Quarterly Financial Data (Unaudited) Restatement of Previously Issued Financial Statements | 20. Quarterly Financial Data (Unaudited) Restatement of Previously Issued Financial Statements Description of Restatement of Financial Information Under the Company’s third-party quota share reinsurance program, the Company’s insurance subsidiary has ceded some, but not all, the liabilities related to losses and loss adjustment expenses (LAE) to third-party reinsurers. The losses ceded to third-party reinsurance companies are subject to certain terms, which vary by participating reinsurer, which impact the amount of losses that the Company can cede under those respective terms. The Company identified an error in the accounting for these arrangements, in that the terms were not fully considered in the calculation of losses ceded to third party reinsurance companies. As a result of this error, the Company determined that the cost of revenue was misstated during the interim periods as follows: . In connection with this restatement, the Company is also correcting other immaterial errors in revenue, selling and marketing expenses, interest expense, prepaid expenses and other current assets, goodwill, deferred revenue, refundable customer deposits, and current debt. The restatement of the 2022 quarterly financial statements does not impact the Company’s reported cash position. In the following tables, we have presented a reconciliation of our unaudited condensed consolidated financial information as originally reported, to the as restated amounts as of and for the three months ended March 31, 2022, the three and six months ended June 30, 2022, and the three and nine months ended September 30, 2022. The restatements will be reflected in the comparative financial statements included in our future filings of our 2023 unaudited condensed consolidated financial statements within our Quarterly Reports on Form 10-Q. The table below sets forth the unaudited condensed consolidated balance sheet information, including the balances as reported, adjustments and the balances as restated (in thousands, except per share amounts): For the reporting period For the reporting period For the reporting period March 31, 2022 June 30, 2022 September 30, 2022 As Previously Restatement As Previously Restatement As Previously Restatement Reported Adjustments As Restated Reported Adjustments As Restated Reported Adjustments As Restated in thousands in thousands in thousands Current assets Cash and cash equivalents $ 292,373 $ — $ 292,373 $ 271,003 $ — $ 271,003 $ 260,198 $ — $ 260,198 Accounts receivable, net 29,996 (2,608) 27,388 38,474 (2,424) 36,050 37,032 (1,668) 35,364 Short-term investments 8,462 — 8,462 8,165 — 8,165 7,212 — 7,212 Reinsurance balance due 239,739 (3,403) 236,336 273,971 (4,720) 269,251 303,987 (4,391) 299,596 Prepaid expenses and other current assets 21,087 (334) 20,753 22,621 (668) 21,953 21,160 (1,002) 20,158 Restricted cash 10,162 — 10,162 10,574 — 10,574 16,296 — 16,296 Total current assets 601,819 (6,345) 595,474 624,808 (7,812) 616,996 645,885 (7,061) 638,824 Property, equipment, and software, net 8,340 — 8,340 9,984 — 9,984 11,236 — 11,236 Goodwill 226,576 23,814 250,390 273,831 23,814 297,645 228,091 23,814 251,905 Long-term investments 56,865 — 56,865 56,228 — 56,228 55,357 — 55,357 Long-term insurance commission receivable 9,061 — 9,061 10,461 — 10,461 11,930 — 11,930 Intangible assets, net 124,306 — 124,306 136,575 — 136,575 111,728 — 111,728 Restricted cash, non-current 500 — 500 500 — 500 500 — 500 Right-of-use assets, net 3,922 — 3,922 6,052 — 6,052 4,697 — 4,697 Other assets 5,373 — 5,373 1,519 — 1,519 3,057 — 3,057 Total assets $ 1,036,762 $ 17,469 $ 1,054,231 $ 1,119,958 $ 16,002 $ 1,135,960 $ 1,072,481 $ 16,753 $ 1,089,234 Liabilities and Stockholders' Equity Current liabilities Accounts payable $ 8,016 $ — $ 8,016 $ 7,739 $ — $ 7,739 $ 6,717 $ — $ 6,717 Accrued expenses and other current liabilities 35,029 (889) 34,140 47,967 (1,353) 46,614 36,847 — 36,847 Deferred revenue 198,857 283 199,140 243,425 557 243,982 277,616 — 277,616 Refundable customer deposit 16,686 2,030 18,716 19,246 2,372 21,618 19,867 2,718 22,585 Current portion of long term debt 150 19,532 19,682 150 18,863 19,013 6,275 16,557 22,832 Losses and loss adjustment expense reserves 79,608 — 79,608 88,894 — 88,894 100,298 — 100,298 Other insurance liabilities, current 43,049 — 43,049 61,516 — 61,516 55,945 — 55,945 Total current liabilities 381,395 20,956 402,351 468,937 20,439 489,376 503,565 19,275 522,840 Long term debt 415,002 — 415,002 416,568 — 416,568 425,012 — 425,012 Refundable customer deposit - non-current — — — — — — — — — Earnout liability, at fair value 2,687 — 2,687 100 — 100 57 — 57 Private warrant liability, at fair value 5,004 — 5,004 926 — 926 802 — 802 Lease liability - non-current 2,267 — 2,267 3,622 — 3,622 2,968 — 2,968 Other liabilities (includes $12,822, $29,858 and $23,228 at fair value, respectively) 15,528 — 15,528 30,825 — 30,825 24,952 — 24,952 Total liabilities 821,883 20,956 842,839 920,978 20,439 941,417 957,356 19,275 976,631 Stockholders’ equity Common stock, $0.0001 par value: Authorized shares - 400,000,000 , Issued and outstanding shares - 98,297,186 , 99,440,528 and 100,410,325 , respectively 10 — 10 10 — 10 10 — 10 Additional paid-in capital 647,551 — 647,551 659,814 — 659,814 664,362 — 664,362 Accumulated other comprehensive income (2,774) — (2,774) (4,559) — (4,559) (6,571) — (6,571) Accumulated deficit (429,908) (3,487) (433,395) (456,285) (4,437) (460,722) (542,676) (2,522) (545,198) Total stockholders’ equity 214,879 (3,487) 211,392 198,980 (4,437) 194,543 115,125 (2,522) 112,603 Total liabilities and stockholders' equity $ 1,036,762 $ 17,469 $ 1,054,231 $ 1,119,958 $ 16,002 $ 1,135,960 $ 1,072,481 $ 16,753 $ 1,089,234 The tables below set forth the unaudited condensed consolidated statements of operations, including the balances as reported, adjustments and the as restated balances (in thousands, except per share amounts): Three Months Ended Six Months Ended Three Months Ended March 31, 2022 June 30, 2022 June 30, 2022 As Previously Restatement As Previously Restatement As Previously Restatement Reported Adjustments As Restated Reported Adjustments As Restated Reported Adjustments As Restated Revenue $ 62,561 $ 1,006 $ 63,567 $ 133,330 $ 1,152 $ 134,482 $ 70,769 $ 146 $ 70,915 Operating Costs and Expenses: Cost of revenue 21,189 4,027 25,216 49,747 4,720 54,467 28,558 693 29,251 Selling and marketing 25,743 334 26,077 54,569 668 55,237 28,826 334 29,160 Product and technology 14,231 — 14,231 30,009 — 30,009 15,777 — 15,777 General and administrative 26,699 — 26,699 55,103 — 55,103 28,405 — 28,405 Loss on impairment of intangible assets and goodwill — — — — — — — — — Total operating expenses 87,862 4,361 92,223 189,428 5,388 194,816 101,566 1,027 102,593 Operating income (loss) (25,301) (3,355) (28,656) (56,098) (4,236) (60,334) (30,797) (881) (31,678) Other income (expense): Interest Expense (2,293) (134) (2,427) (4,151) (201) (4,352) (1,858) (67) (1,925) Loss on remeasurement of earnout liability 11,179 — 11,179 13,766 — 13,766 2,587 — 2,587 Loss on remeasurement of private warrant liability 10,189 — 10,189 14,267 — 14,267 4,078 — 4,078 Investment income and realized gains 197 — 197 440 — 440 243 — 243 Other, net 56 — 56 (107) — (107) (162) — (162) Total other income (expense) 19,328 (134) 19,194 24,215 (201) 24,014 4,888 (67) 4,821 Income (loss) before income taxes (5,973) (3,489) (9,462) (31,883) (4,437) (36,320) (25,909) (948) (26,857) Income tax benefit (expense) 177 — 177 (290) — (290) (468) — (468) Net loss $ (5,796) $ (3,489) $ (9,285) $ (32,173) $ (4,437) $ (36,610) $ (26,377) $ (948) $ (27,325) Total other comprehensive loss (2,515) — (2,515) (4,300) — (4,300) (1,785) — (1,785) Total comprehensive loss $ (8,311) $ (3,489) $ (11,800) $ (36,473) $ (4,437) $ (40,910) $ (28,162) $ (948) $ (29,110) Loss per share - Basic and diluted $ (0.06) $ (0.10) $ (0.33) $ (0.38) $ (0.27) $ (0.28) Shares used in computing basic and diluted loss per share 96,074,527 96,074,527 96,611,294 96,611,294 97,142,163 97,142,163 Nine Months Ended Three Months Ended Three Months Ended September 30, 2022 September 30, 2022 December 31, 2022 As Previously Restatement As Previously Restatement Reported Adjustments As Restated Reported Adjustments As Restated Revenue $ 208,696 $ 3,139 $ 211,835 $ 75,366 $ 1,987 $ 77,353 $ 64,113 Operating Costs and Expenses: Cost of revenue 83,016 4,391 87,407 33,269 (329) 32,940 20,170 Selling and marketing 84,815 1,002 85,817 30,245 334 30,579 28,031 Product and technology 44,446 — 44,446 14,438 — 14,438 15,119 General and administrative 80,360 — 80,360 25,257 — 25,257 30,259 Loss on impairment of intangible assets and goodwill 57,057 — 57,057 57,057 — 57,057 4,329 Total operating expenses 349,694 5,393 355,087 160,266 5 160,271 97,908 Operating income (loss) (140,998) (2,254) (143,252) (84,900) 1,982 (82,918) (33,795) Other income (expense): Interest Expense (6,236) (268) (6,504) (2,085) (67) (2,152) (2,219) Loss on remeasurement of earnout liability 13,809 — 13,809 43 — 43 13 Loss on remeasurement of private warrant liability 14,391 — 14,391 124 — 124 95 Investment income and realized gains 775 — 775 335 — 335 399 Other, net (37) — (37) 69 — 69 608 Total other income (expense) 22,702 (268) 22,434 (1,514) (67) (1,581) (1,104) Income (loss) before income taxes (118,296) (2,522) (120,818) (86,414) 1,915 (84,499) (34,899) Income tax benefit (expense) (268) — (268) 23 — 23 (574) Net loss $ (118,564) $ (2,522) $ (121,086) $ (86,391) $ 1,915 $ (84,476) $ (35,473) Total other comprehensive (loss) income (6,312) — (6,312) (2,012) — (2,012) 400 Total comprehensive loss $ (124,876) $ (2,522) $ (127,398) $ (88,403) $ 1,915 $ (86,488) $ (35,073) Loss per share - Basic and diluted $ (1.22) $ (1.25) $ (0.88) $ (0.86) $ (0.36) Shares used in computing basic and diluted loss per share 97,009,351 97,009,351 97,792,485 97,792,485 98,365,762 The table below sets forth the unaudited condensed consolidated statements of cash flows, including balances as reported, adjustments and balances as restated amounts (in thousands). Note that only amounts that have changed have been disclosed. Three Months Ended Six Months Ended Nine Months Ended March 31, 2022 June 30, 2022 September 30, 2022 As Previously Restatement As Previously Restatement As Previously Restatement Reported Adjustments As Restated Reported Adjustments As Restated Reported Adjustments As Restated Net loss $ (5,796) $ (3,488) $ (9,284) $ (32,173) $ (4,437) $ (36,610) $ (118,564) $ (2,522) $ (121,086) Change in operating assets and liabilities Accounts receivable (1,296) 2,608 1,312 (9,907) 2,424 (7,483) (8,639) 1,668 (6,971) Reinsurance balance due (11,323) 3,403 (7,920) (45,555) 4,720 (40,835) (75,571) 4,391 (71,180) Prepaid expenses and other current assets (6,749) 334 (6,415) (7,758) 668 (7,090) (6,297) 1,002 (5,295) Refundable customer deposits 1,412 (4,361) (2,949) 3,972 (4,429) (457) 4,593 (2,083) 2,510 Deferred revenue (2,228) 283 (1,945) 37,610 557 38,167 71,600 — 71,600 Accrued expenses and other current liabilities (3,145) (889) (4,034) 2,358 (1,353) 1,005 (8,001) — (8,001) Net cash used in operating activities $ (13,291) $ (2,110) $ (15,401) $ (2,306) $ (1,850) $ (4,156) $ (12,808) $ 2,456 $ (10,352) Net cash used in investing activities $ (8,077) $ — $ (8,077) $ (38,404) $ — $ (38,404) $ (46,444) $ — $ (46,444) Cash flows from financing activities: Proceeds from debt issuance, net of fees — 5,143 5,143 — 10,690 10,690 — 15,115 15,115 Repayments of advance funding — (3,033) (3,033) — (8,840) (8,840) — (17,571) (17,571) Net cash provided by financing activities $ (389) $ 2,110 $ 1,721 $ (2,005) $ 1,850 $ (155) $ 11,454 $ (2,456) $ 8,998 |