Tivity Health (TVTY) 10-Q 7 May 21 2021 Q1 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	3 Months Ended
	Mar. 31, 2021	May 05, 2021
Cover [Abstract]
Entity Registrant Name	TIVITY HEALTH, INC.
Entity Central Index Key	0000704415
Current Fiscal Year End Date	--12-31
Entity Filer Category	Accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	false
Entity Current Reporting Status	Yes
Entity Shell Company	false
Document Fiscal Year Focus	2021
Document Fiscal Period Focus	Q1
Trading Symbol	TVTY
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Mar. 31, 2021
Entity Common Stock, Shares Outstanding		49,260,746
Entity File Number	000-19364
Entity Tax Identification Number	62-1117144
Entity Address, Address Line One	701 Cool Springs Boulevard
Entity Address, City or Town	Franklin
Entity Address, State or Province	TN
Entity Address, Postal Zip Code	37067
City Area Code	800
Local Phone Number	869-5311
Entity Interactive Data Current	Yes
Title of 12(b) Security	Common Stock - $.001 par value
Security Exchange Name	NASDAQ
Document Quarterly Report	true
Document Transition Report	false
Entity Incorporation, State or Country Code	DE

CONSOLIDATED BALANCE SHEETS (Un

CONSOLIDATED BALANCE SHEETS (Unaudited) - USD ($) $ in Thousands		Mar. 31, 2021	Dec. 31, 2020
Current assets:
Cash and cash equivalents		$ 52,428	$ 100,385
Accounts receivable, net		44,959	25,981
Prepaid expenses		4,154	5,556
Income taxes receivable		779	10,996
Other current assets		19,586	11,336
Total current assets		121,906	154,254
Property and equipment, net of accumulated depreciation of $40,713 and $38,188 respectively		19,981	20,959
Right-of-use assets		16,288	18,139
Long-term deferred tax asset		1,186	3,601
Intangible assets, net		29,049	29,049
Goodwill, net		334,680	334,680
Other assets		16,808	18,301
Total assets		539,898	578,983
Current liabilities:
Accounts payable		18,400	19,741
Accrued salaries and benefits		5,264	8,949
Accrued liabilities		31,395	18,424
Deferred revenue		4,351	4,460
Current portion of long-term debt	[1]	7,456	7,456
Current portion of lease liabilities		8,064	8,052
Current portion of other long-term liabilities		14,195	14,753
Total current liabilities		89,125	81,835
Long-term debt		397,750	459,250
Long-term lease liabilities		9,460	11,494
Other long-term liabilities		17,309	22,748
Commitments and contingent liabilities
Stockholders' equity:
Preferred stock $.001 par value, 5,000,000 shares authorized, none outstanding
Common Stock $.001 par value, 120,000,000 shares authorized, 49,246,281 and 48,983,735 shares outstanding, respectively		49	49
Additional paid-in capital		513,923	513,263
Accumulated deficit		(444,949)	(464,085)
Treasury stock, at cost, 2,254,953 shares in treasury		(28,182)	(28,182)
Accumulated other comprehensive loss		(14,587)	(17,389)
Total stockholders' equity		26,254	3,656
Total liabilities and stockholders' equity		$ 539,898	$ 578,983
[1]	Represents additional term loan principal due upon final settlement of the sale of Nutrisystem based on the estimated post-Closing adjustments.

CONSOLIDATED BALANCE SHEETS (_2

CONSOLIDATED BALANCE SHEETS (Unaudited) (Parenthetical) - USD ($) $ in Thousands	Mar. 31, 2021	Dec. 31, 2020
Statement Of Financial Position [Abstract]
Accumulated depreciation	$ 40,713	$ 38,188
Stockholders' equity:
Preferred stock, par value (in dollars per share)	$ 0.001	$ 0.001
Preferred stock, shares authorized (in shares)	5,000,000	5,000,000
Preferred stock, shares outstanding (in shares)	0	0
Common stock, par value (in dollars per share)	$ 0.001	$ 0.001
Common stock, shares authorized (in shares)	120,000,000	120,000,000
Common stock, shares outstanding (in shares)	49,246,281	48,983,735
Treasury stock (in shares)	2,254,953	2,254,953

CONSOLIDATED STATEMENTS OF OPER

CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) - USD ($) shares in Thousands, $ in Thousands	3 Months Ended
	Mar. 31, 2021	Mar. 31, 2020
Income Statement [Abstract]
Revenues	$ 108,085	$ 159,692
Cost of revenue (exclusive of depreciation of $2,531 and $1,831, respectively included below)	57,285	115,148
Marketing expense	1,231	7,299
Selling, general and administrative expenses	9,696	12,052
Depreciation expense	2,683	2,030
Restructuring and related charges		482
Operating income	37,190	22,681
Interest expense	10,756	11,270
Other (income) expense, net	(1,130)
Total non-operating expense, net	9,626	11,270
Income before income taxes	27,564	11,411
Income tax expense	7,620	3,136
Income from continuing operations	19,944	8,275
Loss from discontinued operations, net of income tax benefit of $277 and $18,282, respectively	(808)	(206,381)
Net income (loss)	$ 19,136	$ (198,106)
Earnings (loss) per share - basic:
Continuing operations	$ 0.41	$ 0.17
Discontinued operations	(0.02)	(4.25)
Net income (loss)	0.39	(4.08)
Earnings (loss) per share - diluted:
Continuing operations	0.40	0.17
Discontinued operations	(0.02)	(4.22)
Net income (loss)	$ 0.38	$ (4.05)
Comprehensive income (loss)	$ 21,938	$ (217,935)
Weighted average common shares and equivalents:
Basic	49,222	48,613
Diluted	50,340	48,855

CONSOLIDATED STATEMENTS OF OP_2

CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) (Parenthetical) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2021	Mar. 31, 2020
Income Statement [Abstract]
Depreciation	$ 2,531	$ 1,831
Discontinued operation, income tax benefit	$ 277	$ 18,282

CONSOLIDATED STATEMENTS OF COMP

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) (Unaudited) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2021	Mar. 31, 2020
Statement Of Income And Comprehensive Income [Abstract]
Net income (loss)	$ 19,136	$ (198,106)
Net change in fair value of effective portion of interest rate swaps designated as cash flow hedges, net of tax (expense) benefit of ($882) and $6,802, respectively	2,576	(19,829)
Reclassification adjustment for previously deferred loss from interest rate swaps included in "Interest expense," net of tax of $78	226
Total other comprehensive income (loss), net of tax	2,802	(19,829)
Comprehensive income (loss)	$ 21,938	$ (217,935)

CONSOLIDATED STATEMENTS OF CO_2

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) (Unaudited) (Parenthetical) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2021	Mar. 31, 2020
Statement Of Income And Comprehensive Income [Abstract]
Net change in fair value of effective portion of interest rate swaps designated as cash flow hedges, tax (expense) benefit	$ (882)	$ 6,802
Reclassification adjustment for previously deferred loss from interest rate swaps, tax	$ 78

CONSOLIDATED STATEMENT OF CHANG

CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY (Unaudited) - USD ($) $ in Thousands	Total	Common Stock	Additional Paid-in Capital	Accumulated Deficit	Treasury Stock	Accumulated Other Comprehensive Loss
Balance at Dec. 31, 2019	$ 223,700	$ 48	$ 504,419	$ (240,494)	$ (28,182)	$ (12,091)
Comprehensive income (loss)	(217,935)			(198,106)		(19,829)
Exercise and vesting of share-based compensation awards	601		601
Tax withholding for share-based compensation	(2,795)		(2,795)
Share-based employee compensation expense	824		824
Other	19			19
Balance at Mar. 31, 2020	4,414	48	503,049	(438,581)	(28,182)	(31,920)
Balance at Dec. 31, 2020	3,656	49	513,263	(464,085)	(28,182)	(17,389)
Comprehensive income (loss)	21,938			19,136		2,802
Exercise and vesting of share-based compensation awards	164		164
Tax withholding for share-based compensation	(2,502)		(2,502)
Share-based employee compensation expense	2,998		2,998
Balance at Mar. 31, 2021	$ 26,254	$ 49	$ 513,923	$ (444,949)	$ (28,182)	$ (14,587)

CONSOLIDATED STATEMENTS OF CASH

CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2021	Mar. 31, 2020
Cash flows from operating activities:
Income from continuing operations	$ 19,944	$ 8,275
Loss from discontinued operations	(808)	(206,381)
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
Depreciation and amortization	2,683	14,763
Amortization and write-off of deferred loan costs	1,183	1,212
Amortization and write-off of debt discount	1,077	1,095
Share-based employee compensation expense	2,998	824
Gain on derivatives	(1,130)
Impairment of goodwill and intangible assets of discontinued operation		199,500
Deferred income taxes	1,454	(16,031)
(Increase) decrease in accounts receivable, net	(18,978)	16,665
Decrease in income taxes receivable	10,217
Decrease in inventory		4,057
Decrease in other current assets	529	4,746
(Decrease) increase in accounts payable	(42)	12,612
Decrease in accrued salaries and benefits	(3,685)	(4,852)
Increase in other current liabilities	5,594	5,501
(Decrease) increase in deferred revenue	(109)	3,247
Other	1,691	1,790
Net cash flows provided by operating activities	22,618	47,023
Cash flows from investing activities:
Acquisition of property and equipment	(1,561)	(4,875)
Settlement on derivatives not designated as hedges	(1,633)
Net cash flows used in investing activities	(3,194)	(4,875)
Cash flows from financing activities:
Proceeds from issuance of long-term debt		160,325
Payments of long-term debt	(63,600)	(123,000)
Payments related to tax withholding for share-based compensation	(2,502)	(2,795)
Exercise of stock options	164	601
Change in cash overdraft and other	(1,443)	3,269
Net cash flows (used in) provided by financing activities	(67,381)	38,400
Net (decrease) increase in cash and cash equivalents	(47,957)	80,548
Cash and cash equivalents, beginning of period	100,385	2,486
Cash and cash equivalents, end of period	$ 52,428	$ 83,034

Basis of Presentation and Recen

Basis of Presentation and Recent Developments	3 Months Ended
	Mar. 31, 2021
Organization Consolidation And Presentation Of Financial Statements [Abstract]
Basis of Presentation and Recent Developments	1. Basis of Presentation and Recent Developments Our financial statements and accompanying notes are prepared in accordance with generally accepted accounting principles in the United States (“U.S. GAAP”). In our opinion, the accompanying consolidated financial statements of Tivity Health, Inc. and its wholly owned subsidiaries (collectively, “Tivity Health,” the “Company,” or such terms as “we,” “us,” or “our”) reflect all adjustments, consisting only of normal recurring adjustments, necessary for a fair statement. We have reclassified certain items in prior periods to conform to current classifications. Our results from continuing operations do not include the results of Nutrisystem, Inc. (“Nutrisystem”), which we sold effective December 9, 2020. Results of operations for Nutrisystem have been classified as discontinued operations for all periods presented in the accompanying consolidated financial statements. We have omitted certain financial information that is normally included in financial statements prepared in accordance with U.S. GAAP but that is not required for interim reporting purposes. You should read the accompanying consolidated financial statements in conjunction with the financial statements and notes thereto included in our Annual Report on Form 10-K for the year ended December 31, 2020.

Recent Relevant Accounting Stan

Recent Relevant Accounting Standards	3 Months Ended
	Mar. 31, 2021
New Accounting Pronouncements And Changes In Accounting Principles [Abstract]
Recent Relevant Accounting Standards	2 . Re c o a d In March 2020, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2020-04, “ Reference Rate Reform (“ASC 848”): Facilitation of the Effects of Reference Rate Reform on Financial Reporting”. ASC 848 contains temporary optional expedients and exceptions for applying U.S. GAAP to contracts, hedging relationships, and other transactions affected by reference rate reform, such as a transition away from the use of LIBOR. ASC 848 was effective for the Company as of January 1, 2020. The provisions of ASC 848 are available through December 31, 2022, at which time the reference rate replacement activity is expected to have been completed. The provisions of ASC 848 must be applied at a Topic, Subtopic or Industry Subtopic level for all transactions other than derivatives, which may be applied at a hedging relationship level. The accounting relief provided by ASC 848 is applicable only to legacy contracts if the amendments made to the agreements are solely for reference rate reform activities. Modifications that are unrelated to reference rate reform will scope out a given contract. ASC 848 allows for different elections to be made at different points in time, and the timing of those elections will be documented as applicable. For the avoidance of doubt, we intend to reassess the elections of optional expedients and exceptions included within ASC 848 related to our hedging activities and will document the election of these items on a quarterly basis. In March 2020, we elected the expedient that allows us to assume that our hedged interest payments are probable of occurring regardless of any expected modification in their terms related to reference rate reform. In addition, we have the option to change the method of assessing effectiveness upon a change in the critical terms of the derivative or the hedged transactions and upon the end of relief under ASC 848. In June 2020, we elected to (i) continue the method of assessing effectiveness as documented in the original hedge documentation and (ii) apply the expedient wherein the reference rate on the hypothetical derivative matches the reference rate on the hedging instrument. We will also apply the aforementioned elections to any future designated cash flow hedging relationship. In October 2018, the FASB issued ASU 2018-16, "Derivatives and Hedging (Topic 815): Inclusion of the Secured Overnight Financing Rate (“SOFR”) Overnight Index Swap (OIS) Rate as a Benchmark Interest Rate for Hedge Accounting Purposes" (“ASU 2018-16”), which adds the OIS rate based on SOFR as a U.S. benchmark interest rate to facilitate the LIBOR to SOFR transition and provide lead time for entities to prepare for changes to interest rate risk hedging strategies. ASU 2018-16 is effective for fiscal years beginning after December 15, 2018, and interim periods within those years, with early adoption permitted. As of March 31, 2021, the benchmark interest rate in our existing interest rate swap agreements is LIBOR. The adoption of this standard did not have an impact on our financial position, results of operations, or cash flows .

Discontinued Operations

Discontinued Operations	3 Months Ended
	Mar. 31, 2021
Discontinued Operations And Disposal Groups [Abstract]
Discontinued Operations	3. Discontinued Operations On October 18, 2020, we entered into a Stock Purchase Agreement (“Purchase Agreement”) with Kainos NS Holdings LP, a Delaware limited partnership (“Parent”), and KNS Acquisition Corp., a Delaware corporation and indirect wholly owned subsidiary of Parent (“Purchaser,” and collectively with Parent, “Kainos”) to sell to Kainos all of the issued and outstanding capital stock of Nutrisystem, a wholly owned subsidiary of the Company that included the Nutrisystem and South Beach Diet programs, which would result in the disposition of our Nutrition business. Effective as of December 9, 2020, we completed the sale of Nutrisystem to Kainos for We estimate such working capital adjustment will result in additional proceeds to be received in 2021 of $2.8 million, which we have recorded in other current assets at March 31, 2021 and December 31, 2020. Additionally, we incurred $11.2 million of transaction costs in 2020 directly related to the disposition of Nutrisystem, resulting in estimated net proceeds, after post-closing adjustment, of $550.5 million. In accordance with ASC Topic 205, “Presentation of Financial Statements”, the Nutrition business met the criteria for discontinued operations, as it was a component of the Company and the sale represented a strategic shift in the Company’s operations and financial results. Accordingly, the results of operations of the Nutrition business have been classified as discontinued operations for 2020 and 2021. The following table presents financial results of the Nutrition business included in “loss from discontinued operations" for the three months ended March 31, 2021 and 2020. Three Months Ended March 31, (In thousands) 2021 2020 Revenues $ — $ 177,963 Cost of revenues — 84,009 Marketing expenses — 79,773 Selling, general and administrative expenses (1) 1,085 15,956 Depreciation and amortization — 12,734 Impairment loss — 199,500 Restructuring and related charges — 260 Interest expense (2) — 10,394 Pretax loss from discontinued operations (1,085 ) (224,663 ) Total pretax loss on discontinued operations $ (1,085 ) $ (224,663 ) Income tax benefit (277 ) (18,282 ) Loss from discontinued operations, net of income tax benefit $ (808 ) $ (206,381 ) (1) For the three months ended March 31, 2021, expenses from discontinued operations primarily relate to legal fees and separation costs. (2) The term loans under our Credit Agreement were originated with the purchase of Nutrisystem on March 8, 2019. Following the disposition of Nutrisystem, we repaid $519.0 million of principal on the term loans under the terms of our credit agreement. In conjunction with the partial debt prepayment, we wrote off a portion of the related deferred loan costs and original issue discount. For the three months ended March 31, 2020, we allocated interest expense to discontinued operations based on the interest expense incurred during the period related to $519.0 million of term loan debt, using our historical interest rates. The depreciation, amortization and significant operating and investing non-cash items of the discontinued operations were as follows: Three Months Ended March 31, (In thousands) 2021 2020 Impairment of goodwill and intangible assets $ — $ 199,500 Depreciation and amortization — 12,734 Capital expenditures on discontinued operations — 1,682 Deferred income taxes (277 ) (18,279 )

Revenue Recognition

Revenue Recognition	3 Months Ended
	Mar. 31, 2021
Revenue From Contract With Customer [Abstract]
Revenue Recognition	4 . Revenue Recognition We account for revenue from contracts with customers in accordance with Accounting Standards Codification (“ASC”) Topic 606. The unit of account in ASC Topic 606 is a performance obligation, which is a promise in a contract to transfer to a customer either a distinct good or service (or bundle of goods or services) or a series of distinct goods or services provided over a period of time. ASC Topic 606 requires that a contract's transaction price, which is the amount of consideration to which an entity expects to be entitled in exchange for transferring promised goods or services to a customer, is to be allocated to each performance obligation in the contract based on relative standalone selling prices and recognized as revenue when or as the performance obligation is satisfied. We earn revenue from continuing operations primarily from three programs: SilverSneakers ® ® TM Except for Prime Fitness, our customer contracts generally have initial terms of approximately three years. Some contracts allow the customer to terminate early and/or determine on an annual basis to which of their members they will offer our programs. For Prime Fitness, our contracts with commercial health plans, employers, and other sponsoring organizations generally have initial terms of approximately three years, while individuals who purchase the Prime Fitness program through these organizations may cancel at any time (on a monthly basis) after an initial period of one to three months. The significant majority of our customer contracts contain one December 31, 2020 and increased deferred revenue by $3.7 million, excluding amounts recognized as revenue during 2021. Our fees are variable month to month and are generally billed per member per month (“PMPM”) or billed based on a combination of PMPM and member visits to a network location. We bill PMPM fees by multiplying the contractually negotiated PMPM rate by the number of members eligible for or receiving our services during the month. T he average monthly total participation levels of our members were significantly lower for the three months ended March 31, 2021 than for the three months ended March 31, 2020 due to the COVID-19 pandemic. As a result, revenues from PMPM fees represented 53% of SilverSneakers revenue for the three months ended March 31, 2021, compared to 36% for the three months ended March 31, 2020. 0.8 million capitalized . During the three months ended March 31, 202 1 and 20 20 , amortization expense related to such capitalized costs was $ 0.2 million and $ 0.1 million , respectively. Our customer contracts include variable consideration, which is allocated to each distinct month over the contract term based on eligible members and/or member visits each month. The allocated consideration corresponds directly with the value to our customers of our services completed for the month. Under the majority of contracts, we recognize revenue each month using the practical expedient available under ASC 606-10-55-18, which provides that revenue is recognized in the amount for which we have the right to invoice. ASC 606-10-50-14(b) provides an optional exemption, which we have elected to apply, from disclosing remaining performance obligations when revenue is recognized from the satisfaction of the performance obligation in accordance with the “right to invoice” practical expedient. Although we evaluate our financial performance and make resource allocation decisions based upon the results of our single The following table sets forth revenue from continuing operations disaggregated by program. Revenue from our SilverSneakers program is predominantly contracted with Medicare Advantage and Medicare Supplement plans. (In thousands) Three Months Ended March 31, 2021 2020 SilverSneakers $ 79,827 $ 121,606 Prime Fitness 22,593 32,810 WholeHealth Living 5,637 5,049 Other 28 227 $ 108,085 $ 159,692 Sales and usage-based taxes are excluded from revenues.

Share-Based Compensation

Share-Based Compensation	3 Months Ended
	Mar. 31, 2021
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract]
Share-Based Compensation	5 . Share-Based Compensation We currently have h e a e d a d oc n e performance-based stock units, and market stock units h ba a a d a e o l e e o o c l For the three months ended March 31, 2021 and 2020, we recognized total share-based compensation costs of $3.0 million and $0.9 million, respectively. We account for forfeitures as they occur. In March 2021, we granted annual long-term incentive awards consisting of (i) approximately 150,000 stock options with a weighted average exercise price of $26.29 per share and a weighted average grant date fair value of $13.21 per share, and (ii) approximately 83,000 restricted stock units with a weighted average grant date fair value of $23.90 per share. These awards vest over or at the end of three years.

Income Taxes

Income Taxes	3 Months Ended
	Mar. 31, 2021
Income Tax Disclosure [Abstract]
Income Taxes	6 . Incom Taxes For the three months ended March 31, 2021 and 2020, we had an effective income tax rate from continuing operations of 27.6% and 27.5%, respectively. We file income tax returns in the U.S. Federal jurisdiction and in various state and foreign

Leases

Leases	3 Months Ended
	Mar. 31, 2021
Leases [Abstract]
Leases	7. Leases We maintain lease agreements principally for our office spaces and certain equipment. We maintain two sublease agreements with respect to one of our office locations, each of which continues through the initial term of our master lease agreement. Such sublease income and payments, while they reduce our rent expense, are not considered in the value of the right-of-use asset or lease liability. With the exception of two finance leases related to a network server and office equipment, all of our leases are classified as operating leases . In the aggregate, our leases generally have remaining lease terms of one to 42 months , some of which include options to extend the leas e for additional periods. Such extension options were not considered in the value of the right-of-use asset or lease liability because it is not probable that we will exercise the options to extend. If applicable, allocations among lease and non-lease components would be achieved using relative standalone selling prices. The following table shows the components of lease expense for the three months ended March 31, 2021 and 2020: Three Months Ended March 31, Three Months Ended March 31, (In thousands) 2021 2020 Finance lease cost: Amortization of leased assets $ 158 $ 162 Interest of lease liabilities 14 25 Operating lease cost 1,915 1,960 Total lease cost before subleases $ 2,087 $ 2,147 Sublease income (1,344 ) (1,401 ) Total lease cost, net $ 743 $ 746 Supplemental cash flow information related to leases is as follows: Three Months Ended March 31, Three Months Ended March 31, (In thousands) 2021 2020 Cash paid for amounts included in the measurement of lease liabilities Operating cash flow attributable to operating leases $ (1,550 ) $ (1,368 ) Operating cash flow attributable to finance leases (14 ) (25 ) Financing cash flow attributable to finance leases (157 ) (152 ) Supplemental noncash information: Right-of-use assets obtained in exchange for operating lease liabilities — — Right-of-use assets obtained in exchange for finance lease liabilities — —

Debt

Debt	3 Months Ended
	Mar. 31, 2021
Debt Disclosure [Abstract]
Debt	8 . De b The C o an o i n (In thousands) March 31, 2021 December 31, 2020 Term Loan A $ 97,785 $ 124,035 Term Loan B 334,890 372,240 432,675 496,275 Less: deferred loan costs and original issue discount (27,469 ) (29,569 ) Total debt 405,206 466,706 Less: current portion (1) (7,456 ) (7,456 ) Total long-term debt $ 397,750 $ 459,250 (1) Represents additional term loan principal due upon final settlement of the sale of Nutrisystem based on the estimated post-Closing adjustments. Credit Facility In connection with the consummation of our merger with Nutrisystem, on March 8, 2019, we entered into a new Credit and Guaranty Agreement (the “Credit Agreement”) with a group of lenders, Credit Suisse AG, Cayman Islands Branch, as general administrative agent, term facility agent and collateral agent, and SunTrust Bank, as revolving facility agent and swing line lender. The Credit Agreement provides us with (i) a $350.0 million term loan A facility (“Term Loan A”), (ii) an $830.0 million term loan B facility (“Term Loan B” and, together with Term Loan A, the “Term Loans”), (iii) a $125.0 million revolving credit facility that includes a $35.0 million sublimit for swingline loans and a $50.0 million sublimit for letters of credit (the “Revolving Credit Facility”; Term Loan A, Term Loan B and the Revolving Credit Facility are sometimes herein referred to collectively as the “Credit Facilities”), and (iv) uncommitted incremental accordion facilities in an aggregate amount at any date equal to the greater of $125.0 million or 50% of our consolidated EBITDA for the then-preceding four fiscal quarters, plus additional amounts based on, among other things, satisfaction of certain financial ratio requirements. As of March 31, 2021, outstanding debt under the Credit Agreement was $405.2 million, and availability under the revolving credit facility totaled $124.5 million as calculated under the most restrictive covenant. We are required to repay Term Loan A loans in consecutive quarterly installments, each in the amount of 2.50% of the aggregate initial amount of such loans, payable beginning on June 30, 2019 and on the last day of each succeeding quarter thereafter until maturity on March 8, 2024, at which time the entire outstanding principal balance of such loans is due and payable in full. We are required to repay Term Loan B loans in consecutive quarterly installments, each in the amount of 0.75% of the aggregate initial amount of such loans, payable beginning on June 30, 2019 and on the last day of each succeeding quarter thereafter until maturity on March 8, 2026, at which time the entire outstanding principal balance of such loans is due and payable in full. We are permitted to make voluntary prepayments of borrowings under the Term Loans at any time without penalty. From March 8, 2019 through March 31, 2021 We are required to repay in full any outstanding swingline loans and revolving loans under the Revolving Credit Facility on March 8, 2024. In addition, the Credit Agreement contains provisions that, beginning with fiscal 2019, may require annual excess cash flow (as defined in the Credit Agreement and generally designed to equal cash generated by our business in excess of cash used in the business) to be applied towards the Term Loans. We are required to make prepayments on the Term Loans equal to our excess cash flow for a given fiscal year multiplied by the following excess cash flow percentages (such resulting payment an “Excess Cash Flow Payment”) based on our Net Leverage Ratio (as defined in the Credit Agreement) on the last day of such fiscal year: (a) 75% if the Net Leverage Ratio is greater than 3.75:1, (b) 50% if the Net Leverage Ratio is equal to or less than 3.75:1 but greater than 3.25:1 (c) 25% if the Net Leverage Ratio is equal to or less than 3.25:1 but greater than 2.75:1, and (d) 0% if the Net Leverage Ratio is equal to or less than 2.75:1. Any such potential mandatory prepayments are reduced by voluntary prepayments. We were not required to make an Excess Cash Flow Payment for fiscal 2020 or 2019. The Credit Agreement contains a financial covenant that requires us to maintain maximum ratios or levels of consolidated total net debt to consolidated adjusted EBITDA, calculated as provided in the Credit Agreement (the “Net Leverage Ratio”), of 5.75:1.00 for all test dates occurring on or after December 31, 2019 but prior to December 31, 2020, 5.25:1.00 for all test dates occurring on or after December 31, 2020 but prior to December 31, 2021, and 4.75:1.00 for all test dates occurring on or after December 31, 2021. As of March 31, 2021, we were in compliance with all of the covenant requirements of the Credit Agreement, and our Net Leverage Ratio was equal to 2.11. Based on our current assumptions with respect to the COVID-19 pandemic, i ncluding, among other things, the outstanding principal on the term loans under our Credit Agreement a nd the average monthly total participation levels of our members at our fitness partner locations, we currently believe we will be in compliance with the Net Leverage Ratio covenant over the next 12 months. We will continue to monitor our projected ability to comply with all covenants under the Credit Agreement, including the Net Leverage Ratio. Borrowings under the Credit Agreement bear interest at variable rates based on a margin or spread in excess of either (1) one-month, two-month, three-month or six-month LIBOR (or, with the approval of all lenders holding the particular class of loans, 12-month LIBOR), which may not be less than zero, or (2) the greatest of (a) the prime lending rate of the agent bank for the particular facility, (b) the federal funds rate plus 0.50%, and (c) one-month LIBOR plus 1.00% (the “Base Rate”), as selected by the Company. The LIBOR margin for Term Loan A loans is 4.25%, the LIBOR margin for Term Loan B loans is 5.25% and the LIBOR margin for revolving loans varies between 3.75% and 4.25%, depending on our total Net Leverage Ratio. The Base Rate margin for Term Loan A loans is 3.25%, the Base Rate margin for Term Loan B loans is 4.25% and the Base Rate margin for revolving loans varies between 2.75% and 3.25%, depending on our total Net Leverage Ratio. In May 2019, we entered into eight amortizing interest rate swap agreements, each of which matures in May 2024. Under these agreements, we receive a variable rate of interest based on LIBOR, and we pay a fixed rate of interest equal to approximately 2.2% plus a spread, as described in the preceding sentences. As further explained in Note 11, during the fourth quarter of 2020 we concluded that five of the eight interest rate swaps no longer qualified for hedge accounting treatment, and we de-designated these derivatives. As of March 31, 2021, the eight interest rate swap agreements had current notional amounts totaling $700.0 million, of which $388.9 million related to effective hedges. The Credit Agreement also provides for annual commitment fees ranging between 0.250% and 0.500% of the unused commitments under the Revolving Credit Facility, depending on our total Net Leverage Ratio, and annual letter of credit fees on the daily outstanding availability under outstanding letters of credit at the applicable LIBOR margin for the Revolving Credit Facility, depending on our total Net Leverage Ratio. Extensions of credit under the Credit Agreement are secured by guarantees from substantially all of the Company’s active material domestic subsidiaries and by security interests in substantially all of Company’s and such subsidiaries’ assets. The Credit Agreement also contains various other affirmative and negative covenants customary for financings of this type that, subject to certain exceptions, impose restrictions and limitations on the Company and certain of the Company’s subsidiaries with respect to, among other things, indebtedness; liens; negative pledges; restricted payments (including dividends, distributions, buybacks, redemptions, repurchases with respect to equity interests, and payments, redemptions, retirements, purchases, acquisitions, defeasance, exchange, conversion, cancellation or termination with respect to junior lien, subordinated or unsecured debt); restrictions on subsidiary distributions; loans, advances, guarantees, acquisitions and other investments; mergers and other fundamental changes; sales and other dispositions of assets (including equity interests in subsidiaries); sale/leaseback transactions; transactions with affiliates; conduct of business; amendments and waivers of organizational documents and material junior debt agreements; and changes to fiscal year.

Commitments and Contingencies

Commitments and Contingencies	3 Months Ended
	Mar. 31, 2021
Commitments And Contingencies Disclosure [Abstract]
Commitments and Contingencies	9 . Commitment an Contingencies Shareholder Lawsuits: Weiner Lawsuit and Consolidated Derivative Lawsuit On November 6, 2017, United Healthcare issued a press release announcing expansion of its fitness benefits (“United Press Release”), and the market price of the Company's shares of common stock, par value $0.001 per share (“Common Stock”) dropped on that same day. The lawsuits filed in connection with the United Press Release are described below . On November 20, 2017, Eric Weiner, claiming to be a stockholder of the Company, filed a complaint in the United States District Court for the Middle District of Tennessee (“Weiner Lawsuit”). The Weiner Lawsuit names as defendants the Company, the Company's former chief executive officer, chief financial officer, and a former executive who served as both chief accounting officer and interim chief financial officer. The complaint alleges that the defendants violated Sections 10(b) and 20(a) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) and Rule 10b-5 promulgated under the Exchange Act in making false and misleading statements and omissions related to the United Press Release. On April 3, 2018, the Court appointed the Oklahoma Firefighters Pension and Retirement System as lead plaintiff, and on January 29, 2020, the Court entered an order certifying the class of stockholders who purchased Company Common Stock between March 6, 2017 and November 6, 2017. On April 23, 2021, the parties reached a settlement in principle of the Weiner Lawsuit pursuant to which defendants’ insurers will pay the entire settlement amount in exchange for a release of claims. The settlement is subject to the execution of a definitive settlement agreement and court approval, neither of which can be assured . On January 26, 2018 and August 24, 2018, individuals claiming to be stockholders of the Company filed shareholder derivative actions, on behalf of the Company, in the United States District Court for the Middle District of Tennessee, naming the Company as a nominal defendant and certain current and former executives and directors as defendants. On October 15, 2018, the two complaints were consolidated (the “Consolidated Derivative Lawsuit”). On May 15, 2019, a consolidated amended complaint was filed. The consolidated amended complaint asserts claims for violation of Section 10(b), 14(a), and 29(b) of the Exchange Act, breach of fiduciary duty, waste of corporate assets, and unjust enrichment. Plaintiffs seek to recover damages on behalf of the Company, certain corporate governance and internal procedural reforms, and other equitable relief. The Court granted final approval to the settlement on February 19, 2021. Shareholder Lawsuits: Strougo, Cobb, and Delaware Lawsuits On February 25, 2020, Robert Strougo, claiming to be a stockholder of the Company, filed a complaint in the United States District Court for the Middle District of Tennessee (the "Strougo Lawsuit"). On August 18, 2020, the Court appointed Sheet Metal Workers Local No. 33, Cleveland District, Pension Fund as lead plaintiff. Plaintiff filed its amended complaint on November 13, 2020. The amended complaint is on behalf of a putative class of stockholders who purchased Company Common Stock between March 8, 2019 and February 19, 2020 and names as defendants the Company, the Company's chief financial officer, and former chief operating officer. The amended complaint alleges that the defendants violated Sections 10(b) and 20(a) of the Exchange Act and Rule 10b-5 promulgated under the Exchange Act in making false and misleading statements and omissions related to the performance of and accounting for the Nutrisystem business that the Company acquired on March 8, 2019. The Company filed a motion to dismiss the amended complaint on December 4, 2020, which motion remains pending . On April 9, 2020, John Cobb, claiming to be a stockholder of the Company, filed a derivative complaint in the United States District Court for the Middle District of Tennessee naming the Company as a nominal defendant and certain current and former directors and officers as defendants (the “Cobb Lawsuit”). The complaint asserts claims for breach of Section 14(a) of the Exchange Act, breach of fiduciary duty, unjust enrichment, and waste of corporate assets, largely tracking the factual allegations in the Strougo Lawsuit. The plaintiff seeks monetary damages on behalf of the Company, restitution, and certain corporate governance and internal procedural reforms. On June 9, 2020, the United States Magistrate Judge approved the parties’ stipulation to stay the case pending the resolution of defendants’ motion to dismiss in the Strougo Lawsuit. In July 2020, three putative derivative complaints were filed in the United States District Court for the District of Delaware by the following individuals claiming to be stockholders of the Company: Patrick Yerby, Thomas R. Conte, Melvyn Klein, and Mark Ridendour (the “Delaware Derivative Lawsuits”). The complaints largely track the allegations, named defendants, asserted claims, and requested relief of the Cobb Lawsuit. The three Delaware Derivative Lawsuits have been consolidated and stayed Given the uncertainty of litigation and the preliminary stage of the Strougo Lawsuit, Cobb Lawsuit, and Delaware Derivative Lawsuits, we are not currently able to predict the probable outcome of the matter or to reasonably estimate a range of potential loss, if any. We intend to vigorously defend ourselves against these lawsuits. Trademark Lawsuit: Pacific Packaging Lawsuit On May 31, 2019, Pacific Packaging Concepts, Inc. (“Pacific Packaging”) filed a complaint in the U.S. District Court for the Central District of California, Western Division, naming as defendants two subsidiaries of the Company: Nutrisystem, Inc. and Nutri/System IPHC, Inc. In its complaint, Pacific Packaging alleged that the defendants’ use of Pacific Packaging’s federally registered trademark, Fresh Start, in advertisements for its weight management program and shakes constitutes federal trademark infringement, counterfeit trademark infringement, false designation of origin, federal trademark dilution, unfair competition, false advertising, common law unfair competition, and common law trademark infringement. The complaint seeks injunctive relief and monetary damages in an unspecified amount. On August 29, 2019, the defendants filed their Answer to Complaint. The case is currently set for trial on October 29, 2021. In connection with the sale of Nutrisystem, the Company agreed to indemnify Kainos for losses arising out of this matter and retained the right to control the defense thereof. Given the uncertainty of litigation and the preliminary stage of the case, we are currently not able to predict the probable outcome of the matter or to reasonably estimate a range of potential loss, if any. We intend to vigorously defend ourselves against this complaint. Other Additionally, from time to time, we are subject to contractual disputes, claims and legal proceedings that arise in the ordinary course of our business. Some of the legal proceedings pending against us as of the date of this report are expected to be covered by insurance policies. As these matters are subject to inherent uncertainties, our view of these matters may change in the future. We expense legal costs as incurred.

Fair Value Measurements

Fair Value Measurements	3 Months Ended
	Mar. 31, 2021
Fair Value Disclosures [Abstract]
Fair Value Measurements	10 . Fai Valu Measu r ments We account for certain assets and liabilities at fair value. Fair value is defined as the price that would be received upon sale of an asset or paid upon transfer of a liability in an orderly transaction between market participants at the measurement date, assuming the transaction occurs in the principal or most advantageous market for that asset or liability. Fair Value Hierarchy The hierarchy below lists three levels of fair value based on the extent to which inputs used in measuring fair value are observable in the market. We categorize each of our fair value measurements in one of these three levels based on the lowest level input that is significant to the fair value measurement in its entirety. These levels are: Level 1: Quoted prices in active markets for identical assets or liabilities; Level 2: Quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; and model-based valuation techniques in which all significant assumptions are observable in the market or can be corroborated by observable market data for substantially the full term of the assets or liabilities; and Level 3: Unobservable inputs that are supported by little or no market activity and typically reflect management's estimates of assumptions that market participants would use in pricing the asset or liability. Asse t i e i e n i T he following table presents our assets and liabilities measured at fair value on a recurring basis at March 31, 2021 and December 31, 2020. (In thousands) Level 2 March 31, 2021 December 31, 2020 Derivatives designated as effective hedging instruments Liabilities: Interest rate swap agreements $ 16,919 $ 20,377 Non-designated derivatives Liabilities: Interest rate swap agreements $ 13,497 $ 16,260 The fair values of interest rate swap agreements are primarily determined based on the present value of future cash flows using internal models and third-party pricing services with observable inputs, including interest rates, yield curves and applicable credit spreads. Asse t i e i Non- e n i We measure certain assets at fair value on a nonrecurring basis in the fourth quarter of each year, including the following: • reporting units measured at fair value as part of a goodwill impairment test; and • indefinite-lived intangible assets measured at fair value for impairment assessment. Each of these assets above is classified as Level 3 within the fair value hierarchy. The fair value of a reporting unit is the price that would be received upon a sale of the unit as a whole in an orderly transaction between market participants at the measurement date. Following the sale of Nutrisystem effective December 9, 2020, we have a single reporting unit. We also measure on a non-recurring basis our cost method investments that do not have readily determinable fair values. We have elected the measurement alternative to measure such investments at cost less impairment, adjusted by observable price changes, with any fair value changes recognized in earnings. We own 159,309 shares of common stock of Sharecare, Inc. (“Sharecare”) that we acquired in connection with the sale of our total population health services business to Sharecare in July 2016 and report at their carrying value of $10.8 million in “Other assets” on the consolidated balance sheets. On February 12, 2021, Sharecare announced that it had entered into a merger agreement with Falcon Capital Acquisition Corp. (“FCAC”) and FCAC Merger Sub, Inc. (“Merger Sub”) pursuant to which Sharecare would merge with and into Merger Sub with Sharecare surviving as a wholly owned subsidiary of FCAC (the “Sharecare Transaction”), as further described in the Current Report on Form 8-K filed by FCAC on February 12, 2021 and other filings made by FCAC with the Securities and Exchange Commission, including the Registration Statement on Form S-4 filed on February 16, 2021, as amended by Amendment No. 1 to the Registration Statement on Form S-4 filed on April 8, 2021, none of which shall constitute a part of this report or be incorporated by reference into this report. The Sharecare Transaction is subject to customary closing conditions, including the approval of Sharecare’s and FCAC’s shareholders, and may or may not be consummated. The value of any consideration that we may receive as a shareholder of Sharecare in connection with the Sharecare Transaction is speculative, and any equity consideration we may receive in connection with the Sharecare Transaction will be subject to restrictions on resale. Fair Value of Other Financial Instruments The e s timate d f a ir value of each class of fina n cial i n stru m ents at March 31, 2021 w a s as foll o ws: C a a e y r e o n um e s a o D e i a a b o i u e h A e m u e e e is det e m ine b a s e o th fai val u hierarch a disc u sse a bove T he Term Loans are e o l i a e an average of quotes as of March 31, 2021 Th e volvin redi acilit The estimated fair value and carrying amount of outstanding borrowings under the Term Loans (excluding original issue discount and deferred loan costs) at March 31, 2021 were $432.6 million and $432.7 million, respectively. There were no outstanding borrowings under the Revolving Credit Facility at March 31, 2021.

Derivative Instruments and Hedg

Derivative Instruments and Hedging Activities	3 Months Ended
	Mar. 31, 2021
Derivative Instruments And Hedging Activities Disclosure [Abstract]
Derivative Instruments and Hedging Activities	11 . Derivative Instruments and Hedging Activities We use derivative instruments to manage differences in the amount, timing, and duration of our known or expected cash payments related to our outstanding debt (i.e., interest rate risk). Some of these derivatives are designated and qualify as a hedge of the exposure to variability in expected future cash flows and are therefore considered cash flow hedges. We account for derivatives in accordance with FASB ASC Topic 815, which establishes accounting and reporting standards requiring that derivative instruments be recorded on the balance sheet at fair value as either an asset or liability. The accounting for changes in the fair value of derivatives depends on the intended use of the derivative, whether we have elected to designate a derivative in a hedging relationship and apply hedge accounting, and whether the hedging relationship has satisfied the criteria necessary to apply hedge accounting. Changes in the derivative’s fair value will be recognized currently in earnings unless specific hedge accounting criteria are met. We classify cash flows from settlement of our effective cash flow hedges in the same category as the cash flows from the related hedged items, generally within the operating activities in the consolidated statements of cash flows. We classify cash flows from settlement of our non-designated derivatives within the investing section of the consolidated statements of cash flows. Cash Flow Hedges of Interest Rate Risk and Non-Designated Derivatives Our objectives in using interest rate derivatives are to add stability to interest expense and to manage our exposure to interest rate movements. To accomplish this objective, we primarily use interest rate swaps as part of our interest rate risk management strategy. The counterparties to the interest rate swap agreements expose us to credit risk in the event of nonperformance by such counterparties. However, at March 31, 2021 Derivative instruments designated as cash flow hedges must be de-designated as hedges when it is probable the forecasted hedged transaction will not occur in the initially identified time period or within a subsequent two-month time period. Deferred gains and losses in accumulated other comprehensive income or loss ("accumulated OCI") associated with such derivative instruments are reclassified into earnings in the period of de-designation. Interest rate swaps designated as cash flow hedges involve the receipt of variable amounts from a counterparty in exchange for our making fixed-rate payments over the life of the agreements without exchange of the underlying notional amount. In May 2019, we entered into eight amortizing interest rate swap agreements, each of which matures in May 2024. Under these agreements, we receive a variable rate of interest based on LIBOR, and we pay a fixed rate of interest equal to approximately 2.2% plus a spread (see Note 8). Upon entering into the Purchase Agreement with Kainos on October 18, 2020, we determined that some of our hedged transactions would not materially occur in the initially identified time period since we expected to use the majority of the net proceeds from the sale to pay down a significant portion of outstanding debt. As a result, we concluded that five of our eight interest rate swaps no longer qualified for hedge accounting treatment. Accordingly, in the fourth quarter of 2020 we de-designated these five derivatives (“de-designated swaps”) and accelerated the reclassification of deferred gains and losses in accumulated OCI to earnings from discontinued operations as a result of the hedged forecasted transactions becoming probable not to occur. Additionally, upon de-designation in October 2020, we froze $3.2 million of previously deferred losses in accumulated OCI related to forecasted payments that are probable of occurring. We reclassify such deferred losses from accumulated OCI into earnings as an adjustment to interest expense during periods in which the forecasted transactions impact earnings , consistent with hedge accounting treatment. In the event that the related forecasted payments are no longer probable of occurring, the related loss in accumulated OCI will be recognized in earnings immediately. We continue to maintain the effective hedging relationship between three interest rate swap agreements and the portion of our forecasted payments that is expected to remain highly probable of occurring. During the fourth quarter of 2020 we evaluated the likelihood and extent of potential future losses from the de-designated swaps. Such potential future losses are capped since the variable interest rate of our swaps is subject to a floor of 0%. Based on the LIBOR rates in effect at the time of de-designation, we decided to hold the de-designated swaps as derivative instruments requiring mark-to-market accounting treatment, with any change in fair value recognized each period in current earnings. At March 31, 2021, our interest rate swap agreements designated as effective cash flow hedges had current notional amounts totaling $388.9 million , and our de-designated interest rate swap agreements had current notional amounts totaling $311.1 million. We record all derivatives at estimated fair value in the consolidated balance sheet. Gains and losses on derivatives designated as effective cash flow hedges are recorded in accumulated OCI and subsequently reclassified into interest expense in the same period(s) during which the hedged transaction affects earnings. Amounts reported in accumulated OCI related to cash flow hedge derivatives will be reclassified to interest expense as we make interest payments on our variable-rate debt. As of March 31, 2021, we expect to reclassify $8.5 million from accumulated OCI as an increase to interest expense within the next 12 months due to the scheduled payment of interest associated with our debt. The estimated gross fair values of derivative instruments and their classification on the consolidated balance sheet at March 31, 2021 and December 31, 2020 were as follows: (In thousands) March 31, 2021 December 31, 2020 Liabilities: Derivatives designated as effective hedging instruments: Current portion of long-term liabilities $ 7,895 $ 8,205 Other long-term liabilities 9,024 12,172 $ 16,919 $ 20,377 Non-designated derivatives: Current portion of long-term liabilities $ 6,300 $ 6,548 Other long-term liabilities 7,197 9,712 $ 13,497 $ 16,260 The following table presents the effect of cash flow hedge accounting on accumulated OCI as of March 31 (In thousands) For the Three Months Ended March 31, 2021 March 31, 2020 Derivatives designated as effective hedging instruments: (Gain) loss related to effective portion of derivatives recognized in accumulated OCI, gross of tax effect $ (1,412 ) $ 27,752 Loss related to effective portion of derivatives reclassified from accumulated OCI to interest expense, gross of tax effect (2,046 ) (1,121 ) Non-designated derivatives: Previously deferred loss on interest rate swap agreements reclassified from accumulated OCI to interest expense, gross of tax effect $ (304 ) $ — Total other comprehensive (income) loss, gross of tax $ (3,762 ) $ 26,631 The following table presents the impact that non-designated derivatives had on our consolidated statement of operations for the three months ended March 31, 2021: (In thousands) Statement of Operations Classification Three Months Ended March 31, 2021 Interest rate swap agreements: Net gain related to ineffective portion of derivatives, gross of tax effect Other (income) expense, net $ (1,130 ) Previously deferred loss related to de-designated swaps reclassified from accumulated OCI, gross of tax effect Interest expense 304 $ (826 )

Earnings (Loss) Per Share

Earnings (Loss) Per Share	3 Months Ended
	Mar. 31, 2021
Earnings Per Share [Abstract]
Earnings (Loss) Per Share	12. Earning (Loss) Pe Sha r Following e o a u o n i o i d g e o n (In thousands except per share data) Three Months Ended March 31, 2021 2020 Numerator: Income from continuing operations - numerator for earnings (loss) per share $ 19,944 $ 8,275 Net income (loss) from discontinued operations - numerator for earnings (loss) per share (808 ) (206,381 ) Net income (loss) $ 19,136 $ (198,106 ) Denominator: Shares used for basic income (loss) per share 49,222 48,613 Effect of dilutive stock options and stock units outstanding: Non-qualified stock options 62 44 Restricted stock units 844 165 Performance-based stock units 61 33 Market stock units 151 — Shares used for diluted income (loss) per share 50,340 48,855 Earnings (loss) per share - basic: Continuing operations $ 0.41 $ 0.17 Discontinued operations $ (0.02 ) $ (4.25 ) Net income (loss) $ 0.39 $ (4.08 ) Earnings (loss) per share - diluted: Continuing operations $ 0.40 $ 0.17 Discontinued operations $ (0.02 ) $ (4.22 ) Net income (loss) $ 0.38 $ (4.05 ) Dilutive securities outstanding not included in the computation of earnings per share because their effect is anti-dilutive: Non-qualified stock options 268 118 Restricted stock units 9 98 Restricted stock awards — 38 Market stock units and performance-based stock units outstanding are considered contingently issuable shares, and certain of these stock units were excluded from the calculations of diluted earnings per share as the performance criteria had not been met as of the end of the applicable reporting period.

Accumulated OCI

Accumulated OCI	3 Months Ended
	Mar. 31, 2021
Accumulated Other Comprehensive Income Loss Net Of Tax [Abstract]
Accumulated OCI	13. Accumulated OCI The following tables summarize the changes in accumulated OCI, net of tax, for the three months ended March 31, 2021 and 2020: (In thousands) Net Change in Fair Value of Interest Rate Swaps Accumulated OCI, net of tax, as of January 1, 2021 $ (17,389 ) Other comprehensive income (loss) before reclassifications, net of tax of $360 1,052 Amounts reclassified from accumulated OCI, net of tax of $600 1,750 Accumulated OCI, net of tax, as of March 31, 2021 $ (14,587 ) (In thousands) Net Change in Fair Value of Interest Rate Swaps Accumulated OCI, net of tax, as of January 1, 2020 $ (12,091 ) Other comprehensive income (loss) before reclassifications, net of tax of $7,088 (20,664 ) Amounts reclassified from accumulated OCI, net of tax of $286 835 Accumulated OCI, net of tax, as of March 31, 2020 $ (31,920 ) The following table presents details about reclassifications out of accumulated OCI for the three months ended March 31, 2021 and 2020: Three Months Ended (In thousands) March 31, 2021 March 31, 2020 Statement of Operations Classification Interest rate swaps $ 2,350 $ 1,121 Interest expense (600 ) (286 ) Income tax expense Total amounts reclassified from accumulated OCI $ 1,750 $ 835 Net of tax See Note 11 for a further discussion of our interest rate swaps.

Subsequent Events

Subsequent Events	3 Months Ended
	Mar. 31, 2021
Subsequent Events [Abstract]
Subsequent Events	14. Subsequent Events As discussed in Note 9, on April 23, 2021, we reached a settlement in principle related to the Weiner Lawsuit pursuant to which our insurers will pay the entire settlement amount in exchange for a release of claims. Accordingly, we have recorded a current liability (in “Accrued liabilities”) and corresponding current asset (in “Other current assets”) at March 31, 2021 equal to the amount of the settlement.

Basis of Presentation and Rec_2

Basis of Presentation and Recent Developments (Policies)	3 Months Ended
	Mar. 31, 2021
Organization Consolidation And Presentation Of Financial Statements [Abstract]
Basis of Presentation and Recent Developments	Our financial statements and accompanying notes are prepared in accordance with generally accepted accounting principles in the United States (“U.S. GAAP”). In our opinion, the accompanying consolidated financial statements of Tivity Health, Inc. and its wholly owned subsidiaries (collectively, “Tivity Health,” the “Company,” or such terms as “we,” “us,” or “our”) reflect all adjustments, consisting only of normal recurring adjustments, necessary for a fair statement. We have reclassified certain items in prior periods to conform to current classifications. Our results from continuing operations do not include the results of Nutrisystem, Inc. (“Nutrisystem”), which we sold effective December 9, 2020. Results of operations for Nutrisystem have been classified as discontinued operations for all periods presented in the accompanying consolidated financial statements. We have omitted certain financial information that is normally included in financial statements prepared in accordance with U.S. GAAP but that is not required for interim reporting purposes. You should read the accompanying consolidated financial statements in conjunction with the financial statements and notes thereto included in our Annual Report on Form 10-K for the year ended December 31, 2020.
Recent Relevant Accounting Standards	In March 2020, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2020-04, “ Reference Rate Reform (“ASC 848”): Facilitation of the Effects of Reference Rate Reform on Financial Reporting”. ASC 848 contains temporary optional expedients and exceptions for applying U.S. GAAP to contracts, hedging relationships, and other transactions affected by reference rate reform, such as a transition away from the use of LIBOR. ASC 848 was effective for the Company as of January 1, 2020. The provisions of ASC 848 are available through December 31, 2022, at which time the reference rate replacement activity is expected to have been completed. The provisions of ASC 848 must be applied at a Topic, Subtopic or Industry Subtopic level for all transactions other than derivatives, which may be applied at a hedging relationship level. The accounting relief provided by ASC 848 is applicable only to legacy contracts if the amendments made to the agreements are solely for reference rate reform activities. Modifications that are unrelated to reference rate reform will scope out a given contract. ASC 848 allows for different elections to be made at different points in time, and the timing of those elections will be documented as applicable. For the avoidance of doubt, we intend to reassess the elections of optional expedients and exceptions included within ASC 848 related to our hedging activities and will document the election of these items on a quarterly basis. In March 2020, we elected the expedient that allows us to assume that our hedged interest payments are probable of occurring regardless of any expected modification in their terms related to reference rate reform. In addition, we have the option to change the method of assessing effectiveness upon a change in the critical terms of the derivative or the hedged transactions and upon the end of relief under ASC 848. In June 2020, we elected to (i) continue the method of assessing effectiveness as documented in the original hedge documentation and (ii) apply the expedient wherein the reference rate on the hypothetical derivative matches the reference rate on the hedging instrument. We will also apply the aforementioned elections to any future designated cash flow hedging relationship. In October 2018, the FASB issued ASU 2018-16, "Derivatives and Hedging (Topic 815): Inclusion of the Secured Overnight Financing Rate (“SOFR”) Overnight Index Swap (OIS) Rate as a Benchmark Interest Rate for Hedge Accounting Purposes" (“ASU 2018-16”), which adds the OIS rate based on SOFR as a U.S. benchmark interest rate to facilitate the LIBOR to SOFR transition and provide lead time for entities to prepare for changes to interest rate risk hedging strategies. ASU 2018-16 is effective for fiscal years beginning after December 15, 2018, and interim periods within those years, with early adoption permitted. As of March 31, 2021, the benchmark interest rate in our existing interest rate swap agreements is LIBOR. The adoption of this standard did not have an impact on our financial position, results of operations, or cash flows .

Discontinued Operations (Tables

Discontinued Operations (Tables)	3 Months Ended
	Mar. 31, 2021
Discontinued Operations And Disposal Groups [Abstract]
Summary of Financial Results Included in Loss from Discontinued Operations	The following table presents financial results of the Nutrition business included in “loss from discontinued operations" for the three months ended March 31, 2021 and 2020. Three Months Ended March 31, (In thousands) 2021 2020 Revenues $ — $ 177,963 Cost of revenues — 84,009 Marketing expenses — 79,773 Selling, general and administrative expenses (1) 1,085 15,956 Depreciation and amortization — 12,734 Impairment loss — 199,500 Restructuring and related charges — 260 Interest expense (2) — 10,394 Pretax loss from discontinued operations (1,085 ) (224,663 ) Total pretax loss on discontinued operations $ (1,085 ) $ (224,663 ) Income tax benefit (277 ) (18,282 ) Loss from discontinued operations, net of income tax benefit $ (808 ) $ (206,381 ) (1) For the three months ended March 31, 2021, expenses from discontinued operations primarily relate to legal fees and separation costs. (2) The term loans under our Credit Agreement were originated with the purchase of Nutrisystem on March 8, 2019. Following the disposition of Nutrisystem, we repaid $519.0 million of principal on the term loans under the terms of our credit agreement. In conjunction with the partial debt prepayment, we wrote off a portion of the related deferred loan costs and original issue discount. For the three months ended March 31, 2020, we allocated interest expense to discontinued operations based on the interest expense incurred during the period related to $519.0 million of term loan debt, using our historical interest rates.
Summary of Depreciation, Amortization and Significant Operating and Investing Non-cash Items of the Discontinued Operations	The depreciation, amortization and significant operating and investing non-cash items of the discontinued operations were as follows: Three Months Ended March 31, (In thousands) 2021 2020 Impairment of goodwill and intangible assets $ — $ 199,500 Depreciation and amortization — 12,734 Capital expenditures on discontinued operations — 1,682 Deferred income taxes (277 ) (18,279 )

Revenue Recognition (Tables)

Revenue Recognition (Tables)	3 Months Ended
	Mar. 31, 2021
Revenue From Contract With Customer [Abstract]
Summary of Revenue Disaggregated	The following table sets forth revenue from continuing operations disaggregated by program. Revenue from our SilverSneakers program is predominantly contracted with Medicare Advantage and Medicare Supplement plans. (In thousands) Three Months Ended March 31, 2021 2020 SilverSneakers $ 79,827 $ 121,606 Prime Fitness 22,593 32,810 WholeHealth Living 5,637 5,049 Other 28 227 $ 108,085 $ 159,692

Leases (Tables)

Leases (Tables)	3 Months Ended
	Mar. 31, 2021
Leases [Abstract]
Schedule of Components of Lease Expense	The following table shows the components of lease expense for the three months ended March 31, 2021 and 2020: Three Months Ended March 31, Three Months Ended March 31, (In thousands) 2021 2020 Finance lease cost: Amortization of leased assets $ 158 $ 162 Interest of lease liabilities 14 25 Operating lease cost 1,915 1,960 Total lease cost before subleases $ 2,087 $ 2,147 Sublease income (1,344 ) (1,401 ) Total lease cost, net $ 743 $ 746
Schedule of Supplemental Cash Flow Information Related to Leases	Supplemental cash flow information related to leases is as follows: Three Months Ended March 31, Three Months Ended March 31, (In thousands) 2021 2020 Cash paid for amounts included in the measurement of lease liabilities Operating cash flow attributable to operating leases $ (1,550 ) $ (1,368 ) Operating cash flow attributable to finance leases (14 ) (25 ) Financing cash flow attributable to finance leases (157 ) (152 ) Supplemental noncash information: Right-of-use assets obtained in exchange for operating lease liabilities — — Right-of-use assets obtained in exchange for finance lease liabilities — —

Debt (Tables)

Debt (Tables)	3 Months Ended
	Mar. 31, 2021
Debt Disclosure [Abstract]
Summary of Debt, Net of Unamortized Deferred Loan Costs And Original Issue Discount	The C o an o i n (In thousands) March 31, 2021 December 31, 2020 Term Loan A $ 97,785 $ 124,035 Term Loan B 334,890 372,240 432,675 496,275 Less: deferred loan costs and original issue discount (27,469 ) (29,569 ) Total debt 405,206 466,706 Less: current portion (1) (7,456 ) (7,456 ) Total long-term debt $ 397,750 $ 459,250 (1) Represents additional term loan principal due upon final settlement of the sale of Nutrisystem based on the estimated post-Closing adjustments.

Fair Value Measurements (Tables

Fair Value Measurements (Tables)	3 Months Ended
	Mar. 31, 2021
Fair Value Disclosures [Abstract]
Schedule of Assets and Liabilities Measured at Fair Value on a Recurring Basis	T he following table presents our assets and liabilities measured at fair value on a recurring basis at March 31, 2021 and December 31, 2020. (In thousands) Level 2 March 31, 2021 December 31, 2020 Derivatives designated as effective hedging instruments Liabilities: Interest rate swap agreements $ 16,919 $ 20,377 Non-designated derivatives Liabilities: Interest rate swap agreements $ 13,497 $ 16,260

Derivative Instruments and He_2

Derivative Instruments and Hedging Activities (Tables)	3 Months Ended
	Mar. 31, 2021
Derivative Instruments And Hedging Activities Disclosure [Abstract]
Schedule of Estimated Gross Fair Values of Derivative Instruments and Their Classification on Consolidated Balance Sheet	The estimated gross fair values of derivative instruments and their classification on the consolidated balance sheet at March 31, 2021 and December 31, 2020 were as follows: (In thousands) March 31, 2021 December 31, 2020 Liabilities: Derivatives designated as effective hedging instruments: Current portion of long-term liabilities $ 7,895 $ 8,205 Other long-term liabilities 9,024 12,172 $ 16,919 $ 20,377 Non-designated derivatives: Current portion of long-term liabilities $ 6,300 $ 6,548 Other long-term liabilities 7,197 9,712 $ 13,497 $ 16,260
Schedule of Effect of Cash Flow Hedge Accounting on Accumulated OCI	The following table presents the effect of cash flow hedge accounting on accumulated OCI as of March 31 (In thousands) For the Three Months Ended March 31, 2021 March 31, 2020 Derivatives designated as effective hedging instruments: (Gain) loss related to effective portion of derivatives recognized in accumulated OCI, gross of tax effect $ (1,412 ) $ 27,752 Loss related to effective portion of derivatives reclassified from accumulated OCI to interest expense, gross of tax effect (2,046 ) (1,121 ) Non-designated derivatives: Previously deferred loss on interest rate swap agreements reclassified from accumulated OCI to interest expense, gross of tax effect $ (304 ) $ — Total other comprehensive (income) loss, gross of tax $ (3,762 ) $ 26,631
Schedule of Impact of Derivatives Not Designated as Hedges on Consolidated Statement of Operations	The following table presents the impact that non-designated derivatives had on our consolidated statement of operations for the three months ended March 31, 2021: (In thousands) Statement of Operations Classification Three Months Ended March 31, 2021 Interest rate swap agreements: Net gain related to ineffective portion of derivatives, gross of tax effect Other (income) expense, net $ (1,130 ) Previously deferred loss related to de-designated swaps reclassified from accumulated OCI, gross of tax effect Interest expense 304 $ (826 )

Earnings (Loss) Per Share (Tabl

Earnings (Loss) Per Share (Tables)	3 Months Ended
	Mar. 31, 2021
Earnings Per Share [Abstract]
Reconciliation of the Numerator and Denominator of Basic and Diluted Earnings (Loss) Per Share	Following e o a u o n i o i d g e o n (In thousands except per share data) Three Months Ended March 31, 2021 2020 Numerator: Income from continuing operations - numerator for earnings (loss) per share $ 19,944 $ 8,275 Net income (loss) from discontinued operations - numerator for earnings (loss) per share (808 ) (206,381 ) Net income (loss) $ 19,136 $ (198,106 ) Denominator: Shares used for basic income (loss) per share 49,222 48,613 Effect of dilutive stock options and stock units outstanding: Non-qualified stock options 62 44 Restricted stock units 844 165 Performance-based stock units 61 33 Market stock units 151 — Shares used for diluted income (loss) per share 50,340 48,855 Earnings (loss) per share - basic: Continuing operations $ 0.41 $ 0.17 Discontinued operations $ (0.02 ) $ (4.25 ) Net income (loss) $ 0.39 $ (4.08 ) Earnings (loss) per share - diluted: Continuing operations $ 0.40 $ 0.17 Discontinued operations $ (0.02 ) $ (4.22 ) Net income (loss) $ 0.38 $ (4.05 ) Dilutive securities outstanding not included in the computation of earnings per share because their effect is anti-dilutive: Non-qualified stock options 268 118 Restricted stock units 9 98 Restricted stock awards — 38

Accumulated OCI (Tables)

Accumulated OCI (Tables)	3 Months Ended
	Mar. 31, 2021
Accumulated Other Comprehensive Income Loss Net Of Tax [Abstract]
Changes in Accumulated OCI	The following tables summarize the changes in accumulated OCI, net of tax, for the three months ended March 31, 2021 and 2020: (In thousands) Net Change in Fair Value of Interest Rate Swaps Accumulated OCI, net of tax, as of January 1, 2021 $ (17,389 ) Other comprehensive income (loss) before reclassifications, net of tax of $360 1,052 Amounts reclassified from accumulated OCI, net of tax of $600 1,750 Accumulated OCI, net of tax, as of March 31, 2021 $ (14,587 ) (In thousands) Net Change in Fair Value of Interest Rate Swaps Accumulated OCI, net of tax, as of January 1, 2020 $ (12,091 ) Other comprehensive income (loss) before reclassifications, net of tax of $7,088 (20,664 ) Amounts reclassified from accumulated OCI, net of tax of $286 835 Accumulated OCI, net of tax, as of March 31, 2020 $ (31,920 )
Schedule of Reclassifications Out of Accumulated OCI	The following table presents details about reclassifications out of accumulated OCI for the three months ended March 31, 2021 and 2020: Three Months Ended (In thousands) March 31, 2021 March 31, 2020 Statement of Operations Classification Interest rate swaps $ 2,350 $ 1,121 Interest expense (600 ) (286 ) Income tax expense Total amounts reclassified from accumulated OCI $ 1,750 $ 835 Net of tax

Discontinued Operations - Addit

Discontinued Operations - Additional Information (Details) - Nutrisystem, Inc. - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2020	Mar. 31, 2021	Dec. 09, 2020
Business Acquisition [Line Items]
Customary indebtedness and cash adjustments			$ 558.9
Transaction costs directly related to disposition of Nutrition	$ 11.2
Proceeds from sale of business, net of cash transferred	550.5
Other Current Assets
Business Acquisition [Line Items]
Additional proceeds from sale of businesses after working capital adjustment	$ 2.8	$ 2.8

Discontinued Operations - Summa

Discontinued Operations - Summary of Financial Results Included in Loss from Discontinued Operations (Details) - USD ($) $ in Thousands		3 Months Ended
		Mar. 31, 2021	Mar. 31, 2020
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items]
Impairment loss			$ 199,500
Income tax benefit		$ (277)	(18,282)
Loss from discontinued operations, net of income tax benefit		(808)	(206,381)
Nutrisystem, Inc.
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items]
Revenues			177,963
Cost of revenues			84,009
Marketing expenses			79,773
Selling, general and administrative expenses	[1]	1,085	15,956
Depreciation and amortization			12,734
Impairment loss			199,500
Restructuring and related charges			260
Interest expense	[2]		10,394
Pretax loss from discontinued operations		(1,085)	(224,663)
Total pretax loss on discontinued operations		(1,085)	(224,663)
Income tax benefit		(277)	(18,282)
Loss from discontinued operations, net of income tax benefit		$ (808)	$ (206,381)
[1]	For the three months ended March 31, 2021, expenses from discontinued operations primarily relate to legal fees and separation costs.
[2]	The term loans under our Credit Agreement were originated with the purchase of Nutrisystem on March 8, 2019. Following the disposition of Nutrisystem, we repaid $519.0 million of principal on the term loans under the terms of our credit agreement. In conjunction with the partial debt prepayment, we wrote off a portion of the related deferred loan costs and original issue discount. For the three months ended March 31, 2020, we allocated interest expense to discontinued operations based on the interest expense incurred during the period related to $519.0 million of term loan debt, using our historical interest rates.

Discontinued Operations - Sum_2

Discontinued Operations - Summary of Financial Results Included in Loss from Discontinued Operations (Parenthetical) (Details) - Nutrisystem, Inc. - USD ($) $ in Thousands		Dec. 09, 2020	Mar. 31, 2021	Mar. 31, 2020
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items]
Interest expense	[1]			$ 10,394
Long-term Debt
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items]
Interest expense			$ 519,000
Long-term Debt | Credit Agreement
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items]
Repayment of principal on the term loan		$ 519,000
[1]	The term loans under our Credit Agreement were originated with the purchase of Nutrisystem on March 8, 2019. Following the disposition of Nutrisystem, we repaid $519.0 million of principal on the term loans under the terms of our credit agreement. In conjunction with the partial debt prepayment, we wrote off a portion of the related deferred loan costs and original issue discount. For the three months ended March 31, 2020, we allocated interest expense to discontinued operations based on the interest expense incurred during the period related to $519.0 million of term loan debt, using our historical interest rates.

Discontinued Operations - Sum_3

Discontinued Operations - Summary of Depreciation, Amortization and Significant Operating and Investing Non-cash Items of the Discontinued Operations (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2021	Mar. 31, 2020
Discontinued Operation Alternative Cash Flow Information [Abstract]
Impairment of goodwill and intangible assets		$ 199,500
Depreciation and amortization		12,734
Capital expenditures on discontinued operations		1,682
Deferred income taxes	$ (277)	$ (18,279)

Revenue Recognition - Additiona

Revenue Recognition - Additional Information (Details) $ in Thousands	3 Months Ended
	Mar. 31, 2021USD ($)ProgramObligationSegment	Mar. 31, 2020USD ($)	Mar. 31, 2019USD ($)	Dec. 31, 2020USD ($)
Disaggregation Of Revenue [Line Items]
Deferred revenue	$ 4,351			$ 4,460
Increase in deferred revenue	$ (109)	$ 3,247
Continuing Operations
Disaggregation Of Revenue [Line Items]
Number of programs | Program	3
Number of performance obligations | Obligation	1
Deferred revenue	$ 4,400			4,500
Revenue recognized	3,800
Increase in deferred revenue	$ 3,700
Period of billing in arrears once timing of services to customers is known	1 month
Number of days for customer to make payment after being invoiced	30 days
Capitalized costs	$ 800			$ 800
Capitalized costs, amortization expense		$ 200	$ 100
Number of reportable segments | Segment	1
Continuing Operations | SilverSneakers
Disaggregation Of Revenue [Line Items]
Revenues from PMPM fees percentage	53.00%	36.00%

Revenue Recognition - Summary o

Revenue Recognition - Summary of Revenue Disaggregated by Program (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2021	Mar. 31, 2020
Disaggregation Of Revenue [Line Items]
Revenue	$ 108,085	$ 159,692
Continuing Operations
Disaggregation Of Revenue [Line Items]
Revenue	108,085	159,692
Continuing Operations | SilverSneakers
Disaggregation Of Revenue [Line Items]
Revenue	79,827	121,606
Continuing Operations | Prime Fitness
Disaggregation Of Revenue [Line Items]
Revenue	22,593	32,810
Continuing Operations | WholeHealth Living
Disaggregation Of Revenue [Line Items]
Revenue	5,637	5,049
Continuing Operations | Other
Disaggregation Of Revenue [Line Items]
Revenue	$ 28	$ 227

Share-Based Compensation - Addi

Share-Based Compensation - Additional Information (Details) $ / shares in Units, $ in Millions	3 Months Ended
	Mar. 31, 2021USD ($)Type$ / sharesshares	Mar. 31, 2020USD ($)
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Types of share based awards | Type	4
Share based awards, description	We currently have four types of share-based awards outstanding to our employees and directors: stock options, restricted stock units, performance-based stock units, and market stock units.
Share-based compensation costs | $	$ 3	$ 0.9
Stock Options
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Each of share based awards, vesting period	3 years
Stock options granted | shares	150,000
Stock options, weighted average exercise price per share	$ 26.29
Stock options, weighted average grant date fair value per share	$ 13.21
Restricted Stock Units (RSUs)
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Each of share based awards, vesting period	3 years
Restricted stock units granted | shares	83,000
Restricted stock units, weighted average grant date fair value per share	$ 23.90
Minimum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Each of share based awards, vesting period	1 year
Maximum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Each of share based awards, vesting period	3 years

Income Taxes- Additional Inform

Income Taxes- Additional Information (Details)	3 Months Ended
	Mar. 31, 2021	Mar. 31, 2020
Operating Loss Carryforwards [Line Items]
Effective tax rate	27.60%	27.50%
Earliest Tax Year
Operating Loss Carryforwards [Line Items]
Open tax year	2017

Leases - Additional Information

Leases - Additional Information (Details)	3 Months Ended
	Mar. 31, 2021Agreement
Lessee Lease Description [Line Items]
Number of sublease agreements	2
Minimum
Lessee Lease Description [Line Items]
Remaining lease terms	1 month
Maximum
Lessee Lease Description [Line Items]
Remaining lease terms	42 months

Leases - Schedule of Components

Leases - Schedule of Components of Lease Expense (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2021	Mar. 31, 2020
Leases [Abstract]
Amortization of leased assets	$ 158	$ 162
Interest of lease liabilities	14	25
Operating lease cost	1,915	1,960
Total lease cost before subleases	2,087	2,147
Sublease income	(1,344)	(1,401)
Total lease cost, net	$ 743	$ 746

Leases - Schedule of Supplement

Leases - Schedule of Supplemental Cash Flow Information Related to Leases (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2021	Mar. 31, 2020
Cash paid for amounts included in the measurement of lease liabilities
Operating cash flow attributable to operating leases	$ (1,550)	$ (1,368)
Operating cash flow attributable to finance leases	(14)	(25)
Financing cash flow attributable to finance leases	$ (157)	$ (152)

Debt - Summary of Debt, Net of

Debt - Summary of Debt, Net of Unamortized Deferred Loan Costs And Original Issue Discount (Details) - USD ($) $ in Thousands		Mar. 31, 2021	Dec. 31, 2020
Debt Instrument [Line Items]
Debt, net of unamortized original issue discount		$ 432,675	$ 496,275
Less: deferred loan costs and original issue discount		(27,469)	(29,569)
Total debt		405,206	466,706
Less: current portion	[1]	(7,456)	(7,456)
Total long-term debt		397,750	459,250
Term Loan A
Debt Instrument [Line Items]
Debt, net of unamortized original issue discount		97,785	124,035
Term Loan B
Debt Instrument [Line Items]
Debt, net of unamortized original issue discount		$ 334,890	$ 372,240
[1]	Represents additional term loan principal due upon final settlement of the sale of Nutrisystem based on the estimated post-Closing adjustments.

Debt - Credit Facility - Additi

Debt - Credit Facility - Additional Information (Details)	Mar. 08, 2019USD ($)	May 31, 2019Agreement	Mar. 31, 2021USD ($)	Mar. 31, 2020	Dec. 31, 2020USD ($)	Mar. 31, 2021USD ($)
Line Of Credit Facility [Line Items]
Outstanding debt			$ 405,206,000		$ 466,706,000	$ 405,206,000
Interest Rate Swap Agreements
Line Of Credit Facility [Line Items]
Number of agreements held for maturity | Agreement		8
Derivative maturity month and year		2024-05
Interest Rate Swap Agreements | LIBOR
Line Of Credit Facility [Line Items]
Derivative, fixed interest rate		2.20%
Eight Interest Rate Swaps
Line Of Credit Facility [Line Items]
Derivative, notional amount			700,000,000			700,000,000
Eight Interest Rate Swaps | Hedges
Line Of Credit Facility [Line Items]
Derivative, notional amount			$ 388,900,000			388,900,000
Description of interest rate swaps on derivatives			we concluded that five of the eight interest rate swaps no longer qualified for hedge accounting treatment, and we de-designated these derivatives.
Revolving Credit Facility
Line Of Credit Facility [Line Items]
Available borrowing capacity			$ 124,500,000			124,500,000
Credit Agreement
Line Of Credit Facility [Line Items]
Initiation date			Mar. 8, 2019
Outstanding debt			$ 405,200,000			405,200,000
Debt instrument, prepayments description			We are required to make prepayments on the Term Loans equal to our excess cash flow for a given fiscal year multiplied by the following excess cash flow percentages (such resulting payment an “Excess Cash Flow Payment”) based on our Net Leverage Ratio (as defined in the Credit Agreement) on the last day of such fiscal year: (a) 75% if the Net Leverage Ratio is greater than 3.75:1, (b) 50% if the Net Leverage Ratio is equal to or less than 3.75:1 but greater than 3.25:1 (c) 25% if the Net Leverage Ratio is equal to or less than 3.25:1 but greater than 2.75:1, and (d) 0% if the Net Leverage Ratio is equal to or less than 2.75:1.
Net leverage ratio for next twelve month			5.75
Net leverage ratio in year two			5.25
Net leverage ratio thereafter			4.75
Net leverage ratio one			2.11
Credit Agreement | Federal Funds Rate
Line Of Credit Facility [Line Items]
Basis spread on variable rate	0.50%
Credit Agreement | One-Month LIBOR
Line Of Credit Facility [Line Items]
Basis spread on variable rate	1.00%
Credit Agreement | Net Leverage Ratio Greater Than 3.75:1
Line Of Credit Facility [Line Items]
Excess cash flow percentage			75.00%
Net leverage ratio			375.00%
Credit Agreement | Net Leverage Ratio Equal To or Less Than 3.75:1 but Greater Than 3.25:1
Line Of Credit Facility [Line Items]
Excess cash flow percentage			50.00%
Net leverage ratio			325.00%
Credit Agreement | Net Leverage Ratio Equal To or Less Than 3.25:1 but Greater Than 2.75:1
Line Of Credit Facility [Line Items]
Excess cash flow percentage			25.00%
Net leverage ratio			275.00%
Credit Agreement | Net Leverage Ratio Equal To or Less Than 2.75:1
Line Of Credit Facility [Line Items]
Excess cash flow percentage			0.00%
Credit Agreement | Nutrisystem, Inc.
Line Of Credit Facility [Line Items]
Payments on term loans					$ 519,000,000
Credit Agreement | Minimum
Line Of Credit Facility [Line Items]
Unused commitment fee percentage	0.25%
Credit Agreement | Minimum | LIBOR
Line Of Credit Facility [Line Items]
Variable rate basis	0.00%
Credit Agreement | Maximum
Line Of Credit Facility [Line Items]
Unused commitment fee percentage	0.50%
Credit Agreement | Revolving Credit Facility
Line Of Credit Facility [Line Items]
Maximum borrowing capacity	$ 125,000,000
Maturity date				Mar. 8, 2024
Credit Agreement | Revolving Credit Facility | Minimum | LIBOR
Line Of Credit Facility [Line Items]
Margin rate	3.75%
Credit Agreement | Revolving Credit Facility | Minimum | Base Rate
Line Of Credit Facility [Line Items]
Margin rate	2.75%
Credit Agreement | Revolving Credit Facility | Maximum | LIBOR
Line Of Credit Facility [Line Items]
Margin rate	4.25%
Credit Agreement | Revolving Credit Facility | Maximum | Base Rate
Line Of Credit Facility [Line Items]
Margin rate	3.25%
Credit Agreement | Swingline Sub Facility
Line Of Credit Facility [Line Items]
Maximum borrowing capacity	$ 35,000,000
Maturity date				Mar. 8, 2024
Credit Agreement | Letters of Credit Sub Facility
Line Of Credit Facility [Line Items]
Maximum borrowing capacity	50,000,000
Credit Agreement | Term Loan Facility A
Line Of Credit Facility [Line Items]
Debt instrument, face amount	$ 350,000,000
Periodic principal payment as percentage of aggregate principal amount	2.50%
Maturity date			Mar. 8, 2024
Credit Agreement | Term Loan Facility A | LIBOR
Line Of Credit Facility [Line Items]
Margin rate	4.25%
Credit Agreement | Term Loan Facility A | Base Rate
Line Of Credit Facility [Line Items]
Margin rate	3.25%
Credit Agreement | Term Loan Facility B
Line Of Credit Facility [Line Items]
Debt instrument, face amount	$ 830,000,000
Periodic principal payment as percentage of aggregate principal amount	0.75%
Maturity date			Mar. 8, 2026
Credit Agreement | Term Loan Facility B | LIBOR
Line Of Credit Facility [Line Items]
Margin rate	5.25%
Credit Agreement | Term Loan Facility B | Base Rate
Line Of Credit Facility [Line Items]
Margin rate	4.25%
Credit Agreement | Uncommitted Incremental Accordion Facility | Minimum
Line Of Credit Facility [Line Items]
Maximum borrowing capacity	$ 125,000,000
Percentage of consolidated EBITDA requirement	50.00%
Credit Agreement | Term Loans
Line Of Credit Facility [Line Items]
Payments on term loans						$ 228,300,000
Credit Agreement | Term Loan A
Line Of Credit Facility [Line Items]
Maturity date			Sep. 30, 2022
Credit Agreement | Term Loan B
Line Of Credit Facility [Line Items]
Maturity date			Jun. 30, 2023

Commitments and Contingencies -

Commitments and Contingencies - Additional Information - (Details) - $ / shares	Mar. 31, 2021	Dec. 31, 2020	Nov. 06, 2017
Commitments And Contingencies Disclosure [Abstract]
Common stock, par value (in dollars per share)	$ 0.001	$ 0.001	$ 0.001

Fair Value Measurements - Sched

Fair Value Measurements - Schedule of Assets and Liabilities Measured at Fair Value on a Recurring Basis (Details) - Interest Rate Swap Agreements - Fair Value, Measurements, Recurring - Level 2 - USD ($) $ in Thousands	Mar. 31, 2021	Dec. 31, 2020
Derivatives Designated as Effective Hedging Instruments
Liabilities:
Liabilities measured at fair value	$ 16,919	$ 20,377
Derivatives Not Designated as Hedging Instruments
Liabilities:
Liabilities measured at fair value	$ 13,497	$ 16,260

Fair Value Measurements - Addit

Fair Value Measurements - Additional Information (Details) - USD ($) $ in Millions	Mar. 31, 2021	Dec. 31, 2020	Mar. 31, 2020
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items]
Common stock, shares outstanding (in shares)	49,246,281	48,983,735
Revolving Credit Facility
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items]
Line of credit	$ 0
Term Loans
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items]
Debt instrument fair value	432.6
Debt instrument carrying amount	432.7
Carrying Value
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items]
Cash and cash equivalents	$ 52.4
Sharecare
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items]
Common stock, shares outstanding (in shares)			159,309
Sharecare | Other Assets
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items]
Carrying value of adjustable convertible equity right			$ 10.8

Derivative Instruments and He_3

Derivative Instruments and Hedging Activities - Additional Information (Details) - Interest Rate Swap Agreements	1 Months Ended		3 Months Ended
	Oct. 31, 2020USD ($)	May 31, 2019Agreement	Mar. 31, 2021USD ($)Agreement	Dec. 31, 2020Agreement
Derivative [Line Items]
Number of interest rate swap agreements not qualified for hedge accounting treatment | Agreement			5
Number of interest rate swap agreements maintains hedging relationship | Agreement			3
Derivatives Designated as Effective Hedging Instruments | Cash Flow Hedges
Derivative [Line Items]
Number of amortizing interest rate swap agreements | Agreement		8
Derivative maturity month and year		2024-05
Derivative, fixed interest rate		2.20%
Derivative, notional amount | $			$ 388,900,000
Derivative amount reclassify from accumulated OCI to interest expense within next 12 months | $			$ 8,500,000
Derivatives Not Designated as Hedging Instruments
Derivative [Line Items]
Number of de-designated amortizing interest rate swap agreements | Agreement				5
Amount frozen that are previously deferred | $	$ 3,200,000
Floor interest rate of swaps			0.00%
Derivative, notional amount | $			$ 311,100,000

Derivative Instruments and He_4

Derivative Instruments and Hedging Activities - Schedule of Estimated Gross Fair Values of Derivative Instruments and Their Classification on Consolidated Balance Sheet (Details) - Interest Rate Swap Agreements - USD ($) $ in Thousands	Mar. 31, 2021	Dec. 31, 2020
Derivatives Designated as Effective Hedging Instruments | Cash Flow Hedges
Liabilities:
Derivative liabilities	$ 16,919	$ 20,377
Derivatives Not Designated as Hedging Instruments
Liabilities:
Derivative liabilities	13,497	16,260
Current Portion of Long-term Liabilities | Derivatives Designated as Effective Hedging Instruments | Cash Flow Hedges
Liabilities:
Current portion of long-term liabilities	7,895	8,205
Current Portion of Long-term Liabilities | Derivatives Not Designated as Hedging Instruments
Liabilities:
Current portion of long-term liabilities	6,300	6,548
Other Long-term Liabilities | Derivatives Designated as Effective Hedging Instruments | Cash Flow Hedges
Liabilities:
Other long-term liabilities	9,024	12,172
Other Long-term Liabilities | Derivatives Not Designated as Hedging Instruments
Liabilities:
Other long-term liabilities	$ 7,197	$ 9,712

Derivative Instruments and He_5

Derivative Instruments and Hedging Activities - Schedule of Effect of Cash Flow Hedge Accounting on Accumulated OCI (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2021	Mar. 31, 2020
Derivative Instruments Gain Loss [Line Items]
Total other comprehensive (income) loss, gross of tax	$ 2,802	$ (19,829)
Interest Rate Swap Agreements
Derivative Instruments Gain Loss [Line Items]
Total other comprehensive (income) loss, gross of tax	(3,762)	26,631
Interest Rate Swap Agreements | Derivatives Designated as Effective Hedging Instruments | Cash Flow Hedges
Derivative Instruments Gain Loss [Line Items]
(Gain) loss related to effective portion of derivatives recognized in accumulated OCI, gross of tax effect	(1,412)	27,752
Interest Rate Swap Agreements | Interest Expense | Derivatives Designated as Effective Hedging Instruments | Cash Flow Hedges
Derivative Instruments Gain Loss [Line Items]
Loss related to effective portion of derivatives reclassified from accumulated OCI to interest expense, gross of tax effect	(2,046)	$ (1,121)
Interest Rate Swap Agreements | Interest Expense | Derivatives Not Designated as Hedging Instruments
Derivative Instruments Gain Loss [Line Items]
Previously deferred loss on interest rate swap agreements reclassified from accumulated OCI to interest expense, gross of tax effect	$ (304)

Derivative Instruments and He_6

Derivative Instruments and Hedging Activities - Schedule of Impact of Derivatives Not Designated as Hedges on Consolidated Statement of Operations (Details) - Derivatives Not Designated as Hedging Instruments - Interest Rate Swap Agreements $ in Thousands	3 Months Ended
	Mar. 31, 2021USD ($)
Derivative Instruments Gain Loss [Line Items]
Impact of derivative instruments not designated as hedges	$ (826)
Other (Income) Expense, Net
Derivative Instruments Gain Loss [Line Items]
Net gain related to ineffective portion of derivatives, gross of tax effect	(1,130)
Interest Expense
Derivative Instruments Gain Loss [Line Items]
Previously deferred loss related to de-designated swaps reclassified from accumulated OCI, gross of tax effect	$ 304

Earnings (Loss) Per Share - Rec

Earnings (Loss) Per Share - Reconciliation of the Numerator and Denominator of Basic and Diluted Earnings (Loss) Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	3 Months Ended
	Mar. 31, 2021	Mar. 31, 2020
Numerator [Abstract]
Income from continuing operations - numerator for earnings (loss) per share	$ 19,944	$ 8,275
Net income (loss) from discontinued operations - numerator for earnings (loss) per share	(808)	(206,381)
Net income (loss)	$ 19,136	$ (198,106)
Denominator [Abstract]
Shares used for basic income (loss) per share	49,222	48,613
Effect of dilutive stock options and stock units outstanding [Abstarct]
Shares used for diluted income (loss) per share	50,340	48,855
Earnings (loss) per share attributable to - basic [Abstract]
Continuing operations (in dollars per share)	$ 0.41	$ 0.17
Discontinued operations (in dollars per share)	(0.02)	(4.25)
Net income (loss)	0.39	(4.08)
Earnings (loss) per share - diluted [Abstract]
Continuing operations (in dollars per share)	0.40	0.17
Discontinued operations (in dollars per share)	(0.02)	(4.22)
Net income (loss)	$ 0.38	$ (4.05)
Non-Qualified Stock Options
Effect of dilutive stock options and stock units outstanding [Abstarct]
Effect of dilutive stock options and restricted stock units outstanding (in shares)	62	44
Restricted Stock Units (RSUs)
Effect of dilutive stock options and stock units outstanding [Abstarct]
Effect of dilutive stock options and restricted stock units outstanding (in shares)	844	165
Market Stock Units
Effect of dilutive stock options and stock units outstanding [Abstarct]
Effect of dilutive stock options and restricted stock units outstanding (in shares)	151
Performance-Based Stock Units
Effect of dilutive stock options and stock units outstanding [Abstarct]
Effect of dilutive stock options and restricted stock units outstanding (in shares)	61	33
Non-Qualified Stock Options
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]
Dilutive securities outstanding not included in the computation of earnings per share because their effect is anti-dilutive (in shares)	268	118
Restricted Stock Units (RSUs)
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]
Dilutive securities outstanding not included in the computation of earnings per share because their effect is anti-dilutive (in shares)	9	98
Restricted Stock Awards
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]
Dilutive securities outstanding not included in the computation of earnings per share because their effect is anti-dilutive (in shares)		38

Accumulated OCI - Changes in Ac

Accumulated OCI - Changes in Accumulated OCI, Net of Tax (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2021	Mar. 31, 2020
Changes in accumulated OCI, net of tax [Roll Forward]
Amounts reclassified from accumulated OCI, net of tax	$ 1,750	$ 835
Interest Rate Swap
Changes in accumulated OCI, net of tax [Roll Forward]
Balance	(17,389)	(12,091)
Other comprehensive income (loss) before reclassifications, net	1,052	(20,664)
Amounts reclassified from accumulated OCI, net of tax	1,750	835
Balance	$ (14,587)	$ (31,920)

Accumulated OCI - Changes in _2

Accumulated OCI - Changes in Accumulated OCI, Net of Tax (Parenthetical) (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2021	Mar. 31, 2020
Accumulated Other Comprehensive Income Loss Net Of Tax [Abstract]
Other comprehensive income before reclassifications, tax	$ 360	$ 7,088
Amounts reclassified from accumulated OCI, tax	$ 600	$ 286

Accumulated OCI - Schedule of R

Accumulated OCI - Schedule of Reclassifications Out of Accumulated OCI (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2021	Mar. 31, 2020
Reclassification Adjustment Out Of Accumulated Other Comprehensive Income [Line Items]
Interest expense	$ 10,756	$ 11,270
Income tax expense	(7,620)	(3,136)
Total amounts reclassified from accumulated OCI	1,750	835
Interest Rate Swap Agreements
Reclassification Adjustment Out Of Accumulated Other Comprehensive Income [Line Items]
Total amounts reclassified from accumulated OCI	1,750	835
Reclassifications Out of Accumulate OCI
Reclassification Adjustment Out Of Accumulated Other Comprehensive Income [Line Items]
Income tax expense	(600)	(286)
Reclassifications Out of Accumulate OCI | Interest Rate Swap Agreements
Reclassification Adjustment Out Of Accumulated Other Comprehensive Income [Line Items]
Interest expense	$ 2,350	$ 1,121