Tivity Health (TVTY) 10-Q 5 May 22 2022 Q1 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	3 Months Ended
	Mar. 31, 2022	Apr. 29, 2022
Cover [Abstract]
Entity Registrant Name	TIVITY HEALTH, INC.
Entity Central Index Key	0000704415
Current Fiscal Year End Date	--12-31
Entity Filer Category	Large Accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	false
Entity Current Reporting Status	Yes
Entity Shell Company	false
Document Fiscal Year Focus	2022
Document Fiscal Period Focus	Q1
Trading Symbol	TVTY
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Mar. 31, 2022
Entity Common Stock, Shares Outstanding		49,878,312
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, 2022	Dec. 31, 2021
Current assets:
Cash and cash equivalents	$ 92,076	$ 60,132
Accounts receivable	58,011	62,730
Prepaid expenses	5,420	6,465
Income taxes receivable		3,095
Investment in equity securities	27,366	49,746
Other current assets	8,308	13,733
Total current assets	191,181	195,901
Property and equipment, net of accumulated depreciation of $47,280 and $44,229, respectively	25,721	25,247
Right-of-use assets	8,811	10,695
Intangible assets, net	29,049	29,049
Goodwill, net	334,680	334,680
Other assets	5,723	2,969
Total assets	595,165	598,541
Current liabilities:
Accounts payable	25,376	25,325
Accrued salaries and benefits	4,065	11,825
Accrued liabilities	31,624	28,270
Deferred revenue	3,201	3,371
Income taxes payable	2,774
Current portion of lease liabilities	7,388	8,007
Current portion of other long-term liabilities	2,832	10,625
Total current liabilities	77,260	87,423
Long-term debt	379,960	380,504
Long-term lease liabilities	2,072	3,487
Long-term deferred tax liability	7,789	3,183
Other long-term liabilities	137	5,037
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, 49,854,631 and 49,800,756 shares outstanding, respectively	50	50
Additional paid-in capital	516,113	514,461
Accumulated deficit	(358,590)	(359,171)
Treasury stock, at cost, 2,254,953 shares in treasury	(28,182)	(28,182)
Accumulated other comprehensive loss	(1,444)	(8,251)
Total stockholders' equity	127,947	118,907
Total liabilities and stockholders' equity	$ 595,165	$ 598,541

CONSOLIDATED BALANCE SHEETS (_2

CONSOLIDATED BALANCE SHEETS (Unaudited) (Parenthetical) - USD ($) $ in Thousands	Mar. 31, 2022	Dec. 31, 2021
Statement Of Financial Position [Abstract]
Accumulated depreciation	$ 47,280	$ 44,229
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)	49,854,631	49,800,756
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, 2022	Mar. 31, 2021
Income Statement [Abstract]
Revenues	$ 127,513	$ 108,085
Cost of revenue (exclusive of depreciation of $3,065 and $2,531, respectively included below)	78,415	57,285
Marketing expense	2,784	1,231
Selling, general and administrative expenses	10,700	9,696
Depreciation expense	3,206	2,683
Operating income	32,408	37,190
Interest expense	6,993	10,756
Other (income) expense, net	16,685	(1,130)
Total non-operating expense, net	23,678	9,626
Income before income taxes	8,730	27,564
Income tax expense	8,086	7,620
Income from continuing operations	644	19,944
Loss from discontinued operations, net of income tax benefit of $21 and $277, respectively	(63)	(808)
Net income	$ 581	$ 19,136
Earnings (loss) per share - basic:
Continuing operations	$ 0.01	$ 0.41
Discontinued operations	0	(0.02)
Net income	0.01	0.39
Earnings (loss) per share - diluted:
Continuing operations	0.01	0.40
Discontinued operations	0	(0.02)
Net income	$ 0.01	$ 0.38
Comprehensive income	$ 7,388	$ 21,938
Weighted average common shares and equivalents:
Basic	49,838	49,222
Diluted	50,557	50,340

CONSOLIDATED STATEMENTS OF OP_2

CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) (Parenthetical) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
Income Statement [Abstract]
Depreciation	$ 3,065	$ 2,531
Discontinued operation, income tax (benefit)	$ 21	$ 277

CONSOLIDATED STATEMENTS OF COMP

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (Unaudited) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
Statement Of Income And Comprehensive Income [Abstract]
Net income	$ 581	$ 19,136
Net change in fair value of effective portion of interest rate swaps designated as cash flow hedges, net of tax expense of $2,264 and $882, respectively	6,600	2,576
Reclassification adjustment for previously deferred loss from interest rate swaps included in "Interest expense," net of tax of $71 and $78, respectively	207	226
Total other comprehensive income, net of tax	6,807	2,802
Comprehensive income	$ 7,388	$ 21,938

CONSOLIDATED STATEMENTS OF CO_2

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (Unaudited) (Parenthetical) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
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	$ 2,264	$ 882
Reclassification adjustment for previously deferred loss from interest rate swaps, tax	$ 71	$ 78

CONSOLIDATED STATEMENT OF CHANG

CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY (DEFICIT) (Unaudited) - USD ($) $ in Thousands	Total	Common Stock	Additional Paid-in Capital	Accumulated Deficit	Treasury Stock	Accumulated Other Comprehensive Loss
Balance at Dec. 31, 2020	$ 3,656	$ 49	$ 513,263	$ (464,085)	$ (28,182)	$ (17,389)
Comprehensive income	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)
Balance at Dec. 31, 2021	118,907	50	514,461	(359,171)	(28,182)	(8,251)
Comprehensive income	7,388			581		6,807
Exercise and vesting of share-based compensation awards	205		205
Tax withholding for share-based compensation	(472)		(472)
Share-based employee compensation expense	1,919		1,919
Balance at Mar. 31, 2022	$ 127,947	$ 50	$ 516,113	$ (358,590)	$ (28,182)	$ (1,444)

CONSOLIDATED STATEMENTS OF CASH

CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
Cash flows from operating activities:
Income from continuing operations	$ 644	$ 19,944
Loss from discontinued operations	(63)	(808)
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization	3,206	2,683
Amortization and write-off of deferred loan costs	492	1,183
Amortization and write-off of debt discount	63	1,077
Share-based employee compensation expense	1,919	2,998
Unrealized gain on derivatives	(5,695)	(1,130)
Unrealized loss on investments in equity securities	22,380
Deferred income taxes	2,272	1,454
Decrease (increase) in accounts receivable	4,719	(18,978)
Changes in income taxes receivable and payable	5,869	10,217
Decrease in other current assets	1,992	529
Decrease in accounts payable	(945)	(42)
Decrease in accrued salaries and benefits	(7,760)	(3,685)
Increase in other current liabilities	7,553	5,594
Other	369	1,582
Net cash flows provided by operating activities	37,015	22,618
Cash flows from investing activities:
Acquisition of property and equipment	(2,715)	(1,561)
Settlement on derivatives not designated as hedges	(1,390)	(1,633)
Net cash flows used in investing activities	(4,105)	(3,194)
Cash flows from financing activities:
Payments of long-term debt	(1,000)	(63,600)
Payments related to tax withholding for share-based compensation	(472)	(2,502)
Exercise of stock options	205	164
Change in cash overdraft and other	301	(1,443)
Net cash flows used in financing activities	(966)	(67,381)
Net increase (decrease) in cash and cash equivalents	31,944	(47,957)
Cash and cash equivalents, beginning of period	60,132	100,385
Cash and cash equivalents, end of period	$ 92,076	$ 52,428

Basis of Presentation

Basis of Presentation	3 Months Ended
	Mar. 31, 2022
Organization Consolidation And Presentation Of Financial Statements [Abstract]
Basis of Presentation	1. Basis of Presentation 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, 2021.

Recent Relevant Accounting Stan

Recent Relevant Accounting Standards	3 Months Ended
	Mar. 31, 2022
New Accounting Pronouncements And Changes In Accounting Principles [Abstract]
Recent Relevant Accounting Standards	2 . Re c o a d In October 2018, the Financial Accounting Standards Board (“FASB”) Accounting Standards Update (“ASU”) . In March 2020, the FASB issued ASU 2020-04, “ Reference Rate Reform (“ASC 848”): Facilitation of the Effects of Reference Rate Reform on Financial Reporting”. In January 2021, the FASB issued ASU 2021-01, “Reference Rate Reform: Scope”, which refines the scope of ASC 848 and clarifies the application of its guidance. 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.

Discontinued Operations

Discontinued Operations	3 Months Ended
	Mar. 31, 2022
Discontinued Operations And Disposal Groups [Abstract]
Discontinued Operations	3. Discontinued Operations Effective as of December 9, 2020, we completed the sale of Nutrisystem . Three Months Ended March 31, (In thousands) 2022 2021 Selling, general and administrative expenses (1) 84 1,085 Pretax loss from discontinued operations (84 ) (1,085 ) Income tax benefit (21 ) (277 ) Loss from discontinued operations, net of income tax benefit $ (63 ) $ (808 ) (1) Expenses from discontinued operations primarily relate to legal and other professional fees and separation costs.

Revenue Recognition

Revenue Recognition	3 Months Ended
	Mar. 31, 2022
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 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 Three Months Ended March 31, Three Months Ended March 31, (In thousands) 2022 2021 Revenue recognized that was included in deferred revenue at the beginning of the period $ (3,204 ) $ (3,781 ) Increases due to cash received from customers, excluding amounts recognized as revenue during the period $ 3,034 $ 3,672 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. For the three months ended March 31, 2022, total SilverSneakers visits and revenues were higher than the same period in 2021 as the effects of the COVID-19 pandemic lessened compared to the prior year period. As a result, revenues from PMPM fees (which are not derived from visits) as a percentage of total SilverSneakers revenue declined to 41% for the three months ended March 31, 2022, compared to 53% for the three months ended March 31, 2021. $ 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, 2022 2021 SilverSneakers $ 96,114 $ 79,827 Prime Fitness 25,036 22,593 WholeHealth Living 6,118 5,637 Other 245 28 $ 127,513 $ 108,085 Sales and usage-based taxes are excluded from revenues.

Share-Based Compensation

Share-Based Compensation	3 Months Ended
	Mar. 31, 2022
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 and market stock units h ba a a d a e o l e e o o c l We recognize share-based compensation expense for the market stock units if the requisite service is rendered, even if the market condition is never satisfied. For the three months ended March 31, 2022 and 2021, we recognized total share-based compensation costs of $1.9 million and $3.0 million, respectively. We account for forfeitures as they occur. In March 2022, we granted annual long-term incentive awards to our employees consisting of (i) approximately 162,000 stock options with a weighted average exercise price of $31.27 per share and a weighted average grant date fair value of $15.75 per share, and (ii) approximately 90,000 restricted stock units with a weighted average grant date fair value of $28.43 per share. These awards generally vest over or at the end of three years, subject to the underlying award agreements.

Income Taxes

Income Taxes	3 Months Ended
	Mar. 31, 2022
Income Tax Disclosure [Abstract]
Income Taxes	6 . Incom Taxes For the three months ended March 31, 2022 and 2021, we had an effective income tax rate from continuing operations of 92.6% and 27.6%, respectively. the We file income tax returns in the U.S. Federal jurisdiction and in various state and foreign

Leases

Leases	3 Months Ended
	Mar. 31, 2022
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 The following table shows the components of lease expense for the three months ended March 31, 2022 and 2021: Three Months Ended March 31, (In thousands) 2022 2021 Finance lease cost: Amortization of leased assets $ 156 $ 158 Interest of lease liabilities 4 14 Operating lease cost 1,861 1,915 Total lease cost before subleases $ 2,021 $ 2,087 Sublease income (1,344 ) (1,344 ) Total lease cost, net $ 677 $ 743 Supplemental cash flow information related to leases is as follows: Three Months Ended March 31, (In thousands) 2022 2021 Cash received (paid) for amounts included in the measurement of lease liabilities Operating cash flow attributable to operating leases (1) $ 1,009 $ (1,550 ) Operating cash flow attributable to finance leases (4 ) (14 ) Financing cash flow attributable to finance leases (167 ) (157 ) (1) For the three months ended March 31, 2022, due to catch-up payments received from certain sublessors, cash received from subleases exceeded our cash paid for the related leases. For the three months ended March 31, 2022 and 2021, there were no noncash transactions related to leases.

Debt

Debt	3 Months Ended
	Mar. 31, 2022
Debt Disclosure [Abstract]
Debt	8 . De b The C o an o i n (In thousands) March 31, 2022 December 31, 2021 Term Loan B 393,000 394,000 Less: deferred loan costs and original issue discount (13,040 ) (13,496 ) Total debt 379,960 380,504 Credit Facilities On June 30, 2021, we entered into a new Credit Agreement (the “Credit Agreement”) with a group of lenders, Morgan Stanley Senior Funding, Inc., as general administrative agent, term loan facility administrative agent and collateral agent (“Morgan Stanley”), and Truist Bank, as revolving facility agent and swingline lender (“Truist”). The Credit Agreement replaced our prior Credit and Guaranty Agreement, dated March 8, 2019 (the “Prior Credit Agreement”), with a group of lenders, Credit Suisse AG, Cayman Islands Branch, as general administrative agent, term facility agent and collateral agent, and Truist, as revolving facility agent and swingline lender. The Credit Agreement provides us with (i) a $400.0 million term loan B facility (the “Term Loan B”), (ii) a $100.0 million revolving credit facility that includes a $30.0 million sublimit for swingline loans and a $40.0 million sublimit for letters of credit (the “Revolving Credit Facility”), and (iii) uncommitted incremental accordion facilities in an aggregate amount at any date equal to the greater of $167.5 million or 100% of our Consolidated EBITDA (as defined in the Credit Agreement) 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, 2022, outstanding debt under the Credit Agreement was $380.0 million, and availability under the revolving credit facility totaled $99.5 million as calculated under the most restrictive covenant. Upon execution of the Credit Agreement, we recorded a non-cash loss on extinguishment of debt of $18.2 million, which related to the write-off of certain unamortized original issue discount and deferred loan costs associated with the Prior Credit Agreement. Additionally, we incurred third-party costs of $0.8 million related to the execution of the Credit Agreement and the transactions that are the subject thereof, which were recorded as loss on modification of debt. We used the proceeds of the Term Loan B and cash on hand to repay all of the outstanding indebtedness under the Prior Credit Agreement, and to pay transaction costs and expenses. Proceeds of the Revolving Credit Facility also may be used for general corporate purposes of the Company and its subsidiaries. We are required to repay Term Loan B loans in consecutive quarterly installments, each in the amount of 0.25% of the aggregate initial amount of such loans, payable on September 30, 2021 and on the last day of each succeeding quarter thereafter until maturity on June 30, 2028, 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 Loan B at any time without penalty, except for a 1 % premium with respect to the principal of Term Loan B loans prepaid within six months after the date of the Credit Agreement using proceeds from certain specified repricing transactions. From June 30, 2021 through March 31, 2022, we made payments of $ 7.0 million on the Term Loan B , which included prepayments of all amounts due through March 31, 2023 . We are required to repay in full any outstanding swingline loans and revolving loans, and to terminate or cash collateralize any outstanding letters of credit, under the Revolving Credit Facility on June 30, 2026. In addition, the Credit Agreement contains provisions that, beginning with fiscal year 2022, 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 prepayment of the Term Loan B or the reduction of the Revolving Credit Facility, as determined by the Company in our discretion (“Excess Cash Flow Payment”). An Excess Cash Flow Payment is only required in the amount, if any, by which the Excess Cash Flow Amount exceeds $10.0 million for the applicable fiscal year. “Excess Cash Flow Amount” is equal to our excess cash flow for a given fiscal year multiplied by the following excess cash flow percentages based on our First Lien Net Leverage Ratio (as defined in the Credit Agreement) on the last day of such fiscal year: (a) 50% if the First Lien Net Leverage Ratio is greater than 3.25:1, (b) 25% if the First Lien Net Leverage Ratio is less than or equal to 3.25:1 but greater than 2.75:1, and (c) 0% if the First Lien Net Leverage Ratio is less than or equal to 2.75:1. Any potential mandatory Excess Cash Flow Payments are reduced by among other things, prepayments of the Term Loan B, any reductions of the Revolving Credit Facility, and prepayments of certain other indebtedness made during the applicable fiscal year. We were not required to make an Excess Cash Flow Payment for fiscal 2021 Borrowings under the Credit Agreement bear interest at variable rates based on a margin or spread in excess of either (1) one-month, three-month or six-month LIBOR (or, if available to all lenders holding the particular class of loans, 12-month LIBOR), which may not be less than 0.00%, 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”), in each case as selected by the Company. The Base Rate may not be less than 1.00%. The LIBOR margin for Term Loan B loans is 4.25%, and the LIBOR margin for revolving loans varies between 4.25% and 3.75% depending on our First Lien Net Leverage Ratio (as defined in the Credit Agreement). The Base Rate margin for Term Loan B loans is 3.25%, and the Base Rate margin for revolving loans varies between 3.25% and 2.75%, depending on our First Lien Net Leverage Ratio. Based on the Company’s elections, borrowings under the Prior Credit Agreement bore interest at variable rates based on a margin or spread in excess of one-month LIBOR, which could not be less than zero. The LIBOR margin for Term Loan A loans was 4.25%, the LIBOR margin for Term Loan B loans was 5.25%, and the LIBOR margin for revolving loans varied between 3.75% and 4.25%, depending on our total Net Leverage Ratio, as defined in the Prior Credit Agreement. In May 2019, we entered into eight amortizing interest rate swap agreements, each of which matures in May 2024. Under these interest rate swap agreements, we receive a variable rate of interest based on LIBOR, and we pay a fixed rate of interest equal to approximately 2.2%. As further explained in Note 12, 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, 2022, the eight interest rate swap agreements had current notional amounts totaling $600.0 million, of which $333.3 million related to effective hedges. The Credit Agreement also provides for annual commitment fees ranging between 0.250% and 0.375% of the unused commitments under the Revolving Credit Facility, depending on our Total Net Leverage Ratio (as defined in the Credit Agreement), and annual letter of credit fees on the daily maximum amount available under outstanding letters of credit at the LIBOR margin for the Revolving Credit Facility. The Prior Credit Agreement provided for annual commitment fees ranging between 0.250% and 0.500% of the unused commitments under the prior revolving credit facility, depending on our total Net Leverage Ratio (as defined in the Prior Credit Agreement), and annual letter of credit fees on the daily outstanding availability under outstanding letters of credit at the applicable LIBOR margin for the prior revolving credit facility, depending on our total Net Leverage Ratio (as defined in the Prior Credit Agreement). 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 the Company’s and such subsidiaries’ assets, subject to certain specified exceptions. With respect to the Revolving Credit Facility, the Credit Agreement contains a financial covenant that requires us to comply with a specified maximum First Lien Net Leverage Ratio if utilization of the Revolving Credit Facility exceeds a specified level as of the last day of any period of four consecutive fiscal quarters. 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, liens; indebtedness; changes in the nature of business; mergers and other fundamental changes; sales and other dispositions of assets (including equity interests in subsidiaries); loans, advances, guarantees, acquisitions and other investments; restricted payments (including dividends, distributions, buybacks, redemptions and repurchases with respect to equity interests); change in fiscal year; prepayments, redemptions or acquisitions for value with respect to junior lien, subordinated or unsecured debt; changes in organizational documents and junior debt agreements; negative pledges; restrictions on subsidiary distributions; transfers of material assets to subsidiaries that are not guarantors; and transactions with affiliates. As of March 31, 2022, we were in compliance with all of the financial covenant requirements of the Credit Agreement.

Commitments and Contingencies

Commitments and Contingencies	3 Months Ended
	Mar. 31, 2022
Commitments And Contingencies Disclosure [Abstract]
Commitments and Contingencies	9 . Commitment an Contingencies 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 shares of the Company’s common stock, par value $0.001 per share (“Common Stock”) between March 8, 2019 and February 19, 2020 and names as defendants the Company, the Company's chief financial officer, former chief executive officer, and former president and chief operating officer. The amended 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 performance of and accounting for the Nutrisystem business that the Company acquired on March 8, 2019. The defendants filed a motion to dismiss the amended complaint on December 4, 2020. On July 29, 2021, the Court issued an order denying the defendants’ motion to dismiss. On October 26, 2021, Plaintiff filed a motion for class certification, which Defendants have opposed. The parties are currently engaged in discovery, and a trial date has been set for September 12, 2023. 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. On August 23, 2021, the parties submitted another joint stipulation proposing to further extend the stay. 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. On August 24, 2021, the court entered an order staying the case. 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 former subsidiaries of the Company; Nutrisystem, Inc. and Nutri/System IPHC, Inc (“Pacific Packaging Lawsuit”). 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. On July 23, 2021, the Court granted the defendant’s motion for summary judgment dismissing certain of plaintiff’s damages claims, namely any claim for royalty damages and claims related to profits based on reverse confusion. The case was set for trial on March 1, 2022. 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. On January 11, 2022, the parties reached a settlement in principle of the Pacific Packaging Lawsuit pursuant to which defendants’ insurers would pay the entire settlement amount except for the amount of $25,000 representing the deductible on the policy, which would be paid by the Company pursuant to its indemnification agreement with Kainos. On March 11, 2022, the parties executed a definitive written settlement agreement, and all amounts were paid by the insurers and the Company in March 2022. 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 .

Investment in Equity Securities

Investment in Equity Securities	3 Months Ended
	Mar. 31, 2022
Equity Method Investments And Joint Ventures [Abstract]
Investment in Equity Securities	10. Investment in Equity Securities Prior to July 1, 2021, w e owned 159,309 shares of common stock of a predecessor (“Legacy Sharecare”) of Sharecare, Inc. (“Sharecare”) that we acquired in connection with the sale of our total population health services business to Legacy Sharecare in July 2016. These shares did not have a readily determinable fair value through June 30, 2021. As permitted under ASC 321, “Investments – Equity Securities” (“ASC 321”), we elected to measure such shares at cost, less any impairment, plus or minus changes resulting from observable price changes in orderly transactions for the identical or a similar investment of the same issuer (of which there were none). On February 12, 2021, Legacy Sharecare announced that it had entered into a merger agreement with Falcon Capital Acquisition Corp. (“FCAC”) and FCAC Merger Sub, Inc. (“FCAC Merger Sub”) pursuant to which Legacy Sharecare would merge with and into FCAC Merger Sub with Sharecare surviving as a wholly owned subsidiary of FCAC (the “Sharecare Transaction”). The Sharecare Transaction was consummated effective July 1, 2021. As a result, our shares of common stock of Legacy Sharecare were converted into shares of common stock of Sharecare (“Sharecare Common Stock”), with 2.4% of such shares being converted into and paid to us in cash. Consequently, in July 2021, we received $2.7 million in cash as well as 11,079,331 shares of Sharecare Common Stock (“Sharecare Equity Security”). Our cost basis in the Sharecare Equity Security is $10.5 million or $0.95 average cost per share. Sharecare Common Stock began trading on The Nasdaq Stock Market LLC on July 2, 2021 under the trading symbol “SHCR.” The Sharecare Equity Security is subject to restrictions on resale, including a customary lockup period. The lockup period continues until the earlier of one year after the effective time of the Sharecare Transaction or such other time at which the Sharecare Common Stock trades at a certain minimum price for 20 trading days in any 30-day trading period beginning on or after November 28, 2021. In addition, between December 28, 2021 and March 27, 2022 (the “First Sale Window”), we were permitted to, but did not, sell up to 750,000 shares. Between March 28, 2022 and July 1, 2022, we may sell up to 750,000 shares plus the 750,000 shares we were permitted to, but did not, sell during the First Sale Window. Subsequent to the consummation of the Sharecare Transaction in July 2021, the fair value of the Sharecare Equity Security became readily determinable. Accordingly, beginning in July 2021, we carry the Sharecare Equity Security on our consolidated balance sheet at fair value, and we recognize any changes in fair value of the Sharecare Equity Security in net income as unrealized gains or losses, as required under ASC 321. At March 31, 2022 , the Sharecare Equity Security is reported as a current asset on our consolidated balance sheet in “Investment in equity securities”. During the three months ended March 31 , 202 2 , we recorded an unrealized loss of $ 22.4 million based on the change in fair value of the Sharecare Equity Security . The unrealized loss w as recorded to other (income) expense, net (see Note 15). At December 31, 2021, allowance of $135.4 million for deferred tax assets related to capital loss carryforwards. During the first quarter of 2022, we increased the valuation allowance by $5.7 million based on changes in expectations about the realizability of capital gains from a future disposal of the Sharecare Equity Security that would be available to utilize these capital loss carryforwards. Equity Security

Fair Value Measurements

Fair Value Measurements	3 Months Ended
	Mar. 31, 2022
Fair Value Disclosures [Abstract]
Fair Value Measurements	1 1 . 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, 2022 and December 31, 2021. March 31, 2022 December 31, 2021 Fair Value Measurements Using Input Types Fair Value Measurements Using Input Types (In thousands) Level 1 Level 2 Total Level 1 Level 2 Total Assets: Investment in equity securities (1) $ 27,366 $ — $ 27,366 $ 49,746 $ — $ 49,746 Derivatives designated as effective hedging instruments Interest rate swap agreements $ — $ 1,738 $ 1,738 $ — $ — $ — Non-designated derivatives Interest rate swap agreements $ — $ 1,397 $ 1,397 $ — $ — $ — Total assets $ 27,366 $ 3,135 $ 30,501 $ 49,746 $ — $ 49,746 Liabilities: Derivatives designated as effective hedging instruments Interest rate swap agreements $ — $ 1,580 $ 1,580 $ — $ 8,705 $ 8,705 Non-designated derivatives Interest rate swap agreements $ — $ 1,252 $ 1,252 $ — $ 6,938 $ 6,938 Total liabilities $ — $ 2,832 $ 2,832 $ — $ 15,643 $ 15,643 (1) Reflects ownership of 11,079,331 shares of Sharecare Common Stock, as described in Note 10. The fair value of the Sharecare Equity Security is determined based on the closing price of Sharecare’s common stock on the last trading day of the reporting period. 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, or more frequ en t ly whenever events or circumsta n c e s i n dicate that th e carryin g v a lu e ma y no t b e r e cov e rab l e, • 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. We have a single reporting unit. 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 , 202 2 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 a 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 Loan B is e o l i a a e an average of quotes as of March 31, 2022 Th e volvin redi acilit inal issue discount and deferred loan costs) were $389.1 million and $393.0 million March 31, 2022.

Derivative Instruments and Hedg

Derivative Instruments and Hedging Activities	3 Months Ended
	Mar. 31, 2022
Derivative Instruments And Hedging Activities Disclosure [Abstract]
Derivative Instruments and Hedging Activities	1 2 . 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, 2022 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. 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. In May 2019, we entered into eight amortizing interest rate swap agreements, each of which matures in May 2024 and was initially designated as an effective cash flow hedge. 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%. In October 2020, we determined that some of our hedged transactions would not materially occur in the initially identified time period due to the sale of Nutrisystem, 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 income (loss) from discontinued operations as a result of the hedged forecasted transactions becoming probable not to occur. Upon de-designation in the fourth quarter of 2020, we recognized a pre-tax loss of $ 14.3 million in income (loss) from discontinued operations. 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 probable of not 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. Our entering into the Credit Agreement on June 30, 2021 had no effect on the hedging designation of our interest rate swaps as the hedges are not tied to a specific debt instrument and the economic characteristics of the Credit Agreement are similar to those of the Prior Credit Agreement. 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, 2022, our interest rate swap agreements designated as effective cash flow hedges had current notional amounts totaling $333.3 million , and our de-designated interest rate swap agreements had current notional amounts totaling $266.7 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, 2022, we expect to reclassify $2.4 million, pre-tax, 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, 2022 and December 31, 2021 were as follows: (In thousands) March 31, 2022 December 31, 2021 Assets: Derivatives designated as effective hedging instruments: Other assets $ 1,738 $ — Non-designated derivatives: Other assets $ 1,397 $ — Liabilities: Derivatives designated as effective hedging instruments: Current portion of long-term liabilities $ 1,580 $ 5,911 Other long-term liabilities — 2,794 $ 1,580 $ 8,705 Non-designated derivatives: Current portion of long-term liabilities $ 1,252 $ 4,714 Other long-term liabilities — 2,224 $ 1,252 $ 6,938 The following table presents the effect of cash flow hedge accounting on accumulated OCI as of March 31, 2022 and 2021: (In thousands) For the Three Months Ended March 31, 2022 March 31, 2021 Derivatives designated as effective hedging instruments: Gain related to effective portion of derivatives recognized in accumulated OCI, gross of tax effect $ (7,125 ) $ (1,412 ) Loss related to effective portion of derivatives reclassified from accumulated OCI to interest expense, gross of tax effect (1,739 ) (2,046 ) Non-designated derivatives: Previously deferred loss on interest rate swap agreements reclassified from accumulated OCI to interest expense, gross of tax effect $ (278 ) $ (304 ) Total other comprehensive income, gross of tax $ (9,142 ) $ (3,762 ) The following table presents the impact that non-designated derivatives had on our consolidated statement of operations for the three months ended March 31, 2022 and 2021: (In thousands) Statement of Operations Classification March 31, 2022 March 31, 2021 Interest rate swap agreements: Net gain related to ineffective portion of derivatives, gross of tax effect Other (income) expense, net $ (5,695 ) $ (1,130 ) Previously deferred loss related to de-designated swaps reclassified from accumulated OCI, gross of tax effect Interest expense 278 304 $ (5,417 ) $ (826 )

Earnings (Loss) Per Share

Earnings (Loss) Per Share	3 Months Ended
	Mar. 31, 2022
Earnings Per Share [Abstract]
Earnings (Loss) Per Share	13. Earning (Loss) Pe Sha r The f ollowing is a r e c o ncili a tion of the n u merat o r a n d denom i nat o r of bas i c and d iluted earnin g s (loss) p e r share f o r the three months ended March 31, 2022 a n d 2021: (In thousands except per share data) Three Months Ended March 31, 2022 2021 Numerator: Income from continuing operations - numerator for earnings (loss) per share $ 644 $ 19,944 Loss from discontinued operations - numerator for earnings (loss) per share (63 ) (808 ) Net income $ 581 $ 19,136 Denominator: Shares used for basic income (loss) per share 49,838 49,222 Effect of dilutive stock options and stock units outstanding: Non-qualified stock options 77 62 Restricted stock units 363 844 Performance-based stock units — 61 Market stock units 279 151 Shares used for diluted income (loss) per share 50,557 50,340 Earnings (loss) per share - basic: Continuing operations $ 0.01 $ 0.41 Discontinued operations $ (0.00 ) $ (0.02 ) Net income $ 0.01 $ 0.39 Earnings (loss) per share - diluted: Continuing operations $ 0.01 $ 0.40 Discontinued operations $ (0.00 ) $ (0.02 ) Net income $ 0.01 $ 0.38 Dilutive securities outstanding not included in the computation of earnings per share because their effect is anti-dilutive: Non-qualified stock options 262 268 Restricted stock units 35 9 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, 2022
Accumulated Other Comprehensive Income Loss Net Of Tax [Abstract]
Accumulated OCI	14. Accumulated OCI The following tables summarize the changes in accumulated OCI, net of tax, for the three months ended March 31, 2022 and 2021: (In thousands) Net Change in Fair Value of Interest Rate Swaps Accumulated OCI, net of tax, as of January 1, 2022 $ (8,251 ) Other comprehensive income (loss) before reclassifications, net of tax of $1,820 5,305 Amounts reclassified from accumulated OCI, net of tax of $515 1,502 Accumulated OCI, net of tax, as of March 31, 2022 $ (1,444 ) (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 ) The following table presents details about reclassifications out of accumulated OCI for the three months ended March 31, 2022 and 2021: Three Months Ended (In thousands) March 31, 2022 March 31, 2021 Statement of Operations Classification Interest rate swaps $ 2,017 $ 2,350 Interest expense (515 ) (600 ) Income tax expense Total amounts reclassified from accumulated OCI $ 1,502 $ 1,750 Net of tax See Note 12 for a further discussion of our interest rate swaps.

Other (Income) Expense, Net

Other (Income) Expense, Net	3 Months Ended
	Mar. 31, 2022
Other Income And Expenses [Abstract]
Other (Income) Expense, Net	15. Other (Income) Expense, Net The following table shows the detail of Other (income) expense, net for the three months ended March 31, 2022 and 2021. Three Months Ended March 31, (In thousands) 2022 2021 Unrealized loss on investment in equity securities (Note 10) $ 22,380 $ — Unrealized gain related to ineffective portion of derivatives (Note 12) (5,695 ) (1,130 ) Other (income) expense, net $ 16,685 $ (1,130 )

Subsequent Event

Subsequent Event	3 Months Ended
	Mar. 31, 2022
Subsequent Events [Abstract]
Subsequent Event	16. Subsequent Event On April 5, 2022, we entered into a definitive Agreement and Plan of Merger (the “Merger Agreement”) with Titan-Atlas Parent, Inc. (“Parent”) and Titan-Atlas Merger Sub, Inc., a direct, wholly-owned subsidiary of Parent (“Merger Sub”), providing for the acquisition of the Company by affiliates of Stone Point Capital LLC, a Delaware limited liability company (“Stone Point Capital”), subject to the terms and conditions set forth in the Merger Agreement. Pursuant to the terms of the Merger Agreement and subject to the satisfaction or waiver of certain conditions set forth in the Merger Agreement, Merger Sub will be merged with and into the Company (the “Merger”) effective as of the effective time of the Merger (the “Effective Time”) . As a result of the Merger, Merger Sub will cease to exist, and the Company will survive as a wholly-owned subsidiary of Parent. As a result of the Merger, except as otherwise provided in the Merger Agreement, at the Effective Time, each share of Common Stock issued and outstanding immediately prior to the Effective Time will be converted into the right to receive $32.50 in cash, without interest (the “Transaction Consideration”). In addition, at the Effective Time: • Each option to purchase Common Stock outstanding immediately prior to the Effective Time (each, a “Company Option”), whether vested or unvested, will be cancelled and will entitle the holder to receive an amount in cash (without interest and subject to applicable withholding taxes) equal to the product of (i) the number of shares of Common Stock subject to such Company Option as of immediately prior to the Effective Time and (ii) the excess, if any, of the Transaction Consideration over the exercise price per share of such Company Option. Any Company Options outstanding with exercise prices equal to or in excess of the per share Transaction Consideration will be cancelled without any payment to the holder thereof; • Each market stock unit award of the Company (each, a “Company MSU Award”) outstanding immediately prior to the Effective Time will become vested, will be cancelled and will entitle the holder thereof to receive an amount in cash (without interest and subject to applicable withholding taxes) equal to the product of (i) the number of shares of Common Stock that would have vested pursuant to the terms of such Company MSU Award based on actual performance through the Effective Time and (ii) the Transaction Consideration; and • Each restricted stock unit award of the Company (each, a “Company RSU Award”) outstanding immediately prior to the Effective Time will become fully vested, will be cancelled and will entitle the holder to receive an amount in cash (without interest and subject to applicable withholding taxes) equal to the product of (i) the number of shares of Common Stock subject to the Company RSU Award and (ii) the Transaction Consideration. The consummation of the Merger is subject to the satisfaction or waiver of various customary conditions set forth in the Merger Agreement, including, but not limited to, (i) the Company’s stockholders’ approval of the Merger Agreement, (ii) the expiration or termination of any applicable waiting period (or any extensions thereof) under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended (the “HSR Act”), (iii) the absence of any restraint or law preventing or prohibiting the consummation of the Merger, (iv) the accuracy of Parent’s, Merger Sub’s, and the Company’s representations and warranties (subject to certain materiality qualifiers), (v) Parent’s, Merger Sub’s and the Company’s compliance in all material respects with their respective obligations under the Merger Agreement, and (vi) the absence of any Company Material Adverse Effect (as defined in the Merger Agreement) since the date of the Merger Agreement. The consummation of the Merger is not subject to a financing condition. During the three months ended March 31, 2022, we incurred expenses of $1.1 million related to the proposed Merger, which primarily consisted of legal and other professional fees and are reported as selling, general and administrative expenses in the consolidated statements of operations. On April 5, 2022, upon entering into the Merger Agreement, we incurred $2.5 million of financial advisory fees, which we recorded during the second quarter of 2022. See Item IA. Risk Factors for a discussion of the risks related to the Merger.

Basis of Presentation (Policies

Basis of Presentation (Policies)	3 Months Ended
	Mar. 31, 2022
Organization Consolidation And Presentation Of Financial Statements [Abstract]
Basis of Presentation	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, 2021.
Recent Relevant Accounting Standards	In October 2018, the Financial Accounting Standards Board (“FASB”) Accounting Standards Update (“ASU”) . In March 2020, the FASB issued ASU 2020-04, “ Reference Rate Reform (“ASC 848”): Facilitation of the Effects of Reference Rate Reform on Financial Reporting”. In January 2021, the FASB issued ASU 2021-01, “Reference Rate Reform: Scope”, which refines the scope of ASC 848 and clarifies the application of its guidance. 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.

Discontinued Operations (Tables

Discontinued Operations (Tables)	3 Months Ended
	Mar. 31, 2022
Discontinued Operations And Disposal Groups [Abstract]
Summary of Financial Results Included in Income (Loss) from Discontinued Operations	Effective as of December 9, 2020, we completed the sale of Nutrisystem . Three Months Ended March 31, (In thousands) 2022 2021 Selling, general and administrative expenses (1) 84 1,085 Pretax loss from discontinued operations (84 ) (1,085 ) Income tax benefit (21 ) (277 ) Loss from discontinued operations, net of income tax benefit $ (63 ) $ (808 ) (1) Expenses from discontinued operations primarily relate to legal and other professional fees and separation costs.

Revenue Recognition (Tables)

Revenue Recognition (Tables)	3 Months Ended
	Mar. 31, 2022
Revenue From Contract With Customer [Abstract]
Summary of Significant Changes in Deferred Revenue Balance	Significant changes in the deferred revenue balance during the period are as follows: Three Months Ended March 31, Three Months Ended March 31, (In thousands) 2022 2021 Revenue recognized that was included in deferred revenue at the beginning of the period $ (3,204 ) $ (3,781 ) Increases due to cash received from customers, excluding amounts recognized as revenue during the period $ 3,034 $ 3,672
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, 2022 2021 SilverSneakers $ 96,114 $ 79,827 Prime Fitness 25,036 22,593 WholeHealth Living 6,118 5,637 Other 245 28 $ 127,513 $ 108,085

Leases (Tables)

Leases (Tables)	3 Months Ended
	Mar. 31, 2022
Leases [Abstract]
Schedule of Components of Lease Expense	The following table shows the components of lease expense for the three months ended March 31, 2022 and 2021: Three Months Ended March 31, (In thousands) 2022 2021 Finance lease cost: Amortization of leased assets $ 156 $ 158 Interest of lease liabilities 4 14 Operating lease cost 1,861 1,915 Total lease cost before subleases $ 2,021 $ 2,087 Sublease income (1,344 ) (1,344 ) Total lease cost, net $ 677 $ 743
Schedule of Supplemental Cash Flow Information Related to Leases	Supplemental cash flow information related to leases is as follows: Three Months Ended March 31, (In thousands) 2022 2021 Cash received (paid) for amounts included in the measurement of lease liabilities Operating cash flow attributable to operating leases (1) $ 1,009 $ (1,550 ) Operating cash flow attributable to finance leases (4 ) (14 ) Financing cash flow attributable to finance leases (167 ) (157 )

Debt (Tables)

Debt (Tables)	3 Months Ended
	Mar. 31, 2022
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, 2022 December 31, 2021 Term Loan B 393,000 394,000 Less: deferred loan costs and original issue discount (13,040 ) (13,496 ) Total debt 379,960 380,504

Fair Value Measurements (Tables

Fair Value Measurements (Tables)	3 Months Ended
	Mar. 31, 2022
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, 2022 and December 31, 2021. March 31, 2022 December 31, 2021 Fair Value Measurements Using Input Types Fair Value Measurements Using Input Types (In thousands) Level 1 Level 2 Total Level 1 Level 2 Total Assets: Investment in equity securities (1) $ 27,366 $ — $ 27,366 $ 49,746 $ — $ 49,746 Derivatives designated as effective hedging instruments Interest rate swap agreements $ — $ 1,738 $ 1,738 $ — $ — $ — Non-designated derivatives Interest rate swap agreements $ — $ 1,397 $ 1,397 $ — $ — $ — Total assets $ 27,366 $ 3,135 $ 30,501 $ 49,746 $ — $ 49,746 Liabilities: Derivatives designated as effective hedging instruments Interest rate swap agreements $ — $ 1,580 $ 1,580 $ — $ 8,705 $ 8,705 Non-designated derivatives Interest rate swap agreements $ — $ 1,252 $ 1,252 $ — $ 6,938 $ 6,938 Total liabilities $ — $ 2,832 $ 2,832 $ — $ 15,643 $ 15,643 (1) Reflects ownership of 11,079,331 shares of Sharecare Common Stock, as described in Note 10.

Derivative Instruments and He_2

Derivative Instruments and Hedging Activities (Tables)	3 Months Ended
	Mar. 31, 2022
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, 2022 and December 31, 2021 were as follows: (In thousands) March 31, 2022 December 31, 2021 Assets: Derivatives designated as effective hedging instruments: Other assets $ 1,738 $ — Non-designated derivatives: Other assets $ 1,397 $ — Liabilities: Derivatives designated as effective hedging instruments: Current portion of long-term liabilities $ 1,580 $ 5,911 Other long-term liabilities — 2,794 $ 1,580 $ 8,705 Non-designated derivatives: Current portion of long-term liabilities $ 1,252 $ 4,714 Other long-term liabilities — 2,224 $ 1,252 $ 6,938
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, 2022 and 2021: (In thousands) For the Three Months Ended March 31, 2022 March 31, 2021 Derivatives designated as effective hedging instruments: Gain related to effective portion of derivatives recognized in accumulated OCI, gross of tax effect $ (7,125 ) $ (1,412 ) Loss related to effective portion of derivatives reclassified from accumulated OCI to interest expense, gross of tax effect (1,739 ) (2,046 ) Non-designated derivatives: Previously deferred loss on interest rate swap agreements reclassified from accumulated OCI to interest expense, gross of tax effect $ (278 ) $ (304 ) Total other comprehensive income, gross of tax $ (9,142 ) $ (3,762 )
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, 2022 and 2021: (In thousands) Statement of Operations Classification March 31, 2022 March 31, 2021 Interest rate swap agreements: Net gain related to ineffective portion of derivatives, gross of tax effect Other (income) expense, net $ (5,695 ) $ (1,130 ) Previously deferred loss related to de-designated swaps reclassified from accumulated OCI, gross of tax effect Interest expense 278 304 $ (5,417 ) $ (826 )

Earnings (Loss) Per Share (Tabl

Earnings (Loss) Per Share (Tables)	3 Months Ended
	Mar. 31, 2022
Earnings Per Share [Abstract]
Reconciliation of the Numerator and Denominator of Basic and Diluted Earnings (Loss) Per Share	The f ollowing is a r e c o ncili a tion of the n u merat o r a n d denom i nat o r of bas i c and d iluted earnin g s (loss) p e r share f o r the three months ended March 31, 2022 a n d 2021: (In thousands except per share data) Three Months Ended March 31, 2022 2021 Numerator: Income from continuing operations - numerator for earnings (loss) per share $ 644 $ 19,944 Loss from discontinued operations - numerator for earnings (loss) per share (63 ) (808 ) Net income $ 581 $ 19,136 Denominator: Shares used for basic income (loss) per share 49,838 49,222 Effect of dilutive stock options and stock units outstanding: Non-qualified stock options 77 62 Restricted stock units 363 844 Performance-based stock units — 61 Market stock units 279 151 Shares used for diluted income (loss) per share 50,557 50,340 Earnings (loss) per share - basic: Continuing operations $ 0.01 $ 0.41 Discontinued operations $ (0.00 ) $ (0.02 ) Net income $ 0.01 $ 0.39 Earnings (loss) per share - diluted: Continuing operations $ 0.01 $ 0.40 Discontinued operations $ (0.00 ) $ (0.02 ) Net income $ 0.01 $ 0.38 Dilutive securities outstanding not included in the computation of earnings per share because their effect is anti-dilutive: Non-qualified stock options 262 268 Restricted stock units 35 9

Accumulated OCI (Tables)

Accumulated OCI (Tables)	3 Months Ended
	Mar. 31, 2022
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, 2022 and 2021: (In thousands) Net Change in Fair Value of Interest Rate Swaps Accumulated OCI, net of tax, as of January 1, 2022 $ (8,251 ) Other comprehensive income (loss) before reclassifications, net of tax of $1,820 5,305 Amounts reclassified from accumulated OCI, net of tax of $515 1,502 Accumulated OCI, net of tax, as of March 31, 2022 $ (1,444 ) (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 )
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, 2022 and 2021: Three Months Ended (In thousands) March 31, 2022 March 31, 2021 Statement of Operations Classification Interest rate swaps $ 2,017 $ 2,350 Interest expense (515 ) (600 ) Income tax expense Total amounts reclassified from accumulated OCI $ 1,502 $ 1,750 Net of tax

Other (Income) Expense, Net (Ta

Other (Income) Expense, Net (Tables)	3 Months Ended
	Mar. 31, 2022
Other Income And Expenses [Abstract]
Summary of Other (Income) Expense, Net	The following table shows the detail of Other (income) expense, net for the three months ended March 31, 2022 and 2021. Three Months Ended March 31, (In thousands) 2022 2021 Unrealized loss on investment in equity securities (Note 10) $ 22,380 $ — Unrealized gain related to ineffective portion of derivatives (Note 12) (5,695 ) (1,130 ) Other (income) expense, net $ 16,685 $ (1,130 )

Discontinued Operations - Summa

Discontinued Operations - Summary of Financial Results Included in Income (Loss) from Discontinued Operations (Details) - USD ($) $ in Thousands		3 Months Ended
		Mar. 31, 2022	Mar. 31, 2021
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items]
Income tax benefit		$ 21	$ 277
Loss from discontinued operations, net of income tax benefit		(63)	(808)
Nutrisystem Incorporation
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items]
Selling, general and administrative expenses	[1]	84	1,085
Pretax loss from discontinued operations		(84)	(1,085)
Income tax benefit		(21)	(277)
Loss from discontinued operations, net of income tax benefit		$ (63)	$ (808)
[1]	Expenses from discontinued operations primarily relate to legal and other professional fees and separation costs.

Revenue Recognition - Additiona

Revenue Recognition - Additional Information (Details) $ in Thousands	3 Months Ended
	Mar. 31, 2022USD ($)ProgramObligationSegment	Mar. 31, 2021USD ($)	Dec. 31, 2021USD ($)
Disaggregation Of Revenue [Line Items]
Deferred revenue	$ 3,201		$ 3,371
Continuing Operations
Disaggregation Of Revenue [Line Items]
Number of programs | Program	3
Number of performance obligations | Obligation	1
Revenue recognized from performance obligations satisfied in prior period	$ 100
Deferred revenue	$ 3,200		3,400
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	$ 300		$ 300
Capitalized costs, amortization expense	$ 100	$ 100
Number of reportable segments | Segment	1
Continuing Operations | SilverSneakers
Disaggregation Of Revenue [Line Items]
Revenues from PMPM fees percentage	41.00%	53.00%

Revenue Recognition - Summary o

Revenue Recognition - Summary of Significant Change in Deferred Revenue Balance (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
Revenue From Contract With Customer [Abstract]
Revenue recognized that was included in deferred revenue at the beginning of the period	$ (3,204)	$ (3,781)
Increases due to cash received from customers, excluding amounts recognized as revenue during the period	$ 3,034	$ 3,672

Revenue Recognition - Summary_2

Revenue Recognition - Summary of Revenue Disaggregated by Program (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
Disaggregation Of Revenue [Line Items]
Revenue	$ 127,513	$ 108,085
Continuing Operations
Disaggregation Of Revenue [Line Items]
Revenue	127,513	108,085
Continuing Operations | SilverSneakers
Disaggregation Of Revenue [Line Items]
Revenue	96,114	79,827
Continuing Operations | Prime Fitness
Disaggregation Of Revenue [Line Items]
Revenue	25,036	22,593
Continuing Operations | WholeHealth Living
Disaggregation Of Revenue [Line Items]
Revenue	6,118	5,637
Continuing Operations | Other
Disaggregation Of Revenue [Line Items]
Revenue	$ 245	$ 28

Share-Based Compensation - Addi

Share-Based Compensation - Additional Information (Details) $ / shares in Units, $ in Millions	1 Months Ended	3 Months Ended
	Mar. 31, 2022$ / sharesshares	Mar. 31, 2022USD ($)Type	Mar. 31, 2021USD ($)
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Types of share based awards | Type		3
Share based awards, description		We currently have three types of share-based awards outstanding to our employees and directors: stock options, restricted stock units, and market stock units.
Share-based compensation costs | $		$ 1.9	$ 3
Stock Options | Employees
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Each of share based awards, vesting period	3 years
Stock options granted | shares	162,000
Stock options, weighted average exercise price per share	$ 31.27
Stock options, weighted average grant date fair value per share	$ 15.75
Restricted Stock Units (RSUs) | Employees
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	90,000
Restricted stock units, weighted average grant date fair value per share	$ 28.43
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, 2022	Mar. 31, 2021
Operating Loss Carryforwards [Line Items]
Effective tax rate	92.60%	27.60%
Earliest Tax Year
Operating Loss Carryforwards [Line Items]
Open tax year	2018

Leases - Additional Information

Leases - Additional Information (Details)	3 Months Ended
	Mar. 31, 2022Agreement
Lessee Lease Description [Line Items]
Number of sublease agreements	2
Minimum
Lessee Lease Description [Line Items]
Remaining lease terms	4 months
Maximum
Lessee Lease Description [Line Items]
Remaining lease terms	30 months

Leases - Schedule of Components

Leases - Schedule of Components of Lease Expense (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
Leases [Abstract]
Amortization of leased assets	$ 156	$ 158
Interest of lease liabilities	4	14
Operating lease cost	1,861	1,915
Total lease cost before subleases	2,021	2,087
Sublease income	(1,344)	(1,344)
Total lease cost, net	$ 677	$ 743

Leases - Schedule of Supplement

Leases - Schedule of Supplemental Cash Flow Information Related to Leases (Details) - USD ($) $ in Thousands		3 Months Ended
		Mar. 31, 2022	Mar. 31, 2021
Cash received (paid) for amounts included in the measurement of lease liabilities
Operating cash flow attributable to operating leases	[1]	$ 1,009	$ (1,550)
Operating cash flow attributable to finance leases		(4)	(14)
Financing cash flow attributable to finance leases		$ (167)	$ (157)
[1]	For the three months ended March 31, 2022, due to catch-up payments received from certain sublessors, cash received from subleases exceeded our cash paid for the related leases.

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, 2022	Dec. 31, 2021
Debt Instrument [Line Items]
Less: deferred loan costs and original issue discount	$ (13,040)	$ (13,496)
Total debt	379,960	380,504
Term Loan B
Debt Instrument [Line Items]
Debt, net of unamortized original issue discount	$ 393,000	$ 394,000

Debt - Credit Facility - Additi

Debt - Credit Facility - Additional Information (Details)	Jun. 30, 2021USD ($)	Mar. 08, 2019	May 31, 2019Agreement	Mar. 31, 2022USD ($)Agreement	Mar. 31, 2022USD ($)Agreement	Dec. 31, 2021USD ($)
Line Of Credit Facility [Line Items]
Outstanding debt				$ 379,960,000	$ 379,960,000	$ 380,504,000
Interest Rate Swap Agreements
Line Of Credit Facility [Line Items]
Number of agreements held for maturity | Agreement			8	8	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				$ 600,000,000	$ 600,000,000
Eight Interest Rate Swaps | Hedges
Line Of Credit Facility [Line Items]
Derivative, notional amount				$ 333,300,000	333,300,000
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				$ 99,500,000	99,500,000
Credit Agreement
Line Of Credit Facility [Line Items]
Initiation date	Jun. 30, 2021
Outstanding debt				$ 380,000,000	$ 380,000,000
Non-cash loss on extinguishment of debt	$ 18,200,000
Loss on modification of debt	800,000
Excess cash flow amount	$ 10,000,000
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 | 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 | Minimum | Base Rate
Line Of Credit Facility [Line Items]
Basis spread on variable rate	1.00%
Credit Agreement | Maximum
Line Of Credit Facility [Line Items]
Unused commitment fee percentage	0.375%
Credit Agreement | Revolving Credit Facility
Line Of Credit Facility [Line Items]
Maximum borrowing capacity	$ 100,000,000
Maturity date				Jun. 30, 2026
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 | Prior Credit Agreement
Line Of Credit Facility [Line Items]
Initiation date	Mar. 8, 2019
Credit Agreement | Swingline Sub Facility
Line Of Credit Facility [Line Items]
Maximum borrowing capacity	$ 30,000,000
Credit Agreement | Letters of Credit Sub Facility
Line Of Credit Facility [Line Items]
Maximum borrowing capacity	40,000,000
Credit Agreement | Term Loan Facility B
Line Of Credit Facility [Line Items]
Debt instrument, face amount	$ 400,000,000
Periodic principal payment as percentage of aggregate principal amount	0.25%
Maturity date	Jun. 30, 2028				Mar. 31, 2023
Percentage of premium with respect to the principal of term loan B	1.00%
Debt instrument, term	6 months
Payments on term loans					$ 7,000,000
Credit Agreement | Term Loan Facility B | LIBOR
Line Of Credit Facility [Line Items]
Margin rate	4.25%
Credit Agreement | Term Loan Facility B | Base Rate
Line Of Credit Facility [Line Items]
Margin rate	3.25%
Credit Agreement | Uncommitted Incremental Accordion Facility | Minimum
Line Of Credit Facility [Line Items]
Maximum borrowing capacity	$ 167,500,000
Percentage of consolidated EBITDA requirement	100.00%
Credit Agreement | First Lien Net Leverage Ratio is Less than or Equal to 2.75:1
Line Of Credit Facility [Line Items]
Excess cash flow percentages	0.00%
Credit Agreement | First Lien Net Leverage Ratio is Greater than 3.25:1
Line Of Credit Facility [Line Items]
Excess cash flow percentages	50.00%
Credit Agreement | First Lien Net Leverage Ratio Is Less than Or Equal to 3.25:1 But Greater than 2.75:1
Line Of Credit Facility [Line Items]
Excess cash flow percentages	25.00%
Prior Credit Agreement | Minimum
Line Of Credit Facility [Line Items]
Unused commitment fee percentage		0.25%
Prior Credit Agreement | Maximum
Line Of Credit Facility [Line Items]
Unused commitment fee percentage		0.50%
Prior Credit Agreement | Revolving Credit Facility | Minimum | LIBOR
Line Of Credit Facility [Line Items]
Margin rate				3.75%
Prior Credit Agreement | Revolving Credit Facility | Maximum | LIBOR
Line Of Credit Facility [Line Items]
Margin rate				4.25%
Prior Credit Agreement | Term Loan Facility B | LIBOR
Line Of Credit Facility [Line Items]
Margin rate				5.25%
Prior Credit Agreement | Term Loan Facility A | LIBOR
Line Of Credit Facility [Line Items]
Margin rate				4.25%

Commitments and Contingencies -

Commitments and Contingencies - Additional Information - (Details) - USD ($)	Jan. 11, 2022	Mar. 31, 2022	Dec. 31, 2021	Nov. 13, 2020
Loss Contingencies [Line Items]
Common stock, par value (in dollars per share)		$ 0.001	$ 0.001	$ 0.001
Indemnification Agreement
Loss Contingencies [Line Items]
Litigation settlement, amount	$ 25,000

Investment in Equity Securiti_2

Investment in Equity Securities - Additional Information (Details) - USD ($) $ / shares in Units, $ in Millions	Jul. 01, 2021	Jul. 31, 2021	Mar. 31, 2022	Dec. 31, 2021	Jun. 30, 2021
Schedule Of Equity Method Investments [Line Items]
Common stock, shares outstanding (in shares)			49,854,631	49,800,756
Business combination percentage of share converted into and paid in cash	2.40%
Sharecare equity security, Cost basis	$ 10.5
Average cost per share	$ 0.95
Number of common stock shares permitted to sell			120,000,000	120,000,000
Unrealized loss			$ 22.4
Valuation allowance of deferred tax assets related to capital loss carryforwards				$ 135.4
Increase in valuation allowance of deferred tax assets related to capital loss carryforwards			$ 5.7
Period Between December 28, 2021 and March 27, 2022
Schedule Of Equity Method Investments [Line Items]
Number of common stock shares permitted to sell			750,000
Period Between March 28, 2022 and July 1, 2022
Schedule Of Equity Method Investments [Line Items]
Number of common stock shares permitted to sell			750,000
Legacy Sharecare
Schedule Of Equity Method Investments [Line Items]
Common stock, shares outstanding (in shares)					159,309
Sharecare
Schedule Of Equity Method Investments [Line Items]
Common stock, shares outstanding (in shares)		11,079,331
Business combination, cash received		$ 2.7

Fair Value Measurements - Sched

Fair Value Measurements - Schedule of Assets and Liabilities Measured at Fair Value on a Recurring Basis (Details) - Fair Value, Measurements, Recurring - USD ($) $ in Thousands	Mar. 31, 2022	Dec. 31, 2021
Assets:
Investment in equity securities	$ 27,366	$ 49,746
Total assets	30,501	49,746
Liabilities:
Liabilities measured at fair value	2,832	15,643
Level 1
Assets:
Investment in equity securities	27,366	49,746
Total assets	27,366	49,746
Level 2
Assets:
Total assets	3,135
Liabilities:
Liabilities measured at fair value	2,832	15,643
Interest Rate Swap Agreements | Derivatives Designated as Effective Hedging Instruments
Assets:
Total assets	1,738
Liabilities:
Liabilities measured at fair value	1,580	8,705
Interest Rate Swap Agreements | Derivatives Designated as Effective Hedging Instruments | Level 2
Assets:
Total assets	1,738
Liabilities:
Liabilities measured at fair value	1,580	8,705
Interest Rate Swap Agreements | Derivatives Not Designated as Hedging Instruments
Assets:
Total assets	1,397
Liabilities:
Liabilities measured at fair value	1,252	6,938
Interest Rate Swap Agreements | Derivatives Not Designated as Hedging Instruments | Level 2
Assets:
Total assets	1,397
Liabilities:
Liabilities measured at fair value	$ 1,252	$ 6,938

Fair Value Measurements - Sch_2

Fair Value Measurements - Schedule of Assets and Liabilities Measured at Fair Value on a Recurring Basis (Parenthetical) (Details) - shares	Mar. 31, 2022	Dec. 31, 2021	Jul. 31, 2021
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items]
Common stock, shares outstanding (in shares)	49,854,631	49,800,756
Sharecare
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items]
Common stock, shares outstanding (in shares)			11,079,331
Other Income | Sharecare
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items]
Common stock, shares outstanding (in shares)	11,079,331

Fair Value Measurements - Addit

Fair Value Measurements - Additional Information (Details)	Mar. 31, 2022USD ($)
Term Loan B
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items]
Debt instrument net fair value	$ 389,100,000
Debt instrument net carrying amount	393,000,000
Revolving Credit Facility
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items]
Line of credit	0
Carrying Value
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items]
Cash and cash equivalents	$ 92,100,000

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 ($)	May 31, 2019Agreement	Mar. 31, 2022USD ($)Agreement	Dec. 31, 2020USD ($)
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			$ 333,300,000
Derivative amount reclassify pre-tax from accumulated OCI to interest expense within next 12 months			$ 2,400,000
Derivatives Not Designated as Hedging Instruments
Derivative [Line Items]
Number of de-designated amortizing interest rate swap agreements | Agreement			5
Recognized pre-tax loss on derivatives in discontinued operations				$ 14,300,000
Amount frozen that are previously deferred	$ 3,200,000
Floor interest rate of swaps			0.00%
Derivative, notional amount			$ 266,700,000

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, 2022	Dec. 31, 2021
Derivatives Designated as Effective Hedging Instruments | Cash Flow Hedges
Liabilities:
Derivative liabilities	$ 1,580	$ 8,705
Derivatives Not Designated as Hedging Instruments
Liabilities:
Derivative liabilities	1,252	6,938
Other Assets | Derivatives Designated as Effective Hedging Instruments | Cash Flow Hedges
Assets:
Other assets	1,738
Other Assets | Derivatives Not Designated as Hedging Instruments
Assets:
Other assets	1,397
Current Portion of Long-term Liabilities | Derivatives Designated as Effective Hedging Instruments | Cash Flow Hedges
Liabilities:
Current portion of long-term liabilities	1,580	5,911
Current Portion of Long-term Liabilities | Derivatives Not Designated as Hedging Instruments
Liabilities:
Current portion of long-term liabilities	$ 1,252	4,714
Other Long-term Liabilities | Derivatives Designated as Effective Hedging Instruments | Cash Flow Hedges
Liabilities:
Other long-term liabilities		2,794
Other Long-term Liabilities | Derivatives Not Designated as Hedging Instruments
Liabilities:
Other long-term liabilities		$ 2,224

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, 2022	Mar. 31, 2021
Derivative Instruments Gain Loss [Line Items]
Total other comprehensive income, gross of tax	$ 6,807	$ 2,802
Interest Rate Swap Agreements
Derivative Instruments Gain Loss [Line Items]
Total other comprehensive income, gross of tax	(9,142)	(3,762)
Interest Rate Swap Agreements | Derivatives Designated as Effective Hedging Instruments | Cash Flow Hedges
Derivative Instruments Gain Loss [Line Items]
Gain related to effective portion of derivatives recognized in accumulated OCI, gross of tax effect	(7,125)	(1,412)
Interest Expense | Interest Rate Swap Agreements | 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	(1,739)	(2,046)
Interest Expense | Interest Rate Swap Agreements | 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	$ (278)	$ (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 - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
Derivative Instruments Gain Loss [Line Items]
Impact of derivative instruments not designated as hedges	$ (5,417)	$ (826)
Other (Income) Expense, Net
Derivative Instruments Gain Loss [Line Items]
Net gain related to ineffective portion of derivatives, gross of tax effect	(5,695)	(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	$ 278	$ 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, 2022	Mar. 31, 2021
Numerator [Abstract]
Income from continuing operations - numerator for earnings (loss) per share	$ 644	$ 19,944
Loss from discontinued operations - numerator for earnings (loss) per share	(63)	(808)
Net income	$ 581	$ 19,136
Denominator [Abstract]
Shares used for basic income (loss) per share	49,838	49,222
Effect of dilutive stock options and stock units outstanding [Abstract]
Shares used for diluted income (loss) per share	50,557	50,340
Earnings (loss) per share attributable to - basic [Abstract]
Continuing operations (in dollars per share)	$ 0.01	$ 0.41
Discontinued operations (in dollars per share)	0	(0.02)
Net income	0.01	0.39
Earnings (loss) per share - diluted [Abstract]
Continuing operations (in dollars per share)	0.01	0.40
Discontinued operations (in dollars per share)	0	(0.02)
Net income	$ 0.01	$ 0.38
Non-Qualified Stock Options
Effect of dilutive stock options and stock units outstanding [Abstract]
Effect of dilutive stock options and restricted stock units outstanding (in shares)	77	62
Restricted Stock Units (RSUs)
Effect of dilutive stock options and stock units outstanding [Abstract]
Effect of dilutive stock options and restricted stock units outstanding (in shares)	363	844
Market Stock Units
Effect of dilutive stock options and stock units outstanding [Abstract]
Effect of dilutive stock options and restricted stock units outstanding (in shares)	279	151
Performance-Based Stock Units
Effect of dilutive stock options and stock units outstanding [Abstract]
Effect of dilutive stock options and restricted stock units outstanding (in shares)		61
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)	262	268
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)	35	9

Accumulated OCI - Changes in Ac

Accumulated OCI - Changes in Accumulated OCI, Net of Tax (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
Changes in accumulated OCI, net of tax [Roll Forward]
Amounts reclassified from accumulated OCI, net of tax	$ 1,502	$ 1,750
Interest Rate Swap
Changes in accumulated OCI, net of tax [Roll Forward]
Balance	(8,251)	(17,389)
Other comprehensive income (loss) before reclassifications, net	5,305	1,052
Amounts reclassified from accumulated OCI, net of tax	1,502	1,750
Balance	$ (1,444)	$ (14,587)

Accumulated OCI - Changes in _2

Accumulated OCI - Changes in Accumulated OCI, Net of Tax (Parenthetical) (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
Accumulated Other Comprehensive Income Loss Net Of Tax [Abstract]
Other comprehensive income before reclassifications, tax	$ 1,820	$ 360
Amounts reclassified from accumulated OCI, tax	$ 515	$ 600

Accumulated OCI - Schedule of R

Accumulated OCI - Schedule of Reclassifications Out of Accumulated OCI (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
Reclassification Adjustment Out Of Accumulated Other Comprehensive Income [Line Items]
Interest expense	$ 6,993	$ 10,756
Income tax expense	(8,086)	(7,620)
Total amounts reclassified from accumulated OCI	1,502	1,750
Interest Rate Swap Agreements
Reclassification Adjustment Out Of Accumulated Other Comprehensive Income [Line Items]
Total amounts reclassified from accumulated OCI	1,502	1,750
Reclassifications Out of Accumulate OCI
Reclassification Adjustment Out Of Accumulated Other Comprehensive Income [Line Items]
Income tax expense	(515)	(600)
Reclassifications Out of Accumulate OCI | Interest Rate Swap Agreements
Reclassification Adjustment Out Of Accumulated Other Comprehensive Income [Line Items]
Interest expense	$ 2,017	$ 2,350

Other (Income) Expense, Net - S

Other (Income) Expense, Net - Summary of Other (Income) Expense, Net (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
Other Income And Expenses [Abstract]
Unrealized loss on investments in equity securities	$ 22,380
Unrealized gain on derivatives	(5,695)	$ (1,130)
Other (income) expense, net	$ 16,685	$ (1,130)

Subsequent Event - Additional I

Subsequent Event - Additional Information (Details) - Merger Agreement - USD ($) $ / shares in Units, $ in Millions	3 Months Ended
	Mar. 31, 2022	Apr. 05, 2022
Subsequent Event [Line Items]
Date of acquisition agreement	Apr. 5, 2022
Selling, General and Administrative Expenses
Subsequent Event [Line Items]
Incurred expenses related to Merger	$ 1.1
Subsequent Event
Subsequent Event [Line Items]
Business acquisition related financial advisory fees		$ 2.5
Common Stock | Subsequent Event
Subsequent Event [Line Items]
Business acquisition, share price		$ 32.50