Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2018 | Mar. 14, 2019 | Jun. 29, 2018 | |
Entity Information [Line Items] | |||
Entity Registrant Name | Goosehead Insurance, Inc. | ||
Entity Central Index Key | 0001726978 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Filer Category | Non-accelerated Filer | ||
Document Type | 10-K | ||
Document Period End Date | Dec. 31, 2018 | ||
Document Fiscal Year Focus | 2018 | ||
Document Fiscal Period Focus | FY | ||
Amendment Flag | false | ||
Entity Small Business | true | ||
Entity Emerging Growth Company | true | ||
Entity Ex Transition Period | false | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Shell Company | false | ||
Entity Public Float | $ 131,109,813 | ||
Class A Common Stock | |||
Entity Information [Line Items] | |||
Entity Common Stock, Shares Outstanding | 14,421,363 | ||
Class B Common Stock | |||
Entity Information [Line Items] | |||
Entity Common Stock, Shares Outstanding | 21,864,014 |
Consolidated balance sheets
Consolidated balance sheets - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Current Assets: | ||
Cash and cash equivalents | $ 18,635 | $ 4,948 |
Restricted cash | 376 | 418 |
Commissions and agency fees receivable, net | 2,016 | 1,268 |
Receivable from franchisees, net | 703 | 564 |
Prepaid expenses | 1,109 | 521 |
Total current assets | 22,839 | 7,719 |
Receivable from franchisees, net of current portion | 2,048 | 1,361 |
Property and equipment, net of accumulated depreciation | 7,575 | 6,845 |
Intangible assets, net of accumulated amortization | 248 | 216 |
Deferred income taxes, net | 1,958 | 0 |
Other assets | 130 | 565 |
Total assets | 34,798 | 16,706 |
Current Liabilities: | ||
Accounts payable and accrued expenses | 3,978 | 2,759 |
Premiums payable | 376 | 418 |
Unearned revenue | 530 | 1,062 |
Dividends payable | 0 | 550 |
Deferred rent | 428 | 478 |
Note payable | 2,500 | 500 |
Total current liabilities | 7,812 | 5,767 |
Deferred rent, net of current portion | 4,548 | 3,916 |
Note payable, net of current portion | 45,947 | 48,156 |
Liabilities under tax receivable agreement, net of current portion | 1,694 | 0 |
Total liabilities | 60,001 | 57,839 |
Commitments and contingencies (see note 9) | ||
Members’ deficit | 0 | (41,133) |
Additional paid in capital | 88,811 | 0 |
Accumulated deficit | (6,578) | 0 |
Total stockholders' equity and members' deficit | 82,595 | (41,133) |
Non-controlling interests | (107,798) | 0 |
Total equity | (25,203) | (41,133) |
Total liabilities and equity | 34,798 | 16,706 |
Class A Common Stock | ||
Current Liabilities: | ||
Common stock | 138 | 0 |
Class B Common Stock | ||
Current Liabilities: | ||
Common stock | $ 224 | $ 0 |
Consolidated balance sheets (Pa
Consolidated balance sheets (Parenthetical) - $ / shares | Dec. 31, 2018 | Dec. 31, 2017 |
Class A Common Stock | ||
Common stock par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock shares authorized (in shares) | 300,000,000 | 300,000,000 |
Common stock shares issued (in shares) | 13,800,000 | 0 |
Common stock shares outstanding (in shares) | 13,800,000 | 0 |
Class B Common Stock | ||
Common stock par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock shares authorized (in shares) | 50,000,000 | 50,000,000 |
Common stock shares issued (in shares) | 22,486,000 | 0 |
Common stock shares outstanding (in shares) | 22,486,000 | 0 |
Consolidated statements of inco
Consolidated statements of income - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Revenues: | ||
Revenues | $ 60,148 | $ 42,711 |
Operating Expenses: | ||
Employee compensation and benefits (including Class B unit compensation of $26,134 and $2,231 for the years ended December 31, 2018 and 2017, respectively) | 58,256 | 24,544 |
General and administrative expenses | 13,060 | 8,597 |
Bad debts | 1,298 | 1,083 |
Depreciation and amortization | 1,464 | 876 |
Total operating expenses | 74,078 | 35,100 |
Income (loss) from operations | (13,930) | 7,611 |
Other Income (Expense): | ||
Other income (expense) | (22) | 3,541 |
Interest expense | (4,266) | (2,474) |
Income (loss) before taxes | (18,218) | 8,678 |
Tax expense | (449) | 0 |
Net Income (loss) | (18,667) | 8,678 |
Less: net income (loss) attributable to non-controlling interests | (9,764) | 8,678 |
Net Income (loss) attributable to Goosehead Insurance Inc. | $ (8,903) | $ 0 |
Earnings per share: | ||
Basic (in dollars per share) | $ (0.66) | |
Diluted (in dollars per share) | $ (0.66) | |
Weighted average shares of Class A common stock outstanding | ||
Basic (in shares) | 13,554 | |
Diluted (in shares) | 13,554 | |
Unaudited Pro forma income before taxes attributable to Goosehead Insurance, Inc. | $ (8,516) | |
Unaudited Pro forma net income attributable to Goosehead Insurance, Inc. | (8,903) | |
Unaudited Pro forma earnings per share: | ||
Basic (in dollars per share) | $ 0.18 | |
Diluted (in dollars per share) | $ 0.17 | |
Pro forma weighted average shares of Class A common stock outstanding - basic (in shares) | 13,554 | |
Pro forma weighted average shares of Class A common stock outstanding - diluted (in shares) | 14,573 | |
Commissions and agency fees | ||
Revenues: | ||
Revenues | 36,704 | $ 27,030 |
Franchise revenues | ||
Revenues: | ||
Revenues | 23,022 | 15,438 |
Interest income | ||
Revenues: | ||
Revenues | $ 422 | 243 |
Pro Forma | ||
Other Income (Expense): | ||
Tax expense | (811) | |
Weighted average shares of Class A common stock outstanding | ||
Unaudited Pro forma income before taxes attributable to Goosehead Insurance, Inc. | 3,242 | |
Unaudited Pro forma net income attributable to Goosehead Insurance, Inc. | $ 2,431 |
Consolidated statements of in_2
Consolidated statements of income (Parenthetical) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Class B Unit Compensation | $ 27,083 | $ 2,231 |
Class B Unit | ||
Class B Unit Compensation | $ 26,134 | $ 2,231 |
Consolidated statement of stock
Consolidated statement of stockholders' equity - USD ($) $ in Thousands | Total | Class A Common Stock | Class B Common Stock | Members' deficit | Common stockClass A Common Stock | Common stockClass B Common Stock | Additional paid in capital | Accumulated deficit | Parent | Noncontrolling Interest |
Beginning balance at Dec. 31, 2016 | $ (24,241) | $ (24,241) | ||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||
Net income (loss) | 8,678 | 8,678 | ||||||||
Distributions | (25,570) | (25,570) | ||||||||
Ending balance (in shares) at Dec. 31, 2017 | 0 | 0 | 0 | 0 | ||||||
Ending balance at Dec. 31, 2017 | (41,133) | (41,133) | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||
Net income (loss) | 3,768 | |||||||||
Ending balance (in shares) at Mar. 31, 2018 | 0 | 0 | ||||||||
Beginning balance (in shares) at Dec. 31, 2017 | 0 | 0 | 0 | 0 | ||||||
Beginning balance at Dec. 31, 2017 | (41,133) | (41,133) | $ 0 | $ 0 | 0 | 0 | 0 | 0 | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||
Net income (loss) | 4,389 | 4,389 | ||||||||
Distributions | (1,278) | (1,278) | ||||||||
Ending balance at May. 01, 2018 | (38,022) | (38,022) | ||||||||
Beginning balance (in shares) at Dec. 31, 2017 | 0 | 0 | 0 | 0 | ||||||
Beginning balance at Dec. 31, 2017 | (41,133) | (41,133) | $ 0 | $ 0 | 0 | 0 | 0 | 0 | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||
Net income (loss) | (18,667) | |||||||||
Redemption of LLC Units (in shares) | (261,000) | |||||||||
Ending balance (in shares) at Dec. 31, 2018 | 13,799,000 | 22,486,000 | ||||||||
Ending balance at Dec. 31, 2018 | (25,203) | 0 | $ 138 | $ 224 | 88,811 | (6,578) | 82,595 | (107,798) | ||
Beginning balance at May. 01, 2018 | (38,022) | (38,022) | ||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||
Net income (loss) | 2,960 | 801 | 801 | 2,159 | ||||||
Distributions | (1,735) | (1,735) | ||||||||
Effects of the Reorganization Transactions (in shares) | 22,747,000 | |||||||||
Effects of the Reorganization Transactions | (113,734) | 38,022 | $ 227 | (132,202) | (7,379) | (139,354) | (12,402) | |||
Initial non-controlling interest allocation | 0 | 97,071 | 97,071 | (97,071) | ||||||
Issuance of Class A common stock sold in initial public offering, net of offering costs (in shares) | 13,533,000 | |||||||||
Issuance of Class A common stock sold in initial public offering, net of offering costs | 124,010 | $ 135 | 123,875 | 124,010 | ||||||
Equity-based compensation subsequent to initial public offering | 949 | 949 | 949 | |||||||
Activity under employee stock purchase plan (in shares) | 5,000 | |||||||||
Activity under employee stock purchase plan | 143 | 143 | 143 | |||||||
Redemption of LLC Units (in shares) | 261,000 | (261,000) | ||||||||
Redemption of LLC Units | 0 | $ 3 | $ (3) | (1,251) | (1,251) | 1,251 | ||||
Deferred tax adjustments related to Tax Receivable Agreement | 315 | 315 | 315 | |||||||
Deferred tax adjustments | (89) | (89) | (89) | |||||||
Ending balance (in shares) at Dec. 31, 2018 | 13,799,000 | 22,486,000 | ||||||||
Ending balance at Dec. 31, 2018 | $ (25,203) | $ 0 | $ 138 | $ 224 | $ 88,811 | $ (6,578) | $ 82,595 | $ (107,798) |
Consolidated statements of cash
Consolidated statements of cash flows - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Cash flows from operating activities: | ||
Net income (loss) | $ (18,667) | $ 8,678 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 2,522 | 876 |
Loss on disposal of fixed assets | 22 | 0 |
Bad debt expense | 1,298 | 1,083 |
Equity based compensation | 26,960 | 0 |
Tax receivable agreement liability | 1,702 | 0 |
Deferred income taxes | (1,732) | 0 |
Changes in operating assets and liabilities: | ||
Commissions and agency fees receivable | (1,637) | (907) |
Receivable from franchisees | (1,258) | (1,077) |
Prepaid expenses | (588) | (212) |
Other assets | 435 | (471) |
Accounts payable and accrued expenses | 1,210 | 1,330 |
Deferred rent | 582 | 3,817 |
Premiums payable | (42) | 118 |
Unearned revenue | (532) | 307 |
Net cash provided by operating activities | 10,275 | 13,542 |
Cash flows from investing activities: | ||
Changes in restricted cash | 42 | (117) |
Proceeds from member note receivable | 0 | 135 |
Proceeds from notes receivable | 22 | 299 |
Purchase of software | (148) | (236) |
Purchase of property and equipment | (2,096) | (6,216) |
Net cash used for investing activities | (2,180) | (6,135) |
Cash flows from financing activities: | ||
Loan origination fees | (639) | (342) |
Repayment of note payable | (50,625) | (375) |
Proceeds from notes payable | 50,000 | 20,000 |
Proceeds from the issuance of Class A common stock, net of underwriting discounts and offering costs | 86,915 | 0 |
Member distributions | (80,059) | (25,520) |
Net cash provided by financing activities | 5,592 | (6,237) |
Net increase in cash and cash equivalents | 13,687 | 1,170 |
Cash, beginning of period | 4,948 | 3,778 |
Cash, end of period | 18,635 | 4,948 |
Supplemental disclosure of cash flow data: | ||
Non-cash management fee note repayment | 37,237 | 0 |
Cash paid during the year for interest | 3,207 | 2,001 |
Cash paid for income taxes | $ 300 | $ 0 |
Organization
Organization | 12 Months Ended |
Dec. 31, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization | Organization On May 1, 2018 Goosehead Insurance, Inc. ("GSHD") completed the Offering of 9,810 thousand shares of Class A common stock at a price of $10.00 per share, which included 1,280 thousand shares issued pursuant to the underwriter's over-allotment option. GSHD became the sole managing member of Goosehead Financial, LLC (“GF”). GF was organized on January 1, 2016 as a Delaware Limited Liability Company and is headquartered in Westlake, TX. The operations of GF represent the predecessor to GSHD prior to the Offering, and the consolidated entities of GF are described in more detail below. Information for any periods prior to May 1, 2018 relates to GF and its subsidiaries and affiliates. GSHD (collectively with its consolidated subsidiaries, the “Company”) provides personal and commercial property and casualty insurance brokerage services for its clients through a network of corporate-owned agencies and franchise units across the nation. The operations of the corporate-owned units are recorded in Texas Wasatch Insurance Services, L.P. (“TWIS”)—a Texas limited partnership headquartered in Westlake, TX and operating since 2003. TWIS is a wholly owned subsidiary of GF. The Company had seven corporate-owned locations in operation at December 31, 2018 and 2017 . The operations of the franchise units are recorded in Goosehead Insurance Agency, LLC (“GIA”)—a Delaware limited liability company headquartered in Westlake, TX and operating since 2011. GIA is 100% owned by Goosehead Insurance Holdings ("GIH"). Franchisees are provided access to insurance Carrier Appointments, product training, technology infrastructure, client service centers and back office services. During years ended December 31, 2018 and 2017 , the Company sold 214 and 140 franchise locations, respectively and had 457 and 292 operating franchise locations as of December 31, 2018 and 2017 , respectively. No franchises were purchased by the Company during the years ended December 31, 2018 and 2017 . In connection with the Offering, both Goosehead Management, LLC (“GM”) and Texas Wasatch Insurance Holdings Group LLC (“TWIHG”) became wholly owned indirect subsidiaries of GF. Both GM and TWIHG are non-operating holding companies created to receive management fees from the operating entities TWIS and GIA. All intercompany accounts and transactions have been eliminated in consolidation. Reorganization Transactions In connection with the Offering, the Company completed the following transactions (the "Reorganization Transactions"): • The GF limited liability company agreement was amended to, among other things, i) appoint GSHD as the sole managing member of GF and ii) modify the capital structure of GF by reclassifying the interests previously held by Pre-IPO LLC Members into a single new class of non-voting LLC Units. • GSHD was authorized to issue two classes of common stock. 9,810 thousand shares of Class A common stock were issued pursuant to the Offering, including the underwriters' over-allotment option. 22,747 thousand shares of Class B common stock were issued to the Pre-IPO LLC Members in an amount equal to the number of LLC Units held by each such Pre-IPO LLC Member in exchange for certain management rights of GF. Each share of Class A common stock and Class B common stock entitles its holder to one vote per share on all matters submitted to a vote of GSHD's stockholders. Each share of Class B common stock can be exchanged for one share of Class A common stock or, at GSHD's discretion, a cash payment equal to the volume weighted average market price of one share of Class A common stock, thus canceling the share of Class B common stock on a one -for-one basis. • The Goosehead Management Holders and Texas Wasatch Holders indirectly transferred their ownership interests in GM and TWIHG, respectively, to GSHD in exchange for the Goosehead Management Note and Texas Wasatch Note. The aggregate principal amount of the Goosehead Management Note and the Texas Wasatch Note was approximately $114 million . Because the net proceeds from the Offering were insufficient to repay the aggregate principal amount of the notes, 3,724 thousand shares of Class A common stock were issued to the Goosehead Management Holders and the Texas Wasatch Holders for the difference. GSHD contributed direct and indirect ownership interests in each of TWIHG and GM to GF. Following completion of the Reorganization Transactions and the Offering, GSHD owned 37.3% of GF and the Pre-IPO LLC Members owned the remaining 62.7% . GSHD is the sole managing member of GF and, although GSHD holds a minority economic interest in GF, GSHD has the sole voting power and control of management of GF. Accordingly, GSHD consolidates the financial results of GF and reports non-controlling interest in GSHD's consolidated financial statements. |
Summary of significant accounti
Summary of significant accounting policies | 12 Months Ended |
Dec. 31, 2018 | |
Accounting Policies [Abstract] | |
Summary of significant accounting policies | Summary of significant accounting policies Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reported period. Accordingly, actual results could differ from those estimates as more information becomes known. Cash and cash equivalents The Company maintains its cash in bank deposit accounts that, at times, may exceed federally insured limits; however, the Company has not historically experienced any losses in these accounts. The Company believes it is not exposed to any significant credit risk. The Company currently holds no financial instruments that would be considered cash equivalents. Restricted cash In the capacity as an insurance broker, the Company will typically collect the first premium payment from the insured and will then remit the premiums to insurance carriers. The Company holds unremitted insurance premiums in a fiduciary capacity until they are disbursed. Commissions and agency fees receivable Upon issuance of a new policy, the Company typically collects the first premium payment from the insured, and then will remit the full premium amount to the insurance carriers. The insurance carriers collect the remaining premiums directly from the insureds and remit the applicable commissions to the Company. Accordingly, as reported in the accompanying consolidated balance sheet, “commissions” are receivables from the insurance carriers. These direct-bill arrangements consist of a high volume of transactions with small premium amounts, with the billing controlled by the insurance carriers. The income statement and balance sheet effects of the commissions are recorded when collectability can be reasonably assured and determined from the commission statement and the commission payment received from the insurance carriers. The payment and commission statements are generally received within 30 days of the effective date of the policy. During 2018 , the Company wrote with 85 insurance carriers, of which 30 provided national coverage. In 2018 , two carriers represented more than 10% of total revenue at 17% and 11% . In 2017 , three carriers represented more than 10% of total revenue at 18% , 15% and 11% . In select states, agents have the option to charge an agency fee for the placement of the insurance policy. The income statement and balance sheet effect of these non-refundable fees are recorded on the date the policy is placed with the insurance carrier. Reserve for Policy Cancellations Management establishes the policy cancellation reserve based on historical and current data on cancellations and records commissions and agency fees receivable net of the cancellations reserve. The reserve was $386 thousand and $337 thousand at December 31, 2018 and 2017 , respectively. Allowance for uncollectible agency fees The Company records agency fees receivable net of an allowance for estimated uncollectible accounts to reflect any loss anticipated for the related agency fees receivable balances and charge to bad debts. The agency fees receivable balance consists of numerous small-balance, homogenous accounts. The Company calculates the allowance based on collection history and writes off all uncollected agency fee balances outstanding over ninety days. Receivable from franchisees Receivable from franchisees consists of franchise fees receivable, net of allowance for uncollectible franchise fees and unamortized discount on franchise fees, royalty fees receivable, and notes receivable from franchisees. Franchise fees receivable When a franchisee concludes training and all material services and conditions related to the fee have been substantially performed, revenue is recorded as franchise fees within Franchise revenues, and a corresponding entry to Franchise fees receivable is recorded. Franchisees have the option to pay the full amount of franchise fees up front or to pay a deposit up front and the remaining balance by payment plan over time. The franchisees that elect to pay the initial franchise fee over a term extending greater than one year, pay in total an amount that exceeds the amount due had they paid the full amount up front. As such, the payment plan option is treated as a zero-interest rate note, which creates an imputation of interest. The imputed interest is recorded as a discount on the franchise fee receivable and amortized using the interest rate method over the life of the payment plan. The amount of interest recorded in 2018 and 2017 related to franchise fees on a payment plan was $418 thousand and $231 thousand , respectively, and is included in Interest income. Allowance for uncollectible franchise fees receivable The Company records franchise fees receivable net of an allowance for estimated uncollectible accounts to reflect any loss anticipated related to the franchise fees receivable balances and charged to bad debts. The franchise fees receivable balance consists of numerous small-balance, homogenous accounts. The Company calculates the allowance based on our history of write offs for all franchise accounts. Franchise fees receivable and the related allowance is written off once the franchisee owing the balance terminates. Royalty fees receivable The Company collects and reconciles commissions and agency fees on behalf of the franchisees, then calculates the Company’s royalty fees. Royalty fees are recorded monthly when the amounts can be determined from the carrier commission statements reconciled by the Company. The royalty fees are secured by the commissions of the franchisee with no historical losses incurred for uncollectible royalty fees. As such, there is no allowance for doubtful accounts relating to royalty fees. Property & equipment The Company carries fixed assets at cost, less accumulated depreciation, as stated in the accompanying consolidated balance sheets. Depreciation of property and equipment is calculated using the straight-line method over the estimated useful life of five years for furniture, fixtures and equipment and three years for computer equipment. Leasehold improvements are also amortized using the straight-line method and are amortized over the shorter of the remaining term of the lease or the useful life of the improvement. Expenditures for improvements are capitalized, and expenditures for maintenance and repairs are expensed as incurred. Upon sale or retirement, the cost and related accumulated depreciation and amortization is removed from the related accounts, and the resulting gain or loss, if any, is reflected in income. Intangible assets Intangible assets are stated at cost less accumulated amortization and reflect amounts paid for the Company’s web domain and computer software costs. The web domain is amortized over a useful life of fifteen years and software costs are amortized over a useful life of three years . Capitalized IPO Related Costs In connection with the Offering, the Company incurred costs which were recorded in other assets on the consolidated balance sheets. Upon completion of the Offering, these deferred costs were charged against the proceeds from the Offering with a corresponding reduction to additional paid-in capital. There were $0 and $170 thousand of IPO related costs included in other assets at December 31, 2018 and 2017 , respectively. Premiums payable Premiums payable represent premium payments that have been received from insureds, but not yet remitted to the insurance carriers. Unearned revenue When the Company collects initial franchise fees prior to the franchisee being trained and fully on boarded, the amount collected is recognized as unearned revenue until the Company fulfills its performance obligation and is able to recognize the revenue. Deferred financing costs Deferred financing costs incurred in connection with the issuance of notes payable are capitalized and amortized to interest expense in accordance with the related debt agreements. Deferred financing costs are included as a reduction in notes payable on the accompanying consolidated balance sheets. Deferred rent Deferred rent consists of rent abatement affecting the timing of cash rent payments related to the Company’s corporate office leases, as well as lease incentives such as construction allowances. Deferred rent is record as a liability and is amortized over the lease term as a reduction to rent expense. Revenue recognition Commissions and fees Commissions and contingent commissions from insurance carriers, net of estimated cancellations, are recognized as revenue when the data necessary to reasonably determine such amounts is made available to the Company. Billing is controlled by the insurance carriers, therefore these types of revenue cannot be reasonably determined until the cash or the related policy detail is received by the Company from the insurance carrier. Subsequent commission adjustments, such as endorsements and policy changes, are recognized when the adjustments become known. Agency Fees are recognized as revenue on the date coverage is agreed upon with the client and placed with the Carrier. Franchise revenues Franchise revenues include initial franchise fees and ongoing royalty fees from franchisees. Initial franchise fees are contracted fees paid by franchisees to compensate Goosehead for direct training and onboarding costs, plus a markup for overhead and profit, as part of the initial launch of the franchise unit. The initial franchise fee can either be paid up front, at or before the franchisee comes to training, or for a higher initial franchise fee, paid over a term not to exceed five years . Initial franchise fees are recognized as revenue in the month the agency owner or initial agency representative attends training, which is the time in which Goosehead’s performance obligations are substantially complete. Initial franchise fee revenue was $6.0 million and $4.4 million for the years ended December 31, 2018 and 2017 , respectively. Royalty fees are a set percentage of commissions received from franchisees for consideration of their use of such business processes, trade secrets, know-how, trade names, trademarks, service marks, logos, emblems, trade dress, intellectual property, and back office support functions provided by Goosehead. For policies in their first term, the Company receives 20% of the initial commission and agency fees collected; for renewal policies, the Company receives 50% of the renewal commission collected. Royalty fees are recognized as revenue as earned and as the amounts become determinable by the Company. Royalty fee revenue was $17.0 million and $11.1 million for the years ended December 31, 2018 and 2017 , respectively. Employees who also own franchises paid $498 thousand in royalty fees in 2018 comprising approximately 3% of total royalty revenue. Income Taxes Prior to the Offering, GF was treated as a partnership for U.S. federal and applicable state and local income tax purposes. As a partnership, GF's taxable income or loss was included in the taxable income of its members. Accordingly, no income tax expense was recorded for federal and state and local jurisdictions for periods prior to the Offering. In connection with the Offering completed on May 1, 2018, the Company became a taxable entity. The Company accounts for income taxes pursuant to the asset and liability method which requires the recognition of deferred income tax assets and liabilities related to the expected future tax consequences arising from temporary differences between the carrying amounts and tax bases of assets and liabilities based on enacted statutory tax rates applicable to the periods in which the temporary differences are expected to reverse. Any effects of changes in income tax rates or laws are included in income tax expense in the period of enactment. Advertising The Company expenses advertising costs as they are incurred. Advertising expense for the years ended December 31, 2018 and 2017 was $521 thousand and $270 thousand . Recently issued accounting pronouncements Statement of Cash Flows (ASU 2016-18) : This standard requires that the Statement of Cash Flows explain the changes during the period of cash and cash equivalents inclusive of amounts categorized as Restricted Cash. As such, upon adoption, the Company’s consolidated statement of cash flows will show the sources and uses of cash that explain the movement in the balance of cash and cash equivalents, inclusive of restricted cash, over the period presented. As an emerging growth company (“EGC”), the standard will become effective for the Company January 1, 2019. The Company does not expect that this standard will have a material impact on the Company's Statement of Cash Flows. Statement of Cash Flows (ASU 2016-15) : This standard addresses eight specific cash flow issues with the objective of reducing the existing diversity in practice in how certain cash receipts and cash payments are presented and classified and applies to all entities, including both business entities and not-for-profit entities that are required to present a statement of cash flows under Topic 230. The standard will become effective for the Company on January 1, 2019. The Company has evaluated the impact of ASU 2016-15 and has determined the impact to be immaterial. The Company does not, at this time, engage in the activities being addressed by the standard. Revenue from Contracts with Customers (ASU 2014-09) : This standard supersedes the existing revenue recognition guidance and provides a new framework for recognizing revenue. The core principle of the standard is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods and services. The new standard also requires significantly more comprehensive disclosures than the existing standard. Guidance subsequent to ASU 2014-09 has been issued to clarify various provisions in the standard, including principal versus agent considerations, identifying performance obligations, licensing transactions, as well as various technical corrections and improvements. This standard may be adopted using either a retrospective or modified retrospective method. According to the superseding standard ASU 2015-14 that deferred the effective dates of the preceding, and because the Company is filing as an emerging growth company, the standard became effective for the Company January 1, 2019, but the Company is not required to present the impacts of the standard until it files its annual report on Form 10-K for the fiscal year ended December 31, 2019. The Company will continue to refine throughout 2019 the impact this standard is will have on the consolidated financial statements and expects to adopt the modified retrospective method. The primary anticipated impacts of the new standard to the Company's revenues and expenses are as follows: Under the new guidance, the Company expects commission revenues will be recognized at the effective date of the policy, which will accelerate some revenues. Currently, commissions from insurance carriers, net of estimated cancellations, are recognized as revenue when the data necessary to reasonably determine such amounts is made available to the Company. For contingent commissions, the Company anticipates revenues will be estimated and recorded throughout the year as the underlying business is placed with the insurance carriers as opposed to the Company's historical recognition when the Company received cash, the related policy detail, or other carrier specific information from the insurance carrier, typically in the first quarter of the following year. The effect of this change will result in revenue being recognized more evenly throughout the year. Franchise revenues, including franchise fees are also likely to change under the new guidance. Currently, initial franchise fees are recognized as revenue in the month the agency owner or initial agency representative attends training. Under the new guidance, the Company anticipates these revenues will likely be recognized over the contract term, typically 10 years. The Company also expects to recognize an asset for the costs to obtain and/or fulfill a contract and to amortize on a systematic basis that is consistent with the transfer of the services to which the asset relates. Leases (ASU 2016-02) : This standard establishes a new lease accounting model, which introduces the recognition of lease assets and liabilities for those leases classified as operating leases under previous GAAP. It should be applied using a modified retrospective approach, with the option to elect various practical expedients. Early adoption is permitted. The standard will become effective for the Company January 1, 2020. The Company is currently evaluating the impact this standard will have on the Company's consolidated financial statements. However we expect the impact of this guidance on our consolidated financial statements could be significant, as our future minimum operating lease commitments totaled $24.0 million as of December 31, 2018 . |
Franchise fees receivable
Franchise fees receivable | 12 Months Ended |
Dec. 31, 2018 | |
Receivables [Abstract] | |
Franchise fees receivable | Franchise fees receivable The balance of Franchise fees receivable included in Receivable from franchisees in the consolidated balance sheets consisted of the following (in thousands) : December 31 2018 2017 Franchise fees receivable $ 3,906 $ 2,501 Less: Unamortized discount (1,381 ) (823 ) Less: Allowance for uncollectible franchise fees (455 ) (335 ) $ 2,070 $ 1,343 Activity in the allowance for uncollectible franchise fees was as follows (in thousands) : Allowance for Uncollectible Franchise Fees: Balance at January 1, 2017 $ 193 Charges to bad debts 434 Write offs (292 ) Balance at December 31, 2017 $ 335 Charges to bad debts 409 Write offs (289 ) Balance at December 31, 2018 $ 455 Allowance for uncollectible agency fees Activity in the allowance for uncollectible agency fees was as follows: Allowance for Uncollectible Agency Fees: Balance at January 1, 2017 $ 167 Charges to bad debts 649 Write offs (634 ) Balance at December 31, 2017 $ 182 Charges to bad debts 889 Write offs (829 ) Balance at December 31, 2018 $ 242 |
Allowance for uncollectible age
Allowance for uncollectible agency fees | 12 Months Ended |
Dec. 31, 2018 | |
Receivables [Abstract] | |
Allowance for uncollectible agency fees | Franchise fees receivable The balance of Franchise fees receivable included in Receivable from franchisees in the consolidated balance sheets consisted of the following (in thousands) : December 31 2018 2017 Franchise fees receivable $ 3,906 $ 2,501 Less: Unamortized discount (1,381 ) (823 ) Less: Allowance for uncollectible franchise fees (455 ) (335 ) $ 2,070 $ 1,343 Activity in the allowance for uncollectible franchise fees was as follows (in thousands) : Allowance for Uncollectible Franchise Fees: Balance at January 1, 2017 $ 193 Charges to bad debts 434 Write offs (292 ) Balance at December 31, 2017 $ 335 Charges to bad debts 409 Write offs (289 ) Balance at December 31, 2018 $ 455 Allowance for uncollectible agency fees Activity in the allowance for uncollectible agency fees was as follows: Allowance for Uncollectible Agency Fees: Balance at January 1, 2017 $ 167 Charges to bad debts 649 Write offs (634 ) Balance at December 31, 2017 $ 182 Charges to bad debts 889 Write offs (829 ) Balance at December 31, 2018 $ 242 |
Property and equipment
Property and equipment | 12 Months Ended |
Dec. 31, 2018 | |
Property, Plant and Equipment [Abstract] | |
Property and equipment | Property and equipment Property and equipment consisted of the following at: December 31 2018 2017 Furniture & fixtures $ 2,233 $ 1,977 Computer equipment 1,023 662 Network equipment 252 242 Phone system 824 710 Leasehold improvements 6,692 5,788 Total 11,024 9,379 Less accumulated depreciation (3,449 ) (2,534 ) Property and equipment, net $ 7,575 $ 6,845 Depreciation expense was $1.3 million and $810 thousand for the years ended December 31, 2018 and 2017 , respectively. |
Intangible assets Intangible as
Intangible assets Intangible assets | 12 Months Ended |
Dec. 31, 2018 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible assets | Intangible assets Intangible assets consisted of the following: December 31 Weighted average amortization period (years) 2018 2017 Computer software & web domain $ 679 $ 530 3.18 Less accumulated amortization (431 ) (314 ) Intangible assets, net $ 248 $ 216 Amortization expense was $117 thousand and $66 thousand for the years ended December 31, 2018 and 2017 , respectively. Expected amortization over the next five years is as follows: Amount Year Ending December 31, 2019 $ 132 2020 92 2021 21 2022 2 2023 and thereafter 1 Total $ 248 |
Employee benefit obligation
Employee benefit obligation | 12 Months Ended |
Dec. 31, 2018 | |
Retirement Benefits [Abstract] | |
Employee benefit obligation | Employee benefit obligation The Company has adopted a qualified deferred compensation plan under section 401(k) of the Internal Revenue Code. Full-time employees over the age of 21 with six months of service are eligible to participate. Under the plan, the Company’s contribution is based on a discretionary matching of 100% of salary deferral elected by each eligible employee up to a maximum of 3% of compensation. The Company’s matching portion vests over a four -year period, after which time the employee becomes fully vested and all future contributions will vest immediately. Matching contributions may be changed at the discretion of the Company. Company contributions totaled $529 thousand and $373 thousand for the years ended years ended December 31, 2018 and 2017 . |
Note payable
Note payable | 12 Months Ended |
Dec. 31, 2018 | |
Debt Disclosure [Abstract] | |
Note payable | Note payable On August 3, 2018 , the Company refinanced its $3.0 million revolving credit facility and $50.0 million term note payable to a $13.0 million revolving credit facility and $40.0 million term note payable in order to obtain a more favorable interest rate on the outstanding debt. The Company has the right, subject to approval by the administrative agent and each issuing bank, to increase the commitments under the credit facilities an additional $50.0 million . The Company treated the refinancing as an extinguishment of the existing debt. The $13.0 million revolving credit facility accrues interest on amounts drawn at an initial interest rate of LIBOR plus 2.5% , then at an interest rate determined by the Company's leverage ratio for the preceding period. At December 31, 2018 , the Company had $10.0 million drawn against the revolver. At December 31, 2018 , the Company had a letter of credit of $417 thousand applied against the maximum borrowing availability, thus amounts available to draw totaled $2.6 million . The revolving credit facility is collateralized by substantially all the Company’s assets, which includes rights to future commissions. Interest payment on the revolving credit facility totaled $198 thousand for the year ended December 31, 2018 . The $40.0 million term note accrues interest at an initial interest rate of LIBOR plus 2.50% , then at an interest rate determined by the Company's leverage ratio for the preceding period. As of December 31, 2018 , the Company was in the greater than 2.50 x leverage ratio tranche, accruing interest of LIBOR plus 2.25% . The aggregate principal amount of the term note as of December 31, 2018 is $39.0 million , payable in quarterly installments of (x) $500 thousand from the fiscal quarter ending March 31, 2019 through the fiscal quarter ending June 30, 2019 , (y) $750 thousand from the fiscal quarter ending September 30, 2019 through the fiscal quarter ending June 30, 2020 , and (z) $1.3 million from the fiscal quarter ending September 30, 2020 through the fiscal quarter ending June 30, 2021 , with a balloon payment of the entire unpaid principal amount of the term note on August 3, 2021 .The term note is collateralized by substantially all the Company’s assets, which includes rights to future commissions. The interest rate for each leverage ratio tier are as follows: Leverage Ratio Interest Rate < 1.50x LIBOR + 175.0 bps > 1.50x LIBOR + 200.0 bps > 2.50x LIBOR + 225.0 bps > 3.50x LIBOR + 250.0 bps Maturities of the term note payable for the next three calendar years as of December 31, 2018 are as follows (in thousands) : Amount 2019 2,500 2020 4,000 2021 32,500 $ 39,000 The $10.0 million drawn against the revolver is coterminous with the term loan and is due in full on August 3, 2021 . Loan origination fees of $553 thousand at December 31, 2018 are reflected as a reduction to the note balance and will be amortized through interest expense over three years (the term of the note payable). As part of the refinancing, $871 thousand of origination fees from previous debt were immediately recognized as interest expense. The Company’s note payable agreement contains certain restrictions and covenants. Under these restrictions, the Company is limited in the amount of debt incurred and distributions payable. In addition, the credit agreement contains certain change of control provisions that, if broken, would trigger a default. Finally, the Company must maintain certain financial ratios. As of December 31, 2018 , the Company was in compliance with these covenants. Because of both instruments’ origination date and variable interest rate, the note payable balance at December 31, 2018 and December 31, 2017 , approximates fair value using Level 2 inputs, described below. The framework for measuring fair value provides a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (level 1 measurements) and the lowest priority to unobservable inputs (level 3 measurements). The three levels of the fair value hierarchy are described as follows: • Level 1—Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets. • Level 2—Significant other observable inputs other than Level 1 prices such as quoted prices in markets that are not active, quoted prices for similar assets or other inputs that are observable, either directly or indirectly, for substantially the full term of the asset. • Level 3—Significant unobservable inputs that reflect a reporting entity’s own assumptions about the assumptions that market participants would use in pricing an asset or liability. The asset or liability’s fair value measurement level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. The valuation techniques used need to maximize the use of observable inputs and minimize the use of unobservable inputs. |
Commitments and contingencies
Commitments and contingencies | 12 Months Ended |
Dec. 31, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and contingencies | Commitments and contingencies The Company leases its facilities under non-cancelable operating leases. In addition to monthly lease payments, the lease agreements require the Company to reimburse the lessors for its portion of operating costs each year. Rent expense was $1.6 million and $1.0 million for the years ended December 31, 2018 and 2017 . The following is a schedule of future minimum lease payments as of December 31, 2018 : Amount Year ending December 31: 2019 $ 1,688 2020 2,575 2021 2,793 2022 2,762 2023 2,578 2024-2029 11,626 $ 24,022 |
Income taxes
Income taxes | 12 Months Ended |
Dec. 31, 2018 | |
Income Tax Disclosure [Abstract] | |
Income taxes | Income taxes As a result of the Reorganization Transactions and the Offering, GSHD became the sole managing member of GF, which is treated as a partnership for U.S. federal and most applicable state and local income tax purposes. As a partnership, GF is not subject to U.S. federal and certain state and local income taxes. Any taxable income or loss generated by GF is passed through to and included in the taxable income or loss of its members, including GSHD, on a pro rata basis. GSHD is subject to U.S. federal income taxes, in addition to state and local income taxes, with respect to GSHD's allocable share of income of GF. Income tax expense A reconciliation of income tax expense computed at the U.S. federal statutory income tax rate to the income tax expense recognized is as follows (in thousands) : Year Ended December 31 2018 2017 Income (loss) before taxes $ (18,218 ) $ 8,678 Less: (income) prior to the Reorganization Transactions (4,389 ) (8,678 ) Income (loss) before taxes $ (22,607 ) $ — Income taxes at U.S. federal statutory rate $ (4,747 ) — Tax on income not subject to entity level federal income tax (544 ) — Permanent Differences: Non-controlling interest 3,536 — Non-deductible stock compensation costs 2,038 — Non-deductible excess compensation 27 — Meals & Entertainment 38 — State income tax, net of federal benefit 99 — Other Reconciling items: Other 2 — Income tax expense $ 449 $ — Deferred tax assets and liabilities The components of deferred tax assets are as follows ( in thousands ): December 31, 2018 December 31, 2017 Investment in flow-through entity $ 1,958 — Net deferred tax asset $ 1,958 $ — Uncertain tax positions GSHD has determined there are no material uncertain tax positions as of December 31, 2018 . Tax Receivable Agreement GF intends to make an election under Section 754 of the Internal Revenue Code of 1986, as amended, and the regulations thereunder (the “Code”) effective for each taxable year in which a redemption or exchange of LLC Units and corresponding Class B common stock for shares of Class A common stock occurs. Future taxable redemptions or exchanges are expected to result in tax basis adjustments to the assets of GF that will be allocated to the Company and thus produce favorable tax attributes. These tax attributes would not be available to us in the absence of those transactions. The anticipated tax basis adjustments are expected to reduce the amount of tax that GSHD would otherwise be required to pay in the future. GSHD entered into a tax receivable agreement with the Pre-IPO LLC Members on May 1, 2018 that provides for the payment by GSHD to the Pre-IPO LLC Members of 85% of the amount of cash savings, if any, in U.S. federal, state and local income tax or franchise tax that GSHD actually realizes as a result of (i) any increase in tax basis in GSHD's assets and (ii) tax benefits related to imputed interest deemed arising as a result of payments made under the tax receivable agreement. During the year ended December 31, 2018 , an aggregate of 261 thousand LLC Units were redeemed by the Pre-IPO LLC Members for newly-issued shares of Class A common stock. In connection with these redemptions, we received 261 thousand LLC Units, which resulted in an increase in the tax basis of our investment in GF subject to the provisions of the Tax Receivable Agreement. We recognized a liability for the TRA Payments due to the Pre-IPO LLC Members, representing 85% of the aggregate tax benefits we expect to realize from the tax basis increases related to the redemptions of LLC Units, after concluding it was probable that such TRA Payments would be paid based on our estimates of future taxable income. As of December 31, 2018 , the total amount of TRA Payments due to the Pre-IPO LLC Members under the Tax Receivable Agreement was $1.7 million , of which $9 thousand was current and included in Accounts payables and accrued expenses on the Consolidated Balance Sheet. |
Stockholders' equity
Stockholders' equity | 12 Months Ended |
Dec. 31, 2018 | |
Equity [Abstract] | |
Stockholders' equity | Stockholders' equity Class A Common Stock GSHD has a total of 13,800 thousand shares of its Class A common stock outstanding at December 31, 2018 . Each share of Class A common stock holds economic rights and entitles its holder to one vote per share on all matters submitted to a vote of the stockholders of GSHD. Class B Common Stock GSHD has a total of 22,486 thousand shares of its Class B common stock outstanding at December 31, 2018 . Each share of Class B common stock has no economic rights but entitles its holder to one vote per share on all matters submitted to a vote of the stockholders of GSHD. Holders of Class A common stock and Class B common stock vote together as a single class on all matters presented to GSHD's stockholders for their vote or approval, except as otherwise required by applicable law, by agreement, or by GSHD's certificate of incorporation. Non-Controlling Interests Following the Offering, GSHD became the sole managing member of GF and, as a result, it consolidates the financial results of GF. GSHD reports a non-controlling interest representing the economic interest in GF held by the other members of GF. On a quarterly basis, GF makes distributions to the LLC Unit holders on a pro rata basis. For the year ended December 31, 2018 , GF made distributions of $3.9 million , of which $3.0 million were made to Pre-IPO LLC Members. The remaining $0.9 million was made to GSHD and was eliminated in consolidation. Under the amended and restated Goosehead Financial, LLC Agreement, the Pre-IPO LLC Members have the right, from and after the completion of the Offering (subject to the terms of the amended and restated Goosehead Financial, LLC Agreement), to require GSHD to redeem all or a portion of their LLC Units for, at GSHD's election, newly-issued shares of Class A common stock on a one -for- one basis or a cash payment equal to the volume weighted average market price of one share of GSHD's Class A common stock for each LLC Unit redeemed (subject to customary adjustments, including for stock splits, stock dividends and reclassifications) in accordance with the terms of the amended and restated Goosehead Financial, LLC Agreement. Additionally, in the event of a redemption request by a Pre-IPO LLC Member, GSHD may, at its option, effect a direct exchange of cash or Class A common stock for LLC Units in lieu of such a redemption. Shares of Class B common stock will be cancelled on a one -for- one basis if GSHD, at the election of a Pre-IPO LLC Member, redeems or exchanges LLC Units of such Pre-IPO LLC Member pursuant to the terms of the amended and restated Goosehead Financial, LLC Agreement. Except for transfers to GSHD pursuant to the amended and restated Goosehead Financial, LLC Agreement or to certain permitted transferees, the Pre-IPO LLC Members are not permitted to sell, transfer or otherwise dispose of any LLC Units or shares of Class B common stock. During 2018 , an aggregate of 261 thousand LLC Units were redeemed by the non-controlling interest holders. Pursuant to the GF LLC Agreement, we issued 261 thousand shares of Class A common stock in connection with these redemptions and received 261 thousand LLC Interests, increasing our ownership interest in GF LLC. Simultaneously, and in connection with these redemptions, 261 thousand shares of Class B common stock were surrendered and cancelled. The following table summarizes the ownership interest in GF as of December 31, 2018 (in thousands). December 31, 2018 LLC Units Ownership % Number of LLC Units held by GSHD 13,800 38.0% Number of LLC Units held by non-controlling interest holders 22,486 62.0% Number of LLC Units outstanding 36,286 100.0% The weighted average ownership percentages for the applicable reporting periods are used to attribute net income to GSHD and the non-controlling interest holders. The non-controlling interest holders' weighted average ownership percentage for the year ended December 31, 2018 was 62.6% . All net income prior to the Offering is attributed to non-controlling interest holders. Earnings Per Share The following table sets forth the calculation of basic earnings per share ("EPS") based on net income attributable to GSHD for the year ended December 31, 2018 , divided by the basic weighted average number of Class A common stock as of December 31, 2018 (in thousands, except per share amounts) . Diluted earnings per share of Class A common stock is computed by dividing net income attributable to GSHD by the weighted average number of shares of Class A common stock outstanding adjusted to give effect to potentially dilutive securities. The Company has not included the effects of conversion of Class B shares to Class A shares in the diluted EPS calculation using the "if-converted" method, because doing so has no impact on diluted EPS. December 31, 2018 Numerator: Income (loss) before taxes $ (18,218 ) Less: income (loss) before taxes attributable to non-controlling interests (9,702 ) Income (loss) before taxes attributable to GSHD (8,516 ) Less: income tax expense attributable to GSHD 387 Net income (loss) attributable to GSHD (1) $ (8,903 ) Denominator: Weighted average shares of Class A common stock outstanding - basic 13,554 Effect of dilutive securities: Stock options (2) — Weighted average shares of Class A common stock outstanding - diluted $ 13,554 Earnings per share of Class A common stock - basic $ (0.66 ) Earnings per share of Class A common stock - diluted $ (0.66 ) (1) Net income attributable to GSHD excludes all net income prior to the Offering. (2) 1,650 thousand stock options were excluded from the computation of diluted earnings per share of Class A common stock for the year ended December 31, 2018 because the effect would have been anti-dilutive, as GSHD recorded a net loss for the period. The following table sets forth the calculation of unaudited pro forma basic EPS based on unaudited pro forma net income attributable to GSHD for the year ended December 31, 2017 , divided by the unaudited pro forma basic weighted average number of Class A common stock as of December 31, 2017 ( in thousands, except per share amounts ). Unaudited pro forma diluted earnings per share of Class A common stock is computed by dividing unaudited pro forma net income attributable to GSHD by the unaudited pro forma weighted average number of shares of Class A common stock outstanding adjusted to give effect to unaudited pro forma potentially dilutive securities. December 31, 2017 Numerator: Net income $ 8,678 Less: unaudited pro forma net income attributable to non-controlling interests 5,436 Unaudited pro forma income before taxes attributable to GSHD 3,242 Less: Unaudited pro forma income tax expense 811 Unaudited pro forma net income attributable to GSHD $ 2,431 Denominator: Unaudited pro forma weighted average shares of Class A common stock outstanding - basic 13,554 Unaudited pro forma effect of dilutive securities: Unaudited pro forma stock options 1,019 Unaudited pro forma weighted average shares of Class A common stock outstanding - diluted 14,573 Unaudited pro forma earnings per share of Class A common stock - basic $ 0.18 Unaudited pro forma earnings per share of Class A common stock - diluted $ 0.17 |
Equity-based compensation
Equity-based compensation | 12 Months Ended |
Dec. 31, 2018 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Equity-based compensation | Equity-based compensation A summary of equity-based compensation expense during the years ended December 31, 2018 and 2017 is as follows (in thousands) : Year Ended December 31 2018 2017 Class B unit compensation $ 26,134 $ 2,231 Stock options 949 — Equity-based compensation expense $ 27,083 $ 2,231 Class B unit compensation: Prior to the Offering, certain Pre-IPO LLC Members held non-vesting and non-voting Class B units. In accordance with accounting guidance, any dividends paid to Class B unit holders are recognized as compensation expense when declared, as the Class B non-vesting units are considered to be a non-substantive class of equity. Dividends paid to Class B unit holders prior to the Offering, included in employee compensation and benefits, totaled $0.1 million and $2.2 million for the years ended December 31, 2018 and 2017 , respectively. In connection with the Reorganization Transactions, immediately prior to the Offering, historical Class B interests in TWIHG and GM vested by converting to the Texas Wasatch Note and Goosehead Management Note, respectively, paid with a combination of proceeds from the Offering and shares of Class A common stock. This conversion changed the nature of the Class B interests from a profit sharing arrangement to a substantive class of equity and were expensed under the guidance of ASC 718. At the Offering price of $10.00 per share, GSHD incurred total compensation expense of $6.2 million in connection with the conversion, recognized in the second quarter of 2018. Class B interests in GF were also deemed vested by converting, along with all pre-offering Class A equity, on a one -to-one basis with the number of LLC units previously owned, to both LLC Units and shares of Class B common stock. This conversion changed the nature of the Class B interests from a profit sharing arrangement to a substantive class of equity and were expensed under the guidance of ASC 718. At the initial public offering price of $10.00 per share, the Company issued a total of 2.0 million LLC Units and shares of Class B common stock and incurred total compensation expense of $19.8 million as part of the conversion, recognized in the second quarter of 2018. Stock options: In connection with the IPO, GSHD granted 1,650 thousand options to directors and certain employees. The stock options were granted with a strike price of $10.00 per share (the initial public offering price). The 365 thousand director stock options vest quarterly over a three -year period, and the 1,285 thousand employee stock options vest annually from 2020 to 2022. The grant date fair value was determined using the Black-Scholes valuation model using the following assumptions: Expected volatility 25 % Expected dividend yield — Expected term (in years) 5.95 Risk-free interest rate 2.59 % GSHD will recognize the total compensation expense of $5.2 million related to such option grants on a straight-line basis over the requisite service period of the award recipient ( three years for directors and four years for certain employees). In April 2018, GSHD adopted the Omnibus Incentive Plan, which reserved 1.5 million shares of Class A Common Stock for delivery to directors, officers, and managing directors in connection with future awards granted under the plan. GSHD also adopted an Employee Stock Purchase Plan, which reserved 20 thousand shares of Class A Common Stock for delivery to employees. There were 5 thousand shares outstanding related to the Employee Stock Purchase Plan at December 31, 2018 . |
Other income
Other income | 12 Months Ended |
Dec. 31, 2018 | |
Other Income and Expenses [Abstract] | |
Other income | Other income On June 1, 2017, the Company executed a buyout agreement with a franchisee per the terms of a franchise agreement from 2014. As part of the buyout, the departing franchisee purchased Goosehead’s economic interests in future royalty fees. Goosehead recognized a $3.5 million gain on the transaction in June 2017 which is included in Other income on the consolidated statement of income. The franchisee also paid off an outstanding note to Goosehead in the amount of $242 thousand . |
Segment information
Segment information | 12 Months Ended |
Dec. 31, 2018 | |
Segment Reporting [Abstract] | |
Segment information | Segment information The Company has two reportable segments: Corporate Channel and Franchise Channel. The Corporate Channel consists of company-owned and financed operations with employees who are hired, trained, and managed by Goosehead. The Franchise Channel network consists of franchisee operations that are owned and managed by individual business owners. These business owners have a contractual relationship with Goosehead to use the Company's processes, systems, and back-office support team to sell insurance and manage their business. In exchange, Goosehead is entitled to an initial franchise fee and ongoing royalty fees. Allocations of contingent commissions and certain operating expenses are based on reasonable assumptions and estimates primarily using revenue, headcount and other information. The Company’s chief operating decision maker uses net income before interest, income taxes, depreciation and amortization, adjusted to exclude equity-based compensation and other non-operating items, including, among other things, certain non-cash charges and certain non-recurring or non-operating gains or losses (“Adjusted EBITDA”) as a performance measure to manage resources and make decisions about the business. Summarized financial information concerning the Company’s reportable segments is shown in the following tables (in thousands). There are no intersegment sales, only interest income and interest expense related to an intersegment line of credit, all of which eliminate in consolidation. The “Other” column includes any income and expenses not allocated to reportable segments and corporate-related items, including equity-based compensation, certain legal expenses and interest related to the note payable. Corporate Channel Franchise Channel Other Total Year ended December 31, 2018: Revenues: Commissions and agency fees $ 34,287 $ 2,417 $ — $ 36,704 Franchise revenues — 23,022 — 23,022 Interest income — 422 — 422 Total 34,287 25,861 — 60,148 Operating expenses: Employee compensation and benefits, excluding equity-based compensation 18,662 12,511 — 31,173 General and administrative expenses, excluding state franchise tax (1) 7,200 4,326 1,399 12,925 Bad debts 889 409 — 1,298 Total 26,751 17,246 1,399 45,396 Adjusted EBITDA 7,536 8,615 (1,399 ) 14,752 Other income (expense, including state franchise tax) (22 ) — (135 ) (157 ) Equity based compensation — — (27,083 ) (27,083 ) Interest expense — — (4,266 ) (4,266 ) Depreciation and amortization (945 ) (519 ) — (1,464 ) Taxes — — (449 ) (449 ) Net income $ 6,569 $ 8,096 $ (33,332 ) $ (18,667 ) At December 31, 2018: Total Assets $ 6,862 $ 8,572 $ 19,364 $ 34,798 (1) Excluded from general and administrative expenses is $135 thousand of state franchise tax that is not calculated based on income. Corporate Channel Franchise Channel Other Total Year Ended December 31, 2017: Revenues: Commissions and agency fees $ 25,521 $ 1,509 $ — $ 27,030 Franchise revenues — 15,438 — 15,438 Interest income — 243 — 243 Total 25,521 17,190 — 42,711 Operating expenses: Employee compensation and benefits, excluding equity-based compensation 13,469 8,844 — 22,313 General and administrative expenses 5,036 3,219 342 8,597 Bad debts 649 434 — 1,083 Total 19,154 12,497 342 31,993 Adjusted EBITDA 6,367 4,693 (342 ) 10,718 Other income (expense) — 3,541 — 3,541 Equity based compensation — — (2,231 ) (2,231 ) Interest expense — — (2,474 ) (2,474 ) Depreciation and amortization (657 ) (219 ) — (876 ) Net income $ 5,710 $ 8,015 $ (5,047 ) $ 8,678 At December 31, 2017: Total Assets $ 7,855 $ 6,945 $ 1,906 $ 16,706 |
Litigation
Litigation | 12 Months Ended |
Dec. 31, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |
Litigation | Litigation From time to time, the Company may be involved in various legal proceedings, lawsuits and claims incidental to the conduct of our business. The amount of any loss from the ultimate outcomes is not probable or reasonably estimable. It is the opinion of management that the resolution of outstanding claims will not have a material adverse effect on the financial position or results of operations of the Company. |
Subsequent events
Subsequent events | 12 Months Ended |
Dec. 31, 2018 | |
Subsequent Events [Abstract] | |
Subsequent events | Subsequent events On March 7, 2019 , GF approved a $15 million extraordinary dividend to all holders of LLC Units, including GSHD. The board of directors of the Company then declared an extraordinary dividend of $0.41 to all holders of Class A common stock of GSHD with a record date of March 18, 2019 , to be paid on or before April 1, 2019 . A summary of the total estimated amounts to be paid by GF is as follows (in thousands) : LLC Units held as of March 14, 2019 Estimated dividend to be paid Class A common stockholders 14,421 $ 5,962 Class B common stockholders via LLC Units held 21,864 9,038 Total 36,285 $ 15,000 Any future extraordinary dividends will be declared at the sole discretion of GF's managing members with respect to GF and the Company's board of directors with respect to GSHD. In determining whether a future extraordinary dividend will be declared by the Company, the board of directors may, at its sole discretion, consider the following: the Company's financial condition and operating results, the Company's available cash and current and anticipated cash needs, the Company's capital requirements, any contractual, legal, tax and regulatory restrictions, general economic and business conditions, and such other factors or conditions as the board of directors deems relevant. |
Selected quarterly financial da
Selected quarterly financial data (unaudited) | 12 Months Ended |
Dec. 31, 2018 | |
Quarterly Financial Information Disclosure [Abstract] | |
Selected quarterly financial data (unaudited) | Selected quarterly financial data (unaudited) The following tables sets forth certain unaudited quarterly results of operations for the years ended December 31, 2018 and 2017 (in thousands, except per share data). The sum of the four quarters may differ from the annual amount due to rounding: 2018 First Quarter Second Quarter Third Quarter Fourth Quarter Total revenue $ 14,589 $ 14,788 $ 16,054 $ 14,717 Income from operations 4,763 (22,749 ) 2,653 1,403 Net income 3,768 (23,875 ) 836 605 Earnings per share (1)(2) Basic 0.08 (0.68 ) 0.02 0.01 Diluted 0.08 (0.68 ) 0.02 0.01 2017 First Quarter Second Quarter Third Quarter Fourth Quarter Total revenue $ 9,891 $ 10,879 $ 10,807 $ 11,134 Income from operations 2,800 2,811 883 1,116 Net income 2,267 5,824 209 376 Earnings per share (1)(2) Basic 0.05 0.12 — 0.01 Diluted 0.05 0.12 — 0.01 (1) Basic and diluted earnings per share are computed independently for each of the quarters presented. Therefore, the sum of quarterly basic and diluted earnings per share amounts may not equal annual basic and diluted earnings per share amounts. (2) Basic and diluted earnings per share for the first quarter of 2018 and year ended December 31, 2017 are shown on a pro-forma basis, as there was no Class A or Class B common stock outstanding as of March 31, 2018 or December 31, 2017 , respectively. |
Summary of significant accoun_2
Summary of significant accounting policies (Policies) | 12 Months Ended |
Dec. 31, 2018 | |
Accounting Policies [Abstract] | |
Basis of Combination | In connection with the Offering, both Goosehead Management, LLC (“GM”) and Texas Wasatch Insurance Holdings Group LLC (“TWIHG”) became wholly owned indirect subsidiaries of GF. Both GM and TWIHG are non-operating holding companies created to receive management fees from the operating entities TWIS and GIA. All intercompany accounts and transactions have been eliminated in consolidation. |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reported period. Accordingly, actual results could differ from those estimates as more information becomes known. |
Cash and cash equivalents and restricted cash | Cash and cash equivalents The Company maintains its cash in bank deposit accounts that, at times, may exceed federally insured limits; however, the Company has not historically experienced any losses in these accounts. The Company believes it is not exposed to any significant credit risk. The Company currently holds no financial instruments that would be considered cash equivalents. Restricted cash In the capacity as an insurance broker, the Company will typically collect the first premium payment from the insured and will then remit the premiums to insurance carriers. The Company holds unremitted insurance premiums in a fiduciary capacity until they are disbursed. |
Commissions and agency fees receivable and receivable from franchisees | Commissions and agency fees receivable Upon issuance of a new policy, the Company typically collects the first premium payment from the insured, and then will remit the full premium amount to the insurance carriers. The insurance carriers collect the remaining premiums directly from the insureds and remit the applicable commissions to the Company. Accordingly, as reported in the accompanying consolidated balance sheet, “commissions” are receivables from the insurance carriers. These direct-bill arrangements consist of a high volume of transactions with small premium amounts, with the billing controlled by the insurance carriers. The income statement and balance sheet effects of the commissions are recorded when collectability can be reasonably assured and determined from the commission statement and the commission payment received from the insurance carriers. The payment and commission statements are generally received within 30 days of the effective date of the policy. During 2018 , the Company wrote with 85 insurance carriers, of which 30 provided national coverage. In 2018 , two carriers represented more than 10% of total revenue at 17% and 11% . In 2017 , three carriers represented more than 10% of total revenue at 18% , 15% and 11% . In select states, agents have the option to charge an agency fee for the placement of the insurance policy. The income statement and balance sheet effect of these non-refundable fees are recorded on the date the policy is placed with the insurance carrier. Reserve for Policy Cancellations Management establishes the policy cancellation reserve based on historical and current data on cancellations and records commissions and agency fees receivable net of the cancellations reserve. The reserve was $386 thousand and $337 thousand at December 31, 2018 and 2017 , respectively. Allowance for uncollectible agency fees The Company records agency fees receivable net of an allowance for estimated uncollectible accounts to reflect any loss anticipated for the related agency fees receivable balances and charge to bad debts. The agency fees receivable balance consists of numerous small-balance, homogenous accounts. The Company calculates the allowance based on collection history and writes off all uncollected agency fee balances outstanding over ninety days. Receivable from franchisees Receivable from franchisees consists of franchise fees receivable, net of allowance for uncollectible franchise fees and unamortized discount on franchise fees, royalty fees receivable, and notes receivable from franchisees. Franchise fees receivable When a franchisee concludes training and all material services and conditions related to the fee have been substantially performed, revenue is recorded as franchise fees within Franchise revenues, and a corresponding entry to Franchise fees receivable is recorded. Franchisees have the option to pay the full amount of franchise fees up front or to pay a deposit up front and the remaining balance by payment plan over time. The franchisees that elect to pay the initial franchise fee over a term extending greater than one year, pay in total an amount that exceeds the amount due had they paid the full amount up front. As such, the payment plan option is treated as a zero-interest rate note, which creates an imputation of interest. The imputed interest is recorded as a discount on the franchise fee receivable and amortized using the interest rate method over the life of the payment plan. The amount of interest recorded in 2018 and 2017 related to franchise fees on a payment plan was $418 thousand and $231 thousand , respectively, and is included in Interest income. Allowance for uncollectible franchise fees receivable The Company records franchise fees receivable net of an allowance for estimated uncollectible accounts to reflect any loss anticipated related to the franchise fees receivable balances and charged to bad debts. The franchise fees receivable balance consists of numerous small-balance, homogenous accounts. The Company calculates the allowance based on our history of write offs for all franchise accounts. Franchise fees receivable and the related allowance is written off once the franchisee owing the balance terminates. Royalty fees receivable The Company collects and reconciles commissions and agency fees on behalf of the franchisees, then calculates the Company’s royalty fees. Royalty fees are recorded monthly when the amounts can be determined from the carrier commission statements reconciled by the Company. The royalty fees are secured by the commissions of the franchisee with no historical losses incurred for uncollectible royalty fees. As such, there is no allowance for doubtful accounts relating to royalty fees. |
Property & equipment | Property & equipment The Company carries fixed assets at cost, less accumulated depreciation, as stated in the accompanying consolidated balance sheets. Depreciation of property and equipment is calculated using the straight-line method over the estimated useful life of five years for furniture, fixtures and equipment and three years for computer equipment. Leasehold improvements are also amortized using the straight-line method and are amortized over the shorter of the remaining term of the lease or the useful life of the improvement. Expenditures for improvements are capitalized, and expenditures for maintenance and repairs are expensed as incurred. Upon sale or retirement, the cost and related accumulated depreciation and amortization is removed from the related accounts, and the resulting gain or loss, if any, is reflected in income. |
Intangible assets | Intangible assets Intangible assets are stated at cost less accumulated amortization and reflect amounts paid for the Company’s web domain and computer software costs. The web domain is amortized over a useful life of fifteen years and software costs are amortized over a useful life of three years . |
Capitalized IPO Related Costs | Capitalized IPO Related Costs In connection with the Offering, the Company incurred costs which were recorded in other assets on the consolidated balance sheets. Upon completion of the Offering, these deferred costs were charged against the proceeds from the Offering with a corresponding reduction to additional paid-in capital. |
Premiums payable | Premiums payable Premiums payable represent premium payments that have been received from insureds, but not yet remitted to the insurance carriers. |
Unearned revenue | Unearned revenue When the Company collects initial franchise fees prior to the franchisee being trained and fully on boarded, the amount collected is recognized as unearned revenue until the Company fulfills its performance obligation and is able to recognize the revenue. |
Deferred financing costs | Deferred financing costs Deferred financing costs incurred in connection with the issuance of notes payable are capitalized and amortized to interest expense in accordance with the related debt agreements. Deferred financing costs are included as a reduction in notes payable on the accompanying consolidated balance sheets. |
Deferred rent | Deferred rent Deferred rent consists of rent abatement affecting the timing of cash rent payments related to the Company’s corporate office leases, as well as lease incentives such as construction allowances. Deferred rent is record as a liability and is amortized over the lease term as a reduction to rent expense. |
Revenue recognition | Revenue recognition Commissions and fees Commissions and contingent commissions from insurance carriers, net of estimated cancellations, are recognized as revenue when the data necessary to reasonably determine such amounts is made available to the Company. Billing is controlled by the insurance carriers, therefore these types of revenue cannot be reasonably determined until the cash or the related policy detail is received by the Company from the insurance carrier. Subsequent commission adjustments, such as endorsements and policy changes, are recognized when the adjustments become known. Agency Fees are recognized as revenue on the date coverage is agreed upon with the client and placed with the Carrier. Franchise revenues Franchise revenues include initial franchise fees and ongoing royalty fees from franchisees. Initial franchise fees are contracted fees paid by franchisees to compensate Goosehead for direct training and onboarding costs, plus a markup for overhead and profit, as part of the initial launch of the franchise unit. The initial franchise fee can either be paid up front, at or before the franchisee comes to training, or for a higher initial franchise fee, paid over a term not to exceed five years . Initial franchise fees are recognized as revenue in the month the agency owner or initial agency representative attends training, which is the time in which Goosehead’s performance obligations are substantially complete. Initial franchise fee revenue was $6.0 million and $4.4 million for the years ended December 31, 2018 and 2017 , respectively. Royalty fees are a set percentage of commissions received from franchisees for consideration of their use of such business processes, trade secrets, know-how, trade names, trademarks, service marks, logos, emblems, trade dress, intellectual property, and back office support functions provided by Goosehead. For policies in their first term, the Company receives 20% of the initial commission and agency fees collected; for renewal policies, the Company receives 50% of the renewal commission collected. Royalty fees are recognized as revenue as earned and as the amounts become determinable by the Company. |
Income Taxes | Income Taxes Prior to the Offering, GF was treated as a partnership for U.S. federal and applicable state and local income tax purposes. As a partnership, GF's taxable income or loss was included in the taxable income of its members. Accordingly, no income tax expense was recorded for federal and state and local jurisdictions for periods prior to the Offering. In connection with the Offering completed on May 1, 2018, the Company became a taxable entity. The Company accounts for income taxes pursuant to the asset and liability method which requires the recognition of deferred income tax assets and liabilities related to the expected future tax consequences arising from temporary differences between the carrying amounts and tax bases of assets and liabilities based on enacted statutory tax rates applicable to the periods in which the temporary differences are expected to reverse. Any effects of changes in income tax rates or laws are included in income tax expense in the period of enactment. |
Advertising | Advertising The Company expenses advertising costs as they are incurred. |
Recently issued accounting pronouncements | Recently issued accounting pronouncements Statement of Cash Flows (ASU 2016-18) : This standard requires that the Statement of Cash Flows explain the changes during the period of cash and cash equivalents inclusive of amounts categorized as Restricted Cash. As such, upon adoption, the Company’s consolidated statement of cash flows will show the sources and uses of cash that explain the movement in the balance of cash and cash equivalents, inclusive of restricted cash, over the period presented. As an emerging growth company (“EGC”), the standard will become effective for the Company January 1, 2019. The Company does not expect that this standard will have a material impact on the Company's Statement of Cash Flows. Statement of Cash Flows (ASU 2016-15) : This standard addresses eight specific cash flow issues with the objective of reducing the existing diversity in practice in how certain cash receipts and cash payments are presented and classified and applies to all entities, including both business entities and not-for-profit entities that are required to present a statement of cash flows under Topic 230. The standard will become effective for the Company on January 1, 2019. The Company has evaluated the impact of ASU 2016-15 and has determined the impact to be immaterial. The Company does not, at this time, engage in the activities being addressed by the standard. Revenue from Contracts with Customers (ASU 2014-09) : This standard supersedes the existing revenue recognition guidance and provides a new framework for recognizing revenue. The core principle of the standard is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods and services. The new standard also requires significantly more comprehensive disclosures than the existing standard. Guidance subsequent to ASU 2014-09 has been issued to clarify various provisions in the standard, including principal versus agent considerations, identifying performance obligations, licensing transactions, as well as various technical corrections and improvements. This standard may be adopted using either a retrospective or modified retrospective method. According to the superseding standard ASU 2015-14 that deferred the effective dates of the preceding, and because the Company is filing as an emerging growth company, the standard became effective for the Company January 1, 2019, but the Company is not required to present the impacts of the standard until it files its annual report on Form 10-K for the fiscal year ended December 31, 2019. The Company will continue to refine throughout 2019 the impact this standard is will have on the consolidated financial statements and expects to adopt the modified retrospective method. The primary anticipated impacts of the new standard to the Company's revenues and expenses are as follows: Under the new guidance, the Company expects commission revenues will be recognized at the effective date of the policy, which will accelerate some revenues. Currently, commissions from insurance carriers, net of estimated cancellations, are recognized as revenue when the data necessary to reasonably determine such amounts is made available to the Company. For contingent commissions, the Company anticipates revenues will be estimated and recorded throughout the year as the underlying business is placed with the insurance carriers as opposed to the Company's historical recognition when the Company received cash, the related policy detail, or other carrier specific information from the insurance carrier, typically in the first quarter of the following year. The effect of this change will result in revenue being recognized more evenly throughout the year. Franchise revenues, including franchise fees are also likely to change under the new guidance. Currently, initial franchise fees are recognized as revenue in the month the agency owner or initial agency representative attends training. Under the new guidance, the Company anticipates these revenues will likely be recognized over the contract term, typically 10 years. The Company also expects to recognize an asset for the costs to obtain and/or fulfill a contract and to amortize on a systematic basis that is consistent with the transfer of the services to which the asset relates. Leases (ASU 2016-02) : This standard establishes a new lease accounting model, which introduces the recognition of lease assets and liabilities for those leases classified as operating leases under previous GAAP. It should be applied using a modified retrospective approach, with the option to elect various practical expedients. Early adoption is permitted. The standard will become effective for the Company January 1, 2020. The Company is currently evaluating the impact this standard will have on the Company's consolidated financial statements. However we expect the impact of this guidance on our consolidated financial statements could be significant, as our future minimum operating lease commitments totaled $24.0 million as of December 31, 2018 . |
Framework for measuring fair value | The framework for measuring fair value provides a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (level 1 measurements) and the lowest priority to unobservable inputs (level 3 measurements). The three levels of the fair value hierarchy are described as follows: • Level 1—Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets. • Level 2—Significant other observable inputs other than Level 1 prices such as quoted prices in markets that are not active, quoted prices for similar assets or other inputs that are observable, either directly or indirectly, for substantially the full term of the asset. • Level 3—Significant unobservable inputs that reflect a reporting entity’s own assumptions about the assumptions that market participants would use in pricing an asset or liability. The asset or liability’s fair value measurement level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. The valuation techniques used need to maximize the use of observable inputs and minimize the use of unobservable inputs. |
Franchise fees receivable (Tabl
Franchise fees receivable (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Receivables [Abstract] | |
Schedule of Franchise Fees Receivable | The balance of Franchise fees receivable included in Receivable from franchisees in the consolidated balance sheets consisted of the following (in thousands) : December 31 2018 2017 Franchise fees receivable $ 3,906 $ 2,501 Less: Unamortized discount (1,381 ) (823 ) Less: Allowance for uncollectible franchise fees (455 ) (335 ) $ 2,070 $ 1,343 Activity in the allowance for uncollectible agency fees was as follows: Allowance for Uncollectible Agency Fees: Balance at January 1, 2017 $ 167 Charges to bad debts 649 Write offs (634 ) Balance at December 31, 2017 $ 182 Charges to bad debts 889 Write offs (829 ) Balance at December 31, 2018 $ 242 |
Schedule of Allowance For Uncollectible Franchise Fees | Activity in the allowance for uncollectible franchise fees was as follows (in thousands) : Allowance for Uncollectible Franchise Fees: Balance at January 1, 2017 $ 193 Charges to bad debts 434 Write offs (292 ) Balance at December 31, 2017 $ 335 Charges to bad debts 409 Write offs (289 ) Balance at December 31, 2018 $ 455 |
Allowance for uncollectible a_2
Allowance for uncollectible agency fees (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Receivables [Abstract] | |
Schedule of Allowance for Uncollectible Agency Fees | The balance of Franchise fees receivable included in Receivable from franchisees in the consolidated balance sheets consisted of the following (in thousands) : December 31 2018 2017 Franchise fees receivable $ 3,906 $ 2,501 Less: Unamortized discount (1,381 ) (823 ) Less: Allowance for uncollectible franchise fees (455 ) (335 ) $ 2,070 $ 1,343 Activity in the allowance for uncollectible agency fees was as follows: Allowance for Uncollectible Agency Fees: Balance at January 1, 2017 $ 167 Charges to bad debts 649 Write offs (634 ) Balance at December 31, 2017 $ 182 Charges to bad debts 889 Write offs (829 ) Balance at December 31, 2018 $ 242 |
Property and equipment (Tables)
Property and equipment (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property and Equipment | Property and equipment consisted of the following at: December 31 2018 2017 Furniture & fixtures $ 2,233 $ 1,977 Computer equipment 1,023 662 Network equipment 252 242 Phone system 824 710 Leasehold improvements 6,692 5,788 Total 11,024 9,379 Less accumulated depreciation (3,449 ) (2,534 ) Property and equipment, net $ 7,575 $ 6,845 |
Intangible assets (Tables)
Intangible assets (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Intangible Assets | Intangible assets consisted of the following: December 31 Weighted average amortization period (years) 2018 2017 Computer software & web domain $ 679 $ 530 3.18 Less accumulated amortization (431 ) (314 ) Intangible assets, net $ 248 $ 216 |
Schedule of Expected Amortization Expense | Expected amortization over the next five years is as follows: Amount Year Ending December 31, 2019 $ 132 2020 92 2021 21 2022 2 2023 and thereafter 1 Total $ 248 |
Note payable (Tables)
Note payable (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Debt Disclosure [Abstract] | |
Schedule of Interest Rate Dependent of Leverage Ratio | The interest rate for each leverage ratio tier are as follows: Leverage Ratio Interest Rate < 1.50x LIBOR + 175.0 bps > 1.50x LIBOR + 200.0 bps > 2.50x LIBOR + 225.0 bps > 3.50x LIBOR + 250.0 bps |
Schedule of Maturities of Note Payable | Maturities of the term note payable for the next three calendar years as of December 31, 2018 are as follows (in thousands) : Amount 2019 2,500 2020 4,000 2021 32,500 $ 39,000 |
Commitments and contingencies (
Commitments and contingencies (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Future Minimum Lease Payments | The following is a schedule of future minimum lease payments as of December 31, 2018 : Amount Year ending December 31: 2019 $ 1,688 2020 2,575 2021 2,793 2022 2,762 2023 2,578 2024-2029 11,626 $ 24,022 |
Income taxes (Tables)
Income taxes (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Income Tax Disclosure [Abstract] | |
Schedule of Reconciliation of Income Tax Expense | A reconciliation of income tax expense computed at the U.S. federal statutory income tax rate to the income tax expense recognized is as follows (in thousands) : Year Ended December 31 2018 2017 Income (loss) before taxes $ (18,218 ) $ 8,678 Less: (income) prior to the Reorganization Transactions (4,389 ) (8,678 ) Income (loss) before taxes $ (22,607 ) $ — Income taxes at U.S. federal statutory rate $ (4,747 ) — Tax on income not subject to entity level federal income tax (544 ) — Permanent Differences: Non-controlling interest 3,536 — Non-deductible stock compensation costs 2,038 — Non-deductible excess compensation 27 — Meals & Entertainment 38 — State income tax, net of federal benefit 99 — Other Reconciling items: Other 2 — Income tax expense $ 449 $ — |
Schedule of Income before Income Taxes | A reconciliation of income tax expense computed at the U.S. federal statutory income tax rate to the income tax expense recognized is as follows (in thousands) : Year Ended December 31 2018 2017 Income (loss) before taxes $ (18,218 ) $ 8,678 Less: (income) prior to the Reorganization Transactions (4,389 ) (8,678 ) Income (loss) before taxes $ (22,607 ) $ — Income taxes at U.S. federal statutory rate $ (4,747 ) — Tax on income not subject to entity level federal income tax (544 ) — Permanent Differences: Non-controlling interest 3,536 — Non-deductible stock compensation costs 2,038 — Non-deductible excess compensation 27 — Meals & Entertainment 38 — State income tax, net of federal benefit 99 — Other Reconciling items: Other 2 — Income tax expense $ 449 $ — |
Schedule of Components of Income Tax Expense | A reconciliation of income tax expense computed at the U.S. federal statutory income tax rate to the income tax expense recognized is as follows (in thousands) : Year Ended December 31 2018 2017 Income (loss) before taxes $ (18,218 ) $ 8,678 Less: (income) prior to the Reorganization Transactions (4,389 ) (8,678 ) Income (loss) before taxes $ (22,607 ) $ — Income taxes at U.S. federal statutory rate $ (4,747 ) — Tax on income not subject to entity level federal income tax (544 ) — Permanent Differences: Non-controlling interest 3,536 — Non-deductible stock compensation costs 2,038 — Non-deductible excess compensation 27 — Meals & Entertainment 38 — State income tax, net of federal benefit 99 — Other Reconciling items: Other 2 — Income tax expense $ 449 $ — |
Schedule of Deferred Tax Assets and Liabilities | The components of deferred tax assets are as follows ( in thousands ): December 31, 2018 December 31, 2017 Investment in flow-through entity $ 1,958 — Net deferred tax asset $ 1,958 $ — |
Stockholders' equity (Tables)
Stockholders' equity (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Equity [Abstract] | |
Summary of Pro Forma Ownership Interest | The following table summarizes the ownership interest in GF as of December 31, 2018 (in thousands). December 31, 2018 LLC Units Ownership % Number of LLC Units held by GSHD 13,800 38.0% Number of LLC Units held by non-controlling interest holders 22,486 62.0% Number of LLC Units outstanding 36,286 100.0% |
Schedule of Calculation of EPS and Pro Forma EPS | The following table sets forth the calculation of basic earnings per share ("EPS") based on net income attributable to GSHD for the year ended December 31, 2018 , divided by the basic weighted average number of Class A common stock as of December 31, 2018 (in thousands, except per share amounts) . Diluted earnings per share of Class A common stock is computed by dividing net income attributable to GSHD by the weighted average number of shares of Class A common stock outstanding adjusted to give effect to potentially dilutive securities. The Company has not included the effects of conversion of Class B shares to Class A shares in the diluted EPS calculation using the "if-converted" method, because doing so has no impact on diluted EPS. December 31, 2018 Numerator: Income (loss) before taxes $ (18,218 ) Less: income (loss) before taxes attributable to non-controlling interests (9,702 ) Income (loss) before taxes attributable to GSHD (8,516 ) Less: income tax expense attributable to GSHD 387 Net income (loss) attributable to GSHD (1) $ (8,903 ) Denominator: Weighted average shares of Class A common stock outstanding - basic 13,554 Effect of dilutive securities: Stock options (2) — Weighted average shares of Class A common stock outstanding - diluted $ 13,554 Earnings per share of Class A common stock - basic $ (0.66 ) Earnings per share of Class A common stock - diluted $ (0.66 ) (1) Net income attributable to GSHD excludes all net income prior to the Offering. (2) 1,650 thousand stock options were excluded from the computation of diluted earnings per share of Class A common stock for the year ended December 31, 2018 because the effect would have been anti-dilutive, as GSHD recorded a net loss for the period. The following table sets forth the calculation of unaudited pro forma basic EPS based on unaudited pro forma net income attributable to GSHD for the year ended December 31, 2017 , divided by the unaudited pro forma basic weighted average number of Class A common stock as of December 31, 2017 ( in thousands, except per share amounts ). Unaudited pro forma diluted earnings per share of Class A common stock is computed by dividing unaudited pro forma net income attributable to GSHD by the unaudited pro forma weighted average number of shares of Class A common stock outstanding adjusted to give effect to unaudited pro forma potentially dilutive securities. December 31, 2017 Numerator: Net income $ 8,678 Less: unaudited pro forma net income attributable to non-controlling interests 5,436 Unaudited pro forma income before taxes attributable to GSHD 3,242 Less: Unaudited pro forma income tax expense 811 Unaudited pro forma net income attributable to GSHD $ 2,431 Denominator: Unaudited pro forma weighted average shares of Class A common stock outstanding - basic 13,554 Unaudited pro forma effect of dilutive securities: Unaudited pro forma stock options 1,019 Unaudited pro forma weighted average shares of Class A common stock outstanding - diluted 14,573 Unaudited pro forma earnings per share of Class A common stock - basic $ 0.18 Unaudited pro forma earnings per share of Class A common stock - diluted $ 0.17 |
Equity-based compensation (Tabl
Equity-based compensation (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Summary of Equity-Based Compensation Expense | A summary of equity-based compensation expense during the years ended December 31, 2018 and 2017 is as follows (in thousands) : Year Ended December 31 2018 2017 Class B unit compensation $ 26,134 $ 2,231 Stock options 949 — Equity-based compensation expense $ 27,083 $ 2,231 |
Schedule of Stock Options Valuation Assumptions | The grant date fair value was determined using the Black-Scholes valuation model using the following assumptions: Expected volatility 25 % Expected dividend yield — Expected term (in years) 5.95 Risk-free interest rate 2.59 % |
Segment information (Tables)
Segment information (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Segment Reporting [Abstract] | |
Schedule of Segment Information | Corporate Channel Franchise Channel Other Total Year ended December 31, 2018: Revenues: Commissions and agency fees $ 34,287 $ 2,417 $ — $ 36,704 Franchise revenues — 23,022 — 23,022 Interest income — 422 — 422 Total 34,287 25,861 — 60,148 Operating expenses: Employee compensation and benefits, excluding equity-based compensation 18,662 12,511 — 31,173 General and administrative expenses, excluding state franchise tax (1) 7,200 4,326 1,399 12,925 Bad debts 889 409 — 1,298 Total 26,751 17,246 1,399 45,396 Adjusted EBITDA 7,536 8,615 (1,399 ) 14,752 Other income (expense, including state franchise tax) (22 ) — (135 ) (157 ) Equity based compensation — — (27,083 ) (27,083 ) Interest expense — — (4,266 ) (4,266 ) Depreciation and amortization (945 ) (519 ) — (1,464 ) Taxes — — (449 ) (449 ) Net income $ 6,569 $ 8,096 $ (33,332 ) $ (18,667 ) At December 31, 2018: Total Assets $ 6,862 $ 8,572 $ 19,364 $ 34,798 (1) Excluded from general and administrative expenses is $135 thousand of state franchise tax that is not calculated based on income. Corporate Channel Franchise Channel Other Total Year Ended December 31, 2017: Revenues: Commissions and agency fees $ 25,521 $ 1,509 $ — $ 27,030 Franchise revenues — 15,438 — 15,438 Interest income — 243 — 243 Total 25,521 17,190 — 42,711 Operating expenses: Employee compensation and benefits, excluding equity-based compensation 13,469 8,844 — 22,313 General and administrative expenses 5,036 3,219 342 8,597 Bad debts 649 434 — 1,083 Total 19,154 12,497 342 31,993 Adjusted EBITDA 6,367 4,693 (342 ) 10,718 Other income (expense) — 3,541 — 3,541 Equity based compensation — — (2,231 ) (2,231 ) Interest expense — — (2,474 ) (2,474 ) Depreciation and amortization (657 ) (219 ) — (876 ) Net income $ 5,710 $ 8,015 $ (5,047 ) $ 8,678 At December 31, 2017: Total Assets $ 7,855 $ 6,945 $ 1,906 $ 16,706 |
Subsequent events Subsequent ev
Subsequent events Subsequent events (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Subsequent Events [Abstract] | |
Summary of total estimated dividends to be paid | A summary of the total estimated amounts to be paid by GF is as follows (in thousands) : LLC Units held as of March 14, 2019 Estimated dividend to be paid Class A common stockholders 14,421 $ 5,962 Class B common stockholders via LLC Units held 21,864 9,038 Total 36,285 $ 15,000 |
Selected quarterly financial _2
Selected quarterly financial data (unaudited) (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Quarterly Financial Information Disclosure [Abstract] | |
Schedule of Unaudited Quarterly Results | The following tables sets forth certain unaudited quarterly results of operations for the years ended December 31, 2018 and 2017 (in thousands, except per share data). The sum of the four quarters may differ from the annual amount due to rounding: 2018 First Quarter Second Quarter Third Quarter Fourth Quarter Total revenue $ 14,589 $ 14,788 $ 16,054 $ 14,717 Income from operations 4,763 (22,749 ) 2,653 1,403 Net income 3,768 (23,875 ) 836 605 Earnings per share (1)(2) Basic 0.08 (0.68 ) 0.02 0.01 Diluted 0.08 (0.68 ) 0.02 0.01 2017 First Quarter Second Quarter Third Quarter Fourth Quarter Total revenue $ 9,891 $ 10,879 $ 10,807 $ 11,134 Income from operations 2,800 2,811 883 1,116 Net income 2,267 5,824 209 376 Earnings per share (1)(2) Basic 0.05 0.12 — 0.01 Diluted 0.05 0.12 — 0.01 (1) Basic and diluted earnings per share are computed independently for each of the quarters presented. Therefore, the sum of quarterly basic and diluted earnings per share amounts may not equal annual basic and diluted earnings per share amounts. (2) Basic and diluted earnings per share for the first quarter of 2018 and year ended December 31, 2017 are shown on a pro-forma basis, as there was no Class A or Class B common stock outstanding as of March 31, 2018 or December 31, 2017 , respectively. |
Organization - Narrative (Detai
Organization - Narrative (Details) $ / shares in Units, shares in Thousands, $ in Millions | May 02, 2018 | May 01, 2018USD ($)voteclass$ / sharesshares | Dec. 31, 2018votelocationfranchise | Dec. 31, 2017locationfranchise |
Subsidiary, Sale of Stock [Line Items] | ||||
Corporate-owned locations | location | 7 | 7 | ||
Franchise locations sold | franchise | 214 | 140 | ||
Operating franchise locations | franchise | 457 | 292 | ||
Franchises purchased | franchise | 0 | 0 | ||
Number of classes | class | 2 | |||
Vote per share | vote | 1 | |||
Conversion ratio | 1 | |||
Class A Common Stock | ||||
Subsidiary, Sale of Stock [Line Items] | ||||
Vote per share | vote | 1 | |||
Class B Common Stock | ||||
Subsidiary, Sale of Stock [Line Items] | ||||
Vote per share | vote | 1 | |||
Initial Public Offering | Class A Common Stock | ||||
Subsidiary, Sale of Stock [Line Items] | ||||
Shares issued (in shares) | 9,810 | |||
Share price (in dollars per share) | $ / shares | $ 10 | |||
Over-Allotment Option | Class A Common Stock | ||||
Subsidiary, Sale of Stock [Line Items] | ||||
Shares issued (in shares) | 1,280 | |||
Goosehead Insurance Holding, LLC | Goosehead Insurance Agency, LLC | ||||
Subsidiary, Sale of Stock [Line Items] | ||||
Ownership interest | 100.00% | |||
Goosehead Insurance, Inc. | Goosehead Financial, LLC | ||||
Subsidiary, Sale of Stock [Line Items] | ||||
Ownership interest | 37.30% | |||
Pre-IPO LLC Members | Goosehead Financial, LLC | ||||
Subsidiary, Sale of Stock [Line Items] | ||||
Ownership interest | 62.70% | |||
Pre-IPO LLC Members | Class B Common Stock | ||||
Subsidiary, Sale of Stock [Line Items] | ||||
Shares issued (in shares) | 22,747 | |||
Goosehead Management, LLC And Texas Wasatch Insurance Holdings Group LLC | Class A Common Stock | ||||
Subsidiary, Sale of Stock [Line Items] | ||||
Shares issued (in shares) | 3,724 | |||
Goosehead Management Note and Texas Wasatch Note | ||||
Subsidiary, Sale of Stock [Line Items] | ||||
Principal amount of debt | $ | $ 114 |
Summary of significant accoun_3
Summary of significant accounting policies - Narrative (Details) $ in Thousands | 3 Months Ended | 12 Months Ended | ||||||||
Dec. 31, 2018USD ($) | Sep. 30, 2018USD ($) | Jun. 30, 2018USD ($) | Mar. 31, 2018USD ($) | Dec. 31, 2017USD ($) | Sep. 30, 2017USD ($) | Jun. 30, 2017USD ($) | Mar. 31, 2017USD ($) | Dec. 31, 2018USD ($)carrier | Dec. 31, 2017USD ($) | |
Concentration Risk [Line Items] | ||||||||||
Carriers company wrote with | carrier | 85 | |||||||||
Carriers company wrote with, provide national coverage | carrier | 30 | |||||||||
Policy cancellation reserve | $ 386 | $ 337 | $ 386 | $ 337 | ||||||
Interest related to franchise fee | $ 418 | 231 | ||||||||
Weighted average amortization period (years) | 3 years 2 months 5 days | |||||||||
IPO related costs included in other assets | 0 | 170 | $ 0 | 170 | ||||||
Initial franchise fee, payment period | 5 years | |||||||||
Revenues | 14,717 | $ 16,054 | $ 14,788 | $ 14,589 | $ 11,134 | $ 10,807 | $ 10,879 | $ 9,891 | $ 60,148 | 42,711 |
Commission fee, initial term | 20.00% | |||||||||
Commission fee, renewal term | 50.00% | |||||||||
Advertising expense | $ 521 | $ 270 | ||||||||
Future minimum payments | $ 24,022 | $ 24,022 | ||||||||
Carrier One | Total revenue | Customer Concentration Risk | ||||||||||
Concentration Risk [Line Items] | ||||||||||
Concentration risk percentage | 17.00% | 18.00% | ||||||||
Carrier Two | Total revenue | Customer Concentration Risk | ||||||||||
Concentration Risk [Line Items] | ||||||||||
Concentration risk percentage | 11.00% | 15.00% | ||||||||
Carrier Three | Total revenue | Customer Concentration Risk | ||||||||||
Concentration Risk [Line Items] | ||||||||||
Concentration risk percentage | 11.00% | |||||||||
Web domain | ||||||||||
Concentration Risk [Line Items] | ||||||||||
Weighted average amortization period (years) | 15 years | |||||||||
Software costs | ||||||||||
Concentration Risk [Line Items] | ||||||||||
Weighted average amortization period (years) | 3 years | |||||||||
Initial Franchise Fee | ||||||||||
Concentration Risk [Line Items] | ||||||||||
Revenues | $ 6,000 | $ 4,400 | ||||||||
Royalty Fees | ||||||||||
Concentration Risk [Line Items] | ||||||||||
Revenues | 17,000 | $ 11,100 | ||||||||
Employee | Royalty Fees | ||||||||||
Concentration Risk [Line Items] | ||||||||||
Revenues | $ 498 | |||||||||
Percentage of total revenue | 3.00% | |||||||||
Furniture, fixtures, and equipment | ||||||||||
Concentration Risk [Line Items] | ||||||||||
Property, plant and equipment, useful life | 5 years | |||||||||
Computer equipment | ||||||||||
Concentration Risk [Line Items] | ||||||||||
Property, plant and equipment, useful life | 3 years |
Franchise fees receivable - Bal
Franchise fees receivable - Balance of Franchise Fees Receivable (Details) - Franchise Fees Receivable - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 |
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||
Franchise fees receivable | $ 3,906 | $ 2,501 | |
Less: Unamortized discount | (1,381) | (823) | |
Less: Allowance for uncollectible franchise fees | (455) | (335) | $ (193) |
Total franchise fees receivable | $ 2,070 | $ 1,343 |
Franchise fees receivable - Rol
Franchise fees receivable - Roll-Forward of Allowance (Details) - Franchise Fees Receivable - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Financing Receivable, Allowance for Credit Losses [Roll Forward] | ||
Beginning balance | $ 335 | $ 193 |
Charges to bad debts | 409 | 434 |
Write offs | (289) | (292) |
Ending balance | $ 455 | $ 335 |
Allowance for uncollectible a_3
Allowance for uncollectible agency fees - Roll-Forward of Allowance (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Allowance for Doubtful Accounts Receivable [Roll Forward] | ||
Bad debt expense | $ 1,298 | $ 1,083 |
Agency Fees | ||
Allowance for Doubtful Accounts Receivable [Roll Forward] | ||
Beginning balance | 182 | 167 |
Bad debt expense | 889 | 649 |
Write offs | (829) | (634) |
Ending balance | $ 242 | $ 182 |
Property and equipment (Details
Property and equipment (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 11,024 | $ 9,379 |
Less accumulated depreciation | (3,449) | (2,534) |
Property and equipment, net | 7,575 | 6,845 |
Depreciation expense | 1,300 | 810 |
Furniture & fixtures | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 2,233 | 1,977 |
Computer equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 1,023 | 662 |
Network equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 252 | 242 |
Phone system | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 824 | 710 |
Leasehold improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 6,692 | $ 5,788 |
Intangible assets (Details)
Intangible assets (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Finite-Lived Intangible Assets, Net [Abstract] | ||
Computer software & web domain | $ 679 | $ 530 |
Less accumulated amortization | (431) | (314) |
Intangible assets, net | $ 248 | 216 |
Weighted average amortization period (years) | 3 years 2 months 5 days | |
Amortization expense | $ 117 | 66 |
Finite-Lived Intangible Assets, Net, Amortization Expense, Rolling Maturity [Abstract] | ||
2019 | 132 | |
2020 | 92 | |
2021 | 21 | |
2022 | 2 | |
2023 and thereafter | 1 | |
Intangible assets, net | $ 248 | $ 216 |
Employee benefit obligation (De
Employee benefit obligation (Details) $ in Thousands | 12 Months Ended | |
Dec. 31, 2018USD ($)year | Dec. 31, 2017USD ($) | |
Retirement Benefits [Abstract] | ||
Minimum age to be eligible | year | 21 | |
Minimum service period to be eligible | 6 months | |
Employer match, percentage of salary deferral | 100.00% | |
Employer match, percentage of compensation | 3.00% | |
Employer match, vesting period | 4 years | |
Matching contributions | $ | $ 529 | $ 373 |
Note payable - Narrative (Detai
Note payable - Narrative (Details) | Dec. 31, 2018USD ($) | Aug. 03, 2018USD ($) | Dec. 31, 2018USD ($) | Aug. 02, 2018USD ($) |
Debt Instrument [Line Items] | ||||
Leverage ratio | 2.5 | 2.5 | ||
Interest expense | $ 198,000 | |||
Aggregate principal amount | $ 39,000,000 | 39,000,000 | ||
Line of Credit | Revolving Credit Facility | ||||
Debt Instrument [Line Items] | ||||
Maximum borrowing availability | $ 13,000,000 | $ 3,000,000 | ||
Additional commitments | 50,000,000 | |||
Revolver balance | 10,000,000 | 10,000,000 | ||
Letter of credit | 417,000 | 417,000 | ||
Remaining borrowing availability | 2,600,000 | 2,600,000 | ||
Secured Debt | ||||
Debt Instrument [Line Items] | ||||
Principal amount of debt | 40,000,000 | $ 50,000,000 | ||
Quarterly payments, first twelve months | 500,000 | |||
Quarterly payments, next twelve months | 750,000 | |||
Quarterly payments, last twelve months | $ 1,300,000 | |||
Debt issuance costs | $ 553,000 | $ 553,000 | ||
Amortization period | 3 years | |||
Write off of loan origination fees | $ 871,000 | |||
LIBOR | ||||
Debt Instrument [Line Items] | ||||
Basis spread on variable rate | 2.25% | |||
LIBOR | Line of Credit | Revolving Credit Facility | ||||
Debt Instrument [Line Items] | ||||
Basis spread on variable rate | 2.50% |
Note payable - Leverage (Detail
Note payable - Leverage (Details) | Dec. 31, 2018 | Aug. 03, 2018 |
Debt Instrument [Line Items] | ||
Leverage ratio | 2.5 | |
LIBOR | ||
Debt Instrument [Line Items] | ||
Basis spread on variable rate | 2.25% | |
Less than 1.50 | ||
Debt Instrument [Line Items] | ||
Leverage ratio | 1.50 | |
Less than 1.50 | LIBOR | ||
Debt Instrument [Line Items] | ||
Basis spread on variable rate | 1.75% | |
Greater than 1.50 | ||
Debt Instrument [Line Items] | ||
Leverage ratio | 1.50 | |
Greater than 1.50 | LIBOR | ||
Debt Instrument [Line Items] | ||
Basis spread on variable rate | 2.00% | |
Greater than 2.50 | ||
Debt Instrument [Line Items] | ||
Leverage ratio | 2.50 | |
Greater than 2.50 | LIBOR | ||
Debt Instrument [Line Items] | ||
Basis spread on variable rate | 2.25% | |
Greater than 3.50 | ||
Debt Instrument [Line Items] | ||
Leverage ratio | 3.50 | |
Greater than 3.50 | LIBOR | ||
Debt Instrument [Line Items] | ||
Basis spread on variable rate | 2.50% |
Note payable - Schedule of Matu
Note payable - Schedule of Maturities of Note Payable (Details) $ in Thousands | Dec. 31, 2018USD ($) |
Debt Disclosure [Abstract] | |
2019 | $ 2,500 |
2020 | 4,000 |
2021 | 32,500 |
Note payable outstanding | $ 39,000 |
Commitments and contingencies -
Commitments and contingencies - Narrative (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | ||
Rent expense | $ 1,600 | $ 1,000 |
Operating Leases, Future Minimum Payments Due, Fiscal Year Maturity [Abstract] | ||
2019 | 1,688 | |
2020 | 2,575 | |
2021 | 2,793 | |
2022 | 2,762 | |
2023 | 2,578 | |
2024-2029 | 11,626 | |
Future minimum payments | $ 24,022 |
Income taxes - Schedule of Reco
Income taxes - Schedule of Reconciliation of Income Tax Expense (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | ||
Income (loss) before taxes | $ (18,218) | $ 8,678 |
Less: (income) prior to the Reorganization Transactions | (4,389) | (8,678) |
Income (loss) before taxes | (22,607) | 0 |
Income taxes at U.S. federal statutory rate | (4,747) | 0 |
Tax on income not subject to entity level federal income tax | (544) | 0 |
Non-controlling interest | 3,536 | 0 |
Non-deductible stock compensation costs | 2,038 | 0 |
Non-deductible excess compensation | 27 | 0 |
Meals & Entertainment | 38 | 0 |
State income tax, net of federal benefit | 99 | 0 |
Other | 2 | 0 |
Income tax expense | $ 449 | $ 0 |
Income taxes - Schedule of Defe
Income taxes - Schedule of Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Income Tax Disclosure [Abstract] | ||
Investment in flow-through entity | $ 1,958 | $ 0 |
Net deferred tax asset | $ 1,958 | $ 0 |
Income taxes (Details)
Income taxes (Details) shares in Thousands, $ in Thousands | 12 Months Ended |
Dec. 31, 2018USD ($)shares | |
Income Tax Contingency [Line Items] | |
Uncertain tax positions | $ 0 |
LLC Units | |
Income Tax Contingency [Line Items] | |
Redemption of LLC Units (in shares) | shares | 261 |
Tax Receivable Agreement | |
Income Tax Contingency [Line Items] | |
Percentage due to related parties | 85.00% |
Pre-IPO LLC Members | Tax Receivable Agreement | |
Income Tax Contingency [Line Items] | |
Percentage due to related parties | 85.00% |
Due to related parties | $ 1,700 |
Due to related parties, current | $ 9 |
Stockholders' equity - Narrativ
Stockholders' equity - Narrative (Details) $ in Millions | May 01, 2018vote | Dec. 31, 2018USD ($)voteshares | Dec. 31, 2017shares |
Class of Stock [Line Items] | |||
Vote per share | vote | 1 | ||
Ownership interest held by non-controlling interest holders | 62.00% | ||
Class A Common Stock | |||
Class of Stock [Line Items] | |||
Common stock shares outstanding (in shares) | 13,800,000 | 0 | |
Vote per share | vote | 1 | ||
Class B Common Stock | |||
Class of Stock [Line Items] | |||
Common stock shares outstanding (in shares) | 22,486,000 | 0 | |
Vote per share | vote | 1 | ||
Redemption of LLC Units (in shares) | 261,000 | ||
LLC Units | |||
Class of Stock [Line Items] | |||
Distributions | $ | $ 3.9 | ||
Conversion ratio | 1 | ||
Redemption of LLC Units (in shares) | 261,000 | ||
Pre-IPO LLC Members | LLC Units | |||
Class of Stock [Line Items] | |||
Distributions | $ | $ 3 | ||
Goosehead Insurance, Inc. | LLC Units | |||
Class of Stock [Line Items] | |||
Distributions | $ | $ 0.9 | ||
Weighted Average | |||
Class of Stock [Line Items] | |||
Ownership interest held by non-controlling interest holders | 62.60% |
Stockholders' equity - Pro Form
Stockholders' equity - Pro Forma Ownership Interest (Details) shares in Thousands | Dec. 31, 2018shares |
Earnings Per Share, Diluted, by Common Class, Including Two Class Method [Line Items] | |
Pro forma number of LLC Units outstanding (in shares) | 36,286 |
Ownership interest held by non-controlling interest holders | 62.00% |
Ownership interest | 100.00% |
Parent | |
Earnings Per Share, Diluted, by Common Class, Including Two Class Method [Line Items] | |
Pro forma number of LLC Units outstanding (in shares) | 13,800 |
Noncontrolling Interest | |
Earnings Per Share, Diluted, by Common Class, Including Two Class Method [Line Items] | |
Pro forma number of LLC Units outstanding (in shares) | 22,486 |
Goosehead Financial, LLC | |
Earnings Per Share, Diluted, by Common Class, Including Two Class Method [Line Items] | |
Ownership interest held by Goosehead Insurance, Inc. | 38.00% |
Stockholders' equity - Pro Fo_2
Stockholders' equity - Pro Forma EPS (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||
Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | |
Pro forma earnings per share: | |||||||
Income (loss) before taxes | $ (18,218) | $ 8,678 | |||||
Less: income (loss) before taxes attributable to non-controlling interests | (9,702) | ||||||
Income (loss) before taxes attributable to GSHD | (8,516) | ||||||
Less: income tax expense attributable to GSHD | 387 | ||||||
Less: Unaudited pro forma income tax expense | 449 | $ 0 | |||||
Unaudited Pro forma net income attributable to Goosehead Insurance, Inc. | $ (8,903) | ||||||
Unaudited pro forma weighted average shares of Class A common stock outstanding - basic (in shares) | 13,554 | ||||||
Effect of dilutive securities (in shares) | 0 | ||||||
Unaudited pro forma weighted average shares of Class A common stock outstanding - diluted (in shares) | 14,573 | ||||||
Unaudited pro forma earnings per share of Class A common stock - basic (in dollars per share) | $ 0.08 | $ 0.01 | $ 0 | $ 0.12 | $ 0.05 | $ 0.18 | |
Unaudited pro forma earnings per share of Class A common stock - diluted (in dollars per share) | $ 0.08 | $ 0.01 | $ 0 | $ 0.12 | $ 0.05 | $ 0.17 | |
Pro Forma | |||||||
Pro forma earnings per share: | |||||||
Less: income (loss) before taxes attributable to non-controlling interests | $ 5,436 | ||||||
Income (loss) before taxes attributable to GSHD | 3,242 | ||||||
Less: Unaudited pro forma income tax expense | 811 | ||||||
Unaudited Pro forma net income attributable to Goosehead Insurance, Inc. | $ 2,431 | ||||||
Effect of dilutive securities (in shares) | 1,019 | ||||||
Employee Stock Option | |||||||
Pro forma earnings per share: | |||||||
Antidilutive securities excluded (in shares) | 1,650 |
Equity-based compensation - Nar
Equity-based compensation - Narrative (Details) $ / shares in Units, $ in Thousands | May 01, 2018$ / sharesshares | Jun. 30, 2018USD ($) | Dec. 31, 2018USD ($)shares | Dec. 31, 2017USD ($) | Apr. 30, 2018shares |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Equity-based compensation expense | $ | $ 27,083 | $ 2,231 | |||
Class B Common Stock | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Dividends | $ | 100 | 2,200 | |||
Equity-based compensation expense | $ | $ 6,200 | 26,134 | 2,231 | ||
LLC Units | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Conversion ratio | 1 | ||||
LLC Units And Common Class B | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Equity-based compensation expense | $ | $ 19,800 | ||||
Shares issued (in shares) | 2,000,000 | ||||
Employee Stock Option | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Equity-based compensation expense | $ | 949 | $ 0 | |||
Shares issued (in shares) | 1,650,000 | ||||
Grant price (in dollars per share) | $ / shares | $ 10 | ||||
Compensation cost | $ | $ 5,200 | ||||
Employee stock purchase plan | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Shares outstanding (in shares) | 5,000 | ||||
Employee stock purchase plan | Class A Common Stock | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Shares available for grant (in shares) | 20,000 | ||||
Omnibus Incentive Plan | Class A Common Stock | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Shares available for grant (in shares) | 1,500,000 | ||||
Director | Employee Stock Option | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Shares issued (in shares) | 365,000 | ||||
Award vesting period | 3 years | ||||
Period for recognition | 3 years | ||||
Employee | Employee Stock Option | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Shares issued (in shares) | 1,285,000 | ||||
Period for recognition | 4 years | ||||
Initial Public Offering | Class A Common Stock | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share price (in dollars per share) | $ / shares | $ 10 |
Equity-based compensation - Sch
Equity-based compensation - Schedule of Equity-Based Compensation Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |
Jun. 30, 2018 | Dec. 31, 2018 | Dec. 31, 2017 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Equity-based compensation expense | $ 27,083 | $ 2,231 | |
Class B Common Stock | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Equity-based compensation expense | $ 6,200 | 26,134 | 2,231 |
Employee Stock Option | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Equity-based compensation expense | $ 949 | $ 0 |
Equity-based compensation - S_2
Equity-based compensation - Schedule of Stock Options Valuation Assumptions (Details) - Employee Stock Option | 12 Months Ended |
Dec. 31, 2018USD ($) | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Expected volatility | 25.00% |
Expected dividend yield | $ 0 |
Expected term (in years) | 5 years 11 months 12 days |
Risk-free interest rate | 2.59% |
Other income - Narrative (Detai
Other income - Narrative (Details) - USD ($) $ in Thousands | 1 Months Ended | 12 Months Ended | |
Jun. 30, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | |
Other Income and Expenses [Abstract] | |||
Gain on transaction | $ 3,500 | ||
Repayment of note by franchisee | $ 242 | $ 22 | $ 299 |
Segment information - Schedule
Segment information - Schedule of Segment Information (Details) $ in Thousands | 3 Months Ended | 4 Months Ended | 8 Months Ended | 12 Months Ended | ||||||||
Dec. 31, 2018USD ($) | Sep. 30, 2018USD ($) | Jun. 30, 2018USD ($) | Mar. 31, 2018USD ($) | Dec. 31, 2017USD ($) | Sep. 30, 2017USD ($) | Jun. 30, 2017USD ($) | Mar. 31, 2017USD ($) | May 01, 2018USD ($) | Dec. 31, 2018USD ($) | Dec. 31, 2018USD ($)segment | Dec. 31, 2017USD ($) | |
Segment Reporting [Abstract] | ||||||||||||
Number of reportable segments | segment | 2 | |||||||||||
Revenues: | ||||||||||||
Revenues | $ 14,717 | $ 16,054 | $ 14,788 | $ 14,589 | $ 11,134 | $ 10,807 | $ 10,879 | $ 9,891 | $ 60,148 | $ 42,711 | ||
Operating Expenses: | ||||||||||||
Employee compensation and benefits, excluding equity-based compensation | 31,173 | 22,313 | ||||||||||
General and administrative expenses, excluding state franchise tax | 12,925 | |||||||||||
General and administrative expenses | 13,060 | 8,597 | ||||||||||
Bad debts | 1,298 | 1,083 | ||||||||||
Total operating expenses | 45,396 | 31,993 | ||||||||||
Adjusted EBITDA | 14,752 | 10,718 | ||||||||||
Other income (expense, including state franchise tax) | (157) | |||||||||||
Other income (expense) | (22) | 3,541 | ||||||||||
Equity-based compensation | (27,083) | (2,231) | ||||||||||
Interest expense | (4,266) | (2,474) | ||||||||||
Depreciation and amortization | 1,464 | 876 | ||||||||||
Taxes | (449) | 0 | ||||||||||
Net Income (loss) | 605 | $ 836 | $ (23,875) | $ 3,768 | 376 | $ 209 | $ 5,824 | $ 2,267 | $ 4,389 | $ 2,960 | (18,667) | 8,678 |
Total Assets | 34,798 | 16,706 | 34,798 | 34,798 | 16,706 | |||||||
State franchise tax | 135 | |||||||||||
Operating Segments | Corporate Channel | ||||||||||||
Revenues: | ||||||||||||
Revenues | 34,287 | 25,521 | ||||||||||
Operating Expenses: | ||||||||||||
Employee compensation and benefits, excluding equity-based compensation | 18,662 | 13,469 | ||||||||||
General and administrative expenses, excluding state franchise tax | 7,200 | |||||||||||
General and administrative expenses | 5,036 | |||||||||||
Bad debts | 889 | 649 | ||||||||||
Total operating expenses | 26,751 | 19,154 | ||||||||||
Adjusted EBITDA | 7,536 | 6,367 | ||||||||||
Other income (expense, including state franchise tax) | (22) | |||||||||||
Other income (expense) | 0 | |||||||||||
Equity-based compensation | 0 | 0 | ||||||||||
Interest expense | 0 | 0 | ||||||||||
Depreciation and amortization | 945 | 657 | ||||||||||
Taxes | 0 | |||||||||||
Net Income (loss) | 6,569 | 5,710 | ||||||||||
Total Assets | 6,862 | 7,855 | 6,862 | 6,862 | 7,855 | |||||||
Operating Segments | Franchise Channel | ||||||||||||
Revenues: | ||||||||||||
Revenues | 25,861 | 17,190 | ||||||||||
Operating Expenses: | ||||||||||||
Employee compensation and benefits, excluding equity-based compensation | 12,511 | 8,844 | ||||||||||
General and administrative expenses, excluding state franchise tax | 4,326 | |||||||||||
General and administrative expenses | 3,219 | |||||||||||
Bad debts | 409 | 434 | ||||||||||
Total operating expenses | 17,246 | 12,497 | ||||||||||
Adjusted EBITDA | 8,615 | 4,693 | ||||||||||
Other income (expense, including state franchise tax) | 0 | |||||||||||
Other income (expense) | 3,541 | |||||||||||
Equity-based compensation | 0 | 0 | ||||||||||
Interest expense | 0 | 0 | ||||||||||
Depreciation and amortization | 519 | 219 | ||||||||||
Taxes | 0 | |||||||||||
Net Income (loss) | 8,096 | 8,015 | ||||||||||
Total Assets | 8,572 | 6,945 | 8,572 | 8,572 | 6,945 | |||||||
Other | ||||||||||||
Revenues: | ||||||||||||
Revenues | 0 | 0 | ||||||||||
Operating Expenses: | ||||||||||||
Employee compensation and benefits, excluding equity-based compensation | 0 | 0 | ||||||||||
General and administrative expenses, excluding state franchise tax | 1,399 | |||||||||||
General and administrative expenses | 342 | |||||||||||
Bad debts | 0 | 0 | ||||||||||
Total operating expenses | 1,399 | 342 | ||||||||||
Adjusted EBITDA | (1,399) | (342) | ||||||||||
Other income (expense, including state franchise tax) | (135) | |||||||||||
Other income (expense) | 0 | |||||||||||
Equity-based compensation | (27,083) | (2,231) | ||||||||||
Interest expense | (4,266) | (2,474) | ||||||||||
Depreciation and amortization | 0 | 0 | ||||||||||
Taxes | (449) | |||||||||||
Net Income (loss) | (33,332) | (5,047) | ||||||||||
Total Assets | $ 19,364 | $ 1,906 | $ 19,364 | 19,364 | 1,906 | |||||||
Commissions and agency fees | ||||||||||||
Revenues: | ||||||||||||
Revenues | 36,704 | 27,030 | ||||||||||
Commissions and agency fees | Operating Segments | Corporate Channel | ||||||||||||
Revenues: | ||||||||||||
Revenues | 34,287 | 25,521 | ||||||||||
Commissions and agency fees | Operating Segments | Franchise Channel | ||||||||||||
Revenues: | ||||||||||||
Revenues | 2,417 | 1,509 | ||||||||||
Commissions and agency fees | Other | ||||||||||||
Revenues: | ||||||||||||
Revenues | 0 | 0 | ||||||||||
Franchise revenues | ||||||||||||
Revenues: | ||||||||||||
Revenues | 23,022 | 15,438 | ||||||||||
Franchise revenues | Operating Segments | Corporate Channel | ||||||||||||
Revenues: | ||||||||||||
Revenues | 0 | 0 | ||||||||||
Franchise revenues | Operating Segments | Franchise Channel | ||||||||||||
Revenues: | ||||||||||||
Revenues | 23,022 | 15,438 | ||||||||||
Franchise revenues | Other | ||||||||||||
Revenues: | ||||||||||||
Revenues | 0 | 0 | ||||||||||
Interest income | ||||||||||||
Revenues: | ||||||||||||
Revenues | 422 | 243 | ||||||||||
Interest income | Operating Segments | Corporate Channel | ||||||||||||
Revenues: | ||||||||||||
Revenues | 0 | 0 | ||||||||||
Interest income | Operating Segments | Franchise Channel | ||||||||||||
Revenues: | ||||||||||||
Revenues | 422 | 243 | ||||||||||
Interest income | Other | ||||||||||||
Revenues: | ||||||||||||
Revenues | $ 0 | $ 0 |
Subsequent events Subsequent _2
Subsequent events Subsequent events (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | Mar. 14, 2019 | Mar. 07, 2019 | Dec. 31, 2018 |
Subsequent Event [Line Items] | |||
LLC Units held (in shares) | 36,286 | ||
Subsequent Event | |||
Subsequent Event [Line Items] | |||
LLC Units held (in shares) | 36,285 | ||
Dividends | $ 15,000 | ||
LLC Units | Subsequent Event | |||
Subsequent Event [Line Items] | |||
Dividends | $ 15,000 | ||
Class A Common Stock | Subsequent Event | |||
Subsequent Event [Line Items] | |||
LLC Units held (in shares) | 14,421 | ||
Dividends | $ 5,962 | ||
Dividends per share (in dollars per share) | $ 0.413389669342556 | ||
Class B Common Stock | Subsequent Event | |||
Subsequent Event [Line Items] | |||
LLC Units held (in shares) | 21,864 | ||
Dividends | $ 9,038 |
Selected quarterly financial _3
Selected quarterly financial data (unaudited) (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 4 Months Ended | 8 Months Ended | 12 Months Ended | ||||||||
Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | May 01, 2018 | Dec. 31, 2018 | Dec. 31, 2018 | Dec. 31, 2017 | |
Quarterly Financial Information Disclosure [Abstract] | ||||||||||||
Revenues | $ 14,717 | $ 16,054 | $ 14,788 | $ 14,589 | $ 11,134 | $ 10,807 | $ 10,879 | $ 9,891 | $ 60,148 | $ 42,711 | ||
Income from operations | 1,403 | 2,653 | (22,749) | 4,763 | 1,116 | 883 | 2,811 | 2,800 | (13,930) | 7,611 | ||
Net income (loss) | $ 605 | $ 836 | $ (23,875) | $ 3,768 | $ 376 | $ 209 | $ 5,824 | $ 2,267 | $ 4,389 | $ 2,960 | $ (18,667) | $ 8,678 |
Earnings per share: | ||||||||||||
Basic (in dollars per share) | $ 0.01 | $ 0.02 | $ (0.68) | $ (0.66) | ||||||||
Diluted (in dollars per share) | $ 0.01 | $ 0.02 | $ (0.68) | $ (0.66) | ||||||||
Pro forma earnings per share: | ||||||||||||
Basic (in dollars per share) | $ 0.08 | $ 0.01 | $ 0 | $ 0.12 | $ 0.05 | $ 0.18 | ||||||
Diluted (in dollars per share) | $ 0.08 | $ 0.01 | $ 0 | $ 0.12 | $ 0.05 | $ 0.17 | ||||||
Class A Common Stock | ||||||||||||
Class of Stock [Line Items] | ||||||||||||
Shares outstanding (in shares) | 0 | 0 | 0 | |||||||||
Class B Common Stock | ||||||||||||
Class of Stock [Line Items] | ||||||||||||
Shares outstanding (in shares) | 0 | 0 | 0 |