Cover Page
Cover Page - shares | 6 Months Ended | |
Jun. 30, 2024 | Aug. 06, 2024 | |
Document Information [Line Items] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Jun. 30, 2024 | |
Document Fiscal Year Focus | 2024 | |
Document Fiscal Period Focus | Q2 | |
Entity Registrant Name | TALKSPACE, INC. | |
Entity Central Index Key | 0001803901 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 168,212,240 | |
Entity Shell Company | false | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Securities Act File Number | 001-39314 | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 84-4636604 | |
Entity Address, Address Line One | 622 Third Avenue | |
Entity Address, City or Town | New York | |
Entity Address, State or Province | NY | |
Entity Address, Postal Zip Code | 10017 | |
City Area Code | 212 | |
Local Phone Number | 284-7206 | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Common stock | ||
Document Information [Line Items] | ||
Title of 12(b) Security | Common stock, par value $0.0001 per share | |
Trading Symbol | TALK | |
Security Exchange Name | NASDAQ | |
Warrant | ||
Document Information [Line Items] | ||
Title of 12(b) Security | Warrants to purchase common stock | |
Trading Symbol | TALKW | |
Security Exchange Name | NASDAQ |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 |
CURRENT ASSETS: | ||
Cash and cash equivalents | $ 114,913 | $ 123,908 |
Accounts receivable, net | 11,554 | 10,174 |
Other current assets | 2,302 | 5,718 |
Total current assets | 128,769 | 139,800 |
Other long-term assets | 5,021 | 2,421 |
Total assets | 133,790 | 142,221 |
CURRENT LIABILITIES: | ||
Accounts payable | 7,733 | 6,111 |
Deferred revenues | 2,733 | 3,069 |
Accrued expenses and other current liabilities | 7,313 | 12,468 |
Total current liabilities | 17,779 | 21,648 |
Warrant liabilities | 1,332 | 1,842 |
Other long-term liabilities | 635 | 85 |
Total liabilities | 19,746 | 23,575 |
Commitments and contingencies (Note 5) | ||
STOCKHOLDERS' EQUITY: | ||
Common stock of $0.0001 par value per share: Shares authorized: 1,000,000,000 as of June 30, 2024 (unaudited) and December 31, 2023; shares issued and outstanding: 168,169,158 and 168,428,856 as of June 30, 2024 (unaudited) and December 31, 2023, respectively | 16 | 16 |
Additional paid-in capital | 386,352 | 389,014 |
Accumulated deficit | (272,324) | (270,384) |
Total stockholders' equity | 114,044 | 118,646 |
Total liabilities and stockholders' equity | $ 133,790 | $ 142,221 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares | Jun. 30, 2024 | Dec. 31, 2023 |
Common stock, par value | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 1,000,000,000 | 1,000,000,000 |
Common stock, shares issued | 168,169,158 | 168,428,856 |
Common stock, shares outstanding | 168,169,158 | 168,428,856 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Revenues | $ 46,058 | $ 35,645 | $ 91,474 | $ 68,981 |
Cost of revenues | 25,107 | 17,833 | 48,792 | 34,421 |
Gross profit | 20,951 | 17,812 | 42,682 | 34,560 |
Operating expenses: | ||||
Research and development | 2,163 | 4,171 | 5,902 | 9,524 |
Clinical operations, net | 1,661 | 1,675 | 3,125 | 3,276 |
Sales and marketing | 13,269 | 13,045 | 26,278 | 26,514 |
General and administrative | 7,344 | 5,329 | 12,542 | 10,693 |
Total operating expenses | 24,437 | 24,220 | 47,847 | 50,007 |
Operating loss | (3,486) | (6,408) | (5,165) | (15,447) |
Financial (income), net | (3,044) | (1,712) | (3,422) | (2,136) |
Loss before taxes on income | (442) | (4,696) | (1,743) | (13,311) |
Taxes on income | 32 | 8 | 197 | 151 |
Net loss | $ (474) | $ (4,704) | $ (1,940) | $ (13,462) |
Net loss per share: | ||||
Earnings Per Share, Basic | $ 0 | $ (0.03) | $ (0.01) | $ (0.08) |
Earnings Per Share, Diluted | $ 0 | $ (0.03) | $ (0.01) | $ (0.08) |
Weighted average number of common shares used in computing basic and diluted net loss per share: | ||||
Basic | 169,148,522 | 164,195,697 | 168,997,734 | 163,003,363 |
Diluted | 169,148,522 | 164,195,697 | 168,997,734 | 163,003,363 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements Of Operations (Unaudited) (Parenthetical) - $ / shares | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Net loss per share: | ||||
Earnings Per Share, Basic | $ 0 | $ (0.03) | $ (0.01) | $ (0.08) |
Earnings Per Share, Diluted | $ 0 | $ (0.03) | $ (0.01) | $ (0.08) |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Changes in Stockholders' Equity (Unaudited) - USD ($) $ in Thousands | Total | Common stock | Additional Paid-in Capital | Accumulated Deficit |
Beginning balance, value at Dec. 31, 2022 | $ 127,536 | $ 16 | $ 378,722 | $ (251,202) |
Beginning balance, shares at Dec. 31, 2022 | 161,155,030 | |||
Exercise of stock options | 621 | 621 | ||
Exercise of stock options, share | 1,739,265 | |||
Restricted stock units vested, net of tax | (65) | (65) | ||
Restricted stock units vested, net of tax, shares | 225,050 | |||
Stock-based compensation | 2,303 | 2,303 | ||
Net Income (Loss) | (8,758) | (8,758) | ||
Ending balance, value at Mar. 31, 2023 | 121,637 | $ 16 | 381,581 | (259,960) |
Ending balance, shares at Mar. 31, 2023 | 163,119,345 | |||
Beginning balance, value at Dec. 31, 2022 | 127,536 | $ 16 | 378,722 | (251,202) |
Beginning balance, shares at Dec. 31, 2022 | 161,155,030 | |||
Net Income (Loss) | (13,462) | |||
Ending balance, value at Jun. 30, 2023 | 119,795 | $ 16 | 384,443 | (264,664) |
Ending balance, shares at Jun. 30, 2023 | 166,204,295 | |||
Beginning balance, value at Mar. 31, 2023 | 121,637 | $ 16 | 381,581 | (259,960) |
Beginning balance, shares at Mar. 31, 2023 | 163,119,345 | |||
Exercise of stock options | 869 | 869 | ||
Exercise of stock options, share | 1,837,734 | |||
Restricted stock units vested, net of tax | (136) | (136) | ||
Restricted stock units vested, net of tax, shares | 1,247,216 | |||
Stock-based compensation | 2,129 | 2,129 | ||
Net Income (Loss) | (4,704) | (4,704) | ||
Ending balance, value at Jun. 30, 2023 | 119,795 | $ 16 | 384,443 | (264,664) |
Ending balance, shares at Jun. 30, 2023 | 166,204,295 | |||
Beginning balance, value at Dec. 31, 2023 | $ 118,646 | $ 16 | 389,014 | (270,384) |
Beginning balance, shares at Dec. 31, 2023 | 168,428,856 | 168,428,856 | ||
Exercise of stock options | $ 741 | 741 | ||
Exercise of stock options, share | 605,565 | |||
Restricted stock units vested, net of tax | (595) | (595) | ||
Restricted stock units vested, net of tax, shares | 534,654 | |||
Stock-based compensation | 2,252 | 2,252 | ||
Net Income (Loss) | (1,466) | (1,466) | ||
Ending balance, value at Mar. 31, 2024 | 119,578 | $ 16 | 391,412 | (271,850) |
Ending balance, shares at Mar. 31, 2024 | 169,569,075 | |||
Beginning balance, value at Dec. 31, 2023 | $ 118,646 | $ 16 | 389,014 | (270,384) |
Beginning balance, shares at Dec. 31, 2023 | 168,428,856 | 168,428,856 | ||
Net Income (Loss) | $ (1,940) | |||
Ending balance, value at Jun. 30, 2024 | $ 114,044 | $ 16 | 386,352 | (272,324) |
Ending balance, shares at Jun. 30, 2024 | 168,169,158 | 168,169,158 | ||
Beginning balance, value at Mar. 31, 2024 | $ 119,578 | $ 16 | 391,412 | (271,850) |
Beginning balance, shares at Mar. 31, 2024 | 169,569,075 | |||
Exercise of stock options | 843 | 843 | ||
Exercise of stock options, share | 697,798 | |||
Restricted stock units vested, net of tax | (1,248) | (1,248) | ||
Restricted stock units vested, net of tax, shares | 851,177 | |||
Repurchase and cancellation of common stock | (8,004) | (8,004) | ||
Repurchase and cancellation of common stock, shares | (2,948,892) | |||
Stock-based compensation | 3,349 | 3,349 | ||
Net Income (Loss) | (474) | (474) | ||
Ending balance, value at Jun. 30, 2024 | $ 114,044 | $ 16 | $ 386,352 | $ (272,324) |
Ending balance, shares at Jun. 30, 2024 | 168,169,158 | 168,169,158 |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2024 | Jun. 30, 2023 | |
Cash flows from operating activities: | ||
Net Income (Loss) | $ (1,940) | $ (13,462) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation and amortization | 421 | 608 |
Stock-based compensation | 5,359 | 4,432 |
Remeasurement of warrant liabilities | (510) | (119) |
(Increase) decrease in accounts receivable | (1,380) | 1,220 |
Decrease in other current assets | 3,416 | 1,452 |
Increase (decrease) in accounts payable | 1,622 | (977) |
Decrease in deferred revenues | (336) | (672) |
Decrease in accrued expenses and other current liabilities | (5,155) | (6,058) |
Other | (79) | (172) |
Net cash provided by (used in) operating activities | 1,418 | (13,748) |
Cash flows from investing activities: | ||
Capitalized internal-use software costs | (2,110) | 0 |
Purchase of computer and equipment | (40) | (10) |
Other | 0 | 28 |
Net cash (used in) provided by investing activities | (2,150) | 18 |
Cash flows from financing activities: | ||
Proceeds from exercise of stock options | 1,584 | 1,490 |
Payments for employee taxes withheld related to vested stock-based awards | (1,843) | (201) |
Repurchase and cancellation of common stock | (8,004) | 0 |
Net cash (used in) provided by financing activities | (8,263) | 1,289 |
Net decrease in cash and cash equivalents | (8,995) | (12,441) |
Cash and cash equivalents at the beginning of the period | 123,908 | 138,545 |
Cash and cash equivalents at the end of the period | 114,913 | 126,104 |
Supplemental cash flow data: | ||
Cash paid during the period for income taxes | 33 | 176 |
Other Noncash Investing and Financing Items [Abstract] | ||
Lease liabilities arising from obtaining right-of-use assets | 595 | 0 |
Non-cash compensation capitalized as part of capitalization of internal-use software costs | $ 242 | $ 0 |
Pay vs Performance Disclosure
Pay vs Performance Disclosure - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2024 | Mar. 31, 2024 | Jun. 30, 2023 | Mar. 31, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Pay vs Performance Disclosure | ||||||
Net Income (Loss) | $ (474) | $ (1,466) | $ (4,704) | $ (8,758) | $ (1,940) | $ (13,462) |
Insider Trading Arrangements
Insider Trading Arrangements | 3 Months Ended |
Jun. 30, 2024 | |
Trading Arrangements, by Individual | |
Rule 10b5-1 Arrangement Adopted | false |
Non-Rule 10b5-1 Arrangement Adopted | false |
Rule 10b5-1 Arrangement Terminated | false |
Non-Rule 10b5-1 Arrangement Terminated | false |
Rule 10b5-1 Arrangement Modified | false |
Non-Rule 10b5-1 Arrangement Modified | false |
Description of Organization and
Description of Organization and Business Operations | 6 Months Ended |
Jun. 30, 2024 | |
Description Of Organisation And Business Operation [Abstract] | |
Description of organization and business operations | NOTE 1. DESCRIPTION OF ORGANIZATION AND BUSINESS OPERATIONS Talkspace, Inc. (together with its consolidated subsidiaries, the “Company” or “Talkspace”) is a leading behavioral healthcare company enabled by a purpose-built technology platform. Talkspace provides individuals and licensed therapists, psychologists and psychiatrists with an online platform for one-on-one therapy delivered via messaging, audio and video. The Company offers convenient and affordable access to a fully credentialed network of highly qualified providers. Since its inception, the Company has connected millions of patients with licensed behavioral health providers across a wide and growing spectrum of care through virtual counseling, psychotherapy, and psychiatry. The Company's principal executive office is located in New York, NY. The Company's subsidiaries are (1) Talkspace LLC and its wholly-owned subsidiary, Talkspace Network LLC, and (2) Groop Internet Platform LTD. In addition, the Company holds a variable interest in one professional association and seven professional corporations, which have been established pursuant to the requirements of their respective domestic jurisdiction governing the corporate practice of medicine. These entities are considered Variable Interest Entities (“VIEs”). See Note 11, “Variable Interest Entities,” in the notes to the condensed consolidated financial statements for further details. |
Significant Accounting Policies
Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2024 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies | NOTE 2. SIGNIFICANT ACCOUNTING POLICIES Basis of presentation The unaudited condensed consolidated financial statements and accompanying notes have been prepared in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”). In management’s opinion, the unaudited condensed consolidated financial statements reflect all adjustments of a normal recurring nature that are necessary for a fair presentation of the results for the interim periods presented. The Company’s interim period results do not necessarily indicate the results that may be expected for any other interim period or for the full fiscal year. These condensed consolidated financial statements should be read in conjunction with the consolidated financial statements as of and for the year ended December 31, 2023, included in the Company's Annual Report on Form 10-K for the year ended December 31, 2023. The significant accounting policies applied in the annual consolidated financial statements of the Company as of December 31, 2023, have been applied consistently in these unaudited condensed consolidated financial statements, unless otherwise stated. The Company consolidates all subsidiaries in which it has a controlling financial interest, as well as any VIEs where the Company is deemed to be the primary beneficiary. Intercompany transactions and balances have been eliminated in the preparation of the condensed consolidated financial statements. Use of estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates, judgments, and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses, together with amounts disclosed in the related notes to the condensed consolidated financial statements. The Company’s significant estimates and assumptions used in these condensed consolidated financial statements include, but are not limited to, the recognition and disclosure of revenue recognition, stock-based compensation awards and the fair value of warrant liabilities. The Company bases its estimates on historical factors, current circumstances and the experience and judgment of management. The Company evaluates its assumptions on an ongoing basis. The Company’s management believes that the estimates, judgments, and assumptions used are reasonable based on information available at the time they are made. Estimates, by their nature, are based on judgment and available information, therefore, actual results could be materially different from these estimates. Stock buy-back The Company repurchases its common stock from time to time pursuant to a board-authorized share repurchase program through repurchase plans. Stock repurchases are accounted under ASC 505-30, Treasury Stock. The Company's policy is to retire all stock repurchased immediately after the transaction is completed. The Company records the amounts repurchased in accordance with ASC 505-30-30-8. Recently Issued and Recently Adopted Accounting Pronouncements The following Accounting Standards Update (“ASU”) issued by the Financial Accounting Standards Board ("FASB") has not yet been adopted by the Company: In November 2023, the FASB issued ASU 2023- 07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures to improve reportable segment disclosures, primarily through enhanced disclosures about significant segment expenses. This ASU applies to all public entities, including those with a single reportable segment. The revised guidance will require disclosure of significant segment expenses that are regularly provided to the chief operating decision maker (“CODM”), the title and position of the CODM and how the CODM uses the reported measures of segment profit or loss in assessing segment performance, among other requirements. This ASU is effective for fiscal years beginning after December 15, 2023, and for interim periods within fiscal years beginning after December 15, 2024, with early adoption permitted. The Company is currently evaluating the impact of adopting this ASU. In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures, which requires public entities, on an annual basis, to provide disclosure of specific categories in the rate reconciliation, as well as disclosure of income taxes paid disaggregated by jurisdiction. This ASU is effective for fiscal years beginning after December 15, 2024, with early adoption permitted. The Company is currently evaluating the impact of adopting this ASU. |
Revenue Recognition
Revenue Recognition | 6 Months Ended |
Jun. 30, 2024 | |
Revenue from Contract with Customer [Abstract] | |
Revenue Recognition | NOTE 3. REVENUE RECOGNITION The Company recognizes revenue in accordance with ASC 606, “Revenue from Contracts with Customers”, when the Company satisfies its performance obligation to perform its defined contractual obligations to provide virtual behavioral healthcare services. Revenue is recognized in an amount that reflects the consideration that the Company will be entitled in exchange for the service rendered. To the extent the transaction price includes variable consideration, the Company estimates the amount of variable consideration that is included in the transaction price. Variable consideration is included in the transaction price to the extent it is probable that a significant reversal of cumulative revenue recognized will not occur when the uncertainty associated with the variable consideration is subsequently resolved. Through its platform, Talkspace serves: • Health insurance plans and employee assistance programs (“Payor”) who offer their insured members access to the Company's platform at in-network reimbursement rates, • Direct-to-Enterprise customers (“DTE”) who offer their enterprise members access to the Company's platform while their enterprise is under an active contract with Talkspace, and • Individual subscribers (“Consumer”) who subscribe directly to the Company's platform. Payor The Company contracts with health insurance plans and employee assistance programs to provide therapy and psychiatry services to their eligible covered members. Revenue is recognized at a point in time, as virtual therapy or psychiatry sessions are rendered. The transaction price is determined based on contracted rates and includes variable consideration in the form of implicit price concessions. The Company determines the total transaction price, including an estimate of variable consideration, at contract inception and reassesses this estimate at each reporting date. The Company estimates the amount of variable consideration that is included in the transaction price primarily based on actual historical collection experience for each Payor. Revenue is presented net of implicit price concessions. Payor contracts include annual evergreen clauses and generally may be terminated by either party typically upon a minimum 60-day advance notice. DTE The Company contracts with enterprises to provide access to the Company's therapist platform for their enterprise members, primarily based on a per-member-per-month access fee model. To the extent the transaction price includes variable consideration, revenue is recognized using the variable consideration allocation exception, or, if the allocation exception is not met, the Company recognizes revenue ratably based on estimates of the variable consideration to the extent it is probable that a significant reversal of cumulative revenue recognized will not occur when the uncertainty associated with the variable consideration is subsequent resolved. The majority of DTE contracts typically range in length from one to three years and are generally non-cancelable during the initial contractual term. Consumer The Company also generates revenues from the sale of monthly, quarterly, bi-annual and annual membership subscriptions to the Company's therapy platform as well as supplementary a la carte offerings directly to individual consumers through a subscription plan. The Company recognizes consumer revenues ratably over the subscription period, beginning when therapy services commence. The Company recognizes revenues from supplementary a la carte offerings at a point in time, as virtual therapy sessions are rendered. Members may cancel their subscription at any time and will receive a pro-rata refund for the subscription price. The transaction price from member subscription revenue and supplementary a la carte offerings includes variable consideration in the form of refunds. Revenue is presented net of refunds. The Company estimates the refund liability for the variable consideration portion of the transaction price primarily based on historical experience. The refund liability is recorded within the “Accrued expenses and other current liabilities” line item in the consolidated balance sheets. The refund liability was immaterial as of June 30, 2024 and December 31, 2023. The following table presents the Company’s revenues from sales to unaffiliated customers disaggregated by revenue source: Three Months Ended June 30, Six Months Ended June 30, (in thousands) 2024 2023 2024 2023 Revenues from sales to unaffiliated customers: Unaudited Unaudited Unaudited Unaudited Payor $ 29,945 $ 18,539 $ 58,453 $ 33,350 DTE 9,628 8,039 19,541 16,715 Consumer 6,485 9,067 13,480 18,916 Total revenue $ 46,058 $ 35,645 $ 91,474 $ 68,981 Accounts Receivable and Allowance for Credit Losses The Co mpany had receivables related to revenue from DTE customers of $ 8.7 million and $ 7.8 million at June 30, 2024 and December 31, 2023, respectively. As of June 30, 2024 and December 31, 2023 , the balance of receivables related to revenue from Payor customers was $ 2.8 million and $ 2.4 million, respectively. Accounts receivables are stated net of credit losses allowance. The Company’s methodology for estimating credit loss is based on historical collection experience, customer creditworthiness, current and future economic condition and market condition. Additionally, specific allowance amounts are established to record the appropriate provision for customers that have a higher probability of default. Accounts receivables are written off after all reasonable means to collect the full amount have been exhausted. Credit losses were immaterial for the three months ended June 30, 2024 and 2023. Deferred Revenue The Company records deferred revenues when cash payments from customers are received in advance of the Company's performance obligation to provide services. As of June 30, 2024 and December 31, 2023, deferred revenue related mainly to consumer subscriptions. The Company expects to satisfy the majority of its performance obligations associated with deferred revenue within one year or less. Revenue recognized in the three months ended June 30, 2024 and 2023 , that was included in the deferred revenue balance at the beginning of each reporting period was immaterial. |
Fair Value Measurements
Fair Value Measurements | 6 Months Ended |
Jun. 30, 2024 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | NOTE 4. FAIR VALUE MEASUREMENTS The carrying value of the Company’s cash equivalents, accounts receivable, other current assets, accounts payable, and accrued liabilities approximate fair value because of the relatively short-term nature of the underlying assets or liabilities. Money market funds are classified within Level 1 of the fair value hierarchy because these assets are valued based on quoted market prices in active markets. The Company's Private Placement Warrants are accounted for as liabilities in accordance with ASC 815-40 and are presented within warrant liabilities in the accompanying consolidated balance sheets. The warrant liabilities were measured at fair value at inception and thereafter on a recurring, quarterly basis, with changes in fair value presented within the statement of operations (financial income, net) line item. The Private Placement Warrants were valued using the Black-Scholes-Merton Model, which is considered to be a Level 3 fair value measurement. The primary unobservable input utilized in determining the fair value of the Private Placement Warrants is the implied volatility from trading prices of the Company's Public Warrants, significant increases (decreases) in this input in isolation would have resulted in a significantly higher (lower) fair value measurement. The following were the inputs utilized in determining the fair value of the Private Placement Warrants as of June 30, 2024 and 2023: June 30, Unaudited 2024 2023 Dividend yield (1) 0 % 0 % Expected volatility (2) 68.1 % 69.5 % Risk-free interest rate (3) 4.72 % 4.45 % Term to warrant expiration (years) 1.98 2.98 (1) No dividends were paid during the three and six months ended June 30, 2024 and 2023 . (2) The expected volatility is based on the back-solved implied volatility of the Company's public warrants as of the valuation date. (3) The risk-free interest rate is based on the yield from U.S. Treasury bonds with an equivalent term to the time to maturity of the warrants. Assets and Liabilities Measured at Fair Value The Company's assets and liabilities recorded at fair value on a recurring basis as of June 30, 2024 and December 31, 2023, have been categorized based upon the fair value hierarchy as follows: Fair Value Measurements as of June 30, 2024 Unaudited (in thousands) Level 1 Level 2 Level 3 Total Assets Cash $ 1,139 $ — $ — $ 1,139 Cash equivalents Money market funds 113,774 — — 113,774 Total cash and cash equivalents $ 114,913 $ — $ — $ 114,913 Liabilities Private Placement Warrants — — 1,332 1,332 Total Warrant Liabilities $ — $ — $ 1,332 $ 1,332 Fair Value Measurements as of December 31, 2023 (in thousands) Level 1 Level 2 Level 3 Total Assets Cash $ 1,078 $ — $ — $ 1,078 Cash equivalents Money market funds 122,830 — — 122,830 Total cash and cash equivalents $ 123,908 $ — $ — $ 123,908 Liabilities Private Placement Warrants — — 1,842 1,842 Total Warrant Liabilities $ — $ — $ 1,842 $ 1,842 The following table presents changes in Level 3 liabilities measured at fair value on a recurring basis during the three and six months ended June 30, 2024 and 2023: Level 3 Liabilities Unaudited For the Three Months Ended June 30, 2024 (in thousands) Beginning Balance Change in Fair Value Ending Balance Private Placement Warrants $ 2,988 $ ( 1,656 ) $ 1,332 For the Six Months Ended June 30, 2024 (in thousands) Beginning Balance Change in Fair Value Ending Balance Private Placement Warrants $ 1,842 $ ( 510 ) $ 1,332 Level 3 Liabilities Unaudited For the Three Months Ended June 30, 2023 (in thousands) Beginning Balance Change in Fair Value Ending Balance Private Placement Warrants $ 1,128 $ ( 308 ) $ 820 For the Six Months Ended June 30, 2023 (in thousands) Beginning Balance Change in Fair Value Ending Balance Private Placement Warrants $ 939 $ ( 119 ) $ 820 |
Property and Equipment, Net
Property and Equipment, Net | 6 Months Ended |
Jun. 30, 2024 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment, Net | NOTE 5. PROPERTY AND EQUIPMENT, NET Property and equipment are stated at cost, net of accumulated depreciation. Depreciation is calculated using the straight-line method over the estimated useful lives of the assets. Property and equipment, net, as of June 30, 2024 and December 31, 2023 consisted of the following: June 30, 2024 December 31, 2023 (in thousands) (Unaudited) Capitalized internal-use software costs $ 2,783 $ 431 Computer and equipment 754 736 Other 35 35 Property and equipment, gross 3,572 1,202 Less: accumulated depreciation ( 1,028 ) ( 888 ) Property and equipment, net $ 2,544 $ 314 |
Commitments and Contingent Liab
Commitments and Contingent Liabilities | 6 Months Ended |
Jun. 30, 2024 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingent Liabilities | NOTE 6. COMMITMENTS AND CONTINGENT LIABILITIES Litigation The Company may in the future be involved in various legal proceedings, claims and litigation that arise in the normal course of business. The Company accrues for estimated loss contingencies related to legal matters when available information indicates that it is probable a liability has been incurred and the Company can reasonably estimate the amount of that loss. In many proceedings, however, it is inherently difficult to determine whether any loss is probable or even possible or to estimate the amount of any loss. In addition, even where a loss is possible or an exposure to loss exists in excess of the liability already accrued with respect to a previously recognized loss contingency, it is often not possible to reasonably estimate the size of the possible loss or range of loss or possible additional losses or range of additional losses. As of June 30, 2024 , there were no pending material legal proceedings, claims or litigation. Warranties and Indemnification The Company’s arrangements generally include certain provisions for indemnifying customers against liabilities if there is a breach of a customer’s data or if the Company’s service infringes a third party’s intellectual property rights. To date, the Company has not incurred any material costs as a result of such indemnifications. The Company has also agreed to indemnify its directors and executive officers for costs associated with any fees, expenses, judgments, fines and settlement amounts incurred by any of these persons in any action or proceeding to which any of those persons is, or is threatened to be, made a party by reason of the person’s service as a director or officer, including any action by the Company, arising out of that person’s services as a director or officer or that person’s services provided to any other company or enterprise at the Company’s request. The Company maintains director and officer liability insurance coverage that would generally enable it to recover a portion of any future amounts paid. The Company may also be subject to indemnification obligations by law with respect to the actions of its employees under certain circumstances and in certain jurisdictions. |
Capital Stock
Capital Stock | 6 Months Ended |
Jun. 30, 2024 | |
Stockholders' Equity Note [Abstract] | |
Capital Stock | NOTE 7. CAPITAL STOCK The Company’s authorized capital stock consists of (a) 1,000,000,000 shares of common stock, par value $ 0.0001 per share; and (b) 100,000,000 shares of preferred stock, par value $ 0.0001 per share. As of June 30, 2024 and December 31, 2023 there were outstanding 12,780,000 Private Placement Warrants and 21,350,000 Public Warrants to purchase the Company’s common stock at an exercise price of $ 11.50 per share. As of June 30, 2024 and December 31, 2023 , no shares of preferred stock were issued or outstanding. Share Repurchase Program On February 22, 2024, the Company announced that its Board of Directors approved a share repurchase program which authorizes the repurchase of up to $ 15.0 million of the currently outstanding shares of the Company’s common stock over a period of twenty-four months beginning on March 1, 2024 (the “Initial Repurchase Program”). During the three and six months ended June 30, 2024, the Company repurchased and canceled an aggregate of 2,948,892 shares of its common stock for a total consideration of $ 8.0 million ($ 2.71 per share). As of June 30, 2024, $ 7.0 million remained available under the Initial Repurchase Program. The Company may repurchase shares periodically through various methods in accordance with applicable federal securities laws, including Rule 10b-18 of the Securities Exchange Act of 1934 (the “Exchange Act”). Such purchases will be at times and in amounts as the Company deems appropriate, based on factors such as price, market conditions, corporate and regulatory requirements, constrains specified in any Rule 10b5-1 trading plans, alternative investment opportunities and other business considerations. All shares repurchased will be canceled. The program does not obligate the Company to repurchase any dollar amount or number of shares, and may be modified, suspended, or discontinued at any time at the Company’s discretion without prior notice. |
Share-Based Compensation
Share-Based Compensation | 6 Months Ended |
Jun. 30, 2024 | |
Share-Based Payment Arrangement [Abstract] | |
Share-Based Compensation | NOTE 8. SHARE-BASED COMPENSATION In June 2021, the Company adopted the 2021 Incentive Award Plan (the “2021 Plan”) under which the Company may grant cash and equity incentive awards to officers, employees, directors, consultants and service providers in order to attract, motivate and retain talent. The 2021 Plan replaced the Company's previous stock compensation plan. All stock-based awards are measured based on the grant date fair value and are generally recognized on a straight-line basis in the Company’s condensed consolidated statement of operations over the requisite service period (generally requiring a four-year vesting period). The following table sets forth the total share-based compensation expense related to stock options and restricted stock units included in the respective components of operating expenses in the condensed consolidated statements of operations: Three Months Ended June 30, Six Months Ended June 30, 2024 2023 2024 2023 (in thousands) Unaudited Unaudited Unaudited Unaudited Research and development $ 362 $ 546 $ 997 $ 1,220 Clinical operations, net 80 126 131 246 Sales and marketing 630 445 1,079 836 General and administrative 2,035 1,012 3,152 2,130 Total stock-based compensation expense $ 3,107 $ 2,129 $ 5,359 $ 4,432 During the three months ended June 30, 2024, the Company modified certain equity awards in connection with certain key executives' separation from the Company and recognized $ 1.2 million of additional stock-based compensation expense as a result of these modifications. |
Net Loss Per Share
Net Loss Per Share | 6 Months Ended |
Jun. 30, 2024 | |
Earnings Per Share [Abstract] | |
Net Loss Per Share | NOTE 9. NET LOSS PER SHARE The following table sets forth the computation of basic and diluted net loss per share attributable to common stockholders for the periods presented: Three Months Ended June 30, Six Months Ended June 30, 2024 2023 2024 2023 (in thousands, except share and per share data) Unaudited Unaudited Unaudited Unaudited Net loss $ ( 474 ) $ ( 4,704 ) $ ( 1,940 ) $ ( 13,462 ) Weighted-average shares used to compute net loss per share: Basic and Diluted 169,148,522 164,195,697 168,997,734 163,003,363 Net loss per share: Basic and Diluted $ ( 0.00 ) $ ( 0.03 ) $ ( 0.01 ) $ ( 0.08 ) For the three and six months ended June 30, 2024 , the shares underlying the following were excluded from the calculation of diluted net loss per share since each would have had an anti-dilutive effect given the Company's net loss: 9,137,986 vested and non-vested stock options outstanding, 8,397,227 non-vested and outstanding restricted stock units, 12,780,000 Private Placement Warrants and 21,350,000 Public Warrants to purchase the Company’s common stock. For the three and six months ended June 30, 2023 , the shares underlying the following were excluded from the calculation of diluted income per share since each would have had an anti-dilutive effect given the Company's net loss: 12,365,441 vested and non-vested stock options outstanding, 10,179,411 non-vested and outstanding r estricted stock units, 12,780,000 Private Placement Warrants and 21,350,000 Public Warrants to purchase the Company’s common stock. |
Accrued Expenses and Other Curr
Accrued Expenses and Other Current Liabilities | 6 Months Ended |
Jun. 30, 2024 | |
Accrued Expenses and Other Current Liabilities Abstract | |
Accrued Expenses and Other Current Liabilities | NOTE 10. ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES The following table presents the amounts included within accrued expenses and other current liabilities as of June 30, 2024 and December 31, 2023: June 30, 2024 December 31, 2023 (in thousands) Unaudited Employee compensation $ 3,358 $ 7,269 Severance 978 — Professional fees 680 626 User acquisition 648 1,525 Other 1,649 3,048 Accrued expenses and other current liabilities $ 7,313 $ 12,468 |
Variable Interest Entities
Variable Interest Entities | 6 Months Ended |
Jun. 30, 2024 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
VARIABLE INTEREST ENTITIES ("VIEs") | NOTE 11. VARIABLE INTEREST ENTITIES ("VIEs" ) The Company holds a variable interest in Talkspace Provider Network, PA (“TPN”) and seven affiliated professional corporations (“PC entities”). The Company evaluates whether an entity in which it has a variable interest is considered a VIE. VIEs are generally entities that have either a total equity investment that is insufficient to permit the entity to finance its activities without additional subordinated financial support, or whose equity investors lack the characteristics of a controlling financial interest (i.e., ability to direct the activities of the entity that most significantly impact the entity's economic performance through voting rights and a right to receive the expected residual returns of the entity or an obligation to absorb the expected losses of the entity). TPN and the PC entities are considered VIEs. Under the provisions of ASC 810, “Consolidation”, an entity consolidates a VIE if it is determined to be the primary beneficiary of the VIE. The primary beneficiary has both (a) the power to direct the activities of the VIE that most significantly impact the entity’s economic performance, and (b) the obligation to absorb losses or the right to receive benefits from the VIE that could potentially be significant to the VIE. The Company has determined that it is able to direct the activities of TPN and the PC entities that most significantly impact their economic performance and it funds and absorbs all losses of these VIEs resulting in the Company being the primary beneficiary of these entities. Accordingly, the Company consolidates these VIEs. The following table details the assets and liabilities of the VIEs as of June 30, 2024 and December 31, 2023. The assets and liabilities in the table below are presented prior to consolidation and thus a portion of these assets and liabilities are eliminated in consolidation. June 30, 2024 December 31, 2023 (in thousands) Unaudited ASSETS Cash and cash equivalents $ 83 $ 167 Accounts receivable 7,812 4,031 Other assets 12,741 11,493 Total Assets $ 20,636 $ 15,691 LIABILITIES Accrued expenses and other current liabilities 1,546 2,831 Total Liabilities $ 1,546 $ 2,831 |
Subsequent Events
Subsequent Events | 6 Months Ended |
Jun. 30, 2024 | |
Subsequent Events [Abstract] | |
Subsequent Events | NOTE 12. SUBSEQUENT EVENT Share Repurchase Program On August 1, 2024 the Company’s Board of Directors approved an additional share repurchase program authorizing the Company to repurchase up to an additional $ 25.0 million of its common stock and warrants. Such repurchases may be completed periodically through various methods in compliance with applicable state and federal securities laws and will be at times and in amounts the Company deems appropriate, based on factors such as price, market conditions, corporate and regulatory requirements, constrains specified in any Rule 10b5-1 trading plans, alternative investment opportunities and other business considerations. All shares repurchased will be canceled. The program does not obligate the Company to repurchase any dollar amount or number of shares, and may be suspended or terminated at any time. This new repurchase program will expire on August 1, 2026 . After giving effect to this new program and remaining authority under the Initial Repurchase Program, the Company currently has authority to repurchase up to an aggregate of $ 32.0 million of its common stock and warrants. |
Significant Accounting Polici_2
Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2024 | |
Accounting Policies [Abstract] | |
Basis of presentation | Basis of presentation The unaudited condensed consolidated financial statements and accompanying notes have been prepared in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”). In management’s opinion, the unaudited condensed consolidated financial statements reflect all adjustments of a normal recurring nature that are necessary for a fair presentation of the results for the interim periods presented. The Company’s interim period results do not necessarily indicate the results that may be expected for any other interim period or for the full fiscal year. These condensed consolidated financial statements should be read in conjunction with the consolidated financial statements as of and for the year ended December 31, 2023, included in the Company's Annual Report on Form 10-K for the year ended December 31, 2023. The significant accounting policies applied in the annual consolidated financial statements of the Company as of December 31, 2023, have been applied consistently in these unaudited condensed consolidated financial statements, unless otherwise stated. The Company consolidates all subsidiaries in which it has a controlling financial interest, as well as any VIEs where the Company is deemed to be the primary beneficiary. Intercompany transactions and balances have been eliminated in the preparation of the condensed consolidated financial statements. |
Use of estimates | Use of estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates, judgments, and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses, together with amounts disclosed in the related notes to the condensed consolidated financial statements. The Company’s significant estimates and assumptions used in these condensed consolidated financial statements include, but are not limited to, the recognition and disclosure of revenue recognition, stock-based compensation awards and the fair value of warrant liabilities. The Company bases its estimates on historical factors, current circumstances and the experience and judgment of management. The Company evaluates its assumptions on an ongoing basis. The Company’s management believes that the estimates, judgments, and assumptions used are reasonable based on information available at the time they are made. Estimates, by their nature, are based on judgment and available information, therefore, actual results could be materially different from these estimates. |
Stock buy back | Stock buy-back The Company repurchases its common stock from time to time pursuant to a board-authorized share repurchase program through repurchase plans. Stock repurchases are accounted under ASC 505-30, Treasury Stock. The Company's policy is to retire all stock repurchased immediately after the transaction is completed. The Company records the amounts repurchased in accordance with ASC 505-30-30-8. |
Recently Issued and Adopted Accounting Pronouncements | Recently Issued and Recently Adopted Accounting Pronouncements The following Accounting Standards Update (“ASU”) issued by the Financial Accounting Standards Board ("FASB") has not yet been adopted by the Company: In November 2023, the FASB issued ASU 2023- 07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures to improve reportable segment disclosures, primarily through enhanced disclosures about significant segment expenses. This ASU applies to all public entities, including those with a single reportable segment. The revised guidance will require disclosure of significant segment expenses that are regularly provided to the chief operating decision maker (“CODM”), the title and position of the CODM and how the CODM uses the reported measures of segment profit or loss in assessing segment performance, among other requirements. This ASU is effective for fiscal years beginning after December 15, 2023, and for interim periods within fiscal years beginning after December 15, 2024, with early adoption permitted. The Company is currently evaluating the impact of adopting this ASU. In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures, which requires public entities, on an annual basis, to provide disclosure of specific categories in the rate reconciliation, as well as disclosure of income taxes paid disaggregated by jurisdiction. This ASU is effective for fiscal years beginning after December 15, 2024, with early adoption permitted. The Company is currently evaluating the impact of adopting this ASU. |
Revenue Recognition (Tables)
Revenue Recognition (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Revenue from Contract with Customer [Abstract] | |
Schedule of Disaggregation of Revenue by Revenue Source | The following table presents the Company’s revenues from sales to unaffiliated customers disaggregated by revenue source: Three Months Ended June 30, Six Months Ended June 30, (in thousands) 2024 2023 2024 2023 Revenues from sales to unaffiliated customers: Unaudited Unaudited Unaudited Unaudited Payor $ 29,945 $ 18,539 $ 58,453 $ 33,350 DTE 9,628 8,039 19,541 16,715 Consumer 6,485 9,067 13,480 18,916 Total revenue $ 46,058 $ 35,645 $ 91,474 $ 68,981 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Fair Value Disclosures [Abstract] | |
Schedule of determining the fair value assumptions of the private placement warrants | The following were the inputs utilized in determining the fair value of the Private Placement Warrants as of June 30, 2024 and 2023: June 30, Unaudited 2024 2023 Dividend yield (1) 0 % 0 % Expected volatility (2) 68.1 % 69.5 % Risk-free interest rate (3) 4.72 % 4.45 % Term to warrant expiration (years) 1.98 2.98 (1) No dividends were paid during the three and six months ended June 30, 2024 and 2023 . (2) The expected volatility is based on the back-solved implied volatility of the Company's public warrants as of the valuation date. (3) The risk-free interest rate is based on the yield from U.S. Treasury bonds with an equivalent term to the time to maturity of the warrants. |
Summary of Fair Value Measurements | Assets and Liabilities Measured at Fair Value The Company's assets and liabilities recorded at fair value on a recurring basis as of June 30, 2024 and December 31, 2023, have been categorized based upon the fair value hierarchy as follows: Fair Value Measurements as of June 30, 2024 Unaudited (in thousands) Level 1 Level 2 Level 3 Total Assets Cash $ 1,139 $ — $ — $ 1,139 Cash equivalents Money market funds 113,774 — — 113,774 Total cash and cash equivalents $ 114,913 $ — $ — $ 114,913 Liabilities Private Placement Warrants — — 1,332 1,332 Total Warrant Liabilities $ — $ — $ 1,332 $ 1,332 Fair Value Measurements as of December 31, 2023 (in thousands) Level 1 Level 2 Level 3 Total Assets Cash $ 1,078 $ — $ — $ 1,078 Cash equivalents Money market funds 122,830 — — 122,830 Total cash and cash equivalents $ 123,908 $ — $ — $ 123,908 Liabilities Private Placement Warrants — — 1,842 1,842 Total Warrant Liabilities $ — $ — $ 1,842 $ 1,842 |
Summary of warrants | The following table presents changes in Level 3 liabilities measured at fair value on a recurring basis during the three and six months ended June 30, 2024 and 2023: Level 3 Liabilities Unaudited For the Three Months Ended June 30, 2024 (in thousands) Beginning Balance Change in Fair Value Ending Balance Private Placement Warrants $ 2,988 $ ( 1,656 ) $ 1,332 For the Six Months Ended June 30, 2024 (in thousands) Beginning Balance Change in Fair Value Ending Balance Private Placement Warrants $ 1,842 $ ( 510 ) $ 1,332 Level 3 Liabilities Unaudited For the Three Months Ended June 30, 2023 (in thousands) Beginning Balance Change in Fair Value Ending Balance Private Placement Warrants $ 1,128 $ ( 308 ) $ 820 For the Six Months Ended June 30, 2023 (in thousands) Beginning Balance Change in Fair Value Ending Balance Private Placement Warrants $ 939 $ ( 119 ) $ 820 |
Property and Equipment, Net (Ta
Property and Equipment, Net (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property Plant and Equipment | Property and equipment, net, as of June 30, 2024 and December 31, 2023 consisted of the following: June 30, 2024 December 31, 2023 (in thousands) (Unaudited) Capitalized internal-use software costs $ 2,783 $ 431 Computer and equipment 754 736 Other 35 35 Property and equipment, gross 3,572 1,202 Less: accumulated depreciation ( 1,028 ) ( 888 ) Property and equipment, net $ 2,544 $ 314 |
Share-Based Compensation (Table
Share-Based Compensation (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Share-Based Payment Arrangement [Abstract] | |
Summary of Stock-Based Compensation Expense | The following table sets forth the total share-based compensation expense related to stock options and restricted stock units included in the respective components of operating expenses in the condensed consolidated statements of operations: Three Months Ended June 30, Six Months Ended June 30, 2024 2023 2024 2023 (in thousands) Unaudited Unaudited Unaudited Unaudited Research and development $ 362 $ 546 $ 997 $ 1,220 Clinical operations, net 80 126 131 246 Sales and marketing 630 445 1,079 836 General and administrative 2,035 1,012 3,152 2,130 Total stock-based compensation expense $ 3,107 $ 2,129 $ 5,359 $ 4,432 |
Net Loss Per Share (Tables)
Net Loss Per Share (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Earnings Per Share [Abstract] | |
Schedule of Computation of Basic and Diluted Net Income (Loss) Per Share Attributable to Common Stockholders | The following table sets forth the computation of basic and diluted net loss per share attributable to common stockholders for the periods presented: Three Months Ended June 30, Six Months Ended June 30, 2024 2023 2024 2023 (in thousands, except share and per share data) Unaudited Unaudited Unaudited Unaudited Net loss $ ( 474 ) $ ( 4,704 ) $ ( 1,940 ) $ ( 13,462 ) Weighted-average shares used to compute net loss per share: Basic and Diluted 169,148,522 164,195,697 168,997,734 163,003,363 Net loss per share: Basic and Diluted $ ( 0.00 ) $ ( 0.03 ) $ ( 0.01 ) $ ( 0.08 ) |
Accrued Expenses and Other Cu_2
Accrued Expenses and Other Current Liabilities (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Accrued Expenses and Other Current Liabilities Abstract | |
Schedule of accrued expenses and other current liabilities | accrued expenses and other current liabilities as of June 30, 2024 and December 31, 2023: June 30, 2024 December 31, 2023 (in thousands) Unaudited Employee compensation $ 3,358 $ 7,269 Severance 978 — Professional fees 680 626 User acquisition 648 1,525 Other 1,649 3,048 Accrued expenses and other current liabilities $ 7,313 $ 12,468 |
Variable Interest Entities (Tab
Variable Interest Entities (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Assets and liabilities of the Company's consolidated VIE | The following table details the assets and liabilities of the VIEs as of June 30, 2024 and December 31, 2023. The assets and liabilities in the table below are presented prior to consolidation and thus a portion of these assets and liabilities are eliminated in consolidation. June 30, 2024 December 31, 2023 (in thousands) Unaudited ASSETS Cash and cash equivalents $ 83 $ 167 Accounts receivable 7,812 4,031 Other assets 12,741 11,493 Total Assets $ 20,636 $ 15,691 LIABILITIES Accrued expenses and other current liabilities 1,546 2,831 Total Liabilities $ 1,546 $ 2,831 |
Revenue Recognition - Schedule
Revenue Recognition - Schedule of Disaggregation of Revenue by Revenue Source (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Revenues fom sales to unaffiliated customers: | ||||
Total Revenue | $ 46,058 | $ 35,645 | $ 91,474 | $ 68,981 |
Payor Revenue | ||||
Revenues fom sales to unaffiliated customers: | ||||
Total Revenue | 29,945 | 18,539 | 58,453 | 33,350 |
DTE Revenue | ||||
Revenues fom sales to unaffiliated customers: | ||||
Total Revenue | 9,628 | 8,039 | 19,541 | 16,715 |
Consumer Revenue | ||||
Revenues fom sales to unaffiliated customers: | ||||
Total Revenue | $ 6,485 | $ 9,067 | $ 13,480 | $ 18,916 |
Revenue Recognition - Additiona
Revenue Recognition - Additional Information (Detail) - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 |
Disaggregation of Revenue [Line Items] | ||
Accounts receivable, net | $ 11,554 | $ 10,174 |
DTE Revenue | Accounts Receivable [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Accounts receivable, net | 8,700 | 7,800 |
Payor Revenue | ||
Disaggregation of Revenue [Line Items] | ||
Accounts receivable, net | $ 2,800 | $ 2,400 |
Fair Value Measurements - Addit
Fair Value Measurements - Additional Information (Detail) - shares | 6 Months Ended | |||
Jun. 30, 2024 | Jun. 30, 2023 | Dec. 31, 2023 | ||
Public Warrant [Member] | ||||
Warrants outstanding | 21,350,000 | 21,350,000 | ||
Private Placement Warrants | ||||
Expected volatility | [1] | 68.10% | 69.50% | |
Warrants outstanding | 12,780,000 | 12,780,000 | ||
[1] The expected volatility is based on the back-solved implied volatility of the Company's public warrants as of the valuation date. |
Fair Value Measurements - Sched
Fair Value Measurements - Schedule of determining the fair value assumptions of the private placement warrants (Details) - Private Placement Warrant [Member] | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | ||
Dividend yield | [1] | 0% | 0% |
Expected volatility | [2] | 68.10% | 69.50% |
Risk-free interest rate | [3] | 4.72% | 4.45% |
Term to warrant expiration (years) | 1 year 11 months 23 days | 2 years 11 months 23 days | |
[1] No dividends were paid during the three and six months ended June 30, 2024 and 2023 . The expected volatility is based on the back-solved implied volatility of the Company's public warrants as of the valuation date. The risk-free interest rate is based on the yield from U.S. Treasury bonds with an equivalent term to the time to maturity of the warrants. |
Fair Value Measurements - Summa
Fair Value Measurements - Summary of Fair Value Measurements (Detail) - USD ($) $ in Thousands | Jun. 30, 2024 | Mar. 31, 2024 | Dec. 31, 2023 | Jun. 30, 2023 | Mar. 31, 2023 | Dec. 31, 2022 |
Fair Value, Inputs, Level 3 [Member] | Private Placement Warrants | ||||||
Liabilities: | ||||||
Total Warrant Liabilities | $ 1,332 | $ 2,988 | $ 1,842 | $ 820 | $ 1,128 | $ 939 |
Fair Value, Recurring [Member] | ||||||
Assets: | ||||||
Cash | 1,139 | 1,078 | ||||
Money market funds | 113,774 | 122,830 | ||||
Total cash and cash equivalents | 114,913 | 123,908 | ||||
Liabilities: | ||||||
Total Warrant Liabilities | 1,332 | 1,842 | ||||
Fair Value, Recurring [Member] | Private Placement Warrants | ||||||
Liabilities: | ||||||
Total Warrant Liabilities | 1,332 | 1,842 | ||||
Fair Value, Recurring [Member] | Fair Value, Inputs, Level 1 [Member] | ||||||
Assets: | ||||||
Cash | 1,139 | 1,078 | ||||
Money market funds | 113,774 | 122,830 | ||||
Total cash and cash equivalents | 114,913 | 123,908 | ||||
Liabilities: | ||||||
Total Warrant Liabilities | 0 | 0 | ||||
Fair Value, Recurring [Member] | Fair Value, Inputs, Level 1 [Member] | Private Placement Warrants | ||||||
Liabilities: | ||||||
Total Warrant Liabilities | 0 | 0 | ||||
Fair Value, Recurring [Member] | Fair Value, Inputs, Level 2 [Member] | ||||||
Assets: | ||||||
Cash | 0 | 0 | ||||
Money market funds | 0 | 0 | ||||
Total cash and cash equivalents | 0 | 0 | ||||
Liabilities: | ||||||
Total Warrant Liabilities | 0 | 0 | ||||
Fair Value, Recurring [Member] | Fair Value, Inputs, Level 2 [Member] | Private Placement Warrants | ||||||
Liabilities: | ||||||
Total Warrant Liabilities | 0 | 0 | ||||
Fair Value, Recurring [Member] | Fair Value, Inputs, Level 3 [Member] | ||||||
Assets: | ||||||
Cash | 0 | 0 | ||||
Money market funds | 0 | 0 | ||||
Total cash and cash equivalents | 0 | 0 | ||||
Liabilities: | ||||||
Total Warrant Liabilities | 1,332 | 1,842 | ||||
Fair Value, Recurring [Member] | Fair Value, Inputs, Level 3 [Member] | Private Placement Warrants | ||||||
Liabilities: | ||||||
Total Warrant Liabilities | $ 1,332 | $ 1,842 |
Fair Value Measurements - Sum_2
Fair Value Measurements - Summary of warrants (Detail) - Private Placement Warrants - Level 3 [Member] - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Class of Warrant or Right [Line Items] | ||||
Fair value as of beginning | $ 2,988 | $ 1,128 | $ 1,842 | $ 939 |
Change in value | (1,656) | (308) | (510) | (119) |
Fair value as of ending | $ 1,332 | $ 820 | $ 1,332 | $ 820 |
Property and Equipment, Net - S
Property and Equipment, Net - Schedule of Property Plant and Equipment (Details) - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 |
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 3,572 | $ 1,202 |
Less: accumulated depreciation | (1,028) | (888) |
Property and equipment, net | 2,544 | 314 |
Capitalized internal-use software costs | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 2,783 | 431 |
Computer and equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 754 | 736 |
Other | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 35 | $ 35 |
Commitments and Contingent Li_2
Commitments and Contingent Liabilities - Additional Information (Details) $ in Thousands | 6 Months Ended |
Jun. 30, 2024 USD ($) | |
Commitments and Contingencies Disclosure [Abstract] | |
Legal proceedings, claims or litigation | $ 0 |
Capital Stock - Additional Info
Capital Stock - Additional Information (Details) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2024 | Feb. 22, 2024 | Dec. 31, 2023 | |
Class of Stock [Line Items] | ||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 11.5 | $ 11.5 | $ 11.5 | |
Common stock, shares authorized | 1,000,000,000 | 1,000,000,000 | 1,000,000,000 | |
Common stock, par value | $ 0.0001 | $ 0.0001 | $ 0.0001 | |
Preferred stock, shares authorized | 100,000,000 | 100,000,000 | ||
Preferred stock, par value | $ 0.0001 | $ 0.0001 | ||
Preferred Stock Shares Issued | 0 | 0 | 0 | |
Preferred stock, shares outstanding | 0 | 0 | 0 | |
Share Repurchase Program | ||||
Class of Stock [Line Items] | ||||
Accelerated Share Repurchases, Adjustment to Recorded Amount | $ 7 | |||
Share Repurchase Program | Board of Directors | ||||
Class of Stock [Line Items] | ||||
Stock repurchase authorized amount | $ 15 | |||
Common Stock [Member] | Share Repurchase Program | ||||
Class of Stock [Line Items] | ||||
Repurchase and cancellation of common stock, shares | 2,948,892 | 2,948,892 | ||
Business Combination, Consideration Transferred, Total | $ 8 | |||
Consideration Per Shares | $ 2.71 | |||
Private Placement Warrants | ||||
Class of Stock [Line Items] | ||||
Warrants and Rights Outstanding | 12,780,000 | 12,780,000 | 12,780,000 | |
Public Warrants | ||||
Class of Stock [Line Items] | ||||
Warrants and Rights Outstanding | 21,350,000 | 21,350,000 | 21,350,000 |
Share-Based Compensation - Summ
Share-Based Compensation - Summary of Stock-based Compensation Expense (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Share based compensation expense | $ 3,107 | $ 2,129 | $ 5,359 | $ 4,432 |
Research and Development | ||||
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Share based compensation expense | 362 | 546 | 997 | 1,220 |
Clinical Operations, Net | ||||
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Share based compensation expense | 80 | 126 | 131 | 246 |
Sales and Marketing | ||||
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Share based compensation expense | 630 | 445 | 1,079 | 836 |
General and Administrative | ||||
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Share based compensation expense | $ 2,035 | $ 1,012 | $ 3,152 | $ 2,130 |
Share-Based Compensation (Addit
Share-Based Compensation (Additional Information) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||
Share based compensation expense | $ 3,107 | $ 2,129 | $ 5,359 | $ 4,432 |
Separation Agreements [Member] | ||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||
Share based compensation expense | $ 1,200 |
Net Loss Per Share - Schedule o
Net Loss Per Share - Schedule of Computation of Basic and Diluted Net Income (Loss) Per Share Attributable to Common Stockholders (Detail) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2024 | Mar. 31, 2024 | Jun. 30, 2023 | Mar. 31, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Numerator: | ||||||
Net Income (Loss) | $ (474) | $ (1,466) | $ (4,704) | $ (8,758) | $ (1,940) | $ (13,462) |
Denominator: | ||||||
Weighted average number of common shares used in computing basic net loss per share | 169,148,522 | 164,195,697 | 168,997,734 | 163,003,363 | ||
Weighted average number of common shares used in computing diluted net loss per share | 169,148,522 | 164,195,697 | 168,997,734 | 163,003,363 | ||
Net loss per share: Basic | $ 0 | $ (0.03) | $ (0.01) | $ (0.08) | ||
Net loss per share: Diluted | $ 0 | $ (0.03) | $ (0.01) | $ (0.08) |
Net Loss Per Share - Schedule_2
Net Loss Per Share - Schedule of Computation of Basic and Diluted Net Income (Loss) Per Share Attributable to Common Stockholders (Parenthetical) (Details) - $ / shares | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Earnings Per Share [Abstract] | ||||
Net loss per share: Basic | $ 0 | $ (0.03) | $ (0.01) | $ (0.08) |
Net loss per share: Diluted | $ 0 | $ (0.03) | $ (0.01) | $ (0.08) |
Net Loss Per Share - Additional
Net Loss Per Share - Additional Information (Detail) - shares | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Restricted Stock Units (RSUs) | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 8,397,227 | 10,179,411 | 8,397,227 | 10,179,411 |
Employee Stock Option | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 9,137,986 | 12,365,441 | 9,137,986 | 12,365,441 |
Private Placement Warrants | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 12,780,000 | 12,780,000 | 12,780,000 | 12,780,000 |
Public Warrants | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 21,350,000 | 21,350,000 | 21,350,000 | 21,350,000 |
Accrued Expenses and Other Cu_3
Accrued Expenses and Other Current Liabilities - Schedule of accrued expenses and other current liabilities (Details) - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 |
Accrued Expense and Other Current Liabilities [Abstract] | ||
Employee compensation | $ 3,358 | $ 7,269 |
Severance | 978 | |
User acquisition | 648 | 1,525 |
Professional fees | 680 | 626 |
Other | 1,649 | 3,048 |
Accrued expenses and other current liabilities | $ 7,313 | $ 12,468 |
Variable Interest Entities -Add
Variable Interest Entities -Additional Information (Details) | 6 Months Ended |
Jun. 30, 2024 | |
Variable interest in TPN | |
Variable Interest Entity [Line Items] | |
Variable Interest Entity, Financial or Other Support, Reasons | The Company holds a variable interest in Talkspace Provider Network, PA (“TPN”) and seven affiliated professional corporations (“PC entities”). The Company evaluates whether an entity in which it has a variable interest is considered a VIE. VIEs are generally entities that have either a total equity investment that is insufficient to permit the entity to finance its activities without additional subordinated financial support, or whose equity investors lack the characteristics of a controlling financial interest (i.e., ability to direct the activities of the entity that most significantly impact the entity's economic performance through voting rights and a right to receive the expected residual returns of the entity or an obligation to absorb the expected losses of the entity). |
Variable Interest Entities - Su
Variable Interest Entities - Summary of assets and liabilities of the Company's consolidated VIE (Details) - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 |
ASSETS | ||
Cash and cash equivalents | $ 114,913 | $ 123,908 |
Accounts receivable | 11,554 | 10,174 |
Total assets | 133,790 | 142,221 |
LIABILITIES | ||
Accrued expenses and other current liabilities | 7,313 | 12,468 |
Variable Interest Entity [Member] | ||
ASSETS | ||
Cash and cash equivalents | 83 | 167 |
Accounts receivable | 7,812 | 4,031 |
Other assets | 12,741 | 11,493 |
Total assets | 20,636 | 15,691 |
LIABILITIES | ||
Accrued expenses and other current liabilities | 1,546 | 2,831 |
Total Liabilities | $ 1,546 | $ 2,831 |
SUBSEQUENT EVENT (Additional In
SUBSEQUENT EVENT (Additional Information) (Details) - Share Repurchase Program - USD ($) $ in Millions | Aug. 01, 2024 | Feb. 22, 2024 |
Board of Directors | ||
Subsequent Event [Line Items] | ||
Stock repurchase authorized amount | $ 15 | |
Subsequent Event [Member] | ||
Subsequent Event [Line Items] | ||
Stock repurchase authorized amount | $ 32 | |
Share repurchase program, expiration date | Aug. 01, 2026 | |
Subsequent Event [Member] | Board of Directors | ||
Subsequent Event [Line Items] | ||
Stock repurchase authorized amount | $ 25 |