Cover Page
Cover Page - shares | 6 Months Ended | |
Jun. 30, 2021 | Jul. 28, 2021 | |
Entity Information [Line Items] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Jun. 30, 2021 | |
Document Transition Report | false | |
Entity File Number | 001-38466 | |
Entity Registrant Name | GOOSEHEAD INSURANCE, INC. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 82-3886022 | |
Entity Address, Address Line One | 1500 Solana Blvd, Building 4, Suite 4500 | |
Entity Address, City or Town | Westlake | |
Entity Address, State or Province | TX | |
Entity Address, Postal Zip Code | 76262 | |
City Area Code | 469 | |
Local Phone Number | 480-3669 | |
Title of 12(b) Security | Class A Common Stock, par value $.01 per share | |
Trading Symbol | GSHD | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Central Index Key | 0001726978 | |
Document Fiscal Year Focus | 2021 | |
Document Fiscal Period Focus | Q2 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 | |
Class A Common Stock | ||
Entity Information [Line Items] | ||
Entity Common Stock, Shares Outstanding (in shares) | 19,391,860 | |
Class B Common Stock | ||
Entity Information [Line Items] | ||
Entity Common Stock, Shares Outstanding (in shares) | 17,402,589 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations (Unaudited) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Revenues: | ||||
Revenues | $ 38,173 | $ 29,924 | $ 69,401 | $ 50,349 |
Operating Expenses: | ||||
Employee compensation and benefits | 22,475 | 15,904 | 43,784 | 29,407 |
General and administrative expenses | 10,134 | 5,364 | 19,408 | 11,236 |
Bad debts | 646 | 319 | 1,093 | 628 |
Depreciation and amortization | 1,132 | 712 | 2,132 | 1,252 |
Total operating expenses | 34,387 | |||
Income from operations | 3,786 | 7,625 | 2,984 | 7,826 |
Other Income (Expense): | ||||
Other income | 119 | 0 | 139 | 66 |
Interest expense | (546) | (479) | (1,147) | (1,083) |
Income before taxes | 3,359 | 7,146 | 1,976 | 6,809 |
Tax expense (benefit) | 223 | (240) | (71) | (281) |
Net Income | 3,136 | 7,386 | 2,047 | 7,090 |
Less: net income (loss) attributable to non-controlling interests | $ 1,649 | $ 4,007 | 956 | 3,867 |
Net Income attributable to Goosehead Insurance, Inc. | $ 1,091 | $ 3,223 | ||
Earnings per share: | ||||
Basic (in dollars per share) | $ 0.08 | $ 0.21 | $ 0.06 | $ 0.20 |
Diluted (in dollars per share) | $ 0.07 | $ 0.19 | $ 0.05 | $ 0.18 |
Weighted average shares of Class A common stock outstanding | ||||
Basic (in shares) | 18,774 | 16,458 | 18,574 | 16,011 |
Diluted (in shares) | 20,367 | 17,947 | 20,251 | 17,432 |
Commissions and agency fees | ||||
Revenues: | ||||
Revenues | $ 21,053 | $ 18,248 | $ 38,587 | $ 30,059 |
Franchise revenues | ||||
Revenues: | ||||
Revenues | 16,841 | 11,484 | 30,274 | 19,929 |
Interest income | ||||
Revenues: | ||||
Revenues | $ 279 | $ 192 | $ 540 | $ 361 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
Current Assets: | ||
Cash and cash equivalents | $ 34,975 | $ 24,913 |
Restricted cash | 1,551 | 1,323 |
Commissions and agency fees receivable, net | 6,063 | 18,604 |
Receivable from franchisees, net | 2,724 | 2,100 |
Prepaid expenses | 7,394 | 3,705 |
Total current assets | 52,707 | 50,645 |
Receivable from franchisees, net of current portion | 23,354 | 18,179 |
Property and equipment, net of accumulated depreciation | 22,618 | 16,650 |
Right-of-use asset | 34,207 | 22,513 |
Intangible assets, net of accumulated amortization | 1,756 | 549 |
Deferred income taxes, net | 98,114 | 73,363 |
Other assets | 5,247 | 3,938 |
Total assets | 238,003 | 185,837 |
Current Liabilities: | ||
Accounts payable and accrued expenses | 7,884 | 8,101 |
Premiums payable | 1,551 | 1,323 |
Lease liability | 4,360 | 3,203 |
Contract liabilities | 5,189 | 4,233 |
Note payable | 5,000 | 3,500 |
Total current liabilities | 23,984 | 20,360 |
Lease liability, net of current portion | 48,549 | 32,933 |
Note payable, net of current portion | 76,539 | 79,408 |
Contract liabilities, net of current portion | 36,200 | 29,968 |
Liabilities under tax receivable agreement, net of current portion | 80,232 | 61,572 |
Total liabilities | 265,504 | 224,241 |
Additional paid in capital | 36,579 | 29,371 |
Accumulated deficit | (33,527) | (34,614) |
Total stockholders' equity | 3,419 | (4,876) |
Non-controlling interests | (30,920) | (33,528) |
Total equity | (27,501) | (38,404) |
Total liabilities and equity | 238,003 | 185,837 |
Class A Common Stock | ||
Current Liabilities: | ||
Common stock | 191 | 183 |
Class B Common Stock | ||
Current Liabilities: | ||
Common stock | $ 176 | $ 184 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Unaudited) - Parenthetical - $ / shares shares in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
Class A Common Stock | ||
Common stock par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock shares authorized (in shares) | 300,000 | 300,000 |
Common stock shares issued (in shares) | 19,209 | 18,304 |
Common stock shares outstanding (in shares) | 19,209 | 18,304 |
Class B Common Stock | ||
Common stock par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock shares authorized (in shares) | 50,000 | 50,000 |
Common stock shares issued (in shares) | 17,586 | 18,447 |
Common stock shares outstanding (in shares) | 17,586 | 18,447 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Stockholders' Equity (Unaudited) - USD ($) shares in Thousands, $ in Thousands | Total | Class A Common Stock | Class B Common Stock | Total stockholders' equity | Common stockClass A Common Stock | Common stockClass B Common Stock | Additional paid in capital | Accumulated deficit | Non-controlling interest |
Beginning balance (in shares) at Dec. 31, 2019 | 15,238 | 21,055 | |||||||
Beginning balance at Dec. 31, 2019 | $ (31,007) | $ (9,007) | $ 152 | $ 210 | $ 14,442 | $ (23,811) | $ (22,000) | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Net income | (296) | (156) | (156) | (140) | |||||
Distributions | (1,003) | (1,003) | |||||||
Equity-based compensation | 498 | 498 | 498 | ||||||
Activity under employee stock purchase plan (in shares) | 3 | ||||||||
Activity under employee stock purchase plan | 116 | 116 | 116 | ||||||
Redemption of LLC Units (in shares) | (791) | (791) | |||||||
Redemption of LLC Units | 0 | (869) | $ 8 | $ (8) | (869) | 869 | |||
Deferred tax adjustments related to Tax Receivable Agreement | 1,704 | 1,704 | 1,704 | ||||||
Ending balance (in shares) at Mar. 31, 2020 | 16,032 | 20,264 | |||||||
Ending balance at Mar. 31, 2020 | (29,988) | (7,714) | $ 160 | $ 202 | 15,891 | (23,967) | (22,274) | ||
Beginning balance (in shares) at Dec. 31, 2019 | 15,238 | 21,055 | |||||||
Beginning balance at Dec. 31, 2019 | (31,007) | (9,007) | $ 152 | $ 210 | 14,442 | (23,811) | (22,000) | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Net income | 7,090 | ||||||||
Activity under employee stock purchase plan | 254 | ||||||||
Redemption of LLC Units | (1,631) | ||||||||
Ending balance (in shares) at Jun. 30, 2020 | 17,084 | 19,455 | |||||||
Ending balance at Jun. 30, 2020 | (17,186) | 1,188 | $ 171 | $ 194 | 21,348 | (20,525) | (18,374) | ||
Beginning balance (in shares) at Mar. 31, 2020 | 16,032 | 20,264 | |||||||
Beginning balance at Mar. 31, 2020 | (29,988) | (7,714) | $ 160 | $ 202 | 15,891 | (23,967) | (22,274) | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Net income | 7,386 | 3,379 | 3,379 | 4,007 | |||||
Distributions | (859) | (859) | |||||||
Exercise of stock options (in shares) | 241 | ||||||||
Exercise of stock options | 2,407 | 2,407 | $ 3 | 2,404 | |||||
Equity-based compensation | 1,416 | 1,416 | 1,416 | ||||||
Activity under employee stock purchase plan (in shares) | 2 | ||||||||
Activity under employee stock purchase plan | 138 | 138 | 138 | ||||||
Redemption of LLC Units (in shares) | (809) | (809) | |||||||
Redemption of LLC Units | 0 | (762) | $ 8 | $ (8) | (762) | 762 | |||
Deferred tax adjustments related to Tax Receivable Agreement | 2,314 | 2,261 | 2,261 | 53 | |||||
Reallocation of Non-controlling interest | 0 | 63 | 63 | (63) | |||||
Ending balance (in shares) at Jun. 30, 2020 | 17,084 | 19,455 | |||||||
Ending balance at Jun. 30, 2020 | (17,186) | 1,188 | $ 171 | $ 194 | 21,348 | (20,525) | (18,374) | ||
Beginning balance (in shares) at Dec. 31, 2020 | 18,304 | 18,447 | |||||||
Beginning balance at Dec. 31, 2020 | (38,404) | (4,876) | $ 183 | $ 184 | 29,371 | (34,614) | (33,528) | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Net income | (1,089) | (396) | (396) | (693) | |||||
Exercise of stock options (in shares) | 9 | ||||||||
Exercise of stock options | 226 | 226 | 226 | ||||||
Equity-based compensation | 1,941 | 1,941 | 1,941 | ||||||
Activity under employee stock purchase plan (in shares) | 2 | ||||||||
Activity under employee stock purchase plan | 205 | 205 | 205 | ||||||
Redemption of LLC Units (in shares) | (133) | (133) | |||||||
Redemption of LLC Units | 0 | (249) | $ 1 | $ (1) | (249) | 249 | |||
Deferred tax adjustments related to Tax Receivable Agreement | 816 | 798 | 798 | 18 | |||||
Reallocation of Non-controlling interest | 0 | 2 | 2 | (2) | |||||
Ending balance (in shares) at Mar. 31, 2021 | 18,448 | 18,314 | |||||||
Ending balance at Mar. 31, 2021 | (36,305) | (2,349) | $ 184 | $ 183 | 32,292 | (35,008) | (33,956) | ||
Beginning balance (in shares) at Dec. 31, 2020 | 18,304 | 18,447 | |||||||
Beginning balance at Dec. 31, 2020 | (38,404) | (4,876) | $ 183 | $ 184 | 29,371 | (34,614) | (33,528) | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Net income | 2,047 | ||||||||
Activity under employee stock purchase plan | 418 | ||||||||
Redemption of LLC Units (in shares) | (861) | (861) | |||||||
Redemption of LLC Units | (1,529) | ||||||||
Ending balance (in shares) at Jun. 30, 2021 | 19,209 | 17,586 | |||||||
Ending balance at Jun. 30, 2021 | (27,501) | 3,419 | $ 191 | $ 176 | 36,579 | (33,527) | (30,920) | ||
Beginning balance (in shares) at Mar. 31, 2021 | 18,448 | 18,314 | |||||||
Beginning balance at Mar. 31, 2021 | (36,305) | (2,349) | $ 184 | $ 183 | 32,292 | (35,008) | (33,956) | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Net income | 3,136 | 1,487 | 1,487 | 1,649 | |||||
Exercise of stock options (in shares) | 31 | ||||||||
Exercise of stock options | 439 | 439 | 439 | ||||||
Equity-based compensation | 1,851 | 1,851 | 1,851 | ||||||
Activity under employee stock purchase plan (in shares) | 2 | ||||||||
Activity under employee stock purchase plan | 214 | 214 | 214 | ||||||
Redemption of LLC Units (in shares) | (728) | (728) | (728) | (728) | |||||
Redemption of LLC Units | 0 | (1,280) | $ 7 | $ (7) | (1,280) | 1,280 | |||
Deferred tax adjustments related to Tax Receivable Agreement | 3,164 | 3,063 | 3,063 | 101 | |||||
Reallocation of Non-controlling interest | 0 | (6) | (6) | 6 | |||||
Ending balance (in shares) at Jun. 30, 2021 | 19,209 | 17,586 | |||||||
Ending balance at Jun. 30, 2021 | $ (27,501) | $ 3,419 | $ 191 | $ 176 | $ 36,579 | $ (33,527) | $ (30,920) |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2021 | Jun. 30, 2020 | |
Cash flows from operating activities: | ||
Net income | $ 2,047 | $ 7,090 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 2,264 | 1,540 |
Bad debt expense | 1,093 | 628 |
Equity-based compensation | 3,793 | 1,914 |
Impacts of Tax Receivable Agreement | 20,628 | 22,472 |
Deferred income taxes | (20,772) | (21,869) |
Noncash lease activity | 5,080 | 0 |
Changes in operating assets and liabilities: | ||
Receivable from franchisees | (6,112) | (3,682) |
Commissions and agency fees receivable | 11,745 | (1,235) |
Prepaid expenses | (3,689) | (2,994) |
Other assets | (1,303) | (1,410) |
Accounts payable and accrued expenses | (1,649) | (1,546) |
Deferred rent | 0 | 1,087 |
Contract liabilities | 7,188 | 3,965 |
Premiums payable | 228 | 565 |
Payments pursuant to the tax receivable agreement | (549) | (9) |
Net cash provided by operating activities | 19,992 | 6,516 |
Cash flows from investing activities: | ||
Proceeds from notes receivable | 17 | 18 |
Purchase of software | (1,369) | (142) |
Purchase of property and equipment | (7,934) | (3,969) |
Net cash used for investing activities | (9,286) | (4,093) |
Cash flows from financing activities: | ||
Debt issuance costs | 0 | (677) |
Repayment of note payable | (1,500) | (26,821) |
Proceeds from notes payable | 0 | 64,821 |
Proceeds from the issuance of Class A common stock | 1,084 | 2,662 |
Member distributions and dividends | 0 | (1,862) |
Net cash provided by (used for) financing activities | (416) | 38,123 |
Net increase in cash and restricted cash | 10,290 | 40,546 |
Cash and cash equivalents, and restricted cash, beginning of period | 26,236 | 15,260 |
Cash and cash equivalents, and restricted cash, end of period | 36,526 | 55,806 |
Supplemental disclosures of cash flow data: | ||
Cash paid during the year for interest | 1,015 | 795 |
Cash paid for income taxes | $ 262 | $ 250 |
Organization
Organization | 6 Months Ended |
Jun. 30, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization | Organization Goosehead Insurance, Inc. (“GSHD”) is the sole managing member of Goosehead Financial, LLC (“GF”) and 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 condensed consolidated financial statements. GF was organized on January 1, 2016 as a Delaware Limited Liability Company and is headquartered in Westlake, TX. 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 Company had 11 and 9 corporate-owned locations in operation at June 30, 2021 and 2020, respectively. Franchisees are provided access to insurance Carrier Appointments, product training, technology infrastructure, client service centers and back office services. During the three months ended June 30, 2021 and 2020, the Company onboarded 108 and 60 franchise locations, respectively, and had 1,072 and 730 operating franchise locations as of June 30, 2021 and 2020, respectively. No franchises were purchased by the Company during the three and six months ended June 30, 2021 or 2020. All intercompany accounts and transactions have been eliminated in consolidation. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2021 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies Basis of Presentation The accompanying condensed consolidated financial statements of the Company have been prepared in accordance with the instructions to Form 10-Q. Therefore, they do not include all of the annual disclosures required by accounting principles generally accepted in the United States of America ("GAAP"). However, in the opinion of management, these statements include all adjustments, consisting of normal recurring adjustments, which are necessary for a fair presentation of the condensed consolidated financial positions at June 30, 2021, the condensed consolidated results of operations, stockholders' equity and statements of cash flows for the three and six months ended June 30, 2021 and 2020. The interim period condensed consolidated financial statements should be read in conjunction with the Consolidated Financial Statements that are included in the Annual Report on Form 10-K. The results of operations for the three and six months ended June 30, 2021 are not necessarily indicative of the results that can be expected for the entire year. The Company experiences seasonal fluctuations of its revenue due to the timing of contingent commission revenue recognition and trends in housing market activity. Impact of the Coronavirus (“COVID-19”) Pandemic The extent to which the COVID-19 pandemic and the related economic impact may affect our financial condition or results of operations is uncertain. The extent of the impact on our operational and financial performance will depend on various factors, including the duration and spread of the outbreak and its impact on home sales and consumer spending. To date, the pandemic has not increased our costs of or access to capital under our term note and revolving credit facility, and we do not believe it is reasonably likely to do so in the future. In addition, we do not believe that the pandemic will affect our ongoing ability to meet the covenants in our debt instruments, including under our term note and revolving credit facility. To date, the pandemic has not impacted the collectability of receivables or adversely affected our ability to generate new business, add new franchises, or retain existing franchises or policies. Due to the nature of our business, the effect of the COVID-19 pandemic may not be fully reflected in our results of operations until future periods. 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. Income Taxes 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. Restricted Cash The Company holds premiums received from the insured, but not yet remitted to the insurance Carrier in a fiduciary capacity. Premiums received but not yet remitted included in restricted cash were $1.6 million and $1.5 million as of June 30, 2021 and 2020, respectively. The following is a reconciliation of our cash and restricted cash balances as presented in the condensed consolidated statements of cash flows for the six months ended June 30, 2021 and 2020 (in thousands) : June 30, 2021 2020 Cash and cash equivalents $ 34,975 $ 54,318 Restricted cash 1,551 1,488 Cash and cash equivalents, and restricted cash $ 36,526 $ 55,806 Recently Issued Accounting Pronouncements Reference Rate Reform (ASU 2020-04) : In March 2020, the Financial Accounting Standards Board issued ASU 2020-04. Facilitation of the Effects of Reference Rate Reform on Financial Reporting, which provides optional expedients and exceptions for applying U.S. GAAP if certain criteria are met to contracts, hedging relationships and other transactions that reference LIBOR or another reference rate expected to be discontinued. ASU 2020-04 became effective on March 12, 2020 and may be applied prospectively through December 31, 2022. A substantial portion of our indebtedness bears interest at variable interest rates, primarily based on USD-LIBOR. The adoption of ASU 2020-04 did not have a material impact on our condensed consolidated financial statements. The standard will ease, if warranted, the administrative requirements for accounting for the future effects of the rate reform. We continue to monitor the impact the discontinuance of LIBOR will have on our contracts and other transactions. Recently adopted accounting pronouncements Simplifying the Accounting for Income Taxes (ASU 2019-12) : In 2019, the Financial Accounting Standards Board issued ASU 2019-12 to simplify the accounting for income taxes. The guidance primarily addresses how to (1) recognize a deferred tax liability after we transition to or from the equity method of accounting, (2) evaluate if a step-up in the tax basis of goodwill is related to a business combination or is a separate transaction, (3) recognize all of the effects of a change in tax law in the period of enactment, including adjusting the estimated annual tax rate, and (4) include the amount of tax based on income in the income tax provision and any incremental amount as a tax not based on income for hybrid tax regimes. We adopted the guidance in the first quarter of 2021. The adoption did not have a material impact on our condensed consolidated financial statements or related disclosures. |
Revenue
Revenue | 6 Months Ended |
Jun. 30, 2021 | |
Revenue from Contract with Customer [Abstract] | |
Revenue | Revenue Commissions and fees The Company earns new and renewal commissions paid by insurance Carriers and fees paid by its clients for the binding of insurance coverage. The transactions price is set as the estimated commissions to be received over the term of the policy based on an estimate of premiums placed, policy changes and cancellations, net of a constraint. These commissions and fees are earned at a point in time upon the effective date of bound insurance coverage, as no performance obligation exists after coverage is bound. For Agency Fees, the Company enters into a contract with the insured, in which the Company's performance obligation is to place an insurance policy. The transaction price of the agency fee is set at the time the sale is agreed upon, and is included in the contract. Agency Fee revenue is recognized at a point in time, which is the effective date of the policy. Contingent commission revenue is generated from contracts between the Company and insurance carriers, for which the Company is compensated for certain growth, profitability, or other performance-based metrics. The performance obligations for contingent commissions will vary by contract, but generally include the Company increasing profitable written premium with the insurance carrier. The transaction price for Contingent Commissions is estimated based on all available information and is recognized over time as the Company completes its performance obligations, as the underlying policies are placed, net of a constraint. Franchise revenues Franchise revenues include initial franchise fees and ongoing new and renewal royalty fees from franchisees. Revenue from Initial Franchise Fees is generated from a contract between the Company and a franchisee. The Company's performance obligation is to provide initial training, onboarding, ongoing support and use of the Company's business operations over the period of the franchise agreement. The transaction price is set by the franchise agreement and revenue is recognized over time as the Company completes its performance obligations. Revenue from New and Renewal Royalty Fees is recorded by applying the sales- and usage-based royalties exception. Under the sales- and usage-based exception,the Company estimates the anticipated amount of the royalties to be received over the term of the policy based on an estimate of premiums placed by the franchisee, policy changes, and cancellations, net of a constraint. Revenue from Royalty Fees is recognized over time as the placement of the underlying policies occur. Contract costs Additionally, the Company has evaluated ASC Topic 340 - Other Assets and Deferred Cost (“ASC 340”) which requires companies to defer certain incremental cost to obtain customer contracts, and certain costs to fulfill customer contracts. Incremental cost to obtain - The adoption of ASC 340 resulted in the Company deferring certain costs to obtain customer contracts primarily as they relate to commission-based compensation plans in the Franchise Channel, in which the Company pays an incremental amount of compensation on new Franchise Agreements. These incremental costs are deferred and amortized over a 10-year period, which is consistent with the term of the contract. Costs to fulfill - The Company has evaluated the need to capitalize costs to fulfill customer contracts and has determined that there are no costs that meet the definition for capitalization under ASC 340. Disaggregation of Revenue The following table disaggregates revenue by Segment and source (in thousands) : Three Months Ended June 30, 2021: Franchise Channel Corporate Channel Total Type of revenue stream: Commissions and agency fees Renewal Commissions $ — $ 10,310 $ 10,310 New Business Commissions — 5,944 5,944 Agency Fees — 3,105 3,105 Contingent Commissions 1,136 558 1,694 Franchise revenues Renewal Royalty Fees 11,670 — 11,670 New Business Royalty Fees 3,680 — 3,680 Initial Franchise Fees 1,458 — 1,458 Other Franchise Revenues 33 — 33 Interest Income 279 — 279 Total Revenues $ 18,256 $ 19,917 $ 38,173 Timing of revenue recognition: Transferred at a point in time $ — $ 19,359 $ 19,359 Transferred over time 18,256 558 18,814 Total Revenues $ 18,256 $ 19,917 $ 38,173 Six Months Ended June 30, 2021: Franchise Channel Corporate Channel Total Type of revenue stream: Commissions and agency fees Renewal Commissions $ — $ 18,067 $ 18,067 New Business Commissions — 10,560 10,560 Agency Fees — 5,529 5,529 Contingent Commissions 3,252 1,179 4,431 Franchise revenues — Renewal Royalty Fees 20,416 — 20,416 New Business Royalty Fees 6,837 — 6,837 Initial Franchise Fees 2,890 — 2,890 Other Franchise Revenues 131 — 131 Interest Income 540 — 540 Total Revenues $ 34,066 $ 35,335 $ 69,401 Timing of revenue recognition: Transferred at a point in time $ — $ 34,156 $ 34,156 Transferred over time 34,066 1,179 35,245 Total Revenues $ 34,066 $ 35,335 $ 69,401 Three Months Ended June 30, 2020: Franchise Channel Corporate Channel Total Type of revenue stream: Commissions and agency fees Renewal Commissions $ — $ 7,718 $ 7,718 New Business Commissions — 4,329 4,329 Agency Fees — 2,185 2,185 Contingent Commissions 2,774 1,242 4,016 Franchise revenues Renewal Royalty Fees 7,903 — 7,903 New Business Royalty Fees 2,599 — 2,599 Initial Franchise Fees 901 — 901 Other Franchise Revenues 81 — 81 Interest Income 192 — 192 Total Revenues $ 14,450 $ 15,474 $ 29,924 Timing of revenue recognition: Transferred at a point in time $ — $ 14,232 $ 14,232 Transferred over time 14,450 1,242 15,692 Total Revenues $ 14,450 $ 15,474 $ 29,924 Six Months Ended June 30, 2020: Franchise Channel Corporate Channel Total Type of revenue stream: Commissions and agency fees Renewal Commissions $ — $ 13,451 $ 13,451 New Business Commissions — 7,662 7,662 Agency Fees — 3,871 3,871 Contingent Commissions 3,468 1,607 5,075 Franchise revenues Renewal Royalty Fees 13,289 — 13,289 New Business Royalty Fees 4,647 — 4,647 Initial Franchise Fees 1,879 — 1,879 Other Franchise Revenues 114 — 114 Interest Income 361 — 361 Total Revenues $ 23,758 $ 26,591 $ 50,349 Timing of revenue recognition: Transferred at a point in time $ — $ 24,984 $ 24,984 Transferred over time 23,758 1,607 25,365 Total Revenues $ 23,758 $ 26,591 $ 50,349 Contract Balances The following table provides information about receivables, cost to obtain, and contract liabilities from contracts with customers (in thousands) : June 30, 2021 December 31, 2020 Increase/(decrease) Cost to obtain franchise contracts (1) 1,724 $ 1,412 $ 312 Commissions and agency fees receivable, net (2) 6,063 18,604 (12,541) Receivable from franchisees (2) 26,078 20,279 5,799 Contract liability (3) 41,389 34,201 7,188 (1) Cost to obtain franchise contracts is included in Other assets on the condensed consolidated balance sheets. (2) Includes both the current and long term portion of this balance. (3) Initial Franchise Fees to be recognized over the life of the contract Franchise fees received by the Company are recorded as contract liabilities on the Condensed Consolidated Balance Sheets. Contract liabilities are reduced as fees are recognized in revenue over the term of the franchise license. As the term of the franchise license is typically ten years, substantially all of the franchise fee revenue recognized in the period ended June 30, 2021 was included in the contract liabilities balance as of December 31, 2020. The weighted average remaining amortization period for contract liabilities related to open franchises is 8.4 years. Significant changes in contract liabilities are as follows (in thousands) : Contract liability at December 31, 2020 $ 34,201 Revenue recognized during the period (2,890) New deferrals (1) 10,078 Contract liability at June 30, 2021 41,389 (1) Initial Franchise Fees where the consideration is received from the customer for services which are to be transferred to the Franchisee over the term of the Franchise Agreement |
Franchise Fees Receivable
Franchise Fees Receivable | 6 Months Ended |
Jun. 30, 2021 | |
Receivables [Abstract] | |
Franchise Fees Receivable | Franchise Fees Receivable The balance of Franchise fees receivable included in Receivable from franchisees consisted of the following (in thousands) : June 30, 2021 December 31, 2020 Franchise fees receivable (1) $ 32,358 $ 25,757 Less: Unamortized discount (1) (8,008) (6,553) Less: Allowance for uncollectible franchise fees (1) (140) (149) Net franchise fees receivable (1) $ 24,210 $ 19,055 (1) Includes both the current and long term portion of this balance Activity in the allowance for uncollectible franchise fees was as follows (in thousands) : Balance at December 31, 2020 $ 149 Charges to bad debts 296 Write offs (305) Balance at June 30, 2021 $ 140 Balance at December 31, 2019 $ 52 Charges to bad debts 137 Write offs (97) Balance at June 30, 2020 $ 92 |
Allowance for Uncollectible Age
Allowance for Uncollectible Agency Fees | 6 Months Ended |
Jun. 30, 2021 | |
Receivables [Abstract] | |
Allowance for Uncollectible Agency Fees | Allowance for Uncollectible Agency Fees Activity in the allowance for uncollectible Agency Fees was as follows (in thousands) : Balance at December 31, 2020 $ 468 Charges to bad debts 797 Write offs (708) Balance at June 30, 2021 $ 557 Balance at December 31, 2019 $ 178 Charges to bad debts 491 Write offs (359) Balance at June 30, 2020 $ 310 |
Property and equipment
Property and equipment | 6 Months Ended |
Jun. 30, 2021 | |
Property, Plant and Equipment [Abstract] | |
Property and equipment | Property and equipment Property and equipment consisted of the following (in thousands) : June 30, 2021 December 31, 2020 Furniture & fixtures $ 5,897 $ 4,404 Computer equipment 3,164 2,453 Network equipment 389 352 Phone system 937 937 Leasehold improvements 22,059 16,534 Total 32,446 24,680 Less accumulated depreciation (9,828) (8,030) Property and equipment, net $ 22,618 $ 16,650 |
Debt
Debt | 6 Months Ended |
Jun. 30, 2021 | |
Debt Disclosure [Abstract] | |
Debt | DebtOn March 6, 2020, the Company refinanced its $13.0 million revolving credit facility and $40.0 million term note payable to a $25.0 million revolving credit facility and $80.0 million term note payable to finance general corporate purposes. The Company also 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. As part of the refinancing, $0.2 million of debt issuance costs from previous debt were immediately recognized as interest expense. The $25.0 million revolving credit facility accrues interest on amounts drawn 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. At June 30, 2021 the Company was accruing interest at LIBOR plus 200 basis points. At June 30, 2021, the Company had $5.0 million drawn against the revolver and had a letter of credit of $0.3 million applied against the maximum borrowing availability, payable on March 6, 2023. Thus, amounts available to draw totaled $19.7 million. The revolving credit facility is collateralized by substantially all the Company’s assets, which includes rights to future commissions. The term note is payable in quarterly installments of $0.5 million the first twelve months, $1.0 million the next twelve months and $2.0 million the last twelve months, with a balloon payment on March 6, 2023. The note is collateralized by substantially all of the Company’s assets, which includes rights to future commissions. Interest is calculated initially at LIBOR plus 2.50%, then at an interest rate based on the Company's leverage ratio for the preceding period. At June 30, 2021 the Company was accruing interest at LIBOR plus 200 basis points. On June 24, 2020 the Company drew down the remaining $37.9 million of the term loan. As of June 30, 2021, the Company had $77.0 million of the term note drawn. The interest rate for each leverage ratio tier are as follows: Leverage Ratio Interest Rate < 1.50x LIBOR + 175 bps > 1.50x LIBOR + 200 bps > 2.50x LIBOR + 225 bps > 3.50x LIBOR + 250 bps Maturities of the term note payable for the next four years are as follows ( in thousands ): Amount 2021 2,000 2022 7,000 2023 68,000 Total $ 77,000 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 June 30, 2021, the Company was in compliance with these covenants. Because of both instruments’ variable interest rate, the note payable balance at June 30, 2021 and December 31, 2020, 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. |
Income Taxes
Income Taxes | 6 Months Ended |
Jun. 30, 2021 | |
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 (benefit) Provision for/(benefit from) income taxes for the three and six months ended June 30, 2021 was $223 thousand and $(71) thousand compared to $(240) thousand and $(281) thousand for the three and six months ended June 30, 2020. The effective tax rate was 7% and (4)% for the three and six months ended June 30, 2021 and (3)% and (4)% for the three and six months ended June 30, 2020. The increase in the effective tax rate for the three months ended June 30, 2021 compared to the three months ended June 30, 2020 was primarily due to a decrease in exercises of employee stock options and decrease in pre-tax book income. The effective tax rate remained flat for the six months ended June 30, 2021 compared to the six months ended June 30, 2020. Deferred taxes Deferred tax assets at June 30, 2021 were $98.1 million compared to $73.4 million at December 31, 2020. The primary contributing factor to the increase in deferred tax assets is additional redemptions of LLC Units of GF for shares of Class A common stock of GSHD during the six months ended June 30, 2021. 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 GSHD 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 three and six months ended June 30, 2021, an aggregate of 728,000 and 861,300 LLC Units, respectively, were redeemed by the Pre-IPO LLC Members for newly issued shares of Class A common stock. In connection with these redemptions, GSHD received 728,000 and 861,300 LLC Units, which resulted in an increase in the tax basis of its investment in GF subject to the provisions of the tax receivable agreement. The Company recognized a liability for the TRA Payments due to the Pre-IPO LLC Members, representing 85% of the aggregate tax benefits the Company expects 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 its estimates of future taxable income. As of June 30, 2021, the total amount of TRA Payments due to the Pre-IPO LLC Members under the tax receivable agreement was $82.2 million, of which $2.0 million was current and included in Accounts payables and accrued expenses on the Consolidated Balance Sheet. Future exchanges of LLC Units for Class A common stock will result in additional TRA payments. Uncertain tax positions GSHD has determined there are no material uncertain tax positions as of June 30, 2021. |
Stockholders' Equity
Stockholders' Equity | 6 Months Ended |
Jun. 30, 2021 | |
Equity [Abstract] | |
Stockholders' Equity | Stockholders' Equity Class A Common Stock GSHD has a total of 19,209 thousand shares of its Class A common stock outstanding at June 30, 2021. 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 17,586 thousand shares of its Class B common stock outstanding at June 30, 2021. 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 shareholders for their vote or approval, except as otherwise required by applicable law, by agreement, or by GSHD's certificate of incorporation. 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 three and six months ended June 30, 2021 and 2020, divided by the basic weighted average number of Class A common stock as of June 30, 2021 and June 30, 2020 (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 (in thousands, except per share amounts) . 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. Three Months Ended June 30, Six Months Ended June 30, 2021 2020 2021 2020 Numerator: Income before taxes $ 3,359 $ 7,146 $ 1,976 $ 6,809 Less: income before taxes attributable to non-controlling interests 1,649 4,007 956 3,867 Income before taxes attributable to GSHD 1,710 3,139 1,020 2,942 Less: income tax expense (benefit) attributable to GSHD 223 (240) (71) (281) Net income attributable to GSHD $ 1,487 $ 3,379 $ 1,091 $ 3,223 Denominator: Weighted average shares of Class A common stock outstanding - basic 18,774 16,458 18,574 16,011 Effect of dilutive securities: Stock options (1) 1,593 1,489 1,677 1,421 Weighted average shares of Class A common stock outstanding - diluted 20,367 17,947 20,251 17,432 Earnings per share of Class A common stock - basic $ 0.08 $ 0.21 $ 0.06 $ 0.20 Earnings per share of Class A common stock - diluted $ 0.07 $ 0.19 $ 0.05 $ 0.18 |
Non-controlling interest
Non-controlling interest | 6 Months Ended |
Jun. 30, 2021 | |
Noncontrolling Interest [Abstract] | |
Non-controlling interest | Non-controlling interest 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 to facilitate the LLC Unit holder's quarterly tax payments. For the three and six months ended June 30, 2021, GF made no distributions to LLC Unit holders. For the three and six months ended June 30, 2020, GF made distributions of $1.5 million and $3.3 million, of which $0.9 million and $1.9 million were made to Pre-IPO LLC Members. The remaining $0.7 million and $1.4 million were made to GSHD and were 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 the three and six months ended June 30, 2021, an aggregate of 728 thousand and 861 thousand LLC Units were redeemed by the non-controlling interest holders. Pursuant to the GF LLC Agreement, GSHD issued 728 thousand and 861 thousand shares of Class A common stock in connection with these redemptions and received 728 thousand and 861 thousand LLC Interests, increasing GSHD's ownership interest in GF. Simultaneously, and in connection with these redemptions, 728 thousand and 861 thousand shares of Class B common stock were surrendered and cancelled. The following table summarizes the ownership interest in GF as of June 30, 2021 (in thousands) : June 30, 2021 LLC Units Ownership % Number of LLC Units held by GSHD 19,209 52.2% Number of LLC Units held by non-controlling interest holders 17,586 47.8% Number of LLC Units outstanding 36,795 100.0% 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 three and six months ended June 30, 2021 was 48.9% and 49.5%, respectively. The following table summarizes the effects of changes in ownership in GF on the equity of GSHD for the three and six months ended June 30, 2021 and 2020 as follows (in thousands) : Three Months Ended June 30, Six Months Ended June 30, 2021 2020 2021 2020 Net income attributable to Goosehead Insurance Inc. $ 1,487 $ 3,379 $ 1,091 $ 3,223 Transfers (to) from non-controlling interests: Decrease in additional paid-in capital as a result of the redemption of LLC interests (1,280) (762) (1,529) (1,631) Increase in additional paid-in capital as a result of activity under employee stock purchase plan 214 138 418 254 Total effect of changes in ownership interest on equity attributable to Goosehead Insurance Inc. $ 421 $ 2,755 $ (20) $ 1,846 |
Equity-Based Compensation
Equity-Based Compensation | 6 Months Ended |
Jun. 30, 2021 | |
Share-based Payment Arrangement [Abstract] | |
Equity-Based Compensation | Equity-Based Compensation Stock option expense was $1.9 million and $3.8 million for the three and six months ended June 30, 2021. Stock option expense was $1.4 million and $1.9 million for the three and six months ended June 30, 2020. On January 4, 2021, the Company granted an additional 153,500 stock options to its Board of Directors and Managing Directors at an exercise price equal to $131.87 per share. The weighted average grant date fair value of $47.43 per option was determined using the Black-Scholes valuation model using the following weighted average assumptions: Expected volatility 45 % Expected dividend yield — % Expected term (in years) 4.25 Risk-free interest rate 0.29 % |
Segment Information
Segment Information | 6 Months Ended |
Jun. 30, 2021 | |
Segment Reporting [Abstract] | |
Segment Information | Segment InformationThe 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. Franchise Channel Corporate Channel Other Total Three months ended June 30, 2021 Revenues: Commissions and agency fees Renewal Commissions $ — $ 10,310 $ — $ 10,310 Agency Fees — 3,105 — 3,105 New Business Commissions — 5,944 — 5,944 Contingent Commissions 1,136 558 — 1,694 Total Commissions and Agency Fees 1,136 19,917 — 21,053 Franchise revenue Renewal Royalty Fees 11,670 — — 11,670 New Business Royalty Fees 3,680 — — 3,680 Initial Franchise Fees 1,458 — — 1,458 Other Income 33 — — 33 Total Franchise Revenues 16,841 — — 16,841 Interest income Interest Income 279 — — 279 Total Interest Income 279 — — 279 Total Revenues 18,256 19,917 — 38,173 Operating expenses: Employee compensation and benefits, excluding equity based compensation 8,020 12,603 — 20,623 General and administrative expenses 4,927 4,402 805 10,134 Bad debts 135 511 — 646 Total Operating Expenses 13,082 17,516 805 31,403 Adjusted EBITDA 5,174 2,401 (805) 6,770 Other income (expense) 11 108 — 119 Equity based compensation — — (1,852) (1,852) Interest expense — — (546) (546) Depreciation and amortization (728) (404) — (1,132) Taxes — — (223) (223) Net income (loss) $ 4,457 $ 2,105 $ (3,426) $ 3,136 June 30, 2021 Total Assets $ 94,489 $ 44,332 $ 99,182 $ 238,003 Franchise Corporate Other Total Three months ended June 30, 2020 Revenues: Commissions and agency fees Renewal Commissions $ — $ 7,718 $ — $ 7,718 Agency Fees — 2,185 — 2,185 New Business Commissions — 4,329 — 4,329 Contingent Commissions 2,774 1,242 — 4,016 Total Commissions and Agency Fees 2,774 15,474 — 18,248 Franchise revenue Renewal Royalty Fees 7,903 — — 7,903 New Business Royalty Fees 2,599 — — 2,599 Initial Franchise Fees 901 — — 901 Other Income 81 — — 81 Total Franchise Revenues 11,484 — — 11,484 Interest income Interest Income 192 — — 192 Total Interest Income 192 — — 192 Total Revenues 14,450 15,474 — 29,924 Operating expenses: Employee compensation and benefits, excluding equity based compensation 5,965 8,523 — 14,488 General and administrative expenses 1,934 2,621 809 5,364 Bad debts 56 263 — 319 Total Operating Expenses 7,955 11,407 809 20,171 Adjusted EBITDA 6,495 4,067 (809) 9,753 Equity based compensation — — (1,416) (1,416) Interest expense — — (479) (479) Depreciation and amortization (396) (316) — (712) Taxes — — 240 240 Net income (loss) $ 6,099 $ 3,751 $ (2,464) $ 7,386 June 30, 2020 Total Assets $ 31,904 $ 21,818 $ 88,867 $ 142,589 Franchise Corporate Other Total Six months ended June 30, 2021 Revenues: Commissions and agency fees Renewal Commissions $ — $ 18,067 $ — $ 18,067 Agency Fees — 5,529 — 5,529 New Business Commissions — 10,560 — 10,560 Contingent Commissions 3,252 1,179 — 4,431 Total Commissions and Agency Fees 3,252 35,335 — 38,587 Franchise revenue Renewal Royalty Fees 20,416 — — 20,416 New Business Royalty Fees 6,837 — — 6,837 Initial Franchise Fees 2,890 — — 2,890 Other Income 131 — — 131 Total Franchise Revenue 30,274 — — 30,274 Interest income Interest Income 540 — — 540 Total Interest Income 540 — — 540 Total 34,066 35,335 — 69,401 Operating expenses: Employee compensation and benefits, excluding equity-based compensation 15,589 24,402 — 39,991 General and administrative expenses 9,140 8,908 1,360 19,408 Bad debts 296 797 — 1,093 Total 25,025 34,107 1,360 60,492 Adjusted EBITDA 9,041 1,228 (1,360) 8,909 Other income (expense) 31 108 — 139 Equity based compensation — — (3,793) (3,793) Interest expense — — (1,147) (1,147) Depreciation and amortization (1,375) (757) — (2,132) Taxes — — 71 71 Net income (loss) $ 7,697 $ 579 $ (6,229) $ 2,047 At June 30, 2021: Total Assets $ 94,489 $ 44,332 $ 99,182 $ 238,003 Franchise Corporate Other Total Six months ended June 30, 2020 Revenues: Commissions and agency fees Renewal Commissions $ — $ 13,451 $ — $ 13,451 Agency Fees — 3,871 — 3,871 New Business Commissions — 7,662 — 7,662 Contingent Commissions 3,468 1,607 — 5,075 Total Commissions and Agency Fees 3,468 26,591 — 30,059 Franchise revenue Renewal Royalty Fees 13,289 — — 13,289 New Business Royalty Fees 4,647 — — 4,647 Initial Franchise Fees 1,879 — — 1,879 Other Income 114 — — 114 Total Franchise Revenues 19,929 — — 19,929 Interest income Interest Income 361 — — 361 Total Interest Income 361 — — 361 Total Revenues 23,758 26,591 — 50,349 Operating expenses: Employee compensation and benefits, excluding equity based compensation 11,861 15,632 — 27,493 General and administrative expenses 4,159 5,330 1,747 11,236 Bad debts 137 491 — 628 Total Operating Expenses 16,157 21,453 1,747 39,357 Adjusted EBITDA 7,601 5,138 (1,747) 10,992 Other income (expense) 66 — — 66 Equity based compensation — — (1,914) (1,914) Interest expense — — (1,083) (1,083) Depreciation and amortization (709) (543) — (1,252) Taxes — — 281 281 Net income (loss) $ 6,958 $ 4,595 $ (4,463) $ 7,090 June 30, 2020 Total Assets $ 31,904 $ 21,818 $ 88,867 $ 142,589 |
Litigation
Litigation | 6 Months Ended |
Jun. 30, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
Litigation | LitigationFrom time to time, GSHD may be involved in various legal proceedings, lawsuits and claims incidental to the conduct of the Company's 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 | 6 Months Ended |
Jun. 30, 2021 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events Credit agreement On July 21, 2021, the Company refinanced its $25.0 million revolving credit facility and $80.0 million term note payable to a $50.0 million revolving credit facility and $100.0 million term note payable for general corporate purposes. The Company also 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 $50.0 million revolving credit facility accrues interest on amounts drawn 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. At July 28, 2021 the Company was accruing interest at LIBOR plus 250 basis points. At July 28, 2021, the Company had not drawn against the revolver and had a letter of credit of $0.3 million applied against the maximum borrowing availability, payable on July 21, 2026. Thus, amounts available to draw totaled $49.7 million. The revolving credit facility is collateralized by substantially all the Company’s assets, which includes rights to future commissions. The term note is payable in quarterly installments of $0.6 million the first six months, $1.3 million the next twelve months, $1.9 million the next twelve months, and $2.5 million for the last 24 months with a balloon payment on July 21, 2026. The note is collateralized by substantially all of the Company’s assets, which includes rights to future commissions. Interest is calculated initially at LIBOR plus 2.50%, then at an interest rate based on the Company's leverage ratio for the preceding period. At July 28, 2021 the Company was accruing interest at LIBOR plus 250 basis points. The interest rate for each leverage ratio tier are as follows: Leverage Ratio Interest Rate < 1.50x LIBOR + 175 bps > 1.50x LIBOR + 200 bps > 2.50x LIBOR + 225 bps > 3.50x LIBOR + 250 bps Maturities of the term note payable for the next five years are as follows ( in thousands ): Amount 2021 1,250 2022 4,375 2023 6,875 2024 9,375 2025 10,000 2026 68,125 Total $ 100,000 Special Dividend On July 28, 2021, GF approved an extraordinary dividend in the aggregate amount of $60.0 million payable to holders of LLC Units, including GSHD. The board of directors of the Company subsequently declared an extraordinary dividend of 1.63 (rounded) to all holders of Class A common stock of GSHD with a record date of August 9, 2021, to be paid on or before August 23, 2021. A summary of the total amounts declared by GF is as follows (in thousands): LLC Units held as of July 28, 2021 Estimated dividend to be paid Class A common stockholders 19,391,860 $ 31,622 Class B common stockholders via LLC Units held 17,402,589 28,378 Total 36,794,449 $ 60,000 Any future extraordinary dividends will be declared at the sole discretion of the Company as GF's managing member with respect to GF and the Company's board of directors with respect to the Company. 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. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2021 | |
Accounting Policies [Abstract] | |
Basis of Combination | All intercompany accounts and transactions have been eliminated in consolidation. |
Basis of Presentation | Basis of Presentation The accompanying condensed consolidated financial statements of the Company have been prepared in accordance with the instructions to Form 10-Q. Therefore, they do not include all of the annual disclosures required by accounting principles generally accepted in the United States of America ("GAAP"). However, in the opinion of management, these statements include all adjustments, consisting of normal recurring adjustments, which are necessary for a fair presentation of the condensed consolidated financial positions at June 30, 2021, the condensed consolidated results of operations, stockholders' equity and statements of cash flows for the three and six months ended June 30, 2021 and 2020. The interim period condensed consolidated financial statements should be read in conjunction with the Consolidated Financial Statements that are included in the Annual Report on Form 10-K. |
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 |
Income Taxes | Income Taxes 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. |
Restricted Cash | Restricted CashThe Company holds premiums received from the insured, but not yet remitted to the insurance Carrier in a fiduciary capacity. |
Recently Issued and Adopted Accounting Pronouncements | Recently Issued Accounting Pronouncements Reference Rate Reform (ASU 2020-04) : In March 2020, the Financial Accounting Standards Board issued ASU 2020-04. Facilitation of the Effects of Reference Rate Reform on Financial Reporting, which provides optional expedients and exceptions for applying U.S. GAAP if certain criteria are met to contracts, hedging relationships and other transactions that reference LIBOR or another reference rate expected to be discontinued. ASU 2020-04 became effective on March 12, 2020 and may be applied prospectively through December 31, 2022. A substantial portion of our indebtedness bears interest at variable interest rates, primarily based on USD-LIBOR. The adoption of ASU 2020-04 did not have a material impact on our condensed consolidated financial statements. The standard will ease, if warranted, the administrative requirements for accounting for the future effects of the rate reform. We continue to monitor the impact the discontinuance of LIBOR will have on our contracts and other transactions. Recently adopted accounting pronouncements Simplifying the Accounting for Income Taxes (ASU 2019-12) : In 2019, the Financial Accounting Standards Board issued ASU 2019-12 to simplify the accounting for income taxes. The guidance primarily addresses how to (1) recognize a deferred tax liability after we transition to or from the equity method of accounting, (2) evaluate if a step-up in the tax basis of goodwill is related to a business combination or is a separate transaction, (3) recognize all of the effects of a change in tax law in the period of enactment, including adjusting the estimated annual tax rate, and (4) include the amount of tax based on income in the income tax provision and any incremental amount as a tax not based on income for hybrid tax regimes. We adopted the guidance in the first quarter of 2021. The adoption did not have a material impact on our condensed consolidated financial statements or related disclosures. |
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. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Accounting Policies [Abstract] | |
Restrictions on Cash and Cash Equivalents | The following is a reconciliation of our cash and restricted cash balances as presented in the condensed consolidated statements of cash flows for the six months ended June 30, 2021 and 2020 (in thousands) : June 30, 2021 2020 Cash and cash equivalents $ 34,975 $ 54,318 Restricted cash 1,551 1,488 Cash and cash equivalents, and restricted cash $ 36,526 $ 55,806 |
Schedule of Reconciliation of Cash and Restricted Cash | The following is a reconciliation of our cash and restricted cash balances as presented in the condensed consolidated statements of cash flows for the six months ended June 30, 2021 and 2020 (in thousands) : June 30, 2021 2020 Cash and cash equivalents $ 34,975 $ 54,318 Restricted cash 1,551 1,488 Cash and cash equivalents, and restricted cash $ 36,526 $ 55,806 |
Revenue (Tables)
Revenue (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Revenue from Contract with Customer [Abstract] | |
Disaggregation of Revenue | The following table disaggregates revenue by Segment and source (in thousands) : Three Months Ended June 30, 2021: Franchise Channel Corporate Channel Total Type of revenue stream: Commissions and agency fees Renewal Commissions $ — $ 10,310 $ 10,310 New Business Commissions — 5,944 5,944 Agency Fees — 3,105 3,105 Contingent Commissions 1,136 558 1,694 Franchise revenues Renewal Royalty Fees 11,670 — 11,670 New Business Royalty Fees 3,680 — 3,680 Initial Franchise Fees 1,458 — 1,458 Other Franchise Revenues 33 — 33 Interest Income 279 — 279 Total Revenues $ 18,256 $ 19,917 $ 38,173 Timing of revenue recognition: Transferred at a point in time $ — $ 19,359 $ 19,359 Transferred over time 18,256 558 18,814 Total Revenues $ 18,256 $ 19,917 $ 38,173 Six Months Ended June 30, 2021: Franchise Channel Corporate Channel Total Type of revenue stream: Commissions and agency fees Renewal Commissions $ — $ 18,067 $ 18,067 New Business Commissions — 10,560 10,560 Agency Fees — 5,529 5,529 Contingent Commissions 3,252 1,179 4,431 Franchise revenues — Renewal Royalty Fees 20,416 — 20,416 New Business Royalty Fees 6,837 — 6,837 Initial Franchise Fees 2,890 — 2,890 Other Franchise Revenues 131 — 131 Interest Income 540 — 540 Total Revenues $ 34,066 $ 35,335 $ 69,401 Timing of revenue recognition: Transferred at a point in time $ — $ 34,156 $ 34,156 Transferred over time 34,066 1,179 35,245 Total Revenues $ 34,066 $ 35,335 $ 69,401 Three Months Ended June 30, 2020: Franchise Channel Corporate Channel Total Type of revenue stream: Commissions and agency fees Renewal Commissions $ — $ 7,718 $ 7,718 New Business Commissions — 4,329 4,329 Agency Fees — 2,185 2,185 Contingent Commissions 2,774 1,242 4,016 Franchise revenues Renewal Royalty Fees 7,903 — 7,903 New Business Royalty Fees 2,599 — 2,599 Initial Franchise Fees 901 — 901 Other Franchise Revenues 81 — 81 Interest Income 192 — 192 Total Revenues $ 14,450 $ 15,474 $ 29,924 Timing of revenue recognition: Transferred at a point in time $ — $ 14,232 $ 14,232 Transferred over time 14,450 1,242 15,692 Total Revenues $ 14,450 $ 15,474 $ 29,924 Six Months Ended June 30, 2020: Franchise Channel Corporate Channel Total Type of revenue stream: Commissions and agency fees Renewal Commissions $ — $ 13,451 $ 13,451 New Business Commissions — 7,662 7,662 Agency Fees — 3,871 3,871 Contingent Commissions 3,468 1,607 5,075 Franchise revenues Renewal Royalty Fees 13,289 — 13,289 New Business Royalty Fees 4,647 — 4,647 Initial Franchise Fees 1,879 — 1,879 Other Franchise Revenues 114 — 114 Interest Income 361 — 361 Total Revenues $ 23,758 $ 26,591 $ 50,349 Timing of revenue recognition: Transferred at a point in time $ — $ 24,984 $ 24,984 Transferred over time 23,758 1,607 25,365 Total Revenues $ 23,758 $ 26,591 $ 50,349 |
Contract Balances | The following table provides information about receivables, cost to obtain, and contract liabilities from contracts with customers (in thousands) : June 30, 2021 December 31, 2020 Increase/(decrease) Cost to obtain franchise contracts (1) 1,724 $ 1,412 $ 312 Commissions and agency fees receivable, net (2) 6,063 18,604 (12,541) Receivable from franchisees (2) 26,078 20,279 5,799 Contract liability (3) 41,389 34,201 7,188 (1) Cost to obtain franchise contracts is included in Other assets on the condensed consolidated balance sheets. (2) Includes both the current and long term portion of this balance. (3) Initial Franchise Fees to be recognized over the life of the contract Significant changes in contract liabilities are as follows (in thousands) : Contract liability at December 31, 2020 $ 34,201 Revenue recognized during the period (2,890) New deferrals (1) 10,078 Contract liability at June 30, 2021 41,389 (1) Initial Franchise Fees where the consideration is received from the customer for services which are to be transferred to the Franchisee over the term of the Franchise Agreement |
Franchise Fees Receivable (Tabl
Franchise Fees Receivable (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Receivables [Abstract] | |
Schedule of Franchise Fees Receivable | The balance of Franchise fees receivable included in Receivable from franchisees consisted of the following (in thousands) : June 30, 2021 December 31, 2020 Franchise fees receivable (1) $ 32,358 $ 25,757 Less: Unamortized discount (1) (8,008) (6,553) Less: Allowance for uncollectible franchise fees (1) (140) (149) Net franchise fees receivable (1) $ 24,210 $ 19,055 (1) Includes both the current and long term portion of this balance Activity in the allowance for uncollectible Agency Fees was as follows (in thousands) : Balance at December 31, 2020 $ 468 Charges to bad debts 797 Write offs (708) Balance at June 30, 2021 $ 557 Balance at December 31, 2019 $ 178 Charges to bad debts 491 Write offs (359) Balance at June 30, 2020 $ 310 |
Schedule of Allowance for Uncollectible Franchise Fees | Activity in the allowance for uncollectible franchise fees was as follows (in thousands) : Balance at December 31, 2020 $ 149 Charges to bad debts 296 Write offs (305) Balance at June 30, 2021 $ 140 Balance at December 31, 2019 $ 52 Charges to bad debts 137 Write offs (97) Balance at June 30, 2020 $ 92 |
Allowance for Uncollectible A_2
Allowance for Uncollectible Agency Fees (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Receivables [Abstract] | |
Schedule of Allowance for Uncollectible Agency Fees | The balance of Franchise fees receivable included in Receivable from franchisees consisted of the following (in thousands) : June 30, 2021 December 31, 2020 Franchise fees receivable (1) $ 32,358 $ 25,757 Less: Unamortized discount (1) (8,008) (6,553) Less: Allowance for uncollectible franchise fees (1) (140) (149) Net franchise fees receivable (1) $ 24,210 $ 19,055 (1) Includes both the current and long term portion of this balance Activity in the allowance for uncollectible Agency Fees was as follows (in thousands) : Balance at December 31, 2020 $ 468 Charges to bad debts 797 Write offs (708) Balance at June 30, 2021 $ 557 Balance at December 31, 2019 $ 178 Charges to bad debts 491 Write offs (359) Balance at June 30, 2020 $ 310 |
Property and equipment (Tables)
Property and equipment (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property and Equipment | Property and equipment consisted of the following (in thousands) : June 30, 2021 December 31, 2020 Furniture & fixtures $ 5,897 $ 4,404 Computer equipment 3,164 2,453 Network equipment 389 352 Phone system 937 937 Leasehold improvements 22,059 16,534 Total 32,446 24,680 Less accumulated depreciation (9,828) (8,030) Property and equipment, net $ 22,618 $ 16,650 |
Debt (Tables)
Debt (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
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 bps > 1.50x LIBOR + 200 bps > 2.50x LIBOR + 225 bps > 3.50x LIBOR + 250 bps The interest rate for each leverage ratio tier are as follows: Leverage Ratio Interest Rate < 1.50x LIBOR + 175 bps > 1.50x LIBOR + 200 bps > 2.50x LIBOR + 225 bps > 3.50x LIBOR + 250 bps |
Schedule of Maturities of Note Payable | Maturities of the term note payable for the next four years are as follows ( in thousands ): Amount 2021 2,000 2022 7,000 2023 68,000 Total $ 77,000 Maturities of the term note payable for the next five years are as follows ( in thousands ): Amount 2021 1,250 2022 4,375 2023 6,875 2024 9,375 2025 10,000 2026 68,125 Total $ 100,000 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Equity [Abstract] | |
Schedule of Earnings Per Share, Basic and Diluted | The following table sets forth the calculation of basic earnings per share ("EPS") based on net income attributable to GSHD for the three and six months ended June 30, 2021 and 2020, divided by the basic weighted average number of Class A common stock as of June 30, 2021 and June 30, 2020 (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 (in thousands, except per share amounts) . 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. Three Months Ended June 30, Six Months Ended June 30, 2021 2020 2021 2020 Numerator: Income before taxes $ 3,359 $ 7,146 $ 1,976 $ 6,809 Less: income before taxes attributable to non-controlling interests 1,649 4,007 956 3,867 Income before taxes attributable to GSHD 1,710 3,139 1,020 2,942 Less: income tax expense (benefit) attributable to GSHD 223 (240) (71) (281) Net income attributable to GSHD $ 1,487 $ 3,379 $ 1,091 $ 3,223 Denominator: Weighted average shares of Class A common stock outstanding - basic 18,774 16,458 18,574 16,011 Effect of dilutive securities: Stock options (1) 1,593 1,489 1,677 1,421 Weighted average shares of Class A common stock outstanding - diluted 20,367 17,947 20,251 17,432 Earnings per share of Class A common stock - basic $ 0.08 $ 0.21 $ 0.06 $ 0.20 Earnings per share of Class A common stock - diluted $ 0.07 $ 0.19 $ 0.05 $ 0.18 |
Non-controlling interest (Table
Non-controlling interest (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Noncontrolling Interest [Abstract] | |
Schedule of Ownership Interests | The following table summarizes the ownership interest in GF as of June 30, 2021 (in thousands) : June 30, 2021 LLC Units Ownership % Number of LLC Units held by GSHD 19,209 52.2% Number of LLC Units held by non-controlling interest holders 17,586 47.8% Number of LLC Units outstanding 36,795 100.0% |
Effects of Changes in Ownership Interests on Equity | The following table summarizes the effects of changes in ownership in GF on the equity of GSHD for the three and six months ended June 30, 2021 and 2020 as follows (in thousands) : Three Months Ended June 30, Six Months Ended June 30, 2021 2020 2021 2020 Net income attributable to Goosehead Insurance Inc. $ 1,487 $ 3,379 $ 1,091 $ 3,223 Transfers (to) from non-controlling interests: Decrease in additional paid-in capital as a result of the redemption of LLC interests (1,280) (762) (1,529) (1,631) Increase in additional paid-in capital as a result of activity under employee stock purchase plan 214 138 418 254 Total effect of changes in ownership interest on equity attributable to Goosehead Insurance Inc. $ 421 $ 2,755 $ (20) $ 1,846 |
Equity-Based Compensation (Tabl
Equity-Based Compensation (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Share-based Payment Arrangement [Abstract] | |
Schedule of Stock Option Valuation Assumptions | The weighted average grant date fair value of $47.43 per option was determined using the Black-Scholes valuation model using the following weighted average assumptions: Expected volatility 45 % Expected dividend yield — % Expected term (in years) 4.25 Risk-free interest rate 0.29 % |
Segment Information (Tables)
Segment Information (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Segment Reporting [Abstract] | |
Schedule of Segment Information | Franchise Channel Corporate Channel Other Total Three months ended June 30, 2021 Revenues: Commissions and agency fees Renewal Commissions $ — $ 10,310 $ — $ 10,310 Agency Fees — 3,105 — 3,105 New Business Commissions — 5,944 — 5,944 Contingent Commissions 1,136 558 — 1,694 Total Commissions and Agency Fees 1,136 19,917 — 21,053 Franchise revenue Renewal Royalty Fees 11,670 — — 11,670 New Business Royalty Fees 3,680 — — 3,680 Initial Franchise Fees 1,458 — — 1,458 Other Income 33 — — 33 Total Franchise Revenues 16,841 — — 16,841 Interest income Interest Income 279 — — 279 Total Interest Income 279 — — 279 Total Revenues 18,256 19,917 — 38,173 Operating expenses: Employee compensation and benefits, excluding equity based compensation 8,020 12,603 — 20,623 General and administrative expenses 4,927 4,402 805 10,134 Bad debts 135 511 — 646 Total Operating Expenses 13,082 17,516 805 31,403 Adjusted EBITDA 5,174 2,401 (805) 6,770 Other income (expense) 11 108 — 119 Equity based compensation — — (1,852) (1,852) Interest expense — — (546) (546) Depreciation and amortization (728) (404) — (1,132) Taxes — — (223) (223) Net income (loss) $ 4,457 $ 2,105 $ (3,426) $ 3,136 June 30, 2021 Total Assets $ 94,489 $ 44,332 $ 99,182 $ 238,003 Franchise Corporate Other Total Three months ended June 30, 2020 Revenues: Commissions and agency fees Renewal Commissions $ — $ 7,718 $ — $ 7,718 Agency Fees — 2,185 — 2,185 New Business Commissions — 4,329 — 4,329 Contingent Commissions 2,774 1,242 — 4,016 Total Commissions and Agency Fees 2,774 15,474 — 18,248 Franchise revenue Renewal Royalty Fees 7,903 — — 7,903 New Business Royalty Fees 2,599 — — 2,599 Initial Franchise Fees 901 — — 901 Other Income 81 — — 81 Total Franchise Revenues 11,484 — — 11,484 Interest income Interest Income 192 — — 192 Total Interest Income 192 — — 192 Total Revenues 14,450 15,474 — 29,924 Operating expenses: Employee compensation and benefits, excluding equity based compensation 5,965 8,523 — 14,488 General and administrative expenses 1,934 2,621 809 5,364 Bad debts 56 263 — 319 Total Operating Expenses 7,955 11,407 809 20,171 Adjusted EBITDA 6,495 4,067 (809) 9,753 Equity based compensation — — (1,416) (1,416) Interest expense — — (479) (479) Depreciation and amortization (396) (316) — (712) Taxes — — 240 240 Net income (loss) $ 6,099 $ 3,751 $ (2,464) $ 7,386 June 30, 2020 Total Assets $ 31,904 $ 21,818 $ 88,867 $ 142,589 Franchise Corporate Other Total Six months ended June 30, 2021 Revenues: Commissions and agency fees Renewal Commissions $ — $ 18,067 $ — $ 18,067 Agency Fees — 5,529 — 5,529 New Business Commissions — 10,560 — 10,560 Contingent Commissions 3,252 1,179 — 4,431 Total Commissions and Agency Fees 3,252 35,335 — 38,587 Franchise revenue Renewal Royalty Fees 20,416 — — 20,416 New Business Royalty Fees 6,837 — — 6,837 Initial Franchise Fees 2,890 — — 2,890 Other Income 131 — — 131 Total Franchise Revenue 30,274 — — 30,274 Interest income Interest Income 540 — — 540 Total Interest Income 540 — — 540 Total 34,066 35,335 — 69,401 Operating expenses: Employee compensation and benefits, excluding equity-based compensation 15,589 24,402 — 39,991 General and administrative expenses 9,140 8,908 1,360 19,408 Bad debts 296 797 — 1,093 Total 25,025 34,107 1,360 60,492 Adjusted EBITDA 9,041 1,228 (1,360) 8,909 Other income (expense) 31 108 — 139 Equity based compensation — — (3,793) (3,793) Interest expense — — (1,147) (1,147) Depreciation and amortization (1,375) (757) — (2,132) Taxes — — 71 71 Net income (loss) $ 7,697 $ 579 $ (6,229) $ 2,047 At June 30, 2021: Total Assets $ 94,489 $ 44,332 $ 99,182 $ 238,003 Franchise Corporate Other Total Six months ended June 30, 2020 Revenues: Commissions and agency fees Renewal Commissions $ — $ 13,451 $ — $ 13,451 Agency Fees — 3,871 — 3,871 New Business Commissions — 7,662 — 7,662 Contingent Commissions 3,468 1,607 — 5,075 Total Commissions and Agency Fees 3,468 26,591 — 30,059 Franchise revenue Renewal Royalty Fees 13,289 — — 13,289 New Business Royalty Fees 4,647 — — 4,647 Initial Franchise Fees 1,879 — — 1,879 Other Income 114 — — 114 Total Franchise Revenues 19,929 — — 19,929 Interest income Interest Income 361 — — 361 Total Interest Income 361 — — 361 Total Revenues 23,758 26,591 — 50,349 Operating expenses: Employee compensation and benefits, excluding equity based compensation 11,861 15,632 — 27,493 General and administrative expenses 4,159 5,330 1,747 11,236 Bad debts 137 491 — 628 Total Operating Expenses 16,157 21,453 1,747 39,357 Adjusted EBITDA 7,601 5,138 (1,747) 10,992 Other income (expense) 66 — — 66 Equity based compensation — — (1,914) (1,914) Interest expense — — (1,083) (1,083) Depreciation and amortization (709) (543) — (1,252) Taxes — — 281 281 Net income (loss) $ 6,958 $ 4,595 $ (4,463) $ 7,090 June 30, 2020 Total Assets $ 31,904 $ 21,818 $ 88,867 $ 142,589 |
Subsequent Events (Tables)
Subsequent Events (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Subsequent Events [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 bps > 1.50x LIBOR + 200 bps > 2.50x LIBOR + 225 bps > 3.50x LIBOR + 250 bps The interest rate for each leverage ratio tier are as follows: Leverage Ratio Interest Rate < 1.50x LIBOR + 175 bps > 1.50x LIBOR + 200 bps > 2.50x LIBOR + 225 bps > 3.50x LIBOR + 250 bps |
Schedule of Maturities of Note Payable | Maturities of the term note payable for the next four years are as follows ( in thousands ): Amount 2021 2,000 2022 7,000 2023 68,000 Total $ 77,000 Maturities of the term note payable for the next five years are as follows ( in thousands ): Amount 2021 1,250 2022 4,375 2023 6,875 2024 9,375 2025 10,000 2026 68,125 Total $ 100,000 |
Summary of Total Estimated Dividends to be Paid | A summary of the total amounts declared by GF is as follows (in thousands): LLC Units held as of July 28, 2021 Estimated dividend to be paid Class A common stockholders 19,391,860 $ 31,622 Class B common stockholders via LLC Units held 17,402,589 28,378 Total 36,794,449 $ 60,000 |
Organization - Narrative (Detai
Organization - Narrative (Details) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021locationfranchise | Jun. 30, 2020locationfranchise | Jun. 30, 2021franchiselocation | Jun. 30, 2020franchiselocation | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||||
Corporate-owned locations (in locations) | location | 11 | 9 | 11 | 9 |
Franchise locations sold (in franchises) | 108 | 60 | ||
Operating franchise locations (in franchises) | 1,072 | 730 | 1,072 | 730 |
Franchises purchased (in franchises) | 0 | 0 | 0 | 0 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Narrative (Details) - USD ($) $ in Thousands | Jun. 30, 2021 | Jun. 30, 2020 |
Accounting Policies [Abstract] | ||
Restricted cash | $ 1,551 | $ 1,488 |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Restricted Cash (Details) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 | Jun. 30, 2020 | Dec. 31, 2019 |
Accounting Policies [Abstract] | ||||
Cash and cash equivalents | $ 34,975 | $ 24,913 | $ 54,318 | |
Restricted cash | 1,551 | 1,488 | ||
Cash and cash equivalents, and restricted cash | $ 36,526 | $ 26,236 | $ 55,806 | $ 15,260 |
Revenue - Narrative (Details)
Revenue - Narrative (Details) | 6 Months Ended |
Jun. 30, 2021 | |
Revenue from Contract with Customer [Abstract] | |
Amortization period | 10 years |
Franchise license revenue | 10 years |
Weighted average remaining amortization period for contract liabilities | 8 years 4 months 24 days |
Revenue - Disaggregation of Rev
Revenue - Disaggregation of Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Disaggregation of Revenue [Line Items] | ||||
Revenues | $ 38,173 | $ 29,924 | $ 69,401 | $ 50,349 |
Renewal Commissions | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 10,310 | 7,718 | 18,067 | 13,451 |
New Business Commissions | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 5,944 | 4,329 | 10,560 | 7,662 |
Agency Fees | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 3,105 | 2,185 | 5,529 | 3,871 |
Contingent Commissions | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 1,694 | 4,016 | 4,431 | 5,075 |
Renewal Royalty Fees | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 11,670 | 7,903 | 20,416 | 13,289 |
New Business Royalty Fees | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 3,680 | 2,599 | 6,837 | 4,647 |
Initial Franchise Fees | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 1,458 | 901 | 2,890 | 1,879 |
Other Franchise Revenues | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 33 | 81 | 131 | 114 |
Interest income | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 279 | 192 | 540 | 361 |
Transferred at a point in time | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 19,359 | 14,232 | 34,156 | 24,984 |
Transferred over time | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 18,814 | 15,692 | 35,245 | 25,365 |
Franchise Channel | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 18,256 | 14,450 | 34,066 | 23,758 |
Franchise Channel | Renewal Commissions | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 0 | 0 | 0 | 0 |
Franchise Channel | New Business Commissions | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 0 | 0 | 0 | 0 |
Franchise Channel | Agency Fees | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 0 | 0 | 0 | 0 |
Franchise Channel | Contingent Commissions | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 1,136 | 2,774 | 3,252 | 3,468 |
Franchise Channel | Renewal Royalty Fees | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 11,670 | 7,903 | 20,416 | 13,289 |
Franchise Channel | New Business Royalty Fees | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 3,680 | 2,599 | 6,837 | 4,647 |
Franchise Channel | Initial Franchise Fees | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 1,458 | 901 | 2,890 | 1,879 |
Franchise Channel | Other Franchise Revenues | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 33 | 81 | 131 | 114 |
Franchise Channel | Interest income | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 279 | 192 | 540 | 361 |
Franchise Channel | Transferred at a point in time | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 0 | 0 | 0 | 0 |
Franchise Channel | Transferred over time | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 18,256 | 14,450 | 34,066 | 23,758 |
Corporate Channel | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 19,917 | 15,474 | 35,335 | 26,591 |
Corporate Channel | Renewal Commissions | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 10,310 | 7,718 | 18,067 | 13,451 |
Corporate Channel | New Business Commissions | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 5,944 | 4,329 | 10,560 | 7,662 |
Corporate Channel | Agency Fees | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 3,105 | 2,185 | 5,529 | 3,871 |
Corporate Channel | Contingent Commissions | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 558 | 1,242 | 1,179 | 1,607 |
Corporate Channel | Renewal Royalty Fees | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 0 | 0 | 0 | 0 |
Corporate Channel | New Business Royalty Fees | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 0 | 0 | 0 | 0 |
Corporate Channel | Initial Franchise Fees | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 0 | 0 | 0 | 0 |
Corporate Channel | Other Franchise Revenues | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 0 | 0 | 0 | 0 |
Corporate Channel | Interest income | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 0 | 0 | 0 | 0 |
Corporate Channel | Transferred at a point in time | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 19,359 | 14,232 | 34,156 | 24,984 |
Corporate Channel | Transferred over time | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | $ 558 | $ 1,242 | $ 1,179 | $ 1,607 |
Revenue - Contract Balances (De
Revenue - Contract Balances (Details) - USD ($) $ in Thousands | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Dec. 31, 2020 | |
Revenue from Contract with Customer [Abstract] | |||
Cost to obtain franchise contracts | $ 1,724 | $ 1,412 | |
Increase (decrease) in contract with customer, asset | 312 | ||
Commissions and agency fees receivable, net | 6,063 | 18,604 | |
Increase (decrease) in commissions and agency fees receivable, net | (12,541) | ||
Receivables from franchisees | 26,078 | 20,279 | |
Increase (decrease) in receivables from franchisees | 5,799 | ||
Contract liability | 41,389 | $ 34,201 | |
Increase (decrease) in contract liability | 7,188 | $ 3,965 | |
Contract Liability [Roll Forward] | |||
Contract liability at December 31, 2020 | 34,201 | ||
Revenue recognized during the period | (2,890) | ||
New deferrals | 10,078 | ||
Contract liability at June 30, 2021 | $ 41,389 |
Franchise Fees Receivable - Bal
Franchise Fees Receivable - Balance of Franchise Fees Receivable (Details) - Franchise Fees Receivable - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 | Jun. 30, 2020 | Dec. 31, 2019 |
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||||
Franchise fees receivable | $ 32,358 | $ 25,757 | ||
Less: Unamortized discount | (8,008) | (6,553) | ||
Less: Allowance for uncollectible franchise fees | (140) | (149) | $ (92) | $ (52) |
Net franchise fees receivable | $ 24,210 | $ 19,055 |
Franchise Fees Receivable - Rol
Franchise Fees Receivable - Roll-Forward of Allowance (Details) - Franchise Fees Receivable - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2021 | Jun. 30, 2020 | |
Financing Receivable, Allowance for Credit Loss [Roll Forward] | ||
Beginning balance | $ 149 | $ 52 |
Charges to bad debts | 296 | 137 |
Write offs | (305) | (97) |
Ending balance | $ 140 | $ 92 |
Allowance for Uncollectible A_3
Allowance for Uncollectible Agency Fees - Roll-Forward of Allowance (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Accounts Receivable, Allowance for Credit Loss [Roll Forward] | ||||
Charges to bad debts | $ 646 | $ 319 | $ 1,093 | $ 628 |
Agency Fees | ||||
Accounts Receivable, Allowance for Credit Loss [Roll Forward] | ||||
Beginning balance | 468 | 178 | ||
Charges to bad debts | 797 | 491 | ||
Write offs | (708) | (359) | ||
Ending balance | $ 557 | $ 310 | $ 557 | $ 310 |
Property and equipment (Details
Property and equipment (Details) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 32,446 | $ 24,680 |
Less accumulated depreciation | (9,828) | (8,030) |
Property and equipment, net | 22,618 | 16,650 |
Furniture & fixtures | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 5,897 | 4,404 |
Computer equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 3,164 | 2,453 |
Network equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 389 | 352 |
Phone system | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 937 | 937 |
Leasehold improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 22,059 | $ 16,534 |
Debt - Narrative (Details)
Debt - Narrative (Details) - USD ($) | Jun. 24, 2020 | Mar. 06, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | Mar. 05, 2020 |
Debt Instrument [Line Items] | |||||
Proceeds from notes payable | $ 0 | $ 64,821,000 | |||
Line of Credit | |||||
Debt Instrument [Line Items] | |||||
Additional commitments | $ 50,000,000 | ||||
Letter of credit | 300,000 | ||||
Remaining borrowing availability | 19,700,000 | ||||
Line of Credit | Revolving Credit Facility | |||||
Debt Instrument [Line Items] | |||||
Maximum borrowing availability | 25,000,000 | $ 13,000,000 | |||
Revolver balance | 5,000,000 | ||||
Secured Debt | |||||
Debt Instrument [Line Items] | |||||
Principal amount of debt | 80,000,000 | ||||
Quarterly payments, first twelve months | 500,000 | ||||
Quarterly payments, next twelve months | 1,000,000 | ||||
Quarterly payments, last twelve months | 2,000,000 | ||||
Proceeds from notes payable | $ 37,900,000 | ||||
Term note drawn | $ 77,000,000 | ||||
Notes Payable to Bank | |||||
Debt Instrument [Line Items] | |||||
Principal amount of debt | $ 40,000,000 | ||||
Interest expense | $ 200,000 | ||||
LIBOR | Greater than 1.50 | |||||
Debt Instrument [Line Items] | |||||
Interest Rate | 2.00% | ||||
LIBOR | Secured Debt | |||||
Debt Instrument [Line Items] | |||||
Interest Rate | 2.50% |
Debt - Leverage (Details)
Debt - Leverage (Details) | 6 Months Ended |
Jun. 30, 2021 | |
Less than 1.50 | |
Debt Instrument [Line Items] | |
Leverage Ratio | 1.50 |
Less than 1.50 | LIBOR | |
Debt Instrument [Line Items] | |
Interest Rate | 1.75% |
Greater than 1.50 | |
Debt Instrument [Line Items] | |
Leverage Ratio | 1.50 |
Greater than 1.50 | LIBOR | |
Debt Instrument [Line Items] | |
Interest Rate | 2.00% |
Greater than 2.50 | |
Debt Instrument [Line Items] | |
Leverage Ratio | 2.50 |
Greater than 2.50 | LIBOR | |
Debt Instrument [Line Items] | |
Interest Rate | 2.25% |
Greater than 3.50 | |
Debt Instrument [Line Items] | |
Leverage Ratio | 3.50 |
Greater than 3.50 | LIBOR | |
Debt Instrument [Line Items] | |
Interest Rate | 2.50% |
Debt - Schedule of Maturities o
Debt - Schedule of Maturities of Note Payable (Details) $ in Thousands | Jun. 30, 2021USD ($) |
Debt Disclosure [Abstract] | |
2021 | $ 2,000 |
2022 | 7,000 |
2023 | 68,000 |
Total | $ 77,000 |
Income Taxes - Narrative (Detai
Income Taxes - Narrative (Details) - USD ($) | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | Dec. 31, 2020 | |
Income Tax Contingency [Line Items] | |||||
Taxes | $ 223,000 | $ (240,000) | $ (71,000) | $ (281,000) | |
Effective income tax rate | 7.00% | (3.00%) | (4.00%) | (4.00%) | |
Deferred income taxes, net | $ 98,114,000 | $ 98,114,000 | $ 73,363,000 | ||
Uncertain tax positions | 0 | $ 0 | |||
Tax Receivable Agreement | |||||
Income Tax Contingency [Line Items] | |||||
Percentage due to related parties | 85.00% | ||||
Tax Receivable Agreement | Pre-IPO LLC | |||||
Income Tax Contingency [Line Items] | |||||
Percentage due to related parties | 85.00% | ||||
Due to related parties | 82,200,000 | $ 82,200,000 | |||
Due to related parties, current | $ 2,000,000 | $ 2,000,000 | |||
LLC Units | |||||
Income Tax Contingency [Line Items] | |||||
Redemption of LLC Units (in shares) | 728,000 | 861,000 | |||
LLC Units | Noncontrolling interest holders | |||||
Income Tax Contingency [Line Items] | |||||
Redemption of LLC Units (in shares) | 728,000 | 861,300 |
Stockholders' Equity - Narrativ
Stockholders' Equity - Narrative (Details) shares in Thousands | Jun. 30, 2021voteshares | Dec. 31, 2020shares |
Class A Common Stock | ||
Class of Stock [Line Items] | ||
Common stock shares outstanding (in shares) | shares | 19,209 | 18,304 |
Vote per share (in votes) | vote | 1 | |
Class B Common Stock | ||
Class of Stock [Line Items] | ||
Common stock shares outstanding (in shares) | shares | 17,586 | 18,447 |
Vote per share (in votes) | vote | 1 |
Stockholders' Equity - Basic an
Stockholders' Equity - Basic and Diluted EPS (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Pro forma earnings per share: | ||||
Income before taxes | $ 3,359 | $ 7,146 | $ 1,976 | $ 6,809 |
Less: income before taxes attributable to non-controlling interests | 1,649 | 4,007 | 956 | 3,867 |
Income before taxes attributable to GSHD | 1,710 | 3,139 | 1,020 | 2,942 |
Less: income tax expense (benefit) attributable to GSHD | 223 | (240) | (71) | (281) |
Net income attributable to GSHD | $ 1,487 | $ 3,379 | $ 1,091 | $ 3,223 |
Weighted average shares of Class A common stock outstanding - basic (in shares) | 18,774 | 16,458 | 18,574 | 16,011 |
Effect of dilutive securities, stock options (in shares) | 1,593 | 1,489 | 1,677 | 1,421 |
Weighted average shares of Class A common stock outstanding - diluted (in shares) | 20,367 | 17,947 | 20,251 | 17,432 |
Earnings per share of Class A common stock - basic (in dollars per share) | $ 0.08 | $ 0.21 | $ 0.06 | $ 0.20 |
Earnings per share of Class A common stock - diluted (in dollars per share) | $ 0.07 | 0.19 | $ 0.05 | 0.18 |
Antidilutive securities excluded from computation of earnings per share (in shares) | 109 | 78 | ||
Class A Common Stock | ||||
Pro forma earnings per share: | ||||
Earnings per share of Class A common stock - basic (in dollars per share) | $ 0.08 | 0.21 | $ 0.06 | 0.20 |
Earnings per share of Class A common stock - diluted (in dollars per share) | $ 0.07 | $ 0.19 | $ 0.05 | $ 0.18 |
Non-controlling interest - Narr
Non-controlling interest - Narrative (Details) | May 01, 2018 | Jun. 30, 2021USD ($)shares | Jun. 30, 2020USD ($) | Jun. 30, 2021USD ($)shares | Jun. 30, 2020USD ($) |
Noncontrolling Interest [Line Items] | |||||
Distributions | $ | $ 0 | $ 1,500,000 | $ 0 | $ 3,300,000 | |
Noncontrolling interest holders | |||||
Noncontrolling Interest [Line Items] | |||||
Ownership interest held by non-controlling interest holders | 0.489 | 0.495 | |||
LLC Units | |||||
Noncontrolling Interest [Line Items] | |||||
Conversion ratio | 1 | ||||
Redemption of LLC Units (in shares) | 728,000 | 861,000 | |||
LLC Units | Noncontrolling interest holders | |||||
Noncontrolling Interest [Line Items] | |||||
Redemption of LLC Units (in shares) | 728,000 | 861,300 | |||
Class A Common Stock | |||||
Noncontrolling Interest [Line Items] | |||||
Redemption of LLC Units (in shares) | 728,000 | 861,000 | |||
Class B Common Stock | |||||
Noncontrolling Interest [Line Items] | |||||
Redemption of LLC Units (in shares) | 728,000 | 861,000 | |||
Pre-IPO LLC | |||||
Noncontrolling Interest [Line Items] | |||||
Distributions | $ | 900,000 | 1,900,000 | |||
Goosehead Insurance, Inc. | LLC Units | |||||
Noncontrolling Interest [Line Items] | |||||
Distributions | $ | $ 700,000 | $ 1,400,000 |
Non-controlling interest - Owne
Non-controlling interest - Ownership interests (Details) shares in Thousands | 6 Months Ended |
Jun. 30, 2021shares | |
Noncontrolling Interest [Line Items] | |
Number of LLC units outstanding (in shares) | 36,795 |
Noncontrolling interest, ownership percentage | 100.00% |
Goosehead Financial, LLC | |
Noncontrolling Interest [Line Items] | |
Ownership interest held by Goosehead Insurance, Inc. | 52.20% |
Noncontrolling interest holders | |
Noncontrolling Interest [Line Items] | |
Ownership interest held by non-controlling interest holders | 47.80% |
Parent | |
Noncontrolling Interest [Line Items] | |
Number of LLC units outstanding (in shares) | 19,209 |
Non-controlling interest | |
Noncontrolling Interest [Line Items] | |
Number of LLC units outstanding (in shares) | 17,586 |
Non-controlling interest - Effe
Non-controlling interest - Effect of changes in ownership interests on equity (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2021 | Mar. 31, 2021 | Jun. 30, 2020 | Mar. 31, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Noncontrolling Interest [Line Items] | ||||||
Net income attributable to Goosehead Insurance Inc. | $ 1,091,000 | $ 3,223,000 | ||||
Decrease in additional paid-in capital as a result of the redemption of LLC interests | $ 0 | $ 0 | $ 0 | $ 0 | ||
Increase in additional paid-in capital as a result of activity under employee stock purchase plan | 214,000 | 205,000 | 138,000 | 116,000 | ||
Parent | ||||||
Noncontrolling Interest [Line Items] | ||||||
Net income attributable to Goosehead Insurance Inc. | 1,487,000 | 3,379,000 | 1,091,000 | 3,223,000 | ||
Decrease in additional paid-in capital as a result of the redemption of LLC interests | (1,280,000) | (249,000) | (762,000) | (869,000) | (1,529,000) | (1,631,000) |
Increase in additional paid-in capital as a result of activity under employee stock purchase plan | 214,000 | $ 205,000 | 138,000 | $ 116,000 | 418,000 | 254,000 |
Total effect of changes in ownership interest on equity attributable to Goosehead Insurance Inc. | $ 421,000 | $ 2,755,000 | $ (20,000) | $ 1,846,000 |
Equity-Based Compensation - Nar
Equity-Based Compensation - Narrative (Details) - USD ($) $ / shares in Units, $ in Thousands | Jan. 04, 2021 | Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Equity-based compensation expense | $ 1,852 | $ 1,416 | $ 3,793 | $ 1,914 | |
Stock Option | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Equity-based compensation expense | $ 1,900 | $ 1,400 | $ 3,800 | $ 1,900 | |
Stock Option | Board of Directors and Managing Directors | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Stock options granted (in shares) | 153,500 | ||||
Exercise price (in dollars per share) | $ 131.87 | ||||
Grant date fair value (in dollars per share) | $ 47.43 |
Equity-Based Compensation - Sto
Equity-Based Compensation - Stock Option Valuation Assumptions (Details) - Stock Option | Jan. 04, 2021 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Expected volatility | 45.00% |
Expected dividend yield | 0.00% |
Expected term (in years) | 4 years 3 months |
Risk-free interest rate | 0.29% |
Segment Information - Schedule
Segment Information - Schedule of Segment Information (Details) $ in Thousands | 3 Months Ended | 6 Months Ended | |||||
Jun. 30, 2021USD ($) | Mar. 31, 2021USD ($) | Jun. 30, 2020USD ($) | Mar. 31, 2020USD ($) | Jun. 30, 2021USD ($)segment | Jun. 30, 2020USD ($) | Dec. 31, 2020USD ($) | |
Segment Reporting [Abstract] | |||||||
Number of reportable segments | segment | 2 | ||||||
Revenues: | |||||||
Revenues | $ 38,173 | $ 29,924 | $ 69,401 | $ 50,349 | |||
Other Income | 33 | 81 | 131 | 114 | |||
Interest Income | 279 | 192 | 540 | 361 | |||
Operating Expenses: | |||||||
Employee compensation and benefits, excluding equity based compensation | 20,623 | 14,488 | 39,991 | 27,493 | |||
General and administrative expenses | 10,134 | 5,364 | 19,408 | 11,236 | |||
Bad debts | 646 | 319 | 1,093 | 628 | |||
Total Operating Expenses | 31,403 | 20,171 | 60,492 | 39,357 | |||
Adjusted EBITDA | 6,770 | 9,753 | 8,909 | 10,992 | |||
Other income (expense) | 119 | 0 | 139 | 66 | |||
Equity based compensation | (1,852) | (1,416) | (3,793) | (1,914) | |||
Interest expense | (546) | (479) | (1,147) | (1,083) | |||
Depreciation and amortization | (1,132) | (712) | (2,132) | (1,252) | |||
Tax expense (benefit) | (223) | 240 | 71 | 281 | |||
Net Income | 3,136 | $ (1,089) | 7,386 | $ (296) | 2,047 | 7,090 | |
Total Assets | 238,003 | 142,589 | 238,003 | 142,589 | $ 185,837 | ||
Franchise Channel | |||||||
Revenues: | |||||||
Revenues | 18,256 | 14,450 | 34,066 | 23,758 | |||
Corporate Channel | |||||||
Revenues: | |||||||
Revenues | 19,917 | 15,474 | 35,335 | 26,591 | |||
Operating Segments | Franchise Channel | |||||||
Revenues: | |||||||
Revenues | 18,256 | 14,450 | 34,066 | 23,758 | |||
Other Income | 33 | 81 | 131 | 114 | |||
Interest Income | 279 | 192 | 540 | 361 | |||
Operating Expenses: | |||||||
Employee compensation and benefits, excluding equity based compensation | 8,020 | 5,965 | 15,589 | 11,861 | |||
General and administrative expenses | 4,927 | 1,934 | 9,140 | 4,159 | |||
Bad debts | 135 | 56 | 296 | 137 | |||
Total Operating Expenses | 13,082 | 7,955 | 25,025 | 16,157 | |||
Adjusted EBITDA | 5,174 | 6,495 | 9,041 | 7,601 | |||
Other income (expense) | 11 | 31 | 66 | ||||
Equity based compensation | 0 | 0 | 0 | 0 | |||
Interest expense | 0 | 0 | 0 | 0 | |||
Depreciation and amortization | (728) | (396) | (1,375) | (709) | |||
Tax expense (benefit) | 0 | 0 | 0 | 0 | |||
Net Income | 4,457 | 6,099 | 7,697 | 6,958 | |||
Total Assets | 94,489 | 31,904 | 94,489 | 31,904 | |||
Operating Segments | Corporate Channel | |||||||
Revenues: | |||||||
Revenues | 19,917 | 15,474 | 35,335 | 26,591 | |||
Other Income | 0 | 0 | 0 | 0 | |||
Interest Income | 0 | 0 | 0 | 0 | |||
Operating Expenses: | |||||||
Employee compensation and benefits, excluding equity based compensation | 12,603 | 8,523 | 24,402 | 15,632 | |||
General and administrative expenses | 4,402 | 2,621 | 8,908 | 5,330 | |||
Bad debts | 511 | 263 | 797 | 491 | |||
Total Operating Expenses | 17,516 | 11,407 | 34,107 | 21,453 | |||
Adjusted EBITDA | 2,401 | 4,067 | 1,228 | 5,138 | |||
Other income (expense) | 108 | 108 | 0 | ||||
Equity based compensation | 0 | 0 | 0 | 0 | |||
Interest expense | 0 | 0 | 0 | 0 | |||
Depreciation and amortization | (404) | (316) | (757) | (543) | |||
Tax expense (benefit) | 0 | 0 | 0 | 0 | |||
Net Income | 2,105 | 3,751 | 579 | 4,595 | |||
Total Assets | 44,332 | 21,818 | 44,332 | 21,818 | |||
Other | |||||||
Revenues: | |||||||
Revenues | 0 | 0 | 0 | 0 | |||
Other Income | 0 | 0 | 0 | 0 | |||
Interest Income | 0 | 0 | 0 | 0 | |||
Operating Expenses: | |||||||
Employee compensation and benefits, excluding equity based compensation | 0 | 0 | 0 | 0 | |||
General and administrative expenses | 805 | 809 | 1,360 | 1,747 | |||
Bad debts | 0 | 0 | 0 | 0 | |||
Total Operating Expenses | 805 | 809 | 1,360 | 1,747 | |||
Adjusted EBITDA | (805) | (809) | (1,360) | (1,747) | |||
Other income (expense) | 0 | 0 | 0 | ||||
Equity based compensation | (1,852) | (1,416) | (3,793) | (1,914) | |||
Interest expense | (546) | (479) | (1,147) | (1,083) | |||
Depreciation and amortization | 0 | 0 | 0 | 0 | |||
Tax expense (benefit) | (223) | 240 | 71 | 281 | |||
Net Income | (3,426) | (2,464) | (6,229) | (4,463) | |||
Total Assets | 99,182 | 88,867 | 99,182 | 88,867 | |||
Renewal Commissions | |||||||
Revenues: | |||||||
Revenues | 10,310 | 7,718 | 18,067 | 13,451 | |||
Renewal Commissions | Franchise Channel | |||||||
Revenues: | |||||||
Revenues | 0 | 0 | 0 | 0 | |||
Renewal Commissions | Corporate Channel | |||||||
Revenues: | |||||||
Revenues | 10,310 | 7,718 | 18,067 | 13,451 | |||
Renewal Commissions | Operating Segments | Franchise Channel | |||||||
Revenues: | |||||||
Revenues | 0 | 0 | 0 | 0 | |||
Renewal Commissions | Operating Segments | Corporate Channel | |||||||
Revenues: | |||||||
Revenues | 10,310 | 7,718 | 18,067 | 13,451 | |||
Renewal Commissions | Other | |||||||
Revenues: | |||||||
Revenues | 0 | 0 | 0 | 0 | |||
Agency Fees | |||||||
Revenues: | |||||||
Revenues | 3,105 | 2,185 | 5,529 | 3,871 | |||
Agency Fees | Franchise Channel | |||||||
Revenues: | |||||||
Revenues | 0 | 0 | 0 | 0 | |||
Agency Fees | Corporate Channel | |||||||
Revenues: | |||||||
Revenues | 3,105 | 2,185 | 5,529 | 3,871 | |||
Agency Fees | Operating Segments | Franchise Channel | |||||||
Revenues: | |||||||
Revenues | 0 | 0 | 0 | 0 | |||
Agency Fees | Operating Segments | Corporate Channel | |||||||
Revenues: | |||||||
Revenues | 3,105 | 2,185 | 5,529 | 3,871 | |||
Agency Fees | Other | |||||||
Revenues: | |||||||
Revenues | 0 | 0 | 0 | 0 | |||
New Business Commissions | |||||||
Revenues: | |||||||
Revenues | 5,944 | 4,329 | 10,560 | 7,662 | |||
New Business Commissions | Franchise Channel | |||||||
Revenues: | |||||||
Revenues | 0 | 0 | 0 | 0 | |||
New Business Commissions | Corporate Channel | |||||||
Revenues: | |||||||
Revenues | 5,944 | 4,329 | 10,560 | 7,662 | |||
New Business Commissions | Operating Segments | Franchise Channel | |||||||
Revenues: | |||||||
Revenues | 0 | 0 | 0 | 0 | |||
New Business Commissions | Operating Segments | Corporate Channel | |||||||
Revenues: | |||||||
Revenues | 5,944 | 4,329 | 10,560 | 7,662 | |||
New Business Commissions | Other | |||||||
Revenues: | |||||||
Revenues | 0 | 0 | 0 | 0 | |||
Contingent Commissions | |||||||
Revenues: | |||||||
Revenues | 1,694 | 4,016 | 4,431 | 5,075 | |||
Contingent Commissions | Franchise Channel | |||||||
Revenues: | |||||||
Revenues | 1,136 | 2,774 | 3,252 | 3,468 | |||
Contingent Commissions | Corporate Channel | |||||||
Revenues: | |||||||
Revenues | 558 | 1,242 | 1,179 | 1,607 | |||
Contingent Commissions | Operating Segments | Franchise Channel | |||||||
Revenues: | |||||||
Revenues | 1,136 | 2,774 | 3,252 | 3,468 | |||
Contingent Commissions | Operating Segments | Corporate Channel | |||||||
Revenues: | |||||||
Revenues | 558 | 1,242 | 1,179 | 1,607 | |||
Contingent Commissions | Other | |||||||
Revenues: | |||||||
Revenues | 0 | 0 | 0 | 0 | |||
Commissions and agency fees | |||||||
Revenues: | |||||||
Revenues | 21,053 | 18,248 | 38,587 | 30,059 | |||
Commissions and agency fees | Operating Segments | Franchise Channel | |||||||
Revenues: | |||||||
Revenues | 1,136 | 2,774 | 3,252 | 3,468 | |||
Commissions and agency fees | Operating Segments | Corporate Channel | |||||||
Revenues: | |||||||
Revenues | 19,917 | 15,474 | 35,335 | 26,591 | |||
Commissions and agency fees | Other | |||||||
Revenues: | |||||||
Revenues | 0 | 0 | 0 | 0 | |||
Renewal Royalty Fees | |||||||
Revenues: | |||||||
Revenues | 11,670 | 7,903 | 20,416 | 13,289 | |||
Renewal Royalty Fees | Franchise Channel | |||||||
Revenues: | |||||||
Revenues | 11,670 | 7,903 | 20,416 | 13,289 | |||
Renewal Royalty Fees | Corporate Channel | |||||||
Revenues: | |||||||
Revenues | 0 | 0 | 0 | 0 | |||
Renewal Royalty Fees | Operating Segments | Franchise Channel | |||||||
Revenues: | |||||||
Revenues | 11,670 | 7,903 | 20,416 | 13,289 | |||
Renewal Royalty Fees | Operating Segments | Corporate Channel | |||||||
Revenues: | |||||||
Revenues | 0 | 0 | 0 | 0 | |||
Renewal Royalty Fees | Other | |||||||
Revenues: | |||||||
Revenues | 0 | 0 | 0 | 0 | |||
New Business Royalty Fees | |||||||
Revenues: | |||||||
Revenues | 3,680 | 2,599 | 6,837 | 4,647 | |||
New Business Royalty Fees | Franchise Channel | |||||||
Revenues: | |||||||
Revenues | 3,680 | 2,599 | 6,837 | 4,647 | |||
New Business Royalty Fees | Corporate Channel | |||||||
Revenues: | |||||||
Revenues | 0 | 0 | 0 | 0 | |||
New Business Royalty Fees | Operating Segments | Franchise Channel | |||||||
Revenues: | |||||||
Revenues | 3,680 | 2,599 | 6,837 | 4,647 | |||
New Business Royalty Fees | Operating Segments | Corporate Channel | |||||||
Revenues: | |||||||
Revenues | 0 | 0 | 0 | 0 | |||
New Business Royalty Fees | Other | |||||||
Revenues: | |||||||
Revenues | 0 | 0 | 0 | 0 | |||
Initial Franchise Fees | |||||||
Revenues: | |||||||
Revenues | 1,458 | 901 | 2,890 | 1,879 | |||
Initial Franchise Fees | Franchise Channel | |||||||
Revenues: | |||||||
Revenues | 1,458 | 901 | 2,890 | 1,879 | |||
Initial Franchise Fees | Corporate Channel | |||||||
Revenues: | |||||||
Revenues | 0 | 0 | 0 | 0 | |||
Initial Franchise Fees | Operating Segments | Franchise Channel | |||||||
Revenues: | |||||||
Revenues | 1,458 | 901 | 2,890 | 1,879 | |||
Initial Franchise Fees | Operating Segments | Corporate Channel | |||||||
Revenues: | |||||||
Revenues | 0 | 0 | 0 | 0 | |||
Initial Franchise Fees | Other | |||||||
Revenues: | |||||||
Revenues | 0 | 0 | 0 | 0 | |||
Franchise Revenues | |||||||
Revenues: | |||||||
Revenues | 16,841 | 11,484 | 30,274 | 19,929 | |||
Franchise Revenues | Operating Segments | Franchise Channel | |||||||
Revenues: | |||||||
Revenues | 16,841 | 11,484 | 30,274 | 19,929 | |||
Franchise Revenues | Operating Segments | Corporate Channel | |||||||
Revenues: | |||||||
Revenues | 0 | 0 | 0 | 0 | |||
Franchise Revenues | Other | |||||||
Revenues: | |||||||
Revenues | 0 | 0 | 0 | 0 | |||
Interest income | |||||||
Revenues: | |||||||
Revenues | 279 | 192 | 540 | 361 | |||
Interest Income | 279 | 192 | 540 | 361 | |||
Interest income | Franchise Channel | |||||||
Revenues: | |||||||
Revenues | 279 | 192 | 540 | 361 | |||
Interest income | Corporate Channel | |||||||
Revenues: | |||||||
Revenues | 0 | 0 | 0 | 0 | |||
Interest income | Operating Segments | Franchise Channel | |||||||
Revenues: | |||||||
Interest Income | 279 | 192 | 540 | 361 | |||
Interest income | Operating Segments | Corporate Channel | |||||||
Revenues: | |||||||
Interest Income | 0 | 0 | 0 | 0 | |||
Interest income | Other | |||||||
Revenues: | |||||||
Interest Income | $ 0 | $ 0 | $ 0 | $ 0 |
Subsequent Events - Additional
Subsequent Events - Additional Information (Details) - USD ($) | Jul. 28, 2021 | Jul. 21, 2021 | Jun. 30, 2021 | Mar. 06, 2020 | Mar. 05, 2020 |
Line of Credit | |||||
Subsequent Event [Line Items] | |||||
Letter of credit | $ 300,000 | ||||
Remaining borrowing availability | $ 19,700,000 | ||||
Secured Debt | |||||
Subsequent Event [Line Items] | |||||
Principal amount of debt | $ 80,000,000 | ||||
Secured Debt | LIBOR | |||||
Subsequent Event [Line Items] | |||||
Interest Rate | 2.50% | ||||
Revolving Credit Facility | Line of Credit | |||||
Subsequent Event [Line Items] | |||||
Maximum borrowing availability | $ 25,000,000 | $ 13,000,000 | |||
Subsequent Event | |||||
Subsequent Event [Line Items] | |||||
Extraordinary dividend | $ 60,000,000 | ||||
Subsequent Event | Class A Common Stock | |||||
Subsequent Event [Line Items] | |||||
Extraordinary dividend | $ 31,622,000 | ||||
Dividends declared per share (in dollars per share) | $ 1.63 | ||||
Subsequent Event | Secured Debt | |||||
Subsequent Event [Line Items] | |||||
Principal amount of debt | $ 100,000,000 | ||||
Subsequent Event | Secured Debt | Debt Repayment, First Six Months | |||||
Subsequent Event [Line Items] | |||||
Periodic payment | 600,000 | ||||
Subsequent Event | Secured Debt | Debt Repayment, Next 12 Months | |||||
Subsequent Event [Line Items] | |||||
Periodic payment | 1,300,000 | ||||
Subsequent Event | Secured Debt | Debt Repayment, Following 12 Months | |||||
Subsequent Event [Line Items] | |||||
Periodic payment | 1,900,000 | ||||
Subsequent Event | Secured Debt | Debt Repayment, Last 24 Months | |||||
Subsequent Event [Line Items] | |||||
Periodic payment | $ 2,500,000 | ||||
Subsequent Event | Secured Debt | LIBOR | |||||
Subsequent Event [Line Items] | |||||
Interest Rate | 2.50% | 2.50% | |||
Subsequent Event | Revolving Credit Facility | |||||
Subsequent Event [Line Items] | |||||
Additional borrowing capacity available | $ 50,000,000 | ||||
Subsequent Event | Revolving Credit Facility | Line of Credit | |||||
Subsequent Event [Line Items] | |||||
Maximum borrowing availability | $ 50,000,000 | ||||
Letter of credit | $ 300,000 | ||||
Remaining borrowing availability | $ 49,700,000 | ||||
Subsequent Event | Revolving Credit Facility | Line of Credit | LIBOR | |||||
Subsequent Event [Line Items] | |||||
Interest Rate | 2.50% | 2.50% |
Subsequent Events - Leverage (D
Subsequent Events - Leverage (Details) | Jul. 21, 2021 | Jun. 30, 2021 |
Less than 1.50 | ||
Debt Instrument [Line Items] | ||
Leverage Ratio | 1.50 | |
Less than 1.50 | Subsequent Event | ||
Debt Instrument [Line Items] | ||
Leverage Ratio | 1.50 | |
Less than 1.50 | LIBOR | ||
Debt Instrument [Line Items] | ||
Interest Rate | 1.75% | |
Less than 1.50 | LIBOR | Subsequent Event | ||
Debt Instrument [Line Items] | ||
Interest Rate | 1.75% | |
Greater than 1.50 | ||
Debt Instrument [Line Items] | ||
Leverage Ratio | 1.50 | |
Greater than 1.50 | Subsequent Event | ||
Debt Instrument [Line Items] | ||
Leverage Ratio | 1.50 | |
Greater than 1.50 | LIBOR | ||
Debt Instrument [Line Items] | ||
Interest Rate | 2.00% | |
Greater than 1.50 | LIBOR | Subsequent Event | ||
Debt Instrument [Line Items] | ||
Interest Rate | 2.00% | |
Greater than 2.50 | ||
Debt Instrument [Line Items] | ||
Leverage Ratio | 2.50 | |
Greater than 2.50 | Subsequent Event | ||
Debt Instrument [Line Items] | ||
Leverage Ratio | 2.50 | |
Greater than 2.50 | LIBOR | ||
Debt Instrument [Line Items] | ||
Interest Rate | 2.25% | |
Greater than 2.50 | LIBOR | Subsequent Event | ||
Debt Instrument [Line Items] | ||
Interest Rate | 2.25% | |
Greater than 3.50 | ||
Debt Instrument [Line Items] | ||
Leverage Ratio | 3.50 | |
Greater than 3.50 | Subsequent Event | ||
Debt Instrument [Line Items] | ||
Leverage Ratio | 3.50 | |
Greater than 3.50 | LIBOR | ||
Debt Instrument [Line Items] | ||
Interest Rate | 2.50% | |
Greater than 3.50 | LIBOR | Subsequent Event | ||
Debt Instrument [Line Items] | ||
Interest Rate | 2.50% |
Subsequent Events - Schedule of
Subsequent Events - Schedule of Dividends (Details) - USD ($) | Jul. 28, 2021 | Jun. 30, 2021 |
Subsequent Event [Line Items] | ||
Number of LLC units outstanding (in shares) | 36,795,000 | |
Subsequent Event | ||
Subsequent Event [Line Items] | ||
Number of LLC units outstanding (in shares) | 36,794,449 | |
Estimated dividend to be paid | $ 60,000,000 | |
Class A Common Stock | Subsequent Event | ||
Subsequent Event [Line Items] | ||
Number of LLC units outstanding (in shares) | 19,391,860 | |
Estimated dividend to be paid | $ 31,622,000 | |
Class B Common Stock | Subsequent Event | ||
Subsequent Event [Line Items] | ||
Number of LLC units outstanding (in shares) | 17,402,589 | |
Estimated dividend to be paid | $ 28,378,000 |
Subsequent Events - Schedule _2
Subsequent Events - Schedule of Maturities of Note Payable (Details) - USD ($) $ in Thousands | Jul. 21, 2021 | Jun. 30, 2021 |
Debt Instrument [Line Items] | ||
2021 | $ 2,000 | |
2022 | 7,000 | |
2023 | 68,000 | |
Total | $ 77,000 | |
Subsequent Event | ||
Debt Instrument [Line Items] | ||
2021 | $ 1,250 | |
2022 | 4,375 | |
2023 | 6,875 | |
2024 | 9,375 | |
2025 | 10,000 | |
2026 | 68,125 | |
Total | $ 100,000 |