Balance, end of the year	$ 481	$ 175

Accounts Receivable, Net - Addi

Accounts Receivable, Net - Additional Information (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018
Accounts Notes And Loans Receivable [Line Items]
Accounts receivable write-off	$ 175	$ 3
Setup and Integration Fees
Accounts Notes And Loans Receivable [Line Items]
Accounts receivable write-off	$ 797

Prepaid Expenses and Other Cu_3

Prepaid Expenses and Other Current Assets - Schedule of Prepaid Expenses and Other Current Assets (Details) - USD ($) $ in Thousands	Dec. 31, 2019	Dec. 31, 2018
Prepaid Expense And Other Assets Current [Abstract]
Prepaid insurance expense	$ 5,859	$ 3,618
Other current assets	2,470	930
Prepaid expenses and other current assets	$ 8,329	$ 4,548

Property and Equipment, Net - S

Property and Equipment, Net - Schedule of Property and equipment are stated at cost less accumulated depreciation (Details) - USD ($) $ in Thousands	Dec. 31, 2019	Dec. 31, 2018
Property Plant And Equipment [Line Items]
Property and equipment, gross	$ 7,578	$ 6,226
Less: Accumulated depreciation	(3,506)	(1,675)
Property and equipment, net	4,072	4,551
Computer Equipment
Property Plant And Equipment [Line Items]
Property and equipment, gross	6,052	4,818
Furniture and Fixtures
Property Plant And Equipment [Line Items]
Property and equipment, gross	1,182	668
Leasehold Improvements
Property Plant And Equipment [Line Items]
Property and equipment, gross	$ 344	184
Construction in Progress
Property Plant And Equipment [Line Items]
Property and equipment, gross		$ 556

Property and Equipment, Net - A

Property and Equipment, Net - Additional Information (Details) - USD ($) $ in Thousands	Mar. 14, 2018	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017
Debt Instrument [Line Items]
Depreciation expense		$ 2,048	$ 1,096	$ 499
Asset Purchase Agreement | Indie Plate Limited Liability Company
Debt Instrument [Line Items]
Payment consideration	$ 71
Payment consideration in cash	11
Asset Purchase Agreement | Indie Plate Limited Liability Company | Series 2018 Notes
Debt Instrument [Line Items]
Payment consideration	$ 60

Intangibles Assets and Goodwi_3

Intangibles Assets and Goodwill - Schedule of Intangible Assets (Details) - USD ($) $ in Thousands	Dec. 31, 2019	Dec. 31, 2018
Intangible Assets [Line Items]
Accumulated Amortization	$ (14,037)	$ (536)
Accumulated Impairment	(69,173)	(589)
Intangible Assets, Net	25,756
Gross Carrying Amount	108,971	1,386
Intangible Assets, Net	25,761	261
Software
Intangible Assets [Line Items]
Gross Carrying Amount	21,223	1,239
Accumulated Amortization	(4,113)	(536)
Accumulated Impairment	(11,795)	(589)
Intangible Assets, Net	5,315	114
Trademarks/Trade name/Patents
Intangible Assets [Line Items]
Gross Carrying Amount	5,405	5
Accumulated Amortization	(1,725)
Intangible Assets, Net	3,680	5
Customer Relationships
Intangible Assets [Line Items]
Gross Carrying Amount	82,343	142
Accumulated Amortization	(8,199)
Accumulated Impairment	(57,378)
Intangible Assets, Net	$ 16,766	$ 142

Intangibles Assets and Goodwi_4

Intangibles Assets and Goodwill - Additional Information (Details) - USD ($)	Jun. 18, 2019	Jan. 17, 2019	Jul. 31, 2019	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017
Intangible Assets [Line Items]
Amortization expense				$ 13,726,000	$ 127,000	$ 224,000
Goodwill				106,734,000	1,408,000	1,408,000
Goodwill impairment				119,212,000	0	$ 0
Accumulated goodwill impairment charges					$ 0
Non-cash pre-tax intangible asset impairment loss				71,982,000
Non-cash pre-tax impairment loss				191,194,000
Capitalized cost, impairment loss				852,000
Goodwill Impairment
Intangible Assets [Line Items]
Goodwill impairment				119,212,000
Intangible And Other Asset Impairment
Intangible Assets [Line Items]
Non-cash pre-tax intangible asset impairment loss				71,982,000
Customer Relationships
Intangible Assets [Line Items]
Non-cash pre-tax intangible asset impairment loss				57,295,000
Capitalized cost, impairment loss				3,815,000
Impairment losses				334,000
Developed Technology
Intangible Assets [Line Items]
Non-cash pre-tax intangible asset impairment loss				10,872,000
BiteSquad.com, LLC
Intangible Assets [Line Items]
Identifiable intangible assets acquired, value	$ 104,400,000
Goodwill	224,538,000			224,538,000
BiteSquad.com, LLC | Trade Names
Intangible Assets [Line Items]
Indefinite-lived intangible assets acquired		$ 5,400,000
BiteSquad.com, LLC | Customer Relationships
Intangible Assets [Line Items]
Identifiable intangible assets acquired, value	$ 81,000,000	81,000,000		1,343,000
BiteSquad.com, LLC | Developed Technology
Intangible Assets [Line Items]
Identifiable intangible assets acquired, value		$ 18,000,000
BiteSquad.com, LLC | Software
Intangible Assets [Line Items]
Identifiable intangible assets acquired, value				$ 250,000
Go Go Grocer LLC | Customer Relationships
Intangible Assets [Line Items]
Impairment losses			$ 83,000

Intangibles Assets and Goodwi_5

Intangibles Assets and Goodwill - Schedule of Estimated Future Amortization Expense of Intangible Assets (Details) $ in Thousands	Dec. 31, 2019USD ($)
Goodwill And Intangible Assets Disclosure [Abstract]
2020	$ 6,447
2021	6,421
2022	4,021
2023	2,634
2024	2,634
Thereafter	3,599
Intangible Assets, Net	$ 25,756

Intangibles Assets and Goodwi_6

Intangibles Assets and Goodwill - Schedule of Goodwill (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018
Goodwill And Intangible Assets Disclosure [Abstract]
Beginning balance	$ 1,408	$ 1,408
Acquisitions during the period	224,538	0
Impairments during the period	(119,212)
Ending balance	$ 106,734	$ 1,408

Other Current Liabilities - Sch

Other Current Liabilities - Schedule of Other Current Liabilities (Details) - USD ($) $ in Thousands	Dec. 31, 2019	Dec. 31, 2018
Other Liabilities Disclosure [Abstract]
Accrued advertising expenses	$ 451	$ 887
Accrued insurance expenses	949	703
Accrued estimated workers' compensation expenses	2,355	769
Accrued legal contingency	2,000
Accrued sales tax payable	681
Other accrued expenses	3,469	1,720
Other current liabilities	2,725	429
Total other current liabilities	$ 12,630	$ 4,508

Debt - Schedule of Debt Obligat

Debt - Schedule of Debt Obligations (Details) - USD ($) $ in Thousands	Dec. 31, 2019	Sep. 27, 2019	Dec. 31, 2018
Debt Instrument [Line Items]
Long-term debt, gross	$ 130,961		$ 85,000
Total long-term debt	123,244		80,985
Short-term loans	3,612		658
Total outstanding debt	126,856		81,643
Term Loans
Debt Instrument [Line Items]
Long-term debt, gross	69,545		25,000
Less: unamortized debt issuance costs	(5,115)		(2,268)
Promissory Note
Debt Instrument [Line Items]
Long-term debt, gross	284	$ 500
Notes
Debt Instrument [Line Items]
Long-term debt, gross	61,132		60,000
Less: unamortized debt issuance costs	$ (2,602)		$ (1,747)

Debt - Schedule Maturities of O

Debt - Schedule Maturities of Outstanding Debt, Net of Discounts (Details) - USD ($) $ in Thousands	Dec. 31, 2019	Dec. 31, 2018
Debt Disclosure [Abstract]
2020	$ 3,612
2021	284
2022	122,960
Total outstanding debt	$ 126,856	$ 81,643

Debt - Additional Information (

Debt - Additional Information (Details)

Nov. 15, 2019USD ($)

Jun. 26, 2019USD ($)

May 21, 2019USD ($)$ / shares

Nov. 15, 2018USD ($)$ / sharesshares

Jun. 04, 2018USD ($)

Dec. 31, 2019USD ($)$ / sharesshares

Dec. 31, 2018USD ($)shares

Dec. 31, 2017USD ($)

Feb. 13, 2020USD ($)Installment

Oct. 01, 2019USD ($)Installment

Sep. 27, 2019USD ($)Installment

Jan. 17, 2019USD ($)

Debt Instrument [Line Items]

Interest expense, related outstanding debt

$ 9,408,000

$ 1,822,000

$ 283,000

Debt instrument, face amount

$ 25,000,000

Debt instrument stated interest rate

7.00%

7.125%

Debt instrument consolidated minimum liquidity amount

$ 15,000,000

Warrants exercisable for number of shares of common stock | shares

384,615

399,726

399,726

Warrants issued to purchase common stock per share | $ / shares

$ 12.51

$ 13

$ 12.51

Debt conversion, description

The Notes include customary anti-dilution protection, including broad-based weighted average adjustments for issuances of additional shares (down-round features).

Gain on debt extinguishment

$ 1,897,000

$ 0

$ 486,000

$ (10,537,000)

Convertible Promissory Notes, par

130,961,000

85,000,000

Short term loan outstanding

3,612,000

658,000

First Insurance Funding

Debt Instrument [Line Items]

Debt instrument, maturity date

Apr. 1, 2020

Mar. 21, 2019

Debt instrument stated interest rate

4.08%

3.39%

Convertible Promissory Notes, par

$ 5,032,000

$ 2,172,000

Short term loan outstanding

1,834,000

658,000

BankDirect Capital Finance

Debt Instrument [Line Items]

Debt instrument, maturity date

Aug. 15, 2020

Debt instrument stated interest rate

4.15%

Convertible Promissory Notes, par

$ 1,993,000

Short term loan outstanding

$ 1,778,000

Convertible Notes Payable

Debt Instrument [Line Items]

Debt instrument, face amount

$ 58,421,000

$ 60,000,000

$ 61,132,000

Debt instrument, maturity date

Nov. 15, 2022

Debt instrument stated interest rate

1.00%

Debt instrument, interest rate, effective percentage

7.77%

Debt instrument revised stated interest rate

6.00%

Debt instrument, fair value

$ 56,894,000

Debt Facility

Debt Instrument [Line Items]

Debt instrument, interest rate, effective percentage

10.46%

Original Term Loans and Additional Term Loans

Debt Instrument [Line Items]

Debt instrument, maturity date

Nov. 15, 2022

Term Loans

Debt Instrument [Line Items]

Debt instrument, face amount

61,385,000

Debt instrument, fair value

$ 61,014,000

Convertible Promissory Notes, par

$ 69,545,000

$ 25,000,000

Term Loans | Debt Facility

Debt Instrument [Line Items]

Debt instrument, face amount

69,545,000

Promissory Note

Debt Instrument [Line Items]

Debt instrument stated interest rate

10.00%

Debt instrument, fair value

$ 452,000

Convertible Promissory Notes, par

284,000

$ 500,000

Number of installments | Installment

24

Promissory Note | Subsequent Event

Debt Instrument [Line Items]

Convertible Promissory Notes, par

$ 600,000

Number of installments | Installment

30

Promissory Note | Other Current Liabilities

Debt Instrument [Line Items]

Debt instrument, current portion

215,000

Promissory Note Two

Debt Instrument [Line Items]

Debt instrument stated interest rate

10.00%

Debt instrument, fair value

$ 90,000

Convertible Promissory Notes, par

$ 100,000

Number of installments | Installment

24

Promissory Note Two | Other Current Liabilities

Debt Instrument [Line Items]

Debt instrument, current portion

$ 43,000

Intermediate Holdings and Waitr Inc. | Additional Term Loans | Senior Secured First Priority Term Loan

Debt Instrument [Line Items]

Debt instrument, face amount

$ 42,080,000

Debt - Convertible Promissory N

Debt - Convertible Promissory Notes - Additional Information (Details) - USD ($)	May 21, 2019	Mar. 15, 2018	Dec. 14, 2017	Oct. 29, 2016	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017	Jan. 17, 2019	Nov. 15, 2018
Debt Instrument [Line Items]
Debt instrument, face amount									$ 25,000,000
Proceeds from convertible notes issuance					$ 0	$ 1,470,000	$ 7,684,000
Debt instrument stated interest rate								7.125%	7.00%
Loss on extinguishment of debt	$ 1,897,000				$ 0	$ 486,000	(10,537,000)
Series 2016 Notes
Debt Instrument [Line Items]
Debt instrument, term				24 months
Debt instrument, face amount				$ 2,043,000
Debt instrument stated interest rate				9.00%
Series 2018 Notes
Debt Instrument [Line Items]
Debt instrument, term		24 months
Debt instrument, face amount		$ 2,470,000
Proceeds from convertible notes issuance		1,410,000
Promissory notes issued for advertising services receivable		$ 1,000,000
Debt instrument stated interest rate		8.00%
Series 2017 Notes
Debt Instrument [Line Items]
Debt instrument, term			24 months
Debt instrument, face amount			$ 7,484,000				7,484,000
Debt instrument stated interest rate			8.00%
Loss on extinguishment of debt							(10,537,000)
Debt instrument, fair value							18,308,000
Debt instrument carrying amount							7,771,000
Excess of fair value of convertible notes recorded to additional paid in capital							$ 10,444,000
Indie Plate Limited Liability Company | Series 2018 Notes
Debt Instrument [Line Items]
Promissory notes issued for asset acquisition		$ 60,000

Derivatives - Amount of (Gain)

Derivatives - Amount of (Gain) Loss Recognized In Consolidated Statements of Operations on Derivatives Not Designated as Hedging Instruments (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2018	Dec. 31, 2017
Derivative Instruments And Hedging Activities Disclosure [Abstract]
(Gain) loss on derivatives	$ (337)	$ 52

Deferred Revenue - Additional I

Deferred Revenue - Additional Information (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017
Contract with customer, cumulative adjustment to setup and integration fee revenue	$ 3,005
Accounts receivable write-off	175	$ 3
Setup and Integration Fees
Deferred revenue		4,670	$ 2,358
Recognition of deferred revenue	3,062	$ 2,883
Accounts receivable write-off	797
Revenue expected to be recognized from remaining performance obligations	$ 414

Deferred Revenue - Additional_2

Deferred Revenue - Additional Information (Details 1) - Setup and Integration Fees $ in Thousands	Dec. 31, 2019USD ($)
Revenue expected to be recognized from remaining performance obligations	$ 414
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2020-01-01
Revenue expected to be recognized from remaining performance obligations	$ 459
Revenue, remaining performance obligation, recognition period	12 months

Income Taxes - Schedule of Prov

Income Taxes - Schedule of Provision for Federal and State Income Taxes (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017
Current
Federal		$ (477)
State	$ 81	50	$ 6
Deferred
Income tax expense (benefit)	$ 81	$ (427)	$ 6

Income Taxes - Additional Infor

Income Taxes - Additional Information (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2017	Dec. 31, 2018
Income Tax Disclosure [Abstract]
Statutory income tax rate	21.00%	34.00%
Tax benefit from revaluation of deferred tax assets and liabilities		$ 2,663
Valuation allowance	$ 75,406		$ 13,248
Federal and state income tax examination tax year	2014

Income Taxes - Summary of Diffe

Income Taxes - Summary of Differences between Income Taxes Expected by Applying the U.S. Federal Statutory Tax Rate of 34% and the Amount of Income Taxes (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017
Income Tax Disclosure [Abstract]
Tax at statutory rate	$ (61,077)	$ (7,295)	$ (9,120)
State income taxes	(7,863)	(995)	(442)
Stock-based compensation	1,418	366	396
Non-deductible expenses	481	125	56
Interest expense		48	3,606
Tax credits	(2,410)	(611)	(15)
Change in U.S. tax rates			2,663
Goodwill and acquired intangibles	8,434
Other	(1,060)
Change in valuation allowance	62,158	7,935	2,862
Income tax expense (benefit)	$ 81	$ (427)	$ 6

Income Taxes - Summary of Tax E

Income Taxes - Summary of Tax Effects of Temporary Differences to Deferred Income Tax Assets and Liabilities (Details) - USD ($) $ in Thousands	Dec. 31, 2019	Dec. 31, 2018
Deferred tax assets:
Stock-based compensation	$ 226	$ 149
Bad debt reserve	119	44
Charitable contribution carryover	33	22
Unearned revenue	114	1,154
Workers’ compensation reserve	473	277
Deferred rent	80
Non-deductible goodwill	21,088
Non-deductible other intangibles	14,584
Net operating losses	33,357	11,929
Work opportunity tax credit	3,817	767
Interest expense carryforward	2,098	169
Total deferred tax assets	75,989	14,511
Valuation allowance	(75,406)	(13,248)
Net deferred tax assets	583	1,263
Deferred tax liabilities:
Fixed assets	(339)	(572)
Capitalized contract costs	(239)	(666)
Prepaid sponsorship	(5)	(25)
Total deferred tax liabilities	$ (583)	$ (1,263)

Income Taxes - Schedule of Net

Income Taxes - Schedule of Net Operating Loss Carry Forwards and Tax Credit Carry Forwards (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018
Operating Loss Carryforwards [Line Items]
Tax credit carryforwards	$ 3,817	$ 767
Tax credit carryforwards beginning year of expiration	2037
Total carryforwards	$ 248,202	89,652
Federal
Operating Loss Carryforwards [Line Items]
Net operating losses	$ 138,001	48,434
Net operating losses beginning year of expiration	2034
State
Operating Loss Carryforwards [Line Items]
Net operating losses	$ 106,384	$ 40,451
Net operating losses beginning year of expiration	2034

Commitments and Contingencies -

Commitments and Contingencies - Additional Information (Detail) - USD ($) $ in Thousands	Nov. 27, 2017	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017
Loss Contingencies [Line Items]
Operating lease rent expense		$ 726	$ 423	$ 440
Total asserted claim plus estimated accrued interest and penalties amount		300
Accrued workers’ compensation liability		463	908
General and administrative expense		56,862	31,148	$ 9,437
Other Current Liabilities
Loss Contingencies [Line Items]
Accrued liability in connection with suits		2,000
GIC Claims
Loss Contingencies [Line Items]
Accrued workers’ compensation liability		641	1,317
Workers’ Compensation Liability
Loss Contingencies [Line Items]
General and administrative expense		$ 0	$ 157
Workers’ Compensation Liability | LIGA
Loss Contingencies [Line Items]
Exceeded the threshold determining eligibility for claims coverage	$ 25,000
Louisiana
Loss Contingencies [Line Items]
Operating lease expiration period		2026-08

Commitments and Contingencies_2

Commitments and Contingencies - Summary of Future Minimum Lease Payments (Detail) $ in Thousands	Dec. 31, 2019USD ($)
Commitments And Contingencies Disclosure [Abstract]
2020	$ 1,126
2021	968
2022	640
2023	477
2024	468
Thereafter	780
Total minimum lease payments	$ 4,459

Fair Value Measurement - Additi

Fair Value Measurement - Additional Information (Details)	12 Months Ended
	Dec. 31, 2019USD ($)	Dec. 31, 2018USD ($)$ / shares	May 21, 2019USD ($)	Nov. 15, 2018USD ($)
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items]
Fair value, transfer of assets from level 1 to level 2	$ 0	$ 0
Fair value, transfer of assets from level 2 to level 1	0	0
Fair value, transfer of liabilities from level 1 to level 2	0	0
Fair value, transfer of liabilities from level 2 to level 1	0	0
Fair value, transfer of assets into level 3	0	0
Fair value, transfer of assets out of level 3	0	0
Fair value, transfer of liabilities into level 3	0	0
Fair value, transfer of liabilities out of level 3	$ 0	$ 0
Notes
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items]
Estimated fair value			$ 56,894,000
Fair value hierarchy level [Extensible List]			us-gaap:FairValueInputsLevel3Member
Valuation technique [Extensible List]			wtrh:GoldmanSachsConvertibleBondModelMember
Term Loans
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items]
Debt instrument, fair value			$ 61,014,000
Estimated fair value			$ 61,014,000
Fair value hierarchy level [Extensible List]			us-gaap:FairValueInputsLevel3Member
Valuation technique [Extensible List]			wtrh:BlackDermanToyLatticeBondPricingModelMember
Warrants
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items]
Debt instrument, fair value				$ 1,569,000
Debt instrument fair value by fair value hierarchy level [Extensible List]				us-gaap:FairValueInputsLevel3Member
Debt instrument, valuation technique [Extensible List]				wtrh:BlackScholesModelMember
Volatility Assumption | Notes
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items]
Measurement inputs			0.54
Volatility Assumption | Warrants
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items]
Volatility assumption				0.46
Estimated Yield | Notes
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items]
Measurement inputs			0.1329
Estimated Yield | Term Loans
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items]
Measurement inputs			0.1072
Line of Credit | Landcadia Merger Agreement
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items]
Warrants, exercise price | $ / shares		$ 8.022
Level 3 | Embedded Derivatives
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items]
Fair value strike price based on conversion price		80.00%
Maximum | Level 3 | Embedded Derivatives
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items]
Fair value strike price based on conversion price		80.00%
Minimum | Level 3 | Embedded Derivatives
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items]
Preferred equity financing securities		$ 10,000,000

Fair Value Measurement - Schedu

Fair Value Measurement - Schedule of Reconciliation of Beginning and Ending Balance of Net Assets and Liabilities Classified as Level 3 (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018
Fair Value Disclosures [Abstract]
Balance, beginning of the year	$ 0	$ 250
Increases/additions	0	87
Reductions/settlements	0	(337)
Balance, end of the year	$ 0	$ 0

Stock-Based Compensation - Addi

Stock-Based Compensation - Additional Information (Details) $ / shares in Units, $ in Thousands	Nov. 16, 2018shares	Dec. 31, 2019USD ($)Installment$ / sharesshares	Dec. 31, 2018USD ($)$ / sharesshares	Dec. 31, 2017USD ($)shares
Stock Options
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Compensation expense		$ 1,257	$ 9,008	$ 1,193
Aggregate intrinsic value of awards exercised		$ 52	$ 5,250	$ 593
Stock Options | Vest Monthly
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Vesting right		vest ratably each month until 100%
Maximum | Stock Options | First Anniversary
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Vesting percentage		33.00%
Minimum | Stock Options | First Anniversary
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Vesting percentage		25.00%
2018 Incentive Plan
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Common stock, reserved for issuance | shares		1,614,018
2018 Incentive Plan | Stock Options
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Vesting period		3 years
Exercise term		10 years
2018 Incentive Plan | Restricted Stock Awards
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Vesting period		1 year
Shares granted | shares			550,000
Aggregate grant date fair value			$ 6,567
Grant date fair value per share | $ / shares			$ 11.94
Number of vesting equal installment period | Installment		3
2018 Incentive Plan | Restricted Stock Units
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Unrecognized compensation cost related to nonvested		$ 3,666
Unrecognized compensation cost related to nonvested expected to be recognized over weighted average period		2 years 1 month 28 days
Shares granted | shares		5,004,664
Aggregate grant date fair value		$ 11,443
2018 Incentive Plan | Restricted Stock Units | Board of Directors
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Vesting period		1 year
2018 Incentive Plan | RSUs and RSAs
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Compensation expense		$ 5,983	$ 572
Shares granted | shares		5,004,664	550,000
Grant date fair value per share | $ / shares		$ 2.29	$ 11.94
2018 Incentive Plan | Maximum | Restricted Stock Awards
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Vesting period		3 years
2018 Incentive Plan | Maximum | Restricted Stock Units
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Vesting period		3 years
2018 Incentive Plan | Maximum | Landcadia Business Combination
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Common stock, reserved for issuance | shares	5,400,000
2018 Incentive Plan | Minimum | Restricted Stock Units
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Vesting period		2 years
Amended 2014 Stock Plan and 2018 Incentive Plan
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Grants under plan | shares	0	301,419	947,966	2,650,354
Compensation expense		$ 7,240	$ 9,580	$ 1,199
Options modified | shares			64,329
Amended 2014 Stock Plan and 2018 Incentive Plan | Stock Options
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Grants under plan | shares		301,419	947,966	2,650,354
Amended 2014 Stock Plan and 2018 Incentive Plan | Landcadia Business Combination | Stock Options | Share Conversion Reflecting Exchange Ratio
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Options modified | shares		64,329
2014 Stock Plan | Stock Options
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Vesting period		4 years
Exercise term		10 years
2014 Stock Plan | Restricted Stock Awards
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Compensation expense				$ 6
Vesting period		4 years
Unrecognized compensation cost related to remaining nonvested stock				$ 0
Incentive Plans | Stock Options
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Unrecognized compensation cost related to nonvested		$ 1,142
Unrecognized compensation cost related to nonvested expected to be recognized over weighted average period		1 year 11 months 12 days

Stock-Based Compensation - Sche

Stock-Based Compensation - Schedule of Ranges of Assumptions and Resulting Weighted-Average Fair Value Per Share (Details) - Stock Options - $ / shares	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Weighted-average fair value at grant	$ 5.08	$ 5.06	$ 3.69
Risk free interest rates, minimum	2.53%	2.10%	1.10%
Risk free interest rates, maximum	2.58%	3.10%	1.80%
Expected volatility, minimum	50.50%	44.60%	40.30%
Expected volatility, maximum	51.30%	47.03%	48.90%
Expected option life (years)	6 years
Minimum
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Expected option life (years)		9 months	6 months
Maximum
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Expected option life (years)		6 years	3 years

Stock-Based Compensation - Sc_2

Stock-Based Compensation - Schedule of Stock Option Activity under Incentive Plans (Details) - Amended 2014 Stock Plan and 2018 Incentive Plan - $ / shares	Nov. 16, 2018	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Number of Shares, Beginning balance		880,833	4,490,016	2,221,912
Number of Shares, Granted	0	301,419	947,966	2,650,354
Number of Shares, Modified			(64,329)
Number of Shares, Exercised		(12,040)	(4,224,983)	(109,895)
Number of Shares, Forfeited		(650,963)	(267,837)	(272,355)
Number of Shares, Expired		(73,528)
Number of shares, Ending balance		445,721	880,833	4,490,016
Weighted Average Exercise Price, Beginning balance		$ 5.53	$ 0.53	$ 0.06
Weighted Average Exercise Price, Granted		10.13	5.19	0.86
Weighted Average Exercise Price, Modified			1.90
Weighted Average Exercise Price, Exercised		0.36	0.52	0.03
Weighted Average Exercise Price, Forfeited		9.10	0.35	0.21
Weighted Average Exercise Price, Expired		4.82
Weighted Average Exercise Price, Ending balance		3.66	5.53	0.53
Weighted Average Grant Date Fair Value, Beginning balance		5.20	2.35	0.48
Weighted Average Grant Date Fair Value, Granted		5.08	5.06	3.69
Weighted Average Grant Date Fair Value, Modified			4.06
Weighted Average Grant Date Fair Value, Exercised		2.95	2.39	0.19
Weighted Average Grant Date Fair Value, Forfeited		5.37	1.74	1.07
Weighted Average Grant Date Fair Value, Expired		4.61
Weighted Average Grant Date Fair Value, Ending balance		$ 5.04	$ 5.20	$ 2.35

Stock-Based Compensation - Sc_3

Stock-Based Compensation - Schedule of Outstanding Stock Options Fully Vested and Expected to Vest and Exercisable (Details) - USD ($) $ / shares in Units, $ in Thousands	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018
Options Fully Vested and Expected to Vest
Number of Options	445,721	880,833
Weighted-average remaining contractual term (years)	7 years 10 months 17 days	5 years 7 months 6 days
Weighted-average exercise price	$ 3.66	$ 5.53
Aggregate Intrinsic Value (in thousands)	$ 6	$ 8,905
Options Exercisable
Number of Options	220,446	56,429
Weighted-average remaining contractual term (years)	7 years 5 months 19 days	8 years 7 months 9 days
Weighted-average exercise price	$ 2.26	$ 0.77
Aggregate Intrinsic Value (in thousands)	$ 6	$ 586

Stock-Based Compensation - Sc_4

Stock-Based Compensation - Schedule of Restricted Stock Award Activity under Incentive Plans (Details) - Restricted Stock Units and Restricted Stock Awards - 2018 Incentive Plan - $ / shares	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Number of Shares, Nonvested, Beginning balance	550,000		260,770
Number of Shares, Granted	5,004,664	550,000
Number of Shares, Vested	(484,614)		(260,770)
Number of Shares, Forfeitures	(1,887,411)
Number of Shares, Nonvested, Ending balance	3,182,639	550,000
Weighted Average Grant Date Fair Value, Nonvested, Beginning balance	$ 11.94		$ 0.02
Weighted Average Grant Date Fair Value, Shares Granted	2.29	$ 11.94
Weighted Average Grant Date Fair Value, Shares Vested	11.75		$ 0.02
Weighted Average Grant Date Fair Value, Shares Forfeitures	4.13
Weighted Average Grant Date Fair Value, Nonvested, Ending balance	$ 1.42	$ 11.94
Weighted Average Remaining Contractual Term (years)	2 years 1 month 28 days	1 year 9 months 10 days	11 months 1 day

Stockholders' Equity - Addition

Stockholders' Equity - Additional Information (Details) - USD ($) $ / shares in Units, $ in Thousands	Jun. 18, 2019	May 21, 2019	Jan. 17, 2019	Jul. 02, 2018	Nov. 30, 2018	Jun. 30, 2019	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017	Nov. 15, 2018
Class Of Stock [Line Items]
Common stock, shares authorized							249,000,000	249,000,000
Common stock, shares outstanding							76,579,175	54,035,538
Common stock, shares issued							76,579,175	54,035,538
Common stock, par value							$ 0.0001	$ 0.0001
Number of votes per share							one vote per share
Preferred stock, shares authorized							1,000,000	1,000,000
Preferred stock par value							$ 0.0001	$ 0.0001
Preferred stock, shares issued							0	0
Preferred stock, shares outstanding							0	0
Gross proceeds from issuance of common stock							$ 50,002	$ 0	$ 7,224
Line of credit, warrants issued				37,735	37,735
Line of credit warrants					$ 337
Warrants exercisable for number of shares of common stock							399,726	399,726		384,615
Warrants issued to purchase common stock per share		$ 12.51					$ 12.51			$ 13
Debt warrant expiration term										4 years
Warrant Exchange Offer
Class Of Stock [Line Items]
Public warrants outstanding							25,000,000	25,000,000
Warrants exchanged for common stock shares						4,494,889
Intermediate Holdings and Waitr Inc. | Common Stock | Additional Term Loans
Class Of Stock [Line Items]
Shares issued to lenders in connection with debt			325,000
BiteSquad.com, LLC
Class Of Stock [Line Items]
Common stock, par value			$ 0.0001
Shares transferred at closing	10,592,000
BiteSquad.com, LLC | Common Stock
Class Of Stock [Line Items]
Shares transferred at closing			10,591,968
Follow-on Public Offering
Class Of Stock [Line Items]
Common stock, shares issued		6,757,000
Stock issued, price per share		$ 7.40
Gross proceeds from issuance of common stock		$ 50,002

Loss Per Share Attributable t_3

Loss Per Share Attributable to Common Stockholders - Additional Information (Details)	Nov. 15, 2018	Dec. 31, 2018	Dec. 31, 2017
Waitr Incorporated
Business combination share exchange ratio	0.8970953	0.8970953	0.8970953

Loss Per Share Attributable t_4

Loss Per Share Attributable to Common Stockholders - Schedule of Calculation of Basic and Diluted Loss Per Share Attributable to Common Stockholders (Details) - USD ($) $ / shares in Units, $ in Thousands	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017
Numerator:
Net loss	$ (291,306)	$ (34,311)	$ (26,907)
Gain on debt extinguishment recorded as a capital contribution (see Note 9)	1,897	0	0
Net loss attributable to common stockholders – basic and diluted	$ (289,409)	$ (34,311)	$ (26,907)
Denominator:
Weighted average common shares outstanding – basic and diluted	72,404,020	15,745,065	9,995,031
Loss per share – basic and diluted	$ (4)	$ (2.18)	$ (2.69)

Loss Per Share Attributable t_5

Loss Per Share Attributable to Common Stockholders - Schedule of Potentially Dilutive Common Stock Equivalents at Each Year End (Details) - shares	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018
Potentially dilutive securities:
Potentially dilutive securities at period end	4,028,086	26,280,559
Restricted Stock Units
Potentially dilutive securities:
Stock Options and Warrants	3,182,639
Stock Options
Potentially dilutive securities:
Stock Options and Warrants	445,721	880,833
Warrants
Potentially dilutive securities:
Stock Options and Warrants	399,726	25,399,726

Loss Per Share Attributable t_6

Loss Per Share Attributable to Common Stockholders - Schedule of Potentially Dilutive Common Stock Equivalents at Each Year End (Parenthetical) (Details) - shares	Dec. 31, 2019	Dec. 31, 2018	Nov. 15, 2018
Debt warrants	399,726	399,726	384,615
Warrant Exchange Offer
Public warrants	25,000,000	25,000,000

Reductions in Force - Additiona

Reductions in Force - Additional Information (Details) $ in Thousands	12 Months Ended
	Dec. 31, 2019USD ($)Employee
Restructuring Cost and Reserve [Line Items]
Reduction in number of corporate employee | Employee	400
General and Administrative
Restructuring Cost and Reserve [Line Items]
Severance charges | $	$ 2,504

Nasdaq Non-Compliance - Additio

Nasdaq Non-Compliance - Additional Information (Details)	May 31, 2020$ / shares	Dec. 02, 2019$ / shares	Oct. 11, 2019BoardMember
Nasdaq Non-Compliance [Line Items]
Number of board members resignation | BoardMember			2
Minimum
Nasdaq Non-Compliance [Line Items]
Common stock bid price		$ 1
Minimum | Scenario Forecast
Nasdaq Non-Compliance [Line Items]
Common stock bid price	$ 1

Related-Party Transaction - Add

Related-Party Transaction - Additional Information (Details) - USD ($)	Nov. 15, 2018	Dec. 31, 2018	Dec. 31, 2017	Dec. 14, 2017
Related Party Transaction [Line Items]
Debt instrument, face amount	$ 25,000,000
Amount borrowed on line of credit			$ 5,000,000
2018 Omnibus Incentive Plan
Related Party Transaction [Line Items]
Restricted shares, awarded for consulting agreement	150,000
Board of Directors
Related Party Transaction [Line Items]
Amount borrowed on line of credit			3,030,000
Interest expense		$ 401,000
Series 2017 Notes
Related Party Transaction [Line Items]
Debt instrument, face amount			7,484,000	$ 7,484,000
Series 2017 Notes | Board of Directors
Related Party Transaction [Line Items]
Debt instrument, face amount			$ 694,000