PORCH GROUP, INC., 10-Q filed on 8/9/2023
Quarterly Report
v3.23.2
Document and Entity Information - shares
 6 Months Ended
Jun. 30, 2023
Aug. 04, 2023
Document and Entity Information    
Document Type 10-Q  
Document Quarterly Report true  
Document Period End Date Jun. 30, 2023  
Document Transition Report false  
Entity File Number 001-39142  
Entity Registrant Name Porch Group, Inc.  
Entity Incorporation, State or Country Code DE  
Entity Tax Identification Number 83-2587663  
Entity Address, Address Line One 411 1st Avenue S.  
Entity Address, Address Line Two Suite 501  
Entity Address, City or Town Seattle  
Entity Address State Or Province WA  
Entity Address, Postal Zip Code 98104  
City Area Code 855  
Local Phone Number 767-2400  
Title of 12(b) Security Common Stock, par value $0.0001 per share  
Trading Symbol PRCH  
Security Exchange Name NASDAQ  
Entity Current Reporting Status Yes  
Entity Interactive Data Current Yes  
Entity Filer Category Accelerated Filer  
Entity Small Business false  
Entity Emerging Growth Company false  
Entity Shell Company false  
Entity Common Stock, Shares Outstanding   98,431,801
Entity Central Index Key 0001784535  
Current Fiscal Year End Date --12-31  
Document Fiscal Year Focus 2023  
Document Fiscal Period Focus Q2  
Amendment Flag false  
v3.23.2
Condensed Consolidated Balance Sheets - USD ($)
$ in Thousands
Jun. 30, 2023
Dec. 31, 2022
Current assets    
Cash and cash equivalents $ 265,573 $ 215,060
Accounts receivable, net 24,715 26,438
Short-term investments 26,151 36,523
Reinsurance balance due 272,467 299,060
Prepaid expenses and other current assets 29,665 20,009
Restricted cash 39,277 13,545
Total current assets 657,848 610,635
Property, equipment, and software, net 14,768 12,240
Operating lease right-of-use assets 3,698 4,201
Goodwill 191,907 244,697
Long-term investments 66,579 55,118
Intangible assets, net 96,826 108,255
Long-term insurance commissions receivable 13,502 12,265
Other assets 2,015 1,646
Total assets 1,047,143 1,049,057
Current liabilities    
Accounts payable 9,330 6,268
Accrued expenses and other current liabilities 33,873 39,742
Deferred revenue 256,617 270,690
Refundable customer deposits 19,929 20,142
Current debt 5,439 16,455
Losses and loss adjustment expense reserves 165,709 100,632
Other insurance liabilities, current 112,849 61,710
Total current liabilities 603,746 515,639
Long-term debt 426,965 425,310
Operating lease liabilities, non-current 2,137 2,536
Earnout liability, at fair value 44 44
Private warrant liability, at fair value 347 707
Derivative liability, at fair value 26,820  
Other liabilities (includes $21,328 and $24,546 at fair value, respectively) 23,826 25,468
Total liabilities 1,083,885 969,704
Commitments and contingencies (Note 12)
Stockholders' equity (deficit)    
Common stock, $0.0001 par value: Authorized shares - 400,000,000 and 400,000,000, respectively Issued and outstanding shares - 98,168,956 and 98,455,838, respectively 10 10
Additional paid-in capital 683,151 670,537
Accumulated other comprehensive loss (6,076) (6,171)
Accumulated deficit (713,827) (585,023)
Total stockholders' equity (deficit) (36,742) 79,353
Total liabilities and stockholders' equity (deficit) $ 1,047,143 $ 1,049,057
v3.23.2
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($)
$ in Thousands
Jun. 30, 2023
Dec. 31, 2022
Condensed Consolidated Balance Sheets    
Other liabilities $ 21,328 $ 24,546
Common stock, par value $ 0.0001 $ 0.0001
Common Stock, Shares Authorized 400,000,000 400,000,000
Common stock, shares issued 98,168,956 98,455,838
Common stock, shares outstanding 98,168,956 98,455,838
v3.23.2
Condensed Consolidated Statements of Operations - USD ($)
$ in Thousands
 3 Months Ended 6 Months Ended
Jun. 30, 2023
Jun. 30, 2022
Jun. 30, 2023
Jun. 30, 2022
Condensed Consolidated Statements of Operations        
Revenue $ 98,765 $ 70,915 $ 186,134 $ 134,482
Operating expenses:        
Cost of revenue 81,330 29,251 132,605 54,467
Selling and marketing 34,637 29,160 67,222 55,237
Product and technology 15,495 15,777 29,445 30,009
General and administrative 22,779 28,297 48,608 54,896
Provision for doubtful accounts 48,718 108 48,955 207
Impairment loss on intangible assets and goodwill 55,211   57,232  
Total operating expenses 258,170 102,593 384,067 194,816
Operating loss (159,405) (31,678) (197,933) (60,334)
Other income (expense):        
Interest expense (8,775) (1,925) (10,963) (4,352)
Change in fair value of earnout liability   2,587   13,766
Change in fair value of private warrant liability 15 4,078 360 14,267
Change in fair value of derivatives (2,950)   (2,950)  
Gain on extinguishment of debt 81,354   81,354  
Investment income and realized gains, net of investment expenses 1,249 243 2,007 440
Other income (expense), net 1,578 (162) 2,340 (107)
Total other income (expense) 72,471 4,821 72,148 24,014
Loss before income taxes (86,934) (26,857) (125,785) (36,320)
Income tax benefit (provision) (29) (468) 82 (290)
Net loss $ (86,963) $ (27,325) $ (125,703) $ (36,610)
Loss per share - basic (Note 15) $ (0.91) $ (0.28) $ (1.32) $ (0.38)
Loss per share - diluted (Note 15) $ (0.91) $ (0.28) $ (1.32) $ (0.38)
Weighted-average shares used in computing net loss attributable per share to common stockholders:        
Shares used in computing basic loss per share 95,731,850 97,142,163 95,472,277 96,611,294
Shares used in computing diluted loss per share 95,731,850 97,142,163 95,472,277 96,611,294
v3.23.2
Condensed Consolidated Statements of Comprehensive Loss - USD ($)
$ in Thousands
 3 Months Ended 6 Months Ended
Jun. 30, 2023
Jun. 30, 2022
Jun. 30, 2023
Jun. 30, 2022
Consolidated Statements of Comprehensive Loss        
Net loss $ (86,963) $ (27,325) $ (125,703) $ (36,610)
Other comprehensive income (loss):        
Current period change in net unrealized loss, net of tax (780) (1,785) 95 (4,300)
Comprehensive loss $ (87,743) $ (29,110) $ (125,608) $ (40,910)
v3.23.2
Condensed Consolidated Statements of Stockholders' Equity (Deficit) - USD ($)
$ in Thousands
Common Stock
Additional Paid-in Capital
Accumulated Deficit
Accumulated Other Comprehensive Loss
Total
Beginning Balance at Dec. 31, 2021 $ 10 $ 641,406 $ (424,112) $ (259) $ 217,045
Beginning Balance (in shares) at Dec. 31, 2021 97,961,597        
Increase (Decrease) in Stockholders' Equity [Roll Forward]          
Net loss     (36,610)   (36,610)
Other comprehensive (loss) income, net of tax       (4,300) (4,300)
Stock-based compensation   15,556     15,556
Issuance of common stock for acquisitions   3,552     3,552
Issuance of common stock for acquisitions (in shares) 628,660        
Contingent consideration for acquisitions   530     530
Vesting of restricted stock awards (in shares) 809,261        
Exercise of stock options   692     692
Exercise of stock options (in shares) 274,457        
Income tax withholdings   (1,922)     (1,922)
Income tax withholdings (in shares) (233,447)        
Ending Balance at Jun. 30, 2022 $ 10 659,814 (460,722) (4,559) 194,543
Ending Balance (in shares) at Jun. 30, 2022 99,440,528        
Beginning Balance at Mar. 31, 2022 $ 10 647,551 (433,397) (2,774) 211,390
Beginning Balance (in shares) at Mar. 31, 2022 98,297,186        
Increase (Decrease) in Stockholders' Equity [Roll Forward]          
Net loss     (27,325)   (27,325)
Other comprehensive (loss) income, net of tax       (1,785) (1,785)
Stock-based compensation   9,702     9,702
Issuance of common stock for acquisitions   3,552     3,552
Issuance of common stock for acquisitions (in shares) 628,660        
Vesting of restricted stock awards (in shares) 563,406        
Exercise of stock options   219     219
Exercise of stock options (in shares) 88,772        
Income tax withholdings   (1,210)     (1,210)
Income tax withholdings (in shares) (137,496)        
Ending Balance at Jun. 30, 2022 $ 10 659,814 (460,722) (4,559) 194,543
Ending Balance (in shares) at Jun. 30, 2022 99,440,528        
Beginning Balance at Dec. 31, 2022 $ 10 670,537 (585,023) (6,171) 79,353
Beginning Balance (in shares) at Dec. 31, 2022 98,206,323        
Increase (Decrease) in Stockholders' Equity [Roll Forward]          
Net loss     (125,703)   (125,703)
Other comprehensive (loss) income, net of tax       95 95
Stock-based compensation   13,298     13,298
Vesting of restricted stock awards (in shares) 1,922,960        
Exercise of stock options   8     8
Exercise of stock options (in shares) 4,519        
Income tax withholdings   (883)     (883)
Income tax withholdings (in shares) (568,688)        
Repurchases of common stock     (3,101)   (3,101)
Repurchases of common stock (in shares) (1,396,158)        
Proceeds from sale of common stock   191     191
Ending Balance at Jun. 30, 2023 $ 10 683,151 (713,827) (6,076) (36,742)
Ending Balance (in shares) at Jun. 30, 2023 98,168,956        
Beginning Balance at Mar. 31, 2023 $ 10 677,426 (626,864) (5,296) 45,276
Beginning Balance (in shares) at Mar. 31, 2023 97,018,032        
Increase (Decrease) in Stockholders' Equity [Roll Forward]          
Net loss     (86,963)   (86,963)
Other comprehensive (loss) income, net of tax       (780) (780)
Stock-based compensation   6,404     6,404
Vesting of restricted stock awards (in shares) 1,627,546        
Income tax withholdings   (679)     (679)
Income tax withholdings (in shares) (476,622)        
Ending Balance at Jun. 30, 2023 $ 10 $ 683,151 $ (713,827) $ (6,076) $ (36,742)
Ending Balance (in shares) at Jun. 30, 2023 98,168,956        
v3.23.2
Condensed Consolidated Statements of Cash Flows - USD ($)
$ in Thousands
 6 Months Ended
Jun. 30, 2023
Jun. 30, 2022
Cash flows from operating activities:    
Net loss $ (125,703) $ (36,610)
Adjustments to reconcile net loss to net cash used in operating activities    
Depreciation and amortization 12,229 12,899
Provision for doubtful accounts 48,955 207
Impairment loss on intangible assets and goodwill 57,232  
Gain on extinguishment of debt (81,354)  
Gain on remeasurement of private warrant liability (360) (14,267)
Loss (gain) on remeasurement of contingent consideration (2,810) 4,686
Loss (gain) on remeasurement of earnout liability and derivatives 2,950 (13,766)
Stock-based compensation 13,298 15,556
Interest expense (non-cash) 9,828 2,339
Other 805 1,916
Change in operating assets and liabilities, net of acquisitions and divestitures    
Accounts receivable 1,030 (7,483)
Reinsurance balance due (21,651) (40,835)
Prepaid expenses and other current assets (9,656) (7,090)
Accounts payable 2,929 (4,226)
Accrued expenses and other current liabilities (10,906) 1,005
Losses and loss adjustment expense reserves 65,077 26,945
Other insurance liabilities, current 51,139 21,492
Deferred revenue (13,491) 38,167
Refundable customer deposits (8,061) (457)
Long-term insurance commissions receivable (1,237) (2,940)
Other 980 (1,694)
Net cash used in operating activities (8,777) (4,156)
Cash flows from investing activities:    
Purchases of property and equipment (672) (1,539)
Capitalized internal use software development costs (4,735) (3,496)
Purchases of short-term and long-term investments (23,602) (13,561)
Maturities, sales of short-term and long-term investments 23,033 12,241
Acquisitions, net of cash acquired (1,974) (32,049)
Net cash used in investing activities (7,950) (38,404)
Cash flows from financing activities:    
Proceeds from line of credit   1,000
Proceeds from advance funding 316 10,690
Repayments of advance funding (2,683) (8,840)
Proceeds from issuance of debt 116,667  
Repayments of principal (10,150) (150)
Cash paid for debt issuance costs (4,610)  
Proceeds from exercises of stock options 8 692
Income tax withholdings paid upon vesting of restricted stock units (883) (1,922)
Proceeds from sale of common stock 191  
Payments of acquisition-related contingent consideration (276) (1,625)
Repurchase of stock (5,608)  
Net cash provided by (used in) financing activities 92,972 (155)
Net change in cash, cash equivalents, and restricted cash 76,245 (42,715)
Cash, cash equivalents, and restricted cash, beginning of period 228,605 324,792
Cash, cash equivalents, and restricted cash end of period 304,850 282,077
Supplemental schedule of non-cash financing activities    
Non-cash reduction in advanced funding arrangement obligations 7,848  
Supplemental disclosures    
Cash paid for interest 2,276 1,587
Income tax refunds received $ 2,300  
Non-cash consideration for acquisitions   21,607
Cash payable for acquisition   $ 5,000
v3.23.2
Description of Business and Summary of Significant Accounting Policies
 6 Months Ended
Jun. 30, 2023
Description of Business and Summary of Significant Accounting Policies  
Description of Business and Summary of Significant Accounting Policies

1. Description of Business and Summary of Significant Accounting Policies

Description of Business

Porch Group, Inc. (“Porch Group,” “Porch,” the “Company,” “we,” “our,” “us”) is a vertical software platform for the home, providing software and services to approximately 30,700 companies and small businesses. We are a values-driven company whose mission is to simplify the home with insurance at the center. Our Insurance segment, with approximately 358,000 insurance and warranty policies in force, operates both as an insurance carrier underwriting home insurance policies and as an agent selling home and auto insurance for over 20 major and regional insurance companies. The Insurance segment also includes warranty service offerings and a captive reinsurance provider. The Vertical Software segment provides software and services to home services companies such as home inspectors, mortgage companies and loan officers, title companies, moving companies, real estate agencies, utility companies, and individuals.

Unaudited Interim Financial Statements

The accompanying unaudited condensed consolidated financial statements include the accounts of Porch Group, Inc. and its subsidiaries. All significant intercompany balances and transactions have been eliminated in consolidation. Certain information and footnote disclosures normally included in annual consolidated financial statements prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) have been condensed or omitted pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”) regarding interim financial reporting. Accordingly, these unaudited condensed consolidated financial statements and notes should be read in conjunction with the Annual Report on Form 10-K for the fiscal year ended December 31, 2022, filed with the SEC on March 16, 2023. The information as of December 31, 2022, included in the unaudited condensed consolidated balance sheets was derived from our audited consolidated financial statements.

The unaudited condensed consolidated financial statements included in this Quarterly Report on Form 10-Q (this “Quarterly Report”) were prepared on the same basis as the audited consolidated financial statements and, in the opinion of management, reflect all adjustments (all of which are of a normal recurring nature) considered necessary to present fairly our financial position, results of operations, comprehensive loss, stockholders’ equity (deficit), and cash flows for the periods and dates presented. The results of operations for the three and six months ended June 30, 2023, are not necessarily indicative of the results that may be expected for the year ending December 31, 2023, or any other interim period or future year. Certain prior period amounts have been reclassified to conform to the current year's presentation.

Comprehensive Loss

Comprehensive loss consists of adjustments related to unrealized gains and losses on available-for-sale securities.

Use of Estimates

The preparation of financial statements in conformity with GAAP requires management to make estimates, judgments, and assumptions that affect the amounts reported and disclosed in the unaudited condensed consolidated financial statements and accompanying notes. On an ongoing basis, these estimates, which include, but are not limited to, impairment losses on intangible assets and goodwill, estimated variable consideration for services performed, estimated lifetime value of insurance agency commission revenue, current estimate for credit losses, depreciable lives for property and equipment, the valuation of and useful lives for acquired intangible assets, the valuation allowance on deferred tax assets, assumptions used in stock-based compensation expense, unpaid losses for insurance claims and loss adjustment expenses, contingent consideration, earnout liabilities and private warrant liabilities, are evaluated by management. Actual results could differ materially from those estimates, judgments, and assumptions.

Concentrations

Financial instruments which potentially subject us to credit risk consist principally of cash, money market accounts on deposit with financial institutions, money market funds, certificates of deposit and fixed-maturity securities, as well as receivable balances in the course of collection.

Our insurance carrier subsidiary has exposure and remains liable in the event of insolvency of its reinsurers. Management and its reinsurance intermediary regularly assess the credit quality and ratings of its reinsurer counterparties. One reinsurer represented 39% of our total reinsurance balance due as of June 30, 2023.

Substantially all of our insurance-related revenues in the Insurance segment are derived from customers in Texas (which represent approximately 62% of such revenues in the six months ended June 30, 2023), South Carolina (which represent approximately 10% of such revenues in the six months ended June 30, 2023), North Carolina, Georgia, Virginia, and Arizona, which could be adversely affected by economic conditions, an increase in competition, local weather events, or environmental impacts and changes.

No individual customer represented more than 10% of total revenue for the three and six months ended June 30, 2023 or 2022. As of June 30, 2023, and December 31, 2022, no individual customer accounted for 10% or more of total accounts receivable.

As of June 30, 2023, we held approximately $262.0 million of cash with four U.S. commercial banks.

Cash, Cash Equivalents and Restricted Cash

We consider all highly liquid investments with original maturities of three months or less at the time of purchase to be cash equivalents. We maintain cash balances that may exceed the insured limits by the Federal Deposit Insurance Corporation.

Restricted cash equivalents as of June 30, 2023 includes $29.1 million held by our captive reinsurance business as collateral for the benefit of Homeowners of America (“HOA”), $1.3 million held in certificates of deposits and money market mutual funds pledged to the Department of Insurance in certain states as a condition of our Certificate of Authority for the purpose of meeting obligations to policyholders and creditors, $6.5 million in funds held for the payment of possible warranty claims as required under regulatory guidelines in seventeen states, and $2.4 million related to acquisition indemnifications. Restricted cash equivalents as of December 31, 2022, includes $5.1 million held by our captive reinsurance business as collateral for the benefit of HOA, $1.0 million held in money market mutual funds pledged to the Department of Insurance in certain states as a condition of its Certificate of Authority for the purpose of meeting obligations to policyholders and creditors, $5.0 million in funds held for the payment of possible warranty claims as required under regulatory guidelines in nineteen states, and $2.4 million related to acquisition indemnifications.

The reconciliation of cash and cash equivalents to amounts presented in the unaudited condensed consolidated statements of cash flows are as follows:

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​

​

​

​

    

June 30, 2023

    

December 31, 2022

​

​

​

​

​

​

​

Cash and cash equivalents

​

$

265,573

​

$

215,060

Total restricted cash

​

 

39,277

​

 

13,545

Cash, cash equivalents, and restricted cash

​

$

304,850

​

$

228,605

​

Accounts Receivable and Long-term Insurance Commissions Receivable

Accounts receivable consist principally of amounts due from enterprise customers, other corporate partnerships, and individual policyholders. We estimate allowances for uncollectible receivables based on the creditworthiness of our customers, historical trend analysis, and macro-economic conditions. Consequently, an adverse change in those factors could affect our estimate of allowance for doubtful accounts. The allowance for uncollectible receivables at June 30, 2023, and December 31, 2022, was $0.8 million and $0.5 million, respectively.

Long-term insurance commissions receivable balance consists of the estimated commissions from policy renewals expected to be collected. We record the amount of renewal insurance commissions expected to be collected in the next twelve months as current accounts receivable.

Goodwill

We test goodwill for impairment for each reporting unit on an annual basis or more frequently when events or changes in circumstances indicate the fair value of a reporting unit is below its carrying value. We have the option to perform a qualitative assessment to determine if an impairment is more likely than not to have occurred. If we can support the conclusion that it is not more likely than not that the fair value of a reporting unit is less than its carrying amount, then a quantitative impairment test would not be necessary. If we cannot support such a conclusion or we do not elect to perform the qualitative assessment, then we perform a quantitative assessment. If a quantitative goodwill impairment assessment is performed, we utilize a combination of market and income valuation approaches. If the fair value of a reporting unit is less than its carrying value, an impairment loss is recorded to the extent that the fair value of the reporting unit is less than its carrying value. We have selected October 1 as the date to perform annual impairment testing.

Determining the fair value of a reporting unit is judgmental in nature and involves the use of significant estimates and assumptions to evaluate the impact of operating and macroeconomic changes on each reporting unit. The fair value of each reporting unit was estimated using a combination of income and market valuation approaches using publicly traded company multiples in similar businesses. Such fair value measurements are based predominately on Level 3 inputs. This analysis requires significant judgments including an estimate of future cash flows which is dependent on internally developed forecasts, estimation of the long-term rate of growth for our business, estimation of the useful life over which cash flows will occur, and determination of our weighted average cost of capital, which is risk-adjusted to reflect the specific risk profile of the reporting unit being tested. The weighted average cost of capital used in our most recent impairment test was risk-adjusted to reflect the specific risk profile of the reporting units and ranged from 13% to 18%. See Note 6 for a discussion of the impairment analysis.

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Impairment of Long-Lived Assets

We review long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amounts of the assets may not be fully recoverable. Events that trigger a test for recoverability include a significant decrease in the market price for a long-lived asset, significant negative industry or economic trends, an accumulation of costs significantly in excess of the amount originally expected for the acquisition, a current-period operating or cash flow loss combined with a history of operating or cash flow losses or a projection or forecast that demonstrates continuing losses associated with the use of a long-lived asset, or a sustained decrease in share price. When a triggering event occurs, a test for recoverability is performed, comparing projected undiscounted future cash flows to the carrying value of the asset group. If the test for recoverability identifies a possible impairment, the asset group’s fair value is measured relying primarily on an income approach. An impairment charge is recognized for the amount by which the carrying value of the asset group exceeds its estimated fair value. Management identifies the asset group which includes the potentially impaired long-lived asset, at the lowest level at which there are separate, identifiable cash flows.

During the first and second quarters of 2023, we identified various qualitative factors that collectively indicated triggering events including a sustained decrease in stock price, increased costs due to inflationary pressures, and a deterioration of the macroeconomic environment in the housing and real estate industry. We used an income approach to determine that the estimated fair value of a certain asset group was less than its carrying value, which resulted in impairment charges of $2.0 million, primarily related to acquired technology, trademarks and tradenames, and customer relationships for certain businesses within the Vertical Software segment. Impairment charges are included in impairment loss on intangible assets and goodwill in the unaudited condensed consolidated statements of operations for the six months ended June 30, 2023.

We estimate the fair value of an asset group using the income approach. Such fair value measurements are based predominately on Level 3 inputs. Inherent in our development of cash flow projections are assumptions and estimates derived from a review of our operating results, business plan forecasts, expected growth rates, and cost of capital, similar to those a market participant would use to assess fair value. We also make certain assumptions about future economic conditions and other data. Many of these factors used in assessing fair value are outside the control of management and these assumptions and estimates may change in future periods.

Deferred Policy Acquisition Costs

We capitalize deferred policy acquisitions costs (“DAC”) which consist primarily of commissions, premium taxes and policy underwriting and production expenses that are directly related to the successful acquisition by our insurance subsidiary of new or renewal insurance contracts. DAC are amortized on a straight-line basis over the terms of the policies to which they relate, which is generally one year. DAC is also reduced by ceding commissions paid by reinsurance companies which represent recoveries of acquisition costs. DAC is periodically reviewed for recoverability and adjusted if necessary. Future investment income is considered in determining the recoverability of DAC. As of June 30, 2023, and December 31, 2022, DAC of $17.9 million and $8.7 million is included in prepaid expenses and other current assets. Amortized deferred acquisition costs included in sales and marketing expense, amounted to $9.3 million and $4.2 million, for the three months ended June 30, 2023 and 2022, respectively, and $18.6 million and $7.2 million, for the six months ended June 30, 2023 and 2022, respectively.

Fair Value of Financial Instruments

Fair value principles require disclosures regarding the manner in which fair value is determined for assets and liabilities and establishes a three-tiered fair value hierarchy into which these assets and liabilities must be grouped, based upon significant levels of inputs as follows:

Level 1

Observable inputs, such as quoted prices (unadjusted) in active markets for identical assets or liabilities at the measurement date;

Level 2

Observable inputs, other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly. This may include active markets for similar assets and liabilities, quoted prices in markets that are not highly active, or other inputs that are observable or can be corroborated by observable market data; and

Level 3

Unobservable inputs that are arrived at by means other than current observable market activity.

The level of the least observable significant input used in assessing the fair value determines the placement of the entire fair value measurement in the hierarchy. Management’s assessment of the significance of a particular input to the fair value measurement requires the use of judgment specific to the asset or liability.

Other Insurance Liabilities, Current

The following table details the components of other insurance liabilities, current, on the unaudited condensed consolidated balance sheets:

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As of June 30, 2023

    

As of December 31, 2022

Ceded reinsurance premiums payable

​

$

77,051

​

$

29,204

Commissions payable, reinsurers and agents

​

​

6,650

​

​

21,045

Advance premiums

​

 

10,383

​

 

8,668

Funds held under reinsurance treaty

​

 

1,715

​

 

1,851

General and accrued expenses payable

​

​

17,050

​

​

942

Other insurance liabilities, current

​

$

112,849

​

$

61,710

​

Income Taxes

Provisions for income taxes for the three months ended June 30, 2023, and 2022, were less than $0.1 million and $0.5 million, respectively, and the effective tax rates for these periods were less than 0.1% and 1.7%, respectively. The difference between our effective tax rates for the 2023 periods and the U.S. statutory rate of 21% was primarily due to a full valuation related to our net deferred tax assets and impact of acquisitions on our valuation allowance. Provisions for income taxes for the six months ended June 30, 2023 and 2022, were a $0.1 million benefit and a $0.3 million expense, respectively, and the effective tax rates for these periods were 0.1% expense and 0.8% benefit, respectively. The difference between our effective tax rates for the 2022 periods and the U.S. statutory rate of 21% was primarily due to a full valuation allowance related to our net deferred tax assets.
v3.23.2
Revenue
 6 Months Ended
Jun. 30, 2023
Revenue  
Revenue

2. Revenue

Disaggregation of Revenue

Total revenues consisted of the following:

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Three Months Ended June 30, 

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Six Months Ended June 30, 

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2023

​

2022

​

2023

​

2022

Vertical Software segment

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Software and service subscriptions

​

$

17,524

​

$

19,847

​

$

34,333

​

$

37,078

Move-related transactions

​

​

12,246

​

​

17,458

​

​

20,015

​

​

29,586

Post-move transactions

​

​

4,665

​

​

5,235

​

​

8,714

​

​

10,280

Total Vertical Software segment revenue

​

​

34,435

​

​

42,540

​

​

63,062

​

​

76,944

​

​

​

​

​

​

​

​

​

​

​

​

​

Insurance segment

​

​

​

​

​

​

​

​

​

​

​

​

Insurance and warranty premiums, commissions and policy fees

​

​

64,330

​

​

28,375

​

​

123,072

​

​

57,538

Total Insurance segment revenue

​

​

64,330

​

​

28,375

​

​

123,072

​

​

57,538

​

​

​

​

​

​

​

​

​

​

​

​

​

Total revenue(1)

​

$

98,765

​

$

70,915

​

$

186,134

​

$

134,482

​

(1)Revenue recognized during the three months ended June 30, 2023 and 2022, includes revenue of $54.8 million and $18.2 million, respectively, which is accounted for separately from the revenue from contracts with customers. Revenue accounted separately from the revenue from contracts with customers for the six months ended June 30, 2023 and 2022, was $105.0 million and $39.0 million, respectively.

Disclosures Related to Contracts with Customers

Timing may differ between the satisfaction of performance obligations and the invoicing and collection of amounts related to contracts with customers. Liabilities are recorded for amounts that are collected in advance of the satisfaction of performance obligations. To the extent a contract exists, as defined by ASC 606, these liabilities are classified as deferred revenue. To the extent that a contract does not exist, as defined by ASC 606, these liabilities are classified as refundable customer deposits. Refundable customer deposits related to contracts with customers were not material at June 30, 2023, and December 31, 2022.

Contract Assets - Insurance Commissions Receivable

A summary of the activity impacting the contract assets during the six months ended June 30, 2023, is presented below:

​

​

​

​

​

​

    

Contract Assets

Balance at December 31, 2022

​

$

15,521

Estimated lifetime value of commissions on insurance policies sold by carriers

​

 

3,792

Cash receipts

​

 

(2,285)

Balance at June 30, 2023

​

$

17,028

​

As of June 30, 2023, $3.5 million of contract assets are expected to be collected within the next 12 months and therefore are included in current accounts receivable on the unaudited condensed consolidated balance sheets. The remaining $13.5 million of contract assets are expected to be collected in the following periods and are included in long-term insurance commissions receivable on the unaudited condensed consolidated balance sheets.

Deferred Revenue

A summary of the activity impacting deferred revenue balances during the six months ended June 30, 2023, is presented below:

​

​

​

​

​

​

​

Vertical Software

​

    

Deferred Revenue

Balance at December 31, 2022

​

$

3,874

Revenue recognized

​

​

(8,613)

Additional amounts deferred

​

​

8,695

Balance at June 30, 2023

​

$

3,956

​

Deferred revenue on the unaudited condensed consolidated balance sheet as of June 30, 2023, and December 31, 2022, include $252.7 million and $266.8 million, respectively, of deferred revenue related to the Insurance segment.

Remaining Performance Obligations

The amount of the transaction price allocated to performance obligations to be satisfied at a later date, which is not recorded in the unaudited condensed consolidated balance sheets, is immaterial as of June 30, 2023, and December 31, 2022.

We have applied the practical expedients provided for in the accounting standards, and does not present revenue related to unsatisfied performance obligations for (i) contracts with an original expected length of one year or less, (ii) contracts with variable consideration that is allocated entirely to unsatisfied performance obligations or to a wholly unsatisfied promise accounted for under the series guidance, and (iii) contracts for which we recognize revenue at the

amount which it has the right to invoice for services performed. Additionally, we exclude amounts related to performance obligations that are billed and recognized as they are delivered.

Warranty Revenue and Related Balance Sheet Disclosures

Payments received in advance of warranty services provided are included in refundable customer deposits or deferred revenue based upon the cancellation and refund provisions within the respective agreement. At June 30, 2023, we had $19.6 million, $3.6 million and $3.0 million of refundable customer deposits, deferred revenue, and non-current deferred revenue, respectively. At December 31, 2022, we had $20.0 million, $4.4 million and $1.9 million of refundable customer deposits, deferred revenue and non-current deferred revenue, respectively.

For the three months ended June 30, 2023 and 2022, we incurred $1.3 million and $0.3 million, respectively, in expenses related to warranty claims. For the six months ended June 30, 2023 and 2022, we incurred $2.5 million and $0.7 million, respectively, in expenses related to warranty claims.
v3.23.2
Investments
 6 Months Ended
Jun. 30, 2023
Investments  
Investments

3. Investments

The following table summarizes investment income and realized gains and losses on investments during the periods presented.

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Three Months Ended June 30, 

​

Six Months Ended June 30, 

​

​

2023

    

2022

​

2023

    

2022

Investment income, net of investment expenses

​

$

1,278

​

$

313

​

$

2,103

​

$

578

Realized gains on investments

​

​

7

​

​

4

​

​

11

​

​

6

Realized losses on investments

​

​

(36)

​

​

(74)

​

​

(107)

​

​

(144)

Investment income and realized gains (losses), net of investment expenses

​

$

1,249

​

$

243

​

$

2,007

​

$

440

​

The following table summarizes the amortized cost, fair value, and unrealized gains and losses of investment securities.

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

As of June 30, 2023

​

​

​

​

​

Gross Unrealized

​

​

​

​

    

Amortized Cost

    

Gains

    

Losses

    

Fair Value

U.S. Treasuries

​

$

28,407

​

$

1

​

$

(361)

​

$

28,047

Obligations of states, municipalities and political subdivisions

​

​

11,846

​

​

4

​

​

(1,178)

​

​

10,672

Corporate bonds

​

 

35,236

​

 

38

​

 

(2,879)

​

 

32,395

Residential and commercial mortgage-backed securities

​

​

17,607

​

​

16

​

​

(1,328)

​

​

16,295

Other loan-backed and structured securities

​

​

5,710

​

​

4

​

​

(393)

​

​

5,321

Total investment securities

​

$

98,806

​

$

63

​

$

(6,139)

​

$

92,730

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

As of December 31, 2022

​

​

​

​

​

Gross Unrealized

​

​

​

​

    

Amortized Cost

    

Gains

    

Losses

    

Fair Value

U.S. Treasuries

​

$

35,637

​

$

5

​

$

(320)

​

$

35,322

Obligations of states, municipalities and political subdivisions

​

​

11,549

​

​

2

​

​

(1,326)

​

​

10,225

Corporate bonds

​

 

31,032

​

 

32

​

 

(2,837)

​

 

28,227

Residential and commercial mortgage-backed securities

​

​

12,790

​

​

11

​

​

(1,268)

​

​

11,533

Other loan-backed and structured securities

​

​

6,804

​

​

6

​

​

(476)

​

​

6,334

Total investment securities

​

$

97,812

​

$

56

​

$

(6,227)

​

$

91,641

​

The amortized cost and fair value of securities at June 30, 2023, by contractual maturity, are shown in the following table. Actual maturities may differ from contractual maturities because borrowers may have the right to call or prepay obligations with or without call or prepayment penalties.

​

​

​

​

​

​

​

​

​

​

As of June 30, 2023

Remaining Time to Maturity

    

Amortized Cost

    

Fair Value

Due in one year or less

​

$

25,920

​

$

25,802

Due after one year through five years

​

​

19,481

​

​

17,895

Due after five years through ten years

​

​

25,245

​

​

23,099

Due after ten years

​

 

4,843

​

 

4,318

Residential and commercial mortgage-backed securities

​

​

17,607

​

​

16,295

Other loan-backed and structured securities

​

​

5,710

​

​

5,321

Total

​

$

98,806

​

$

92,730

​

Other-Than-Temporary Impairment

We regularly review our individual investment securities for other-than-temporary impairment. We consider various factors in determining whether each individual security is other-than-temporarily impaired, including:

-the financial condition and near-term prospects of the issuer, including any specific events that may affect its operations or earnings;
-the extent to which the market value of the security has been below its cost or amortized cost;
-general market conditions and industry or sector-specific factors;
-nonpayment by the issuer of its contractually obligated interest and principal payments; and
-our intent and ability to hold the investment for a period of time sufficient to allow for the recovery of costs.

Securities with gross unrealized loss position, aggregated by investment category and length of time the individual securities have been in a continuous loss position, are as follows:

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Less Than Twelve Months

​

Twelve Months or Greater

​

Total

​

​

Gross

​

​

​

Gross

​

​

​

Gross

​

​

​

​

Unrealized

​

Fair

​

Unrealized

​

Fair

​

Unrealized

​

Fair

As of June 30, 2023

​

Loss

​

Value

    

Loss

​

Value

    

Loss

​

Value

U.S. Treasuries

​

$

(182)

​

$

25,500

​

$

(179)

​

$

2,232

​

$

(361)

​

$

27,732

Obligations of states, municipalities and political subdivisions

​

​

(79)

​

​

2,060

​

​

(1,099)

​

​

8,145

​

​

(1,178)

​

​

10,205

Corporate bonds

​

​

(530)

​

​

12,546

​

​

(2,349)

​

​

18,045

​

​

(2,879)

​

​

30,591

Residential and commercial mortgage-backed securities

​

​

(292)

​

​

8,365

​

​

(1,036)

​

​

7,319

​

​

(1,328)

​

​

15,684

Other loan-backed and structured securities

​

​

(109)

​

​

1,039

​

​

(284)

​

​

3,677

​

​

(393)

​

​

4,716

Total securities

​

$

(1,192)

​

$

49,510

​

$

(4,947)

​

$

39,418

​

$

(6,139)

​

$

88,928

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Less Than Twelve Months

​

Twelve Months or Greater

​

Total

​

​

Gross

​

​

​

Gross

​

​

​

Gross

​

​

​

​

Unrealized

​

Fair

​

Unrealized

​

Fair

​

Unrealized

​

Fair

As of December 31, 2022

​

Loss

​

Value

    

Loss

​

Value

    

Loss

​

Value

U.S. Treasuries

​

$

(127)

​

$

10,748

​

$

(193)

​

$

9,824

​

$

(320)

​

$

20,572

Obligations of states, municipalities and political subdivisions

​

​

(929)

​

​

6,258

​

​

(397)

​

​

3,504

​

​

(1,326)

​

​

9,762

Corporate bonds

​

​

(1,623)

​

​

16,531

​

​

(1,214)

​

​

10,328

​

​

(2,837)

​

​

26,859

Residential and commercial mortgage-backed securities

​

​

(687)

​

​

6,565

​

​

(581)

​

​

4,952

​

​

(1,268)

​

​

11,517

Other loan-backed and structured securities

​

​

(359)

​

​

4,633

​

​

(117)

​

​

1,094

​

​

(476)

​

​

5,727

Total securities

​

$

(3,725)

​

$

44,735

​

$

(2,502)

​

$

29,702

​

$

(6,227)

​

$

74,437

​

At June 30, 2023, and December 31, 2022, there were 470 and 483 securities, respectively, in an unrealized loss position. Of these securities, 380 had been in an unrealized loss position for 12 months or longer as of June 30, 2023.

We believe there were no fundamental issues such as credit losses or other factors with respect to any of our available-for-sale securities. The unrealized losses on investments in fixed-maturity securities were caused primarily by interest rate changes. It is expected that the securities would not be settled at a price less than par value of the investments. Because the declines in fair value are attributable to changes in interest rates or market conditions and not credit quality, and because we have the ability and intent to hold our available-for-sale investments until a market price recovery or maturity, we do not consider any of our investments to be other-than-temporarily impaired at June 30, 2023.
v3.23.2
Fair Value
 6 Months Ended
Jun. 30, 2023
Fair Value  
Fair Value

4. Fair Value

The following table summarizes the fair value measurements of assets and liabilities that are measured at fair value on a recurring basis.

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Fair Value Measurement as of June 30, 2023

​

​

​

​

​

​

​

​

​

​

​

Total 

​

​

Level 1

​

Level 2

    

Level 3

    

Fair Value

Assets

​

​

​

​

​

​

​

​

​

​

​

​

Money market mutual funds

​

$

74,073

​

$

—

​

$

—

​

$

74,073

Debt securities:

​

​

​

​

​

​

​

​

​

​

​

​

U.S. Treasuries

​

​

28,047

​

​

—

​

​

—

​

​

28,047

Obligations of states and municipalities

​

​

—

​

​

10,672

​

​

—

​

​

10,672

Corporate bonds

​

​

—

​

​

32,395

​

​

—

​

​

32,395

Residential and commercial mortgage-backed securities

​

​

—

​

​

16,295

​

​

—

​

​

16,295

Other loan-backed and structured securities

​

​

—

​

​

5,321

​

​

—

​

​

5,321

​

​

$

102,120

​

$

64,683

​

$

—

​

$

166,803

Liabilities, Noncurrent

​

​

​

​

​

​

​

​

​

​

​

​

Contingent consideration - business combinations

​

$

—

​

$

—

​

$

21,328

    

$

21,328

Contingent consideration - earnout

​

 

—

​

 

—

​

 

44

    

​

44

Private warrant liability

​

​

—

​

 

—

​

​

347

​

​

347

Embedded derivatives

​

​

—

​

​

—

​

​

26,820

​

​

26,820

​

​

$

—

​

$

—

​

$

48,539

​

$

48,539

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Fair Value Measurement as of December 31, 2022

​

​

​

​

​

​

​

​

​

​

​

Total 

​

​

Level 1

    

Level 2

    

Level 3

    

Fair Value

Assets

​

​

​

​

​

​

​

​

​

​

​

​

Money market mutual funds

​

$

6,619

​

$

—

​

$

—

​

$

6,619

Debt securities:

​

​

​

​

​

​

​

​

​

​

​

​

U.S. Treasuries

​

​

35,322

​

​

—

​

​

—

​

​

35,322

Obligations of states and municipalities

​

​

—

​

​

10,225

​

​

—

​

​

10,225

Corporate bonds

​

​

—

​

​

28,227

​

​

—

​

​

28,227

Residential and commercial mortgage-backed securities

​

​

—

​

​

11,533

​

​

—

​

​

11,533

Other loan-backed and structured securities

​

​

—

​

​

6,334

​

​

—

​

​

6,334

​

​

$

41,941

​

$

56,319

​

$

—

​

$

98,260

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Liabilities

​

​

​

​

​

​

​

​

​

​

​

​

Contingent consideration - business combinations

​

$

—

​

$

—

​

$

24,546

​

$

24,546

Contingent consideration - earnout

​

 

—

​

 

—

​

 

44

​

 

44

Private warrant liability

​

​

—

​

 

—

​

​

707

​

​

707

​

​

$

—

​

$

—

​

$

25,297

​

$

25,297

​

Financial Assets

Money market mutual funds are valued at the closing price reported by the fund sponsor from an actively traded exchange. As the funds are generally maintained at a net asset value which does not fluctuate, cost approximates fair value. These are included as a Level 1 measurement in the table above. The fair values for available-for-sale fixed-

maturity securities are based upon prices provided by an independent pricing service. We have reviewed these prices for reasonableness and have not adjusted any prices received from the independent provider. Level 2 securities represent assets whose fair value is determined using observable market information such as previous day trade prices, quotes from less active markets or quoted prices of securities with similar characteristics. There were no transfers between Level 1 and Level 2.

Contingent Consideration – Business Combinations

We estimated the fair value of the business combination contingent consideration related to the Floify acquisition in October 2021 and triggered by stock price milestones using the Monte Carlo simulation method. The fair value is based on the simulated market price of our common stock over the maturity date of the contingent consideration. As of June 30, 2023, the key inputs used to determine the fair value of $15.1 million included the stock price of $1.38, strike price of $36.00, discount rate of 14.4% and volatility of 100%. As of December 31, 2022, the key inputs used in the determination of the fair value of $15.5 million included the stock price of $1.88, strike price of $36.00, discount rate of 10.3% and volatility of 95%.

We estimated the fair value of the business combination contingent consideration based on specific metrics related to the acquisition of Residential Warranty Services (“RWS”) in April 2022, using the discounted cash flow method. The fair value is based on a percentage of revenue over the maturity date of the contingent consideration. As of June 30, 2023, the key inputs used to determine the fair value of $9.0 million were management’s cash flow estimates and the discount rate of 16%. As of December 31, 2022, the key inputs used to determine the fair value of $9.0 million were management’s cash flow estimates and the discount rate of 17%.

Contingent Consideration – Earnout

We estimated the fair value of the earnout contingent consideration using the Monte Carlo simulation method. The fair value of $0.1 million is based on the simulated market price of our common stock until the maturity date of the contingent consideration and increased by certain employee forfeitures. As of June 30, 2023, the key inputs used to determine the fair value included exercise price of $22.00, volatility of 100%, forfeiture rate of 15%, and stock price of $1.38 As of December 31, 2022, the key inputs used in the determination of the fair value included exercise price of $22.00, volatility of 100%, forfeiture rate of 15% and stock price of $1.88.

Private Warrants

We estimated the fair value of the private warrants using the Black-Scholes-Merton option pricing model. As of June 30, 2023, the key inputs used to determine the fair value included exercise price of $11.50, expected volatility of 95%, remaining contractual term of 2.48 years, and stock price of $1.38. As of December 31, 2022, the key inputs used to determine the fair value included exercise price of $11.50, expected volatility of 90%, remaining contractual term of 2.98 years, and stock price of $1.88.

Embedded Derivatives

In connection with the issuance of senior secured convertible notes in April 2023 (see Note 7) and in accordance with Accounting Standards Codification 815-15, Derivatives and Hedging – Embedded Derivatives, certain features of the senior secured convertible notes were bifurcated and accounted for separately from the notes. The following features are recorded as derivatives.

●Repurchase option. If more than $30 million principal remains outstanding on June 14, 2026, holders have the right to require us to repurchase for cash on June 15, 2026, all or any portion of the notes at a
repurchase price equal to 106.5% of the principal amount of the notes to be repurchased, plus accrued interest.
●Fundamental change option. If we undergo a fundamental change, as defined in the indenture and subject to certain conditions, holders have the right to require us to repurchase for cash all or any portion of the notes at a repurchase price equal to 105.25% of the principal amount of the notes to be repurchased, plus accrued interest. A fundamental change includes events such as a change in control, recapitalization, liquidation, dissolution, or delisting.
●Asset sale repurchase option. If we sell assets, we must offer to repurchase for cash a portion of the notes equal to 50% of the aggregate net cash sales proceeds in excess of $20 million at a repurchase price equal to 100% of the principal, plus accrued interest.

The inputs for determining fair value of the embedded derivatives are classified as Level 3 inputs. Level 3 fair value is based on unobservable inputs based on the best information available. These inputs include the probabilities of a repurchase, a fundamental change, and qualifying asset sales, ranging from 1% to 35%.

Level 3 Rollforward

Fair value measurements categorized within Level 3 are sensitive to changes in the assumptions or methodology used to determine fair value, and such changes could result in a significant increase or decrease in the fair value.

The changes for Level 3 items measured at fair value on a recurring basis using significant unobservable inputs are as follows:

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Contingent 

​

​

​

​

​

​

Contingent 

​

Consideration -

​

​

​

Private

​

​

Consideration -

​

Business

​

Embedded

​

Warrant

​

    

Earnout

    

Combinations

​

Derivatives

    

Liability

Fair value as of December 31, 2022

​

$

44

​

$

24,546

​

$

—

​

$

707

Additions

​

​

—

​

​

—

​

​

23,870

​

​

—

Settlements

​

​

—

​

​

(408)

​

​

—

​

​

—

Change in fair value, loss (gain) included in net loss(1)

​

​

—

​

​

(2,810)

​

​

2,950

​

​

(360)

Fair value as of June 30, 2023

​

$

44

​

$

21,328

​

$

26,820

​

$

347

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Contingent

​

​

​

​

Contingent

​

Consideration -

​

Private

​

​

Consideration -

​

Business

​

Warrant

​

    

Earnout

    

Combinations

    

Liability

Fair value as of December 31, 2021

​

$

13,866

​

$

9,617

​

$

15,193

Additions

​

​

—

​

 

15,555

​

​

—

Settlements

​

​

—

​

​

—

​

​

—

Change in fair value, loss (gain) included in net loss(1)

​

​

(13,766)

​

​

4,686

​

​

(14,267)

Fair value as of June 30, 2022

​

$

100

​

$

29,858

​

$

926

​

(1)Changes in fair value of contingent consideration related to business combinations are included in general and administrative expenses in the unaudited condensed consolidated statements of operations. Changes in fair value of the earnout contingent consideration and private warrant liability are disclosed separately in the unaudited condensed consolidated statements of operations. Changes in the fair value of the embedded derivatives are included in change in fair value of derivatives in the unaudited condensed consolidated statements of operations.

Fair Value Disclosure

As of June 30, 2023, and December 31, 2022, the fair value of the 2026 Notes (see Note 7) is $72.0 million and $238.6 million, respectively. The decrease of $166.6 million is primarily due to the decline in the stock price at June 30, 2023, as compared to December 31, 2022. As of June 30, 2023, the fair value of the 2028 Notes (see Note 7) was $216.7 million. The fair values of the line of credit, advance funding arrangement and other notes approximate the unpaid principal balance. All debt, other than the convertible notes which are Level 2, is considered a Level 3 measurement.
v3.23.2
Property, Equipment, and Software
 6 Months Ended
Jun. 30, 2023
Property, Equipment, and Software  
Property, Equipment, and Software

5. Property, Equipment, and Software

Property, equipment, and software, net, consists of the following:

​

​

​

​

​

​

​

​

​

    

June 30, 

​

December 31, 

​

​

2023

    

2022

Software and computer equipment

​

$

8,266

​

$

8,326

Furniture, office equipment, and other

​

 

1,708

​

 

2,118

Internally developed software

​

 

20,017

​

 

17,128

Leasehold improvements

​

 

1,178

​

 

1,178

​

​

 

31,169

​

 

28,750

Less: Accumulated depreciation and amortization

​

 

(16,401)

​

 

(16,510)

Property, equipment, and software, net

​

$

14,768

​

$

12,240

​

Depreciation and amortization expense related to property, equipment, and software was $1.2 million and $1.0 million for the three months ended June 30, 2023 and 2022, respectively, and $2.4 million and $2.0 million for the six months ended June 30, 2023 and 2022, respectively.
v3.23.2
Intangible Assets and Goodwill
 6 Months Ended
Jun. 30, 2023
Intangible Assets and Goodwill  
Intangible Assets and Goodwill

6. Intangible Assets and Goodwill

Intangible Assets

Intangible assets are stated at cost or acquisition-date fair value less accumulated amortization and impairment. The following table summarizes intangible assets as of June 30, 2023.

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Weighted

    

​

​

​

Accumulated

​

​

​

​

​

Average 

​

Intangible

​

Amortization

​

Intangible 

​

​

Useful Life 

​

Assets,

​

And

​

Assets, 

​

    

(in years)

    

gross

    

Impairment

    

Net

Customer relationships

 

9.0

​

$

69,505

​

$

(19,494)

​

$

50,011

Acquired technology

 

5.0

​

 

36,041

​

​

(19,175)

​

 

16,866

Trademarks and tradenames

 

10.0

​

 

23,443

​

​

(5,609)

​

 

17,834

Non-compete agreements

​

3.0

​

​

616

​

​

(431)

​

​

185

Value of business acquired

​

1.0

​

​

400

​

​

(400)

​

​

—

Renewal rights

​

6.0

​

​

9,734

​

​

(2,764)

​

​

6,970

Insurance licenses

​

Indefinite

​

​

4,960

​

​

—

​

​

4,960

Total intangible assets

 

​

​

$

144,699

​

$

(47,873)

​

$

96,826

​

The following table summarizes intangible assets as of December 31, 2022.

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Weighted

    

​

​

    

​

​

    

​

​

​

​

Average 

​

Intangible

​

​

​

​

Intangible 

​

​

Useful Life 

​

Assets,

​

Accumulated 

​

Assets, 

​

    

(in years)

    

gross

    

Amortization

    

Net

Customer relationships

 

9.0

​

$

69,730

​

$

(15,079)

​

$

54,651

Acquired technology

 

5.0

​

 

37,932

​

​

(16,468)

​

 

21,464

Trademarks and tradenames

 

10.0

​

 

25,071

​

​

(5,724)

​

 

19,347

Non-compete agreements

​

3.0

​

​

619

​

​

(407)

​

​

212

Value of business acquired

​

1.0

​

​

400

​

​

(400)

​

​

—

Renewal rights

​

6.0

​

​

9,734

​

​

(2,113)

​

​

7,621

Insurance licenses

​

Indefinite

​

​

4,960

​

​

—

​

​

4,960

Total intangible assets

 

​

​

$

148,446

​

$

(40,191)

​

$

108,255

​

The aggregate amortization expense related to intangibles was $4.9 million and $5.4 million for the three months ended June 30, 2023 and 2022, respectively, and $9.8 million and $10.9 million for the six months ended June 30, 2023 and 2022, respectively.

During the six months ended June 30, 2023, we recorded impairment charges of $2.0 million, primarily related to acquired technology, trademarks and tradenames, and customer relationships for an asset group within the Vertical Software segment. Impairment charges are included in impairment loss on intangible assets and goodwill in the unaudited condensed consolidated statements of operations.

Goodwill

The following table summarizes the changes in the carrying amount of goodwill for the six months ended June 30, 2023.

​

​

​

​

​

​

    

Goodwill

Balance as of December 31, 2022, net of accumulated impairment of $43.8 million

​

$

244,697

Acquisition

​

​

2,421

Impairment loss

​

​

(55,211)

Balance as of June 30, 2023, net of accumulated impairment of $99.0 million

​

$

191,907

​

​

​

During the first and second quarters of 2023, management identified various qualitative factors that collectively indicated triggering events, including a sustained decrease in stock price, increased costs due to inflationary pressures, hardening of the reinsurance markets, volatile weather, and a deterioration of the macroeconomic environment in the housing and real estate and insurance industries. We performed a valuation of the Vertical Software and Insurance reporting units using a combination of market and income approaches based on peer performance and discounted cash flow or dividend discount model methodologies. The goodwill impairment analysis required significant judgments to calculate the fair value of the reporting units, including internal forecasts and determination of weighted average cost of capital. Management considers historical experience and all available information at the time the fair values are estimated. Assumptions are subject to a high degree of judgment and complexity.

​

The results of the quantitative impairment assessment as of March 31, 2023, indicated that the fair value of our Vertical Software reporting unit exceeded its carrying value by less than 5%, and the fair value of our Insurance reporting unit exceeded its carrying value by less than 10%.

​

The results of the quantitative impairment assessment as of June 30, 2023, indicated that the carrying value of the Insurance reporting unit exceeded its estimated fair value. As such, we determined that the goodwill allocated to the

Insurance reporting unit was impaired as of June 30, 2023. Impairment charges are included in impairment loss on intangible assets and goodwill in the unaudited condensed consolidated statements of operations for the three and six months ended June 30, 2023.

​

The results of the quantitative impairment assessment as of June 30, 2023, indicated that the fair value of our Vertical Software reporting unit exceeded its carrying value by less than 10%. As a result, our remaining goodwill balance is at risk of future impairment. We monitor our reporting units at risk of impairment for interim impairment indicators and believe that the estimates and assumptions used in the calculations are reasonable as of June 30, 2023. We also reconcile the fair value of our reporting units to our market capitalization. Should the fair value of any of our reporting units fall below its carrying amount because of reduced operating performance, market declines including a deterioration of the macroeconomic environment in the housing and real estate or insurance industries, changes in the discount rate, or other adverse conditions, goodwill impairment charges may be necessary in future periods.
v3.23.2
Debt
 6 Months Ended
Jun. 30, 2023
Debt  
Debt

7. Debt

The following tables summarize outstanding debt as of June 30, 2023, and December 31, 2022.

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

    

​

​

    

​

​

    

Debt 

    

​

​

​

​

​

​

 

Unaccreted

 

Issuance 

 

Carrying 

​

​

Principal

​

Discount

 

Costs

​

Value

Convertible senior notes, due 2026

​

$

225,000

​

$

—

​

$

(3,909)

​

$

221,091

Convertible senior notes, due 2028

​

​

333,334

​

​

(122,877)

​

​

(4,707)

​

​

205,750

Advance funding arrangement

​

​

5,321

​

​

(32)

​

​

—

​

​

5,289

Other notes

​

 

300

​

 

(26)

​

 

—

​

 

274

Balance as of June 30, 2023

​

$

563,955

​

$

(122,935)

​

$

(8,616)

​

$

432,404

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

    

​

​

    

​

​

    

Debt

    

​

​

​

​

​

​

 

Unaccreted 

 

Issuance

 

Carrying

​

​

Principal

​

Discount

 

Costs

​

Value

Convertible senior notes, due 2026

​

$

425,000

​

$

—

​

$

(8,508)

​

$

416,492

Advance funding arrangement

​

 

15,670

​

​

(760)

​

​

—

​

​

14,910

Term loan facility, due 2029

​

​

10,000

​

​

—

​

​

—

​

​

10,000

Other notes

​

​

450

​

 

(87)

​

 

—

​

 

363

Balance as of December 31, 2022

​

$

451,120

​

$

(847)

​

$

(8,508)

​

$

441,765

​

​

Convertible Senior Notes

Interest expense recognized related to the 0.75% Convertible Senior Notes due 2026 (the “2026 Notes”) was approximately $0.9 million and $1.4 million for the three months ended June 30, 2023 and 2022, respectively, and $2.2 million and $2.7 million for the six months ended June 30, 2023 and 2022, respectively, including contractual interest expense and amortization of debt issuance costs. The effective interest rate for the 2026 Notes is 1.3%.

In April 2023, we issued $333 million of 6.75% Senior Secured Convertible Notes due in 2028 (the “2028 Notes”) in a private placement transaction. We used a portion of the net proceeds from the 2028 Notes to repurchase $200 million of the 2026 Notes and to fund the repayment of $9.7 million outstanding under the term loan facility, in each case plus accrued and unpaid interest thereon and related fees and expenses. In connection with the partial repurchase of the 2026 Notes, we recognized an $81.4 million gain on extinguishment of debt, calculated as the difference between the reacquisition price and the net carrying amount of the portion of the 2026 Notes that was extinguished.

The 2028 Notes are convertible into cash, shares of common stock, or a combination of cash and shares of common stock at our election at an initial conversion rate of 39.9956 shares of common stock per $1,000 principal amount of the 2028 Notes, which is equivalent to an initial conversion price of approximately $25.00 per share.

The 2028 Notes are senior secured obligations, accrue interest at a rate of 6.75%, payable semi-annually in arrears on April 1 and October 1 of each year, beginning on October 1, 2023, and were initially issued at 95% of par value. The 2028 Notes will mature on October 1, 2028, unless earlier repurchased, redeemed or converted. Prior to the close of business on the business day immediately preceding July 1, 2028, the 2028 Notes will be convertible at the option of the holders only upon the satisfaction of certain conditions and during certain periods. Thereafter, until the close of business on the second scheduled trading day immediately preceding the maturity date, the 2028 Notes will be convertible at the option of the holders at any time regardless of these conditions.

Interest expense recognized related to the 2028 Notes was approximately $7.3 million in the three and six months ended June 30, 2023, including $4.4 million contractual interest expense and $2.9 million amortization of debt issuance costs and discount. The effective interest rate for the 2028 Notes is 17.9%.

Advance Funding Arrangement

For certain home warranty contracts, we participate in financing arrangements with third-party financers that provide us with the contract premium upfront, less a financing fee. Third-party financers collect installment payments from the warranty contract customer which satisfy our repayment obligation over a portion of the contract term. We remain obligated to repay the third-party financer if a customer cancels its warranty contract prior to full repayment of the advance funding amount we received. As part of the arrangement, we pay financing fees, which are collected by the third-party financers upfront and are initially recognized as a debt discount. Financing fees are amortized as interest expense under the effective interest method. The implied interest rate varies per contract and is generally approximately 14% of total funding received. Interest expense recognized related to advance funding arrangement was $0.4 million and $0.5 million for the three months ended June 30, 2023 and 2022, respectively, and $0.9 million and $1.6 million for the six months ended June 30, 2023 and 2022, respectively.

Term Loan Facility

In April 2023, the term loan facility was repaid in full by using a portion of the proceeds received from the 2028 Notes.
v3.23.2
Equity and Warrants
 6 Months Ended
Jun. 30, 2023
Equity and Warrants  
Equity and Warrants

8. Equity and Warrants

Common Shares Outstanding and Common Stock Equivalents

The following table summarizes our fully diluted capital structure.

​

​

​

​

​

​

​

​

June 30, 

​

December 31, 

​

​

2023

​

2022

Issued and outstanding common shares

    

96,118,956

    

96,405,838

Earnout shares

 

2,050,000

 

2,050,000

Total common shares issued and outstanding

​

98,168,956

​

98,455,838

Common shares reserved for future issuance:

​

​

​

​

Private warrants

​

1,795,700

​

1,795,700

Stock options (Note 9)

 

3,717,192

 

3,862,918

Restricted and performance stock units and awards (Note 9)

 

13,244,675

 

6,230,165

2020 Equity Plan pool reserved for future issuance (Note 9)

 

8,045,331

 

11,189,745

Convertible senior notes, due 2026(1)

​

8,999,010

​

16,998,130

Convertible senior notes, due 2028

​

13,331,893

​

—

Contingently issuable shares in connection with acquisitions(2)

​

13,969,860

​

10,631,558

Total shares of common stock outstanding and reserved for future issuance

 

161,272,617

 

149,164,054

(1)In connection with the September 16, 2021, issuance of the 2026 Notes, we used a portion of the proceeds to pay for the capped call transactions, which are expected to generally reduce the potential dilution to our common stock. The capped call transactions allow us to purchase shares of our common stock at a strike price of $25 per share, which is equal to the conversion price of the 2026 Notes and 2028 Notes. The capped call transactions are designed to limit the amount of dilution of our common stock upon conversion of the notes. The maximum number of shares purchasable by us under the capped call transactions is 16,998,130. The options that underly the capped call transactions expire on September 15, 2026.

​

(2)In connection with the acquisitions of Floify and HOA, we provided an obligation to issue a certain amount of common stock to the extent specified market conditions are met in the future. Contingently issuable shares are calculated in accordance with the purchase agreement, assuming they would be issuable if the end of the reporting periods were the end of the contingency period.

​

Repurchases of Common Shares

In October 2022, our board of directors approved a share repurchase program authorizing management to repurchase up to $15 million of our common stock and/or convertible notes. Repurchases under this program were permitted from time to time on the open market between November 10, 2022, and June 30, 2023, at prevailing market prices, in privately negotiated transactions, in block trades, and/or through other permissible means.

During the six months ended June 30, 2023, we repurchased and canceled 1,396,158 shares with a total cost of $3.1 million (including commissions). The cost paid to repurchase shares in excess of the par value is charged to accumulated deficit in the unaudited condensed consolidated balance sheet as of June 30, 2023.

The repurchase of $200 million of the 2026 Notes as described in Note 7 was done under separate authorization and was not part of the $15 million share repurchase program.

Warrants

There was no activity related to public and private warrants during the six months ended June 30, 2023.

​

​

​

​

​

​

​

​

​

​

​

​

Number of 

​

​

​

Number of 

 

Common

​

​

​

Warrants

 

Shares Issued

Balances as of December 31, 2022

 

 

1,795,700

​

11,521,412

Exercised

 

 

—

​

—

Canceled

​

​

—

​

—

Balances as of June 30, 2023

 

 

1,795,700

​

11,521,412

​
v3.23.2
Stock-Based Compensation
 6 Months Ended
Jun. 30, 2023
Stock-Based Compensation  
Stock-Based Compensation

9. Stock-Based Compensation

The following table summarizes the classification of stock-based compensation expense in the unaudited condensed consolidated statements of operations.

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Three Months Ended June 30, 

​

Six Months Ended June 30, 

​

    

2023

    

2022

    

2023

    

2022

Selling and marketing

​

$

896

​

$

1,270

    

$

1,941

​

$

1,902

Product and technology

​

 

1,254

​

 

1,840

    

 

2,703

​

 

2,977

General and administrative

​

 

4,254

​

 

6,592

    

 

8,654

​

 

10,677

Total stock-based compensation expense

​

$

6,404

​

$

9,702

    

$

13,298

​

$

15,556

​

Under our 2020 Stock Incentive Plan, which replaced the 2012 Equity Incentive Plan in December 2020, employees, directors and consultants are eligible for grants of incentive stock options, non-statutory stock options, stock appreciation rights, restricted stock awards (“RSAs”), restricted stock units (“RSUs”), performance restricted stock units (“PRSUs”), and other stock awards, collectively referred to as “Awards.”

The following table summarizes Award activity for the six months ended June 30, 2023:

​

​

​

​

​

​

​

​

​

    

​

    

​

​

Number of 

​

​

​

​

Number of 

​

Performance

​

 

Number of 

 

Restricted 

​

Restricted 

​

 

Options 

 

Stock Units

​

Stock Units

Balances as of December 31, 2022

 

3,862,918

 

5,309,241

​

920,924

Granted

 

—

 

5,591,534

​

3,135,073

Vested

 

​

 

(1,164,592)

​

—

Exercised

​

(4,519)

​

—

​

—

Forfeited, canceled or expired

 

(141,207)

​

(547,505)

​

—

Balances as of June 30, 2023

 

3,717,192

 

9,188,678

​

4,055,997

​
v3.23.2
Reinsurance
 6 Months Ended
Jun. 30, 2023
Reinsurance  
Reinsurance

10. Reinsurance

2023 Program

Our third-party quota share reinsurance program is split into three separate placements to maximize coverage and cost efficiency. The 2023 Coastal Program covers our business in certain Texas coastal regions and the Houston metropolitan area and is placed at 42% of subject property and casualty losses (“P&C losses”), as well as all business in South Carolina which is placed at 7% of P&C losses. The 2023 Core Program, which covers the portion of our business not in the Coastal Program, is placed at 49.5% of P&C losses of our remaining business in Texas and 48% of P&C

losses of our business in other states. In addition, the Combined Program covers all of our business and is placed at 5% of P&C losses. All programs are effective for the period January 1, 2023, through December 31, 2023, or March 31, 2024, and are subject to certain limits and exclusions, which vary by participating reinsurer.

Property catastrophe excess of loss treaties were placed on April 1, 2023, and limited our net retention to $8 million per occurrence. The five layers provide coverage up to a net loss of $440 million. We also place reinstatement premium protection to cover any reinstatement premiums due on the first four layers.

The effects of reinsurance on premiums written and earned for the three and six months ended June 30, 2023 and 2022, were as follows:

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Three Months Ended June 30, 

​

​

2023

​

2022

​

​

Written

​

Earned

​

Written

​

Earned

Direct premiums

​

$

121,540

​

$

116,397

​

$

124,914

​

$

93,082

Ceded premiums

​

 

(67,387)

​

 

(72,166)

​

 

(117,926)

​

 

(83,095)

Net premiums

​

$

54,153

​

$

44,231

​

$

6,988

​

$

9,987

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Six Months Ended June 30, 

​

​

2023

​

2022

​

​

Written

​

Earned

​

Written

​

Earned

Direct premiums

​

$

218,413

​

$

231,221

​

$

212,037

​

$

177,400

Ceded premiums

​

 

(65,121)

​

 

(146,840)

​

 

(178,562)

​

 

(154,822)

Net premiums

​

$

153,292

​

$

84,381

​

$

33,475

​

$

22,578

​

Our 2023 third-party quota share program was placed at a reduced ceding percentage as compared to the 2022 program, which resulted in a portfolio transfer and lower ceded written premiums in the six months ended June 30, 2023.

The effects of reinsurance on incurred losses and loss adjustment expense (“LAE”) for the three and six months ended June 30, 2023 and 2022, were as follows:

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Three Months Ended June 30, 

​

Six Months Ended June 30, 

​

​

2023

​

2022

​

2023

​

2022

Direct losses and LAE

​

$

137,591

​

$

74,617

​

$

227,606

​

$

142,838

Ceded losses and LAE

​

​

(66,442)

​

​

(60,133)

​

​

(113,598)

​

​

(119,106)

Net losses and LAE

​

$

71,149

​

$

14,484

​

$

114,008

​

$

23,732

​

The detail of reinsurance balances due is as follows:

​

​

​

​

​

​

​

​

​

​

June 30, 2023

​

December 31, 2022

Ceded unearned premium

​

$

147,297

​

$

203,157

Losses and LAE reserve

​

​

89,296

​

​

76,999

Reinsurance recoverable

​

​

29,260

​

​

18,765

Other

​

​

6,614

​

​

139

Reinsurance balance due

​

$

272,467

​

$

299,060

​
v3.23.2
Unpaid Losses and Loss Adjustment Reserve
 6 Months Ended
Jun. 30, 2023
Unpaid Losses and Loss Adjustment Reserve  
Unpaid Losses and Loss Adjustment Reserve

11. Unpaid Losses and Loss Adjustment Reserve

The following table summarizes the changes in the reserve balances for unpaid losses and LAE, gross of reinsurance for the six months ended June 30, 2023:

​

​

​

​

​

Reserve for unpaid losses and LAE, at December 31, 2022

​

$

100,632

Reinsurance recoverables on losses and LAE

​

 

(76,999)

Reserve for unpaid losses and LAE reserve, net of reinsurance recoverables at December 31, 2022

​

​

23,633

Add provisions (reductions) for losses and LAE occurring in:

​

​

​

Current year

​

​

110,624

Prior years

​

​

3,384

Net incurred losses and LAE during the current year

​

​

114,008

Deduct payments for losses and LAE occurring in:

​

​

​

Current year

​

​

(44,510)

Prior years

​

​

(16,718)

Net claim and LAE payments during the current year

​

​

(61,228)

Reserve for losses and LAE, net of reinsurance recoverables, at end of period

​

​

76,413

Reinsurance recoverables on losses and LAE

​

​

89,296

Reserve for unpaid losses and LAE at June 30, 2023

​

$

165,709

​

​

​

As a result of additional information on claims occurring in prior years becoming available to management, changes in estimates of provisions of losses and loss adjustment expenses were made resulting in an increase of $3.4 million for the six months ended June 30, 2023.
v3.23.2
Commitments and Contingencies
 6 Months Ended
Jun. 30, 2023
Commitments and Contingencies.  
Commitments and Contingencies

12. Commitments and Contingencies

From time to time we are or may become subject to various legal proceedings arising in the ordinary course of business, including proceedings initiated by users, other entities, or regulatory bodies. Estimated liabilities are recorded when it is both probable that a liability has been incurred and the amount of the loss can be reasonably estimated. In many instances, we are unable to determine whether a loss is probable or to reasonably estimate the amount of such a loss and, therefore, the potential future losses arising from a matter may differ from the amount of estimated liabilities we have recorded in the financial statements covering these matters. We review our estimates periodically and make adjustments to reflect negotiations, estimated settlements, rulings, advice of legal counsel, and other information and events pertaining to a particular matter.

Cases under Telephone Consumer Protection Act

Porch and/or an acquired entity, GoSmith.com, are party to twelve legal proceedings alleging violations of the automated calling and/or internal and National Do Not Call restrictions of the Telephone Consumer Protection Act of 1991 and a related Washington state law claim. The proceedings were commenced as mass tort actions by a single plaintiffs’ law firm in December 2019 and April/May 2020 in federal district courts throughout the United States. One of the actions was dismissed with prejudice and was appealed to the Ninth Circuit Court of Appeals. On October 12, 2022, in a split decision, the Ninth Circuit Court of Appeals reversed. The remaining cases were consolidated in the United States District Court for the Western District of Washington, where Porch resides. Plaintiffs filed a motion for leave to file a second amended complaint, which was granted in part and is due to be filed July 2023. Defendants’ motion to dismiss is due September 2023. The case is otherwise stayed pending resolution of the defendants’ forthcoming motion. Plaintiffs seek actual, statutory, and/or treble damages, injunctive relief, and reasonable attorneys’ fees and costs.

These actions are at an early stage in the litigation process. It is not possible to determine the likelihood of an unfavorable outcome of these disputes, although it is reasonably possible that the outcome of these actions may be unfavorable. Further, it is not possible to estimate the range or amount of potential loss (if the outcome should be unfavorable). We intend to contest these cases vigorously.

Other

In addition, in the ordinary course of business, Porch Group and its subsidiaries are (or may become) parties to litigation involving property, personal injury, contract, intellectual property and other claims, as well as stockholder derivative actions, class action lawsuits and other matters. The amounts that may be recovered in such matters may be subject to insurance coverage. Although the results of legal proceedings and claims cannot be predicted with certainty, neither Porch Group nor any of its subsidiaries is currently a party to any legal proceedings the outcome of which, we believe, if determined adversely to us, would individually or in the aggregate have a material adverse effect on the business, financial condition or results of operations.
v3.23.2
Business Combinations
 6 Months Ended
Jun. 30, 2023
Business Combinations.  
Business Combinations

13. Business Combinations

On April 1, 2022, we entered into a stock and membership interest purchase agreement with Residential Warranty Services (“RWS”) to acquire its home warranty and inspection software and services businesses. On that date, we completed the acquisition of substantially all of the operations of RWS except for those in Florida and California, which were subject to certain regulatory and other approvals.

The acquisitions of the Florida and California operations were closed on March 17, 2023. We paid approximately $2.1 million in cash to acquire $0.2 million of cash and current assets and $0.2 million of customer relationships with an estimated useful life of three years. The estimated value of the customer relationships intangible asset was calculated using the income approach.

The aggregate transaction costs of $0.1 million are primarily comprised of legal and due diligence fees and are included in general and administrative expenses on the unaudited condensed consolidated statements of operations. The results of operations for each acquisition are included in our consolidated financial statements from the date of acquisition onwards.
v3.23.2
Segment Information
 6 Months Ended
Jun. 30, 2023
Segment Information  
Segment Information

14. Segment Information

We have two reportable segments that are also operating segments: Vertical Software and Insurance. Reportable segments were identified based on how the chief operating decision-maker (“CODM”) manages the business, makes operating decisions, and evaluates operating and financial performance. Our chief executive officer acts as the CODM and reviews financial and operational information for the two reportable segments. Operating segments are components of an enterprise for which separate discrete financial information is available and operational results are regularly evaluated by the CODM for the purposes of making decisions regarding resource allocation and assessing performance.

The Vertical Software segment primarily consists of a vertical software platform for the home that provides software and services to home services companies such as home inspectors, mortgage companies and loan officers, title companies, moving companies, real estate agents, utility companies, and individuals.

The Insurance segment operates both as an insurance carrier underwriting home insurance policies and as an agent selling home and auto insurance. The Insurance segment also includes warranty service offerings and a captive reinsurance provider.

The following table summarizes revenue by segment.

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

    

Three Months Ended June 30, 

​

Six Months Ended June 30, 

​

    

2023

    

2022

    

2023

    

2022

Vertical Software

​

$

34,435

​

$

42,540

​

$

63,062

​

$

76,944

Insurance

​

​

64,330

​

​

28,375

​

​

123,072

​

​

57,538

Total revenue

​

$

98,765

​

$

70,915

​

$

186,134

​

$

134,482

​

Our segment operating and financial performance measure is Segment Adjusted EBITDA (Loss). Segment Adjusted EBITDA (Loss) is defined as revenue less the following expenses associated with each segment: cost of revenue, sales and marketing, product and technology, general and administrative expenses, and provision for doubtful accounts. Segment Adjusted EBITDA (Loss) also excludes non-cash items or items that management does not consider reflective of ongoing core operations.

We do not allocate shared expenses to the reportable segments. These expenses are included in the “Corporate and other” row in the following reconciliation. “Corporate and other” includes shared expenses such as sales and marketing; certain product and technology; accounting; human resources; legal; general and administrative; and other income, expenses, gains and losses that are not allocated in assessing segment performance due to their function. Such transactions are excluded from the reportable segments’ results but are included in consolidated results.

The reconciliation of Segment Adjusted EBITDA (Loss) to consolidated loss from operations below includes the effects of corporate and other items that the CODM does not consider in assessing segment performance.

The following table provides financial information for the two reportable segments and a reconciliation to consolidated financial information for the periods presented.

​

​

​

​

​

​

​

​

​

​

​

​

​

​

    

Three Months Ended June 30, 

​

Six Months Ended June 30, 

​

    

2023

    

2022

    

2023

    

2022

Segment Adjusted EBITDA (Loss):

​

​

​

​

​

​

​

​

​

​

​

​

Vertical Software

​

$

1,816

​

$

5,652

​

$

1,420

​

$

8,536

Insurance

​

 

(31,181)

​

 

(5,609)

​

 

(38,366)

​

 

(5,394)

Subtotal

​

 

(29,365)

​

 

43

​

 

(36,946)

​

 

3,142

Reconciling items:

​

​

​

​

​

​

​

​

​

​

​

​

Corporate and other

​

 

(13,769)

​

 

(15,048)

​

 

(28,070)

​

 

(28,503)

Depreciation and amortization

​

​

(6,214)

​

​

(6,416)

​

​

(12,229)

​

​

(12,899)

Non-cash stock-based compensation expense

​

​

(6,404)

​

​

(9,702)

​

​

(13,298)

​

​

(15,556)

Restructuring costs

​

​

(1,093)

​

​

—

​

​

(2,077)

​

​

—

Acquisition and other transaction costs

​

​

(258)

​

​

(357)

​

​

(386)

​

​

(1,322)

Impairment loss on intangible assets and goodwill

​

​

(55,211)

​

​

—

​

​

(57,232)

​

​

—

Loss on reinsurance contract (1)

​

​

(48,244)

​

​

—

​

​

(48,244)

​

​

—

Non-cash losses and impairment of property, equipment and software

​

​

(254)

​

​

—

​

​

(254)

​

​

(70)

Revaluation of contingent consideration

​

​

2,656

​

​

(1,481)

​

​

2,810

​

​

(4,686)

Investment income and realized gains

​

​

(1,249)

​

​

(243)

​

​

(2,007)

​

​

(440)

Non-cash bonus expense

​

​

—

​

​

1,526

​

​

—

​

​

—

Operating loss

​

$

(159,405)

​

$

(31,678)

​

$

(197,933)

​

$

(60,334)

​

(1) See Note 16.

​

The CODM does not review assets on a segment basis.

All of our revenue is generated in the United States except for an immaterial amount. As of June 30, 2023, and December 31, 2022, we did not have material assets located outside of the United States.
v3.23.2
Net Loss Per Share
 6 Months Ended
Jun. 30, 2023
Net Loss Per Share  
Net Loss Per Share

15. Net Loss Per Share

Basic and diluted net loss per share attributable to common stockholders is presented in conformity with the two-class method required for participating securities.

Under the two-class method, basic net loss per share attributable to common stockholders is computed by dividing the net loss attributable to common stockholders by the weighted-average number of shares of common stock outstanding during the period.

Diluted earnings per share attributable to common stockholders adjusts basic earnings per share for the potentially dilutive impact of stock options, RSUs, PRSUs, RSAs, convertible notes, earnout shares and warrants. As we have reported losses for all periods presented, all potentially dilutive securities are antidilutive and, accordingly, basic net loss per share equals diluted net loss per share.

The following table summarizes the computation of basic and diluted net loss attributable per share to common stockholders for the three and six months ended June 30, 2023 and 2022:

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Three Months Ended June 30, 

​

Six Months Ended June 30, 

​

    

2023

    

2022

    

2023

    

2022

Numerator:

 

​

  

 

​

  

​

​

  

 

​

  

Net loss used to compute net loss per share - basic and diluted:

​

$

(86,963)

​

$

(27,325)

​

$

(125,703)

​

$

(36,610)

​

​

​

​

​

​

​

​

​

​

​

​

​

Denominator:

​

 

  

​

 

  

​

 

  

​

 

  

Weighted average shares outstanding used to compute loss per share - basic and diluted:

​

 

95,731,850

​

 

97,142,163

​

 

95,472,277

​

 

96,611,294

​

​

​

​

​

​

​

​

​

​

​

​

​

Loss per share - basic and diluted

​

$

(0.91)

​

$

(0.28)

​

$

(1.32)

​

$

(0.38)

​

The following table discloses securities that were not included in the computation of diluted net loss per share because to do so would have been antidilutive for the periods presented:

​

​

​

​

​

​

​

​

​

​

    

Three Months Ended June 30, 

    

Six Months Ended June 30, 

​

​

2023

    

2022

​

2023

    

2022

Stock options

 

3,717,192

 

4,429,426

​

3,717,192

 

4,429,426

Restricted stock units and awards

​

9,188,678

​

5,331,673

​

9,188,678

​

5,331,673

Performance restricted stock units

​

4,055,997

​

1,825,719

​

4,055,997

​

1,825,719

Public and private warrants

 

1,795,700

 

1,795,700

​

1,795,700

 

1,795,700

Earnout shares

​

2,050,000

​

2,050,000

​

2,050,000

​

2,050,000

Convertible debt(1)

​

22,330,903

​

16,998,130

​

22,330,903

​

16,998,130

Contingently issuable shares in connection with acquisitions(2)

​

13,969,860

​

2,792,457

​

13,969,860

​

2,792,457

​

(1) In connection with the September 16, 2021, issuance of the 2026 Notes, we used a portion of the proceeds to pay for the capped call transactions, which are expected to generally reduce the potential dilution to our common stock. The capped call transactions allow us to purchase shares of our common stock at a strike price of $25 per share, which is equal to the conversion price of the 2026 Notes and 2028 Notes. The capped call transactions are designed to limit the amount of dilution of our common stock upon conversion of the notes. The maximum number of shares purchasable by us under the capped call transactions is 16,998,130. The options that underly the capped call transactions expire on September 15, 2026.

(2) In connection with the acquisitions of Floify and HOA, we provided an obligation to issue a certain amount of common stock to the extent specified market conditions are met in the future. Contingently issuable shares are calculated in accordance with the purchase agreement, assuming they would be issuable if the end of the reporting periods were the end of the contingency period.
v3.23.2
Subsequent Events
 6 Months Ended
Jun. 30, 2023
Subsequent Events.  
Subsequent Events

16. Subsequent Events

In the third quarter of 2023, HOA, a subsidiary of Porch Group, discovered that Vesttoo Ltd (“Vesttoo”), which arranged capital for one of our reinsurance contracts, faced allegations of fraudulent activity in connection with collateral it provided to HOA and certain other third parties. We immediately began investigating the rapidly evolving situation and have been moving quickly to analyze the impact on our business. Additionally, we have communicated and met with

regulators and other key stakeholders regarding the evolving situation. This reinsurance agreement provided partial quota share coverage as well as up to approximately $175 million in a catastrophic event.

As a result of its findings, and in accordance with the terms of the reinsurance agreement, HOA terminated its reinsurance contract with the reinsurer on August 4, 2023, with an effective date of July 1, 2023. Had the contract not been terminated, the contract would have expired on December 31, 2023. Following the effective date of the termination, HOA seized available liquid collateral in the amount of approximately $47.6 million from a reinsurance trust, of which HOA was the beneficiary. In addition, HOA is evaluating and intends to pursue all available legal claims and remedies to enforce its rights under the letter of credit required by the reinsurance agreement in the amount of $300 million as additional collateral, and to seek recovery of all losses and damages incurred as a result of terminating the reinsurance agreement due to allegations of fraudulent activity by third parties.

We concluded this subsequent event provides additional evidence about conditions that existed at the balance sheet date and accounted for it as a recognized subsequent event. Since the Company’s request to draw on the letter of credit was not fulfilled and advisors to the issuing bank have alleged the letter of credit is invalid, we recognized a charge of $48.2 million in provision for doubtful accounts in the unaudited condensed consolidated statements of operations, calculated as the net asset due under the reinsurance contract (as we have the legal right of offset) of $95.8 million as of June 30, 2023, before adjustment, less the $47.6 million collateral received from a trust in July 2023. Following the provision for doubtful accounts recognized for the three months ended June 30, 2023, the net assets on the unaudited condensed consolidated balance sheet at June 30, 2023, is equal to the $47.6 million collected from the trust in July 2023.

HOA has already secured supplemental reinsurance coverage in the amount of approximately $42 million and is currently seeking additional supplemental reinsurance coverage (whether from Porch Group’s captive reinsurer, third parties or a combination thereof) in order to maintain adequate coverage in future periods against potential excess losses in the event of a severe weather event, and to satisfy regulatory and rating agency requirements.
v3.23.2
Description of Business and Summary of Significant Accounting Policies (Policies)
 6 Months Ended
Jun. 30, 2023
Description of Business and Summary of Significant Accounting Policies  
Unaudited Interim Financial Statements

Unaudited Interim Financial Statements

The accompanying unaudited condensed consolidated financial statements include the accounts of Porch Group, Inc. and its subsidiaries. All significant intercompany balances and transactions have been eliminated in consolidation. Certain information and footnote disclosures normally included in annual consolidated financial statements prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) have been condensed or omitted pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”) regarding interim financial reporting. Accordingly, these unaudited condensed consolidated financial statements and notes should be read in conjunction with the Annual Report on Form 10-K for the fiscal year ended December 31, 2022, filed with the SEC on March 16, 2023. The information as of December 31, 2022, included in the unaudited condensed consolidated balance sheets was derived from our audited consolidated financial statements.

The unaudited condensed consolidated financial statements included in this Quarterly Report on Form 10-Q (this “Quarterly Report”) were prepared on the same basis as the audited consolidated financial statements and, in the opinion of management, reflect all adjustments (all of which are of a normal recurring nature) considered necessary to present fairly our financial position, results of operations, comprehensive loss, stockholders’ equity (deficit), and cash flows for the periods and dates presented. The results of operations for the three and six months ended June 30, 2023, are not necessarily indicative of the results that may be expected for the year ending December 31, 2023, or any other interim period or future year. Certain prior period amounts have been reclassified to conform to the current year's presentation.
Comprehensive Loss

Comprehensive Loss

Comprehensive loss consists of adjustments related to unrealized gains and losses on available-for-sale securities.

Use of Estimates

Use of Estimates

The preparation of financial statements in conformity with GAAP requires management to make estimates, judgments, and assumptions that affect the amounts reported and disclosed in the unaudited condensed consolidated financial statements and accompanying notes. On an ongoing basis, these estimates, which include, but are not limited to, impairment losses on intangible assets and goodwill, estimated variable consideration for services performed, estimated lifetime value of insurance agency commission revenue, current estimate for credit losses, depreciable lives for property and equipment, the valuation of and useful lives for acquired intangible assets, the valuation allowance on deferred tax assets, assumptions used in stock-based compensation expense, unpaid losses for insurance claims and loss adjustment expenses, contingent consideration, earnout liabilities and private warrant liabilities, are evaluated by management. Actual results could differ materially from those estimates, judgments, and assumptions.
Concentrations

Concentrations

Financial instruments which potentially subject us to credit risk consist principally of cash, money market accounts on deposit with financial institutions, money market funds, certificates of deposit and fixed-maturity securities, as well as receivable balances in the course of collection.

Our insurance carrier subsidiary has exposure and remains liable in the event of insolvency of its reinsurers. Management and its reinsurance intermediary regularly assess the credit quality and ratings of its reinsurer counterparties. One reinsurer represented 39% of our total reinsurance balance due as of June 30, 2023.

Substantially all of our insurance-related revenues in the Insurance segment are derived from customers in Texas (which represent approximately 62% of such revenues in the six months ended June 30, 2023), South Carolina (which represent approximately 10% of such revenues in the six months ended June 30, 2023), North Carolina, Georgia, Virginia, and Arizona, which could be adversely affected by economic conditions, an increase in competition, local weather events, or environmental impacts and changes.

No individual customer represented more than 10% of total revenue for the three and six months ended June 30, 2023 or 2022. As of June 30, 2023, and December 31, 2022, no individual customer accounted for 10% or more of total accounts receivable.

As of June 30, 2023, we held approximately $262.0 million of cash with four U.S. commercial banks.
Cash, Cash Equivalents and Restricted Cash

Cash, Cash Equivalents and Restricted Cash

We consider all highly liquid investments with original maturities of three months or less at the time of purchase to be cash equivalents. We maintain cash balances that may exceed the insured limits by the Federal Deposit Insurance Corporation.

Restricted cash equivalents as of June 30, 2023 includes $29.1 million held by our captive reinsurance business as collateral for the benefit of Homeowners of America (“HOA”), $1.3 million held in certificates of deposits and money market mutual funds pledged to the Department of Insurance in certain states as a condition of our Certificate of Authority for the purpose of meeting obligations to policyholders and creditors, $6.5 million in funds held for the payment of possible warranty claims as required under regulatory guidelines in seventeen states, and $2.4 million related to acquisition indemnifications. Restricted cash equivalents as of December 31, 2022, includes $5.1 million held by our captive reinsurance business as collateral for the benefit of HOA, $1.0 million held in money market mutual funds pledged to the Department of Insurance in certain states as a condition of its Certificate of Authority for the purpose of meeting obligations to policyholders and creditors, $5.0 million in funds held for the payment of possible warranty claims as required under regulatory guidelines in nineteen states, and $2.4 million related to acquisition indemnifications.

The reconciliation of cash and cash equivalents to amounts presented in the unaudited condensed consolidated statements of cash flows are as follows:

​

​

​

​

​

​

​

​

​

    

June 30, 2023

    

December 31, 2022

​

​

​

​

​

​

​

Cash and cash equivalents

​

$

265,573

​

$

215,060

Total restricted cash

​

 

39,277

​

 

13,545

Cash, cash equivalents, and restricted cash

​

$

304,850

​

$

228,605
Accounts Receivable and Long-term Insurance Commissions Receivable

Accounts Receivable and Long-term Insurance Commissions Receivable

Accounts receivable consist principally of amounts due from enterprise customers, other corporate partnerships, and individual policyholders. We estimate allowances for uncollectible receivables based on the creditworthiness of our customers, historical trend analysis, and macro-economic conditions. Consequently, an adverse change in those factors could affect our estimate of allowance for doubtful accounts. The allowance for uncollectible receivables at June 30, 2023, and December 31, 2022, was $0.8 million and $0.5 million, respectively.

Long-term insurance commissions receivable balance consists of the estimated commissions from policy renewals expected to be collected. We record the amount of renewal insurance commissions expected to be collected in the next twelve months as current accounts receivable.
Goodwill

Goodwill

We test goodwill for impairment for each reporting unit on an annual basis or more frequently when events or changes in circumstances indicate the fair value of a reporting unit is below its carrying value. We have the option to perform a qualitative assessment to determine if an impairment is more likely than not to have occurred. If we can support the conclusion that it is not more likely than not that the fair value of a reporting unit is less than its carrying amount, then a quantitative impairment test would not be necessary. If we cannot support such a conclusion or we do not elect to perform the qualitative assessment, then we perform a quantitative assessment. If a quantitative goodwill impairment assessment is performed, we utilize a combination of market and income valuation approaches. If the fair value of a reporting unit is less than its carrying value, an impairment loss is recorded to the extent that the fair value of the reporting unit is less than its carrying value. We have selected October 1 as the date to perform annual impairment testing.

Determining the fair value of a reporting unit is judgmental in nature and involves the use of significant estimates and assumptions to evaluate the impact of operating and macroeconomic changes on each reporting unit. The fair value of each reporting unit was estimated using a combination of income and market valuation approaches using publicly traded company multiples in similar businesses. Such fair value measurements are based predominately on Level 3 inputs. This analysis requires significant judgments including an estimate of future cash flows which is dependent on internally developed forecasts, estimation of the long-term rate of growth for our business, estimation of the useful life over which cash flows will occur, and determination of our weighted average cost of capital, which is risk-adjusted to reflect the specific risk profile of the reporting unit being tested. The weighted average cost of capital used in our most recent impairment test was risk-adjusted to reflect the specific risk profile of the reporting units and ranged from 13% to 18%. See Note 6 for a discussion of the impairment analysis.

​
Impairment of Long-Lived Assets

Impairment of Long-Lived Assets

We review long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amounts of the assets may not be fully recoverable. Events that trigger a test for recoverability include a significant decrease in the market price for a long-lived asset, significant negative industry or economic trends, an accumulation of costs significantly in excess of the amount originally expected for the acquisition, a current-period operating or cash flow loss combined with a history of operating or cash flow losses or a projection or forecast that demonstrates continuing losses associated with the use of a long-lived asset, or a sustained decrease in share price. When a triggering event occurs, a test for recoverability is performed, comparing projected undiscounted future cash flows to the carrying value of the asset group. If the test for recoverability identifies a possible impairment, the asset group’s fair value is measured relying primarily on an income approach. An impairment charge is recognized for the amount by which the carrying value of the asset group exceeds its estimated fair value. Management identifies the asset group which includes the potentially impaired long-lived asset, at the lowest level at which there are separate, identifiable cash flows.

During the first and second quarters of 2023, we identified various qualitative factors that collectively indicated triggering events including a sustained decrease in stock price, increased costs due to inflationary pressures, and a deterioration of the macroeconomic environment in the housing and real estate industry. We used an income approach to determine that the estimated fair value of a certain asset group was less than its carrying value, which resulted in impairment charges of $2.0 million, primarily related to acquired technology, trademarks and tradenames, and customer relationships for certain businesses within the Vertical Software segment. Impairment charges are included in impairment loss on intangible assets and goodwill in the unaudited condensed consolidated statements of operations for the six months ended June 30, 2023.

We estimate the fair value of an asset group using the income approach. Such fair value measurements are based predominately on Level 3 inputs. Inherent in our development of cash flow projections are assumptions and estimates derived from a review of our operating results, business plan forecasts, expected growth rates, and cost of capital, similar to those a market participant would use to assess fair value. We also make certain assumptions about future economic conditions and other data. Many of these factors used in assessing fair value are outside the control of management and these assumptions and estimates may change in future periods.
Deferred Policy Acquisition Costs

Deferred Policy Acquisition Costs

We capitalize deferred policy acquisitions costs (“DAC”) which consist primarily of commissions, premium taxes and policy underwriting and production expenses that are directly related to the successful acquisition by our insurance subsidiary of new or renewal insurance contracts. DAC are amortized on a straight-line basis over the terms of the policies to which they relate, which is generally one year. DAC is also reduced by ceding commissions paid by reinsurance companies which represent recoveries of acquisition costs. DAC is periodically reviewed for recoverability and adjusted if necessary. Future investment income is considered in determining the recoverability of DAC. As of June 30, 2023, and December 31, 2022, DAC of $17.9 million and $8.7 million is included in prepaid expenses and other current assets. Amortized deferred acquisition costs included in sales and marketing expense, amounted to $9.3 million and $4.2 million, for the three months ended June 30, 2023 and 2022, respectively, and $18.6 million and $7.2 million, for the six months ended June 30, 2023 and 2022, respectively.
Fair Value of Financial Instruments

Fair Value of Financial Instruments

Fair value principles require disclosures regarding the manner in which fair value is determined for assets and liabilities and establishes a three-tiered fair value hierarchy into which these assets and liabilities must be grouped, based upon significant levels of inputs as follows:

Level 1

Observable inputs, such as quoted prices (unadjusted) in active markets for identical assets or liabilities at the measurement date;

Level 2

Observable inputs, other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly. This may include active markets for similar assets and liabilities, quoted prices in markets that are not highly active, or other inputs that are observable or can be corroborated by observable market data; and

Level 3

Unobservable inputs that are arrived at by means other than current observable market activity.

The level of the least observable significant input used in assessing the fair value determines the placement of the entire fair value measurement in the hierarchy. Management’s assessment of the significance of a particular input to the fair value measurement requires the use of judgment specific to the asset or liability.
Other Insurance Liabilities, Current

Other Insurance Liabilities, Current

The following table details the components of other insurance liabilities, current, on the unaudited condensed consolidated balance sheets:

​

​

​

​

​

​

​

​

​

    

As of June 30, 2023

    

As of December 31, 2022

Ceded reinsurance premiums payable

​

$

77,051

​

$

29,204

Commissions payable, reinsurers and agents

​

​

6,650

​

​

21,045

Advance premiums

​

 

10,383

​

 

8,668

Funds held under reinsurance treaty

​

 

1,715

​

 

1,851

General and accrued expenses payable

​

​

17,050

​

​

942

Other insurance liabilities, current

​

$

112,849

​

$

61,710
Income Taxes

Income Taxes

Provisions for income taxes for the three months ended June 30, 2023, and 2022, were less than $0.1 million and $0.5 million, respectively, and the effective tax rates for these periods were less than 0.1% and 1.7%, respectively. The difference between our effective tax rates for the 2023 periods and the U.S. statutory rate of 21% was primarily due to a full valuation related to our net deferred tax assets and impact of acquisitions on our valuation allowance. Provisions for income taxes for the six months ended June 30, 2023 and 2022, were a $0.1 million benefit and a $0.3 million expense, respectively, and the effective tax rates for these periods were 0.1% expense and 0.8% benefit, respectively. The difference between our effective tax rates for the 2022 periods and the U.S. statutory rate of 21% was primarily due to a full valuation allowance related to our net deferred tax assets.
v3.23.2
Description of Business and Summary of Significant Accounting Policies (Tables)
 6 Months Ended
Jun. 30, 2023
Description of Business and Summary of Significant Accounting Policies  
Schedule of cash, cash equivalents and restricted cash

​

​

​

​

​

​

​

​

​

    

June 30, 2023

    

December 31, 2022

​

​

​

​

​

​

​

Cash and cash equivalents

​

$

265,573

​

$

215,060

Total restricted cash

​

 

39,277

​

 

13,545

Cash, cash equivalents, and restricted cash

​

$

304,850

​

$

228,605
Schedule of components of other insurance liabilities, current

​

​

​

​

​

​

​

​

​

    

As of June 30, 2023

    

As of December 31, 2022

Ceded reinsurance premiums payable

​

$

77,051

​

$

29,204

Commissions payable, reinsurers and agents

​

​

6,650

​

​

21,045

Advance premiums

​

 

10,383

​

 

8,668

Funds held under reinsurance treaty

​

 

1,715

​

 

1,851

General and accrued expenses payable

​

​

17,050

​

​

942

Other insurance liabilities, current

​

$

112,849

​

$

61,710
v3.23.2
Revenue (Tables)
 6 Months Ended
Jun. 30, 2023
Revenue  
Schedule of disaggregation of revenue

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Three Months Ended June 30, 

​

Six Months Ended June 30, 

​

​

2023

​

2022

​

2023

​

2022

Vertical Software segment

​

​

​

​

​

​

​

​

​

​

​

​

Software and service subscriptions

​

$

17,524

​

$

19,847

​

$

34,333

​

$

37,078

Move-related transactions

​

​

12,246

​

​

17,458

​

​

20,015

​

​

29,586

Post-move transactions

​

​

4,665

​

​

5,235

​

​

8,714

​

​

10,280

Total Vertical Software segment revenue

​

​

34,435

​

​

42,540

​

​

63,062

​

​

76,944

​

​

​

​

​

​

​

​

​

​

​

​

​

Insurance segment

​

​

​

​

​

​

​

​

​

​

​

​

Insurance and warranty premiums, commissions and policy fees

​

​

64,330

​

​

28,375

​

​

123,072

​

​

57,538

Total Insurance segment revenue

​

​

64,330

​

​

28,375

​

​

123,072

​

​

57,538

​

​

​

​

​

​

​

​

​

​

​

​

​

Total revenue(1)

​

$

98,765

​

$

70,915

​

$

186,134

​

$

134,482

​

(1)Revenue recognized during the three months ended June 30, 2023 and 2022, includes revenue of $54.8 million and $18.2 million, respectively, which is accounted for separately from the revenue from contracts with customers. Revenue accounted separately from the revenue from contracts with customers for the six months ended June 30, 2023 and 2022, was $105.0 million and $39.0 million, respectively.
Summary of the activity impacting the contract assets

​

​

​

​

​

​

    

Contract Assets

Balance at December 31, 2022

​

$

15,521

Estimated lifetime value of commissions on insurance policies sold by carriers

​

 

3,792

Cash receipts

​

 

(2,285)

Balance at June 30, 2023

​

$

17,028
Summary of the activity impacting deferred revenue

​

​

​

​

​

​

​

Vertical Software

​

    

Deferred Revenue

Balance at December 31, 2022

​

$

3,874

Revenue recognized

​

​

(8,613)

Additional amounts deferred

​

​

8,695

Balance at June 30, 2023

​

$

3,956

​
v3.23.2
Investments (Tables)
 6 Months Ended
Jun. 30, 2023
Investments  
Schedule of gain and losses on investments

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Three Months Ended June 30, 

​

Six Months Ended June 30, 

​

​

2023

    

2022

​

2023

    

2022

Investment income, net of investment expenses

​

$

1,278

​

$

313

​

$

2,103

​

$

578

Realized gains on investments

​

​

7

​

​

4

​

​

11

​

​

6

Realized losses on investments

​

​

(36)

​

​

(74)

​

​

(107)

​

​

(144)

Investment income and realized gains (losses), net of investment expenses

​

$

1,249

​

$

243

​

$

2,007

​

$

440
Summary of amortized cost, market value and unrealized gains (losses) of debt securities

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

As of June 30, 2023

​

​

​

​

​

Gross Unrealized

​

​

​

​

    

Amortized Cost

    

Gains

    

Losses

    

Fair Value

U.S. Treasuries

​

$

28,407

​

$

1

​

$

(361)

​

$

28,047

Obligations of states, municipalities and political subdivisions

​

​

11,846

​

​

4

​

​

(1,178)

​

​

10,672

Corporate bonds

​

 

35,236

​

 

38

​

 

(2,879)

​

 

32,395

Residential and commercial mortgage-backed securities

​

​

17,607

​

​

16

​

​

(1,328)

​

​

16,295

Other loan-backed and structured securities

​

​

5,710

​

​

4

​

​

(393)

​

​

5,321

Total investment securities

​

$

98,806

​

$

63

​

$

(6,139)

​

$

92,730

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

As of December 31, 2022

​

​

​

​

​

Gross Unrealized

​

​

​

​

    

Amortized Cost

    

Gains

    

Losses

    

Fair Value

U.S. Treasuries

​

$

35,637

​

$

5

​

$

(320)

​

$

35,322

Obligations of states, municipalities and political subdivisions

​

​

11,549

​

​

2

​

​

(1,326)

​

​

10,225

Corporate bonds

​

 

31,032

​

 

32

​

 

(2,837)

​

 

28,227

Residential and commercial mortgage-backed securities

​

​

12,790

​

​

11

​

​

(1,268)

​

​

11,533

Other loan-backed and structured securities

​

​

6,804

​

​

6

​

​

(476)

​

​

6,334

Total investment securities

​

$

97,812

​

$

56

​

$

(6,227)

​

$

91,641
Summary of remaining time to maturity

​

​

​

​

​

​

​

​

​

​

As of June 30, 2023

Remaining Time to Maturity

    

Amortized Cost

    

Fair Value

Due in one year or less

​

$

25,920

​

$

25,802

Due after one year through five years

​

​

19,481

​

​

17,895

Due after five years through ten years

​

​

25,245

​

​

23,099

Due after ten years

​

 

4,843

​

 

4,318

Residential and commercial mortgage-backed securities

​

​

17,607

​

​

16,295

Other loan-backed and structured securities

​

​

5,710

​

​

5,321

Total

​

$

98,806

​

$

92,730
Summary of securities with gross unrealized loss position

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Less Than Twelve Months

​

Twelve Months or Greater

​

Total

​

​

Gross

​

​

​

Gross

​

​

​

Gross

​

​

​

​

Unrealized

​

Fair

​

Unrealized

​

Fair

​

Unrealized

​

Fair

As of June 30, 2023

​

Loss

​

Value

    

Loss

​

Value

    

Loss

​

Value

U.S. Treasuries

​

$

(182)

​

$

25,500

​

$

(179)

​

$

2,232

​

$

(361)

​

$

27,732

Obligations of states, municipalities and political subdivisions

​

​

(79)

​

​

2,060

​

​

(1,099)

​

​

8,145

​

​

(1,178)

​

​

10,205

Corporate bonds

​

​

(530)

​

​

12,546

​

​

(2,349)

​

​

18,045

​

​

(2,879)

​

​

30,591

Residential and commercial mortgage-backed securities

​

​

(292)

​

​

8,365

​

​

(1,036)

​

​

7,319

​

​

(1,328)

​

​

15,684

Other loan-backed and structured securities

​

​

(109)

​

​

1,039

​

​

(284)

​

​

3,677

​

​

(393)

​

​

4,716

Total securities

​

$

(1,192)

​

$

49,510

​

$

(4,947)

​

$

39,418

​

$

(6,139)

​

$

88,928

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Less Than Twelve Months

​

Twelve Months or Greater

​

Total

​

​

Gross

​

​

​

Gross

​

​

​

Gross

​

​

​

​

Unrealized

​

Fair

​

Unrealized

​

Fair

​

Unrealized

​

Fair

As of December 31, 2022

​

Loss

​

Value

    

Loss

​

Value

    

Loss

​

Value

U.S. Treasuries

​

$

(127)

​

$

10,748

​

$

(193)

​

$

9,824

​

$

(320)

​

$

20,572

Obligations of states, municipalities and political subdivisions

​

​

(929)

​

​

6,258

​

​

(397)

​

​

3,504

​

​

(1,326)

​

​

9,762

Corporate bonds

​

​

(1,623)

​

​

16,531

​

​

(1,214)

​

​

10,328

​

​

(2,837)

​

​

26,859

Residential and commercial mortgage-backed securities

​

​

(687)

​

​

6,565

​

​

(581)

​

​

4,952

​

​

(1,268)

​

​

11,517

Other loan-backed and structured securities

​

​

(359)

​

​

4,633

​

​

(117)

​

​

1,094

​

​

(476)

​

​

5,727

Total securities

​

$

(3,725)

​

$

44,735

​

$

(2,502)

​

$

29,702

​

$

(6,227)

​

$

74,437
v3.23.2
Fair Value (Tables)
 6 Months Ended
Jun. 30, 2023
Fair Value  
Schedule of fair value measurements of liabilities measured at fair value on recurring basis

The following table summarizes the fair value measurements of assets and liabilities that are measured at fair value on a recurring basis.

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Fair Value Measurement as of June 30, 2023

​

​

​

​

​

​

​

​

​

​

​

Total 

​

​

Level 1

​

Level 2

    

Level 3

    

Fair Value

Assets

​

​

​

​

​

​

​

​

​

​

​

​

Money market mutual funds

​

$

74,073

​

$

—

​

$

—

​

$

74,073

Debt securities:

​

​

​

​

​

​

​

​

​

​

​

​

U.S. Treasuries

​

​

28,047

​

​

—

​

​

—

​

​

28,047

Obligations of states and municipalities

​

​

—

​

​

10,672

​

​

—

​

​

10,672

Corporate bonds

​

​

—

​

​

32,395

​

​

—

​

​

32,395

Residential and commercial mortgage-backed securities

​

​

—

​

​

16,295

​

​

—

​

​

16,295

Other loan-backed and structured securities

​

​

—

​

​

5,321

​

​

—

​

​

5,321

​

​

$

102,120

​

$

64,683

​

$

—

​

$

166,803

Liabilities, Noncurrent

​

​

​

​

​

​

​

​

​

​

​

​

Contingent consideration - business combinations

​

$

—

​

$

—

​

$

21,328

    

$

21,328

Contingent consideration - earnout

​

 

—

​

 

—

​

 

44

    

​

44

Private warrant liability

​

​

—

​

 

—

​

​

347

​

​

347

Embedded derivatives

​

​

—

​

​

—

​

​

26,820

​

​

26,820

​

​

$

—

​

$

—

​

$

48,539

​

$

48,539

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Fair Value Measurement as of December 31, 2022

​

​

​

​

​

​

​

​

​

​

​

Total 

​

​

Level 1

    

Level 2

    

Level 3

    

Fair Value

Assets

​

​

​

​

​

​

​

​

​

​

​

​

Money market mutual funds

​

$

6,619

​

$

—

​

$

—

​

$

6,619

Debt securities:

​

​

​

​

​

​

​

​

​

​

​

​

U.S. Treasuries

​

​

35,322

​

​

—

​

​

—

​

​

35,322

Obligations of states and municipalities

​

​

—

​

​

10,225

​

​

—

​

​

10,225

Corporate bonds

​

​

—

​

​

28,227

​

​

—

​

​

28,227

Residential and commercial mortgage-backed securities

​

​

—

​

​

11,533

​

​

—

​

​

11,533

Other loan-backed and structured securities

​

​

—

​

​

6,334

​

​

—

​

​

6,334

​

​

$

41,941

​

$

56,319

​

$

—

​

$

98,260

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Liabilities

​

​

​

​

​

​

​

​

​

​

​

​

Contingent consideration - business combinations

​

$

—

​

$

—

​

$

24,546

​

$

24,546

Contingent consideration - earnout

​

 

—

​

 

—

​

 

44

​

 

44

Private warrant liability

​

​

—

​

 

—

​

​

707

​

​

707

​

​

$

—

​

$

—

​

$

25,297

​

$

25,297
Schedule of Level 3 items measured at fair value on a recurring basis

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Contingent 

​

​

​

​

​

​

Contingent 

​

Consideration -

​

​

​

Private

​

​

Consideration -

​

Business

​

Embedded

​

Warrant

​

    

Earnout

    

Combinations

​

Derivatives

    

Liability

Fair value as of December 31, 2022

​

$

44

​

$

24,546

​

$

—

​

$

707

Additions

​

​

—

​

​

—

​

​

23,870

​

​

—

Settlements

​

​

—

​

​

(408)

​

​

—

​

​

—

Change in fair value, loss (gain) included in net loss(1)

​

​

—

​

​

(2,810)

​

​

2,950

​

​

(360)

Fair value as of June 30, 2023

​

$

44

​

$

21,328

​

$

26,820

​

$

347

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Contingent

​

​

​

​

Contingent

​

Consideration -

​

Private

​

​

Consideration -

​

Business

​

Warrant

​

    

Earnout

    

Combinations

    

Liability

Fair value as of December 31, 2021

​

$

13,866

​

$

9,617

​

$

15,193

Additions

​

​

—

​

 

15,555

​

​

—

Settlements

​

​

—

​

​

—

​

​

—

Change in fair value, loss (gain) included in net loss(1)

​

​

(13,766)

​

​

4,686

​

​

(14,267)

Fair value as of June 30, 2022

​

$

100

​

$

29,858

​

$

926

​

(1)Changes in fair value of contingent consideration related to business combinations are included in general and administrative expenses in the unaudited condensed consolidated statements of operations. Changes in fair value of the earnout contingent consideration and private warrant liability are disclosed separately in the unaudited condensed consolidated statements of operations. Changes in the fair value of the embedded derivatives are included in change in fair value of derivatives in the unaudited condensed consolidated statements of operations.
v3.23.2
Property, Equipment, and Software (Tables)
 6 Months Ended
Jun. 30, 2023
Property, Equipment, and Software  
Schedule of property, equipment, and software net

​

​

​

​

​

​

​

​

​

    

June 30, 

​

December 31, 

​

​

2023

    

2022

Software and computer equipment

​

$

8,266

​

$

8,326

Furniture, office equipment, and other

​

 

1,708

​

 

2,118

Internally developed software

​

 

20,017

​

 

17,128

Leasehold improvements

​

 

1,178

​

 

1,178

​

​

 

31,169

​

 

28,750

Less: Accumulated depreciation and amortization

​

 

(16,401)

​

 

(16,510)

Property, equipment, and software, net

​

$

14,768

​

$

12,240
v3.23.2
Intangible Assets and Goodwill (Tables)
 6 Months Ended
Jun. 30, 2023
Intangible Assets and Goodwill  
Schedule of intangible assets

Intangible assets are stated at cost or acquisition-date fair value less accumulated amortization and impairment. The following table summarizes intangible assets as of June 30, 2023.

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Weighted

    

​

​

​

Accumulated

​

​

​

​

​

Average 

​

Intangible

​

Amortization

​

Intangible 

​

​

Useful Life 

​

Assets,

​

And

​

Assets, 

​

    

(in years)

    

gross

    

Impairment

    

Net

Customer relationships

 

9.0

​

$

69,505

​

$

(19,494)

​

$

50,011

Acquired technology

 

5.0

​

 

36,041

​

​

(19,175)

​

 

16,866

Trademarks and tradenames

 

10.0

​

 

23,443

​

​

(5,609)

​

 

17,834

Non-compete agreements

​

3.0

​

​

616

​

​

(431)

​

​

185

Value of business acquired

​

1.0

​

​

400

​

​

(400)

​

​

—

Renewal rights

​

6.0

​

​

9,734

​

​

(2,764)

​

​

6,970

Insurance licenses

​

Indefinite

​

​

4,960

​

​

—

​

​

4,960

Total intangible assets

 

​

​

$

144,699

​

$

(47,873)

​

$

96,826

​

The following table summarizes intangible assets as of December 31, 2022.

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Weighted

    

​

​

    

​

​

    

​

​

​

​

Average 

​

Intangible

​

​

​

​

Intangible 

​

​

Useful Life 

​

Assets,

​

Accumulated 

​

Assets, 

​

    

(in years)

    

gross

    

Amortization

    

Net

Customer relationships

 

9.0

​

$

69,730

​

$

(15,079)

​

$

54,651

Acquired technology

 

5.0

​

 

37,932

​

​

(16,468)

​

 

21,464

Trademarks and tradenames

 

10.0

​

 

25,071

​

​

(5,724)

​

 

19,347

Non-compete agreements

​

3.0

​

​

619

​

​

(407)

​

​

212

Value of business acquired

​

1.0

​

​

400

​

​

(400)

​

​

—

Renewal rights

​

6.0

​

​

9,734

​

​

(2,113)

​

​

7,621

Insurance licenses

​

Indefinite

​

​

4,960

​

​

—

​

​

4,960

Total intangible assets

 

​

​

$

148,446

​

$

(40,191)

​

$

108,255
Summary of changes in the carrying amount of goodwill

​

​

​

​

​

​

    

Goodwill

Balance as of December 31, 2022, net of accumulated impairment of $43.8 million

​

$

244,697

Acquisition

​

​

2,421

Impairment loss

​

​

(55,211)

Balance as of June 30, 2023, net of accumulated impairment of $99.0 million

​

$

191,907
v3.23.2
Debt (Tables)
 6 Months Ended
Jun. 30, 2023
Debt  
Schedule of debt

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

    

​

​

    

​

​

    

Debt 

    

​

​

​

​

​

​

 

Unaccreted

 

Issuance 

 

Carrying 

​

​

Principal

​

Discount

 

Costs

​

Value

Convertible senior notes, due 2026

​

$

225,000

​

$

—

​

$

(3,909)

​

$

221,091

Convertible senior notes, due 2028

​

​

333,334

​

​

(122,877)

​

​

(4,707)

​

​

205,750

Advance funding arrangement

​

​

5,321

​

​

(32)

​

​

—

​

​

5,289

Other notes

​

 

300

​

 

(26)

​

 

—

​

 

274

Balance as of June 30, 2023

​

$

563,955

​

$

(122,935)

​

$

(8,616)

​

$

432,404

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

    

​

​

    

​

​

    

Debt

    

​

​

​

​

​

​

 

Unaccreted 

 

Issuance

 

Carrying

​

​

Principal

​

Discount

 

Costs

​

Value

Convertible senior notes, due 2026

​

$

425,000

​

$

—

​

$

(8,508)

​

$

416,492

Advance funding arrangement

​

 

15,670

​

​

(760)

​

​

—

​

​

14,910

Term loan facility, due 2029

​

​

10,000

​

​

—

​

​

—

​

​

10,000

Other notes

​

​

450

​

 

(87)

​

 

—

​

 

363

Balance as of December 31, 2022

​

$

451,120

​

$

(847)

​

$

(8,508)

​

$

441,765
v3.23.2
Equity and Warrants (Tables)
 6 Months Ended
Jun. 30, 2023
Equity and Warrants  
Summary of fully diluted capital structure

​

​

​

​

​

​

​

​

June 30, 

​

December 31, 

​

​

2023

​

2022

Issued and outstanding common shares

    

96,118,956

    

96,405,838

Earnout shares

 

2,050,000

 

2,050,000

Total common shares issued and outstanding

​

98,168,956

​

98,455,838

Common shares reserved for future issuance:

​

​

​

​

Private warrants

​

1,795,700

​

1,795,700

Stock options (Note 9)

 

3,717,192

 

3,862,918

Restricted and performance stock units and awards (Note 9)

 

13,244,675

 

6,230,165

2020 Equity Plan pool reserved for future issuance (Note 9)

 

8,045,331

 

11,189,745

Convertible senior notes, due 2026(1)

​

8,999,010

​

16,998,130

Convertible senior notes, due 2028

​

13,331,893

​

—

Contingently issuable shares in connection with acquisitions(2)

​

13,969,860

​

10,631,558

Total shares of common stock outstanding and reserved for future issuance

 

161,272,617

 

149,164,054

(1)In connection with the September 16, 2021, issuance of the 2026 Notes, we used a portion of the proceeds to pay for the capped call transactions, which are expected to generally reduce the potential dilution to our common stock. The capped call transactions allow us to purchase shares of our common stock at a strike price of $25 per share, which is equal to the conversion price of the 2026 Notes and 2028 Notes. The capped call transactions are designed to limit the amount of dilution of our common stock upon conversion of the notes. The maximum number of shares purchasable by us under the capped call transactions is 16,998,130. The options that underly the capped call transactions expire on September 15, 2026.

​

(2)In connection with the acquisitions of Floify and HOA, we provided an obligation to issue a certain amount of common stock to the extent specified market conditions are met in the future. Contingently issuable shares are calculated in accordance with the purchase agreement, assuming they would be issuable if the end of the reporting periods were the end of the contingency period.
Schedule of warrant activity

​

​

​

​

​

​

​

​

​

​

​

​

Number of 

​

​

​

Number of 

 

Common

​

​

​

Warrants

 

Shares Issued

Balances as of December 31, 2022

 

 

1,795,700

​

11,521,412

Exercised

 

 

—

​

—

Canceled

​

​

—

​

—

Balances as of June 30, 2023

 

 

1,795,700

​

11,521,412
v3.23.2
Stock-Based Compensation (Tables)
 6 Months Ended
Jun. 30, 2023
Stock-Based Compensation  
Schedule of stock-based compensation expense

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Three Months Ended June 30, 

​

Six Months Ended June 30, 

​

    

2023

    

2022

    

2023

    

2022

Selling and marketing

​

$

896

​

$

1,270

    

$

1,941

​

$

1,902

Product and technology

​

 

1,254

​

 

1,840

    

 

2,703

​

 

2,977

General and administrative

​

 

4,254

​

 

6,592

    

 

8,654

​

 

10,677

Total stock-based compensation expense

​

$

6,404

​

$

9,702

    

$

13,298

​

$

15,556
Schedule of related to stock option, RSU and PRSU activity

​

​

​

​

​

​

​

​

​

    

​

    

​

​

Number of 

​

​

​

​

Number of 

​

Performance

​

 

Number of 

 

Restricted 

​

Restricted 

​

 

Options 

 

Stock Units

​

Stock Units

Balances as of December 31, 2022

 

3,862,918

 

5,309,241

​

920,924

Granted

 

—

 

5,591,534

​

3,135,073

Vested

 

​

 

(1,164,592)

​

—

Exercised

​

(4,519)

​

—

​

—

Forfeited, canceled or expired

 

(141,207)

​

(547,505)

​

—

Balances as of June 30, 2023

 

3,717,192

 

9,188,678

​

4,055,997
v3.23.2
Reinsurance (Tables)
 6 Months Ended
Jun. 30, 2023
Reinsurance  
Schedule of effects of reinsurance on premiums written, earned, incurred losses and LAE

The effects of reinsurance on premiums written and earned for the three and six months ended June 30, 2023 and 2022, were as follows:

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Three Months Ended June 30, 

​

​

2023

​

2022

​

​

Written

​

Earned

​

Written

​

Earned

Direct premiums

​

$

121,540

​

$

116,397

​

$

124,914

​

$

93,082

Ceded premiums

​

 

(67,387)

​

 

(72,166)

​

 

(117,926)

​

 

(83,095)

Net premiums

​

$

54,153

​

$

44,231

​

$

6,988

​

$

9,987

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Six Months Ended June 30, 

​

​

2023

​

2022

​

​

Written

​

Earned

​

Written

​

Earned

Direct premiums

​

$

218,413

​

$

231,221

​

$

212,037

​

$

177,400

Ceded premiums

​

 

(65,121)

​

 

(146,840)

​

 

(178,562)

​

 

(154,822)

Net premiums

​

$

153,292

​

$

84,381

​

$

33,475

​

$

22,578

​

Our 2023 third-party quota share program was placed at a reduced ceding percentage as compared to the 2022 program, which resulted in a portfolio transfer and lower ceded written premiums in the six months ended June 30, 2023.

The effects of reinsurance on incurred losses and loss adjustment expense (“LAE”) for the three and six months ended June 30, 2023 and 2022, were as follows:

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Three Months Ended June 30, 

​

Six Months Ended June 30, 

​

​

2023

​

2022

​

2023

​

2022

Direct losses and LAE

​

$

137,591

​

$

74,617

​

$

227,606

​

$

142,838

Ceded losses and LAE

​

​

(66,442)

​

​

(60,133)

​

​

(113,598)

​

​

(119,106)

Net losses and LAE

​

$

71,149

​

$

14,484

​

$

114,008

​

$

23,732
Schedule of reinsurance balances due

​

​

​

​

​

​

​

​

​

​

June 30, 2023

​

December 31, 2022

Ceded unearned premium

​

$

147,297

​

$

203,157

Losses and LAE reserve

​

​

89,296

​

​

76,999

Reinsurance recoverable

​

​

29,260

​

​

18,765

Other

​

​

6,614

​

​

139

Reinsurance balance due

​

$

272,467

​

$

299,060
v3.23.2
Unpaid Losses and Loss Adjustment Reserve (Tables)
 6 Months Ended
Jun. 30, 2023
Unpaid Losses and Loss Adjustment Reserve  
Schedule of changes in the reserve balances for unpaid losses and LAE, gross of reinsurance

​

​

​

​

​

Reserve for unpaid losses and LAE, at December 31, 2022

​

$

100,632

Reinsurance recoverables on losses and LAE

​

 

(76,999)

Reserve for unpaid losses and LAE reserve, net of reinsurance recoverables at December 31, 2022

​

​

23,633

Add provisions (reductions) for losses and LAE occurring in:

​

​

​

Current year

​

​

110,624

Prior years

​

​

3,384

Net incurred losses and LAE during the current year

​

​

114,008

Deduct payments for losses and LAE occurring in:

​

​

​

Current year

​

​

(44,510)

Prior years

​

​

(16,718)

Net claim and LAE payments during the current year

​

​

(61,228)

Reserve for losses and LAE, net of reinsurance recoverables, at end of period

​

​

76,413

Reinsurance recoverables on losses and LAE

​

​

89,296

Reserve for unpaid losses and LAE at June 30, 2023

​

$

165,709
v3.23.2
Segment Information (Tables)
 6 Months Ended
Jun. 30, 2023
Segment Information  
Schedule of revenue by segment

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

    

Three Months Ended June 30, 

​

Six Months Ended June 30, 

​

    

2023

    

2022

    

2023

    

2022

Vertical Software

​

$

34,435

​

$

42,540

​

$

63,062

​

$

76,944

Insurance

​

​

64,330

​

​

28,375

​

​

123,072

​

​

57,538

Total revenue

​

$

98,765

​

$

70,915

​

$

186,134

​

$

134,482
Schedule of financial information of reportable segments and reconciliations to consolidated financial information

The following table provides financial information for the two reportable segments and a reconciliation to consolidated financial information for the periods presented.

​

​

​

​

​

​

​

​

​

​

​

​

​

​

    

Three Months Ended June 30, 

​

Six Months Ended June 30, 

​

    

2023

    

2022

    

2023

    

2022

Segment Adjusted EBITDA (Loss):

​

​

​

​

​

​

​

​

​

​

​

​

Vertical Software

​

$

1,816

​

$

5,652

​

$

1,420

​

$

8,536

Insurance

​

 

(31,181)

​

 

(5,609)

​

 

(38,366)

​

 

(5,394)

Subtotal

​

 

(29,365)

​

 

43

​

 

(36,946)

​

 

3,142

Reconciling items:

​

​

​

​

​

​

​

​

​

​

​

​

Corporate and other

​

 

(13,769)

​

 

(15,048)

​

 

(28,070)

​

 

(28,503)

Depreciation and amortization

​

​

(6,214)

​

​

(6,416)

​

​

(12,229)

​

​

(12,899)

Non-cash stock-based compensation expense

​

​

(6,404)

​

​

(9,702)

​

​

(13,298)

​

​

(15,556)

Restructuring costs

​

​

(1,093)

​

​

—

​

​

(2,077)

​

​

—

Acquisition and other transaction costs

​

​

(258)

​

​

(357)

​

​

(386)

​

​

(1,322)

Impairment loss on intangible assets and goodwill

​

​

(55,211)

​

​

—

​

​

(57,232)

​

​

—

Loss on reinsurance contract (1)

​

​

(48,244)

​

​

—

​

​

(48,244)

​

​

—

Non-cash losses and impairment of property, equipment and software

​

​

(254)

​

​

—

​

​

(254)

​

​

(70)

Revaluation of contingent consideration

​

​

2,656

​

​

(1,481)

​

​

2,810

​

​

(4,686)

Investment income and realized gains

​

​

(1,249)

​

​

(243)

​

​

(2,007)

​

​

(440)

Non-cash bonus expense

​

​

—

​

​

1,526

​

​

—

​

​

—

Operating loss

​

$

(159,405)

​

$

(31,678)

​

$

(197,933)

​

$

(60,334)

​

(1) See Note 16.
v3.23.2
Net Loss Per Share (Tables)
 6 Months Ended
Jun. 30, 2023
Net Loss Per Share  
Schedule of earnings per share, basic and diluted

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Three Months Ended June 30, 

​

Six Months Ended June 30, 

​

    

2023

    

2022

    

2023

    

2022

Numerator:

 

​

  

 

​

  

​

​

  

 

​

  

Net loss used to compute net loss per share - basic and diluted:

​

$

(86,963)

​

$

(27,325)

​

$

(125,703)

​

$

(36,610)

​

​

​

​

​

​

​

​

​

​

​

​

​

Denominator:

​

 

  

​

 

  

​

 

  

​

 

  

Weighted average shares outstanding used to compute loss per share - basic and diluted:

​

 

95,731,850

​

 

97,142,163

​

 

95,472,277

​

 

96,611,294

​

​

​

​

​

​

​

​

​

​

​

​

​

Loss per share - basic and diluted

​

$

(0.91)

​

$

(0.28)

​

$

(1.32)

​

$

(0.38)
v3.23.2
Description of Business and Summary of Significant Accounting Policies - Description of Business (Details)
Jun. 30, 2023
company
item
Common Stock and Redeemable Convertible Preferred Stock  
Number of Companies, service provided 30,700
Minimum  
Common Stock and Redeemable Convertible Preferred Stock  
Number of insurance and warranty policies in force 358,000
Number of Insurance Companies served | company 20
v3.23.2
Description of Business and Summary of Significant Accounting Policies - Concentrations (Details)
$ in Millions
 6 Months Ended
Jun. 30, 2023
USD ($)
item
New Accounting Pronouncements or Change in Accounting Principle [Line Items]  
Number of commercial banks | item 4
Percentage of insurance subsidiary's total insurance receivables 39.00%
Restricted cash equivalents | $ $ 29.1
Cash and Cash Equivalents  
New Accounting Pronouncements or Change in Accounting Principle [Line Items]  
Cash in bank | $ $ 262.0
Accounts Receivable | Customer Concentration Risk  
New Accounting Pronouncements or Change in Accounting Principle [Line Items]  
Number of reinsurers | item 1
Revenue Benchmark | Geographic Concentration Risk | Customers in Texas  
New Accounting Pronouncements or Change in Accounting Principle [Line Items]  
Insurance related revenues percentage 62.00%
Revenue Benchmark | Geographic Concentration Risk | Customers in South Carolina  
New Accounting Pronouncements or Change in Accounting Principle [Line Items]  
Insurance related revenues percentage 10.00%
v3.23.2
Description of Business and Summary of Significant Accounting Policies - Cash and cash equivalents (Details)
$ in Thousands
Jun. 30, 2023
USD ($)
state
Dec. 31, 2022
USD ($)
state
Jun. 30, 2022
USD ($)
Dec. 31, 2021
USD ($)
Description of Business and Summary of Significant Accounting Policies        
Restricted cash pledged as collateral   $ 5,100    
Restricted cash pledged against obligations to policyholders and creditors $ 1,300 1,000    
Restricted funds held for payment of possible warranty claims $ 6,500 $ 5,000    
Number of states regulatory guidelines of warranty claims | state 17 19    
Indemnification hold back cost $ 2,400 $ 2,400    
Cash and cash equivalents 265,573 215,060    
Total restricted cash 39,277 13,545    
Cash, cash equivalents and restricted cash $ 304,850 $ 228,605 $ 282,077 $ 324,792
v3.23.2
Description of Business and Summary of Significant Accounting Policies - Accounts Receivable and Long term Insurance Commissions Receivable (Details) - USD ($)
$ in Millions
 3 Months Ended 6 Months Ended
Jun. 30, 2023
Jun. 30, 2022
Jun. 30, 2023
Jun. 30, 2022
Dec. 31, 2022
Movement Analysis of Deferred Policy Acquisition Costs [Roll Forward]          
Allowance for uncollectible receivables $ 0.8   $ 0.8   $ 0.5
Deferred policy acquisition costs 17.9   17.9   $ 8.7
Amortized deferred acquisition costs $ 9.3 $ 4.2 $ 18.6 $ 7.2  
v3.23.2
Description of Business and Summary of Significant Accounting Policies - Goodwill and Impairment (Details)
$ in Millions
 6 Months Ended
Jun. 30, 2023
USD ($)
Property, Plant and Equipment [Line Items]  
Impairment of intangible assets $ 2.0
Impairment, Intangible Asset, Finite-Lived, Statement of Income or Comprehensive Income [Extensible Enumeration] Goodwill and Intangible Asset Impairment
Minimum  
Property, Plant and Equipment [Line Items]  
Weighted average cost of capital for impairment test 13.00%
Maximum  
Property, Plant and Equipment [Line Items]  
Weighted average cost of capital for impairment test 18.00%
v3.23.2
Description of Business and Summary of Significant Accounting Policies - Other Insurance Liabilities, Current (Details) - USD ($)
$ in Thousands
Jun. 30, 2023
Dec. 31, 2022
Description of Business and Summary of Significant Accounting Policies    
Ceded reinsurance premiums payable $ 77,051 $ 29,204
Commissions payable, reinsurers and agents 6,650 21,045
Advance premiums 10,383 8,668
Funds held under reinsurance treaty 1,715 1,851
General and accrued expenses payable 17,050 942
Other insurance liabilities, current $ 112,849 $ 61,710
v3.23.2
Description of Business and Summary of Significant Accounting Policies - Income Taxes (Details) - USD ($)
$ in Thousands
 3 Months Ended 6 Months Ended
Jun. 30, 2023
Jun. 30, 2022
Jun. 30, 2023
Jun. 30, 2022
Income tax expense (benefit) $ 29 $ 468 $ (82) $ 290
Effective income tax rate   1.70% 0.10% (0.80%)
U.S. federal statutory tax rate 21.00%     21.00%
Maximum        
Income tax expense (benefit) $ 100      
Effective income tax rate 0.10%      
v3.23.2
Revenue - Disaggregation of Revenue (Details) - USD ($)
$ in Thousands
 3 Months Ended 6 Months Ended
Jun. 30, 2023
Jun. 30, 2022
Jun. 30, 2023
Jun. 30, 2022
Disaggregation of Revenue [Line Items]        
Total revenue $ 98,765 $ 70,915 $ 186,134 $ 134,482
Vertical Software        
Disaggregation of Revenue [Line Items]        
Total revenue 34,435 42,540 63,062 76,944
Insurance        
Disaggregation of Revenue [Line Items]        
Total revenue 64,330 28,375 123,072 57,538
Software and service subscriptions | Vertical Software        
Disaggregation of Revenue [Line Items]        
Total revenue 17,524 19,847 34,333 37,078
Move-related transactions | Vertical Software        
Disaggregation of Revenue [Line Items]        
Total revenue 12,246 17,458 20,015 29,586
Post-move transactions | Vertical Software        
Disaggregation of Revenue [Line Items]        
Total revenue 4,665 5,235 8,714 10,280
Insurance and warranty premiums, commissions and policy fees | Insurance        
Disaggregation of Revenue [Line Items]        
Total revenue 64,330 28,375 123,072 57,538
Revenue Not from Contract with Customer $ 54,800 $ 18,200 $ 105,000 $ 39,000
v3.23.2
Revenue - Contract Assets (Details)
$ in Thousands
 6 Months Ended
Jun. 30, 2023
USD ($)
Change in Contract with Customer, Asset [Abstract]  
Balance at beginning of the year $ 15,521
Estimated lifetime value of commissions on insurance policies sold by carriers 3,792
Cash receipts (2,285)
Balance at end of the year 17,028
Long-term accounts receivable 13,500
Accounts Receivable Current  
Change in Contract with Customer, Asset [Abstract]  
Balance at end of the year $ 3,500
v3.23.2
Revenue - Contract Liabilities - Activity Impacting Deferred Revenue (Details)
$ in Thousands
 6 Months Ended
Jun. 30, 2023
USD ($)
Vertical Software  
Change in Contract with Customer, Liability  
Beginning balance $ 3,874
Revenue recognized (8,613)
Additional amounts deferred 8,695
Ending balance $ 3,956
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-07-01  
Change in Contract with Customer, Liability  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period 12 months
v3.23.2
Revenue - Contract Liabilities - Warranty Revenue and Related Balance Sheet Disclosures (Details) - USD ($)
$ in Millions
 3 Months Ended 6 Months Ended
Jun. 30, 2023
Jun. 30, 2022
Jun. 30, 2023
Jun. 30, 2022
Dec. 31, 2022
Disaggregation of Revenue [Line Items]          
Current refundable customer deposits related to outstanding extended service contracts $ 19.6   $ 19.6   $ 20.0
Refundable Customer Deposits Related To Amounts Received In Advance Of Warranty Services Provided, Current 3.6   3.6   4.4
Refundable Customer Deposits Related To Amounts Received In Advance Of Warranty Services Provided, Noncurrent 3.0   3.0   $ 1.9
Warranty Claims Expense $ 1.3 $ 0.3 $ 2.5 $ 0.7  
v3.23.2
Revenue - Contract Liabilities (Details) - USD ($)
$ in Thousands
Jun. 30, 2023
Dec. 31, 2022
Disaggregation of Revenue [Line Items]    
Deferred revenue $ 256,617 $ 270,690
Insurance    
Disaggregation of Revenue [Line Items]    
Deferred revenue $ 252,700 $ 266,800
v3.23.2
Investments - Investment Income, Realized and Unrealized Gains and Losses on Investments (Details) - USD ($)
$ in Thousands
 3 Months Ended 6 Months Ended
Jun. 30, 2023
Jun. 30, 2022
Jun. 30, 2023
Jun. 30, 2022
Investments        
Investment income, net of investment expenses $ 1,278 $ 313 $ 2,103 $ 578
Realized gains on investments 7 4 11 6
Realized losses on investments (36) (74) (107) (144)
Investment income and realized gains (losses), net of investment expenses $ 1,249 $ 243 $ 2,007 $ 440
v3.23.2
Investments - Amortized Cost, Fair Value and Unrealized Gains and (Losses) (Details) - USD ($)
$ in Thousands
Jun. 30, 2023
Dec. 31, 2022
Net Investment Income [Line Items]    
Amortized Cost $ 98,806 $ 97,812
Gross Unrealized, Gains 63 56
Gross Unrealized, Losses (6,139) (6,227)
Fair value 92,730 91,641
U.S. Treasuries    
Net Investment Income [Line Items]    
Amortized Cost 28,407 35,637
Gross Unrealized, Gains 1 5
Gross Unrealized, Losses (361) (320)
Fair value 28,047 35,322
Obligations of states, municipalities and political subdivisions    
Net Investment Income [Line Items]    
Amortized Cost 11,846 11,549
Gross Unrealized, Gains 4 2
Gross Unrealized, Losses (1,178) (1,326)
Fair value 10,672 10,225
Corporate bonds.    
Net Investment Income [Line Items]    
Amortized Cost 35,236 31,032
Gross Unrealized, Gains 38 32
Gross Unrealized, Losses (2,879) (2,837)
Fair value 32,395 28,227
Residential and commercial mortgage-backed securities    
Net Investment Income [Line Items]    
Amortized Cost 17,607 12,790
Gross Unrealized, Gains 16 11
Gross Unrealized, Losses (1,328) (1,268)
Fair value 16,295 11,533
Other loan-backed and structured securities    
Net Investment Income [Line Items]    
Amortized Cost 5,710 6,804
Gross Unrealized, Gains 4 6
Gross Unrealized, Losses (393) (476)
Fair value $ 5,321 $ 6,334
v3.23.2
Investments - Amortized Cost and Fair Value of Securities by Contractual Maturity (Details) - USD ($)
$ in Thousands
Jun. 30, 2023
Dec. 31, 2022
Amortized Cost    
Due in one year or less $ 25,920  
Due after one year through five years 19,481  
Due after five years through ten years 25,245  
Due after ten years 4,843  
Amortized Cost 98,806 $ 97,812
Fair Value    
Due in one year or less 25,802  
Due after one year through five years 17,895  
Due after five years through ten years 23,099  
Due after ten years 4,318  
Fair value 92,730 91,641
Residential and commercial mortgage-backed securities    
Amortized Cost    
Without single maturity date 17,607  
Amortized Cost 17,607 12,790
Fair Value    
Without single maturity date 16,295  
Fair value 16,295 11,533
Other loan-backed and structured securities    
Amortized Cost    
Without single maturity date 5,710  
Amortized Cost 5,710 6,804
Fair Value    
Without single maturity date 5,321  
Fair value $ 5,321 $ 6,334
v3.23.2
Investments - Securities with Gross Unrealized Loss Position (Details)
$ in Thousands
Jun. 30, 2023
USD ($)
item
security
Dec. 31, 2022
USD ($)
security
Net Investment Income [Line Items]    
Less Than Twelve Months, Gross Unrealized Loss $ (1,192) $ (3,725)
Less Than Twelve Months, Fair Value 49,510 44,735
Twelve Months or Greater, Gross Unrealized Loss (4,947) (2,502)
Twelve Months or Greater, Fair Value 39,418 29,702
Total, Gross Unrealized Loss (6,139) (6,227)
Total, Fair Value $ 88,928 $ 74,437
Number of securities in an unrealized loss position | security 470 483
Unrealized loss position for 12 months or longer | item 380  
U.S. Treasuries    
Net Investment Income [Line Items]    
Less Than Twelve Months, Gross Unrealized Loss $ (182) $ (127)
Less Than Twelve Months, Fair Value 25,500 10,748
Twelve Months or Greater, Gross Unrealized Loss (179) (193)
Twelve Months or Greater, Fair Value 2,232 9,824
Total, Gross Unrealized Loss (361) (320)
Total, Fair Value 27,732 20,572
Obligations of states, municipalities and political subdivisions    
Net Investment Income [Line Items]    
Less Than Twelve Months, Gross Unrealized Loss (79) (929)
Less Than Twelve Months, Fair Value 2,060 6,258
Twelve Months or Greater, Gross Unrealized Loss (1,099) (397)
Twelve Months or Greater, Fair Value 8,145 3,504
Total, Gross Unrealized Loss (1,178) (1,326)
Total, Fair Value 10,205 9,762
Corporate Bonds    
Net Investment Income [Line Items]    
Less Than Twelve Months, Gross Unrealized Loss (530) (1,623)
Less Than Twelve Months, Fair Value 12,546 16,531
Twelve Months or Greater, Gross Unrealized Loss (2,349) (1,214)
Twelve Months or Greater, Fair Value 18,045 10,328
Total, Gross Unrealized Loss (2,879) (2,837)
Total, Fair Value 30,591 26,859
Residential and commercial mortgage-backed securities    
Net Investment Income [Line Items]    
Less Than Twelve Months, Gross Unrealized Loss (292) (687)
Less Than Twelve Months, Fair Value 8,365 6,565
Twelve Months or Greater, Gross Unrealized Loss (1,036) (581)
Twelve Months or Greater, Fair Value 7,319 4,952
Total, Gross Unrealized Loss (1,328) (1,268)
Total, Fair Value 15,684 11,517
Other loan-backed and structured securities    
Net Investment Income [Line Items]    
Less Than Twelve Months, Gross Unrealized Loss (109) (359)
Less Than Twelve Months, Fair Value 1,039 4,633
Twelve Months or Greater, Gross Unrealized Loss (284) (117)
Twelve Months or Greater, Fair Value 3,677 1,094
Total, Gross Unrealized Loss (393) (476)
Total, Fair Value $ 4,716 $ 5,727
v3.23.2
Fair Value - Schedule of Fair Value Measurements of Liabilities Measured at Fair Value on Recurring Basis (Details) - USD ($)
$ in Thousands
Jun. 30, 2023
Dec. 31, 2022
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Debt securities, fair value disclosure $ 92,730 $ 91,641
Monte Carlo simulation method | Contingent consideration - earnout    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Liabilities, fair value disclosure 100  
Recurring    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Assets, fair value disclosure 166,803 98,260
Liabilities, fair value disclosure 48,539 25,297
Recurring | U.S. Treasuries    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Debt securities, fair value disclosure 28,047 35,322
Recurring | Obligations of states, municipalities and political subdivisions    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Debt securities, fair value disclosure 10,672 10,225
Recurring | Corporate Bonds    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Debt securities, fair value disclosure 32,395 28,227
Recurring | Residential and commercial mortgage-backed securities    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Debt securities, fair value disclosure 16,295 11,533
Recurring | Other loan-backed and structured securities    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Debt securities, fair value disclosure 5,321 6,334
Recurring | Contingently issuable shares in connection with acquisitions    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Liabilities, fair value disclosure 21,328 24,546
Recurring | Contingent consideration - earnout    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Liabilities, fair value disclosure 44 44
Recurring | Private warrant liability    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Liabilities, fair value disclosure 347 707
Recurring | Embedded derivatives    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Liabilities, fair value disclosure 26,820  
Recurring | Level 1    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Assets, fair value disclosure 102,120 41,941
Recurring | Level 1 | U.S. Treasuries    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Debt securities, fair value disclosure 28,047 35,322
Recurring | Level 2    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Assets, fair value disclosure 64,683 56,319
Recurring | Level 2 | Obligations of states, municipalities and political subdivisions    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Debt securities, fair value disclosure 10,672 10,225
Recurring | Level 2 | Corporate Bonds    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Debt securities, fair value disclosure 32,395 28,227
Recurring | Level 2 | Residential and commercial mortgage-backed securities    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Debt securities, fair value disclosure 16,295 11,533
Recurring | Level 2 | Other loan-backed and structured securities    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Debt securities, fair value disclosure 5,321 6,334
Recurring | Level 3    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Liabilities, fair value disclosure 48,539 25,297
Recurring | Level 3 | Contingently issuable shares in connection with acquisitions    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Liabilities, fair value disclosure 21,328 24,546
Recurring | Level 3 | Contingent consideration - earnout    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Liabilities, fair value disclosure 44 44
Recurring | Level 3 | Private warrant liability    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Liabilities, fair value disclosure 347 707
Recurring | Level 3 | Embedded derivatives    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Liabilities, fair value disclosure 26,820  
Recurring | Money market mutual funds    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Assets, fair value disclosure 74,073 6,619
Recurring | Money market mutual funds | Level 1    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Assets, fair value disclosure $ 74,073 $ 6,619
v3.23.2
Fair Value - Additional Information (Details)
$ in Thousands
 6 Months Ended
Jun. 30, 2023
USD ($)
$ / shares
Mar. 17, 2023
USD ($)
Dec. 31, 2022
USD ($)
$ / shares
Fair Value Measurement Inputs and Valuation Techniques [Line Items]      
Assets, level 1 to 2 transfer $ 0    
Assets, level 2 to 1 transfer 0    
Decrease in stock price 166,600    
Repurchase option      
Fair Value Measurement Inputs and Valuation Techniques [Line Items]      
Minimum principal remains outstanding on June 14, 2026 for repurchase $ 30,000    
Percentage of repurchase price on principal amount of the notes to be repurchased, plus accrued interest 106.50%    
Fundamental change option      
Fair Value Measurement Inputs and Valuation Techniques [Line Items]      
Percentage of repurchase price on principal amount of the notes to be repurchased, plus accrued interest 105.25%    
Asset sale repurchase option      
Fair Value Measurement Inputs and Valuation Techniques [Line Items]      
Percentage of repurchase price on principal amount of the notes to be repurchased, plus accrued interest 100.00%    
Percentage of aggregate net cash sales proceeds applied for repurchase 50.00%    
Minimum amount of aggregate net cash sales proceeds required for repurchase $ 20,000    
Convertible senior notes, due 2026      
Fair Value Measurement Inputs and Valuation Techniques [Line Items]      
Convertible senior notes, fair value 72,000   $ 238,600
Convertible senior notes, due 2028      
Fair Value Measurement Inputs and Valuation Techniques [Line Items]      
Convertible senior notes, fair value $ 216,700    
Current stock price | Private warrant liability      
Fair Value Measurement Inputs and Valuation Techniques [Line Items]      
Warrants, measurement input | $ / shares 1.38   1.88
Exercise Price | Private warrant liability      
Fair Value Measurement Inputs and Valuation Techniques [Line Items]      
Warrants, measurement input | $ / shares 11.50   11.50
Volatility | Private warrant liability      
Fair Value Measurement Inputs and Valuation Techniques [Line Items]      
Warrants, measurement input 0.95   0.90
Expected term | Private warrant liability      
Fair Value Measurement Inputs and Valuation Techniques [Line Items]      
Warrants term 2 years 5 months 23 days   2 years 11 months 23 days
Probabilities of a repurchase | Minimum      
Fair Value Measurement Inputs and Valuation Techniques [Line Items]      
Measurement input (in percent) 0.01    
Probabilities of a repurchase | Maximum      
Fair Value Measurement Inputs and Valuation Techniques [Line Items]      
Measurement input (in percent) 0.35    
Fundamental change | Minimum      
Fair Value Measurement Inputs and Valuation Techniques [Line Items]      
Measurement input (in percent) 0.01    
Fundamental change | Maximum      
Fair Value Measurement Inputs and Valuation Techniques [Line Items]      
Measurement input (in percent) 0.35    
Qualifying asset sales | Minimum      
Fair Value Measurement Inputs and Valuation Techniques [Line Items]      
Measurement input (in percent) 0.01    
Qualifying asset sales | Maximum      
Fair Value Measurement Inputs and Valuation Techniques [Line Items]      
Measurement input (in percent) 0.35    
Residential Warranty Services      
Fair Value Measurement Inputs and Valuation Techniques [Line Items]      
Business combination contingent consideration   $ 2,100  
Discounted cashflows method | Residential Warranty Services      
Fair Value Measurement Inputs and Valuation Techniques [Line Items]      
Business combination contingent consideration $ 9,000   $ 9,000
Discounted cashflows method | Residential Warranty Services | Discount rate      
Fair Value Measurement Inputs and Valuation Techniques [Line Items]      
Business combination contingent consideration, measurement input 0.16   0.17
Monte Carlo simulation method | Contingent consideration - earnout      
Fair Value Measurement Inputs and Valuation Techniques [Line Items]      
Liabilities, fair value disclosure $ 100    
Monte Carlo simulation method | Current stock price      
Fair Value Measurement Inputs and Valuation Techniques [Line Items]      
Contingent consideration earnout, measurement input | $ / shares 1.38   1.88
Monte Carlo simulation method | Exercise Price      
Fair Value Measurement Inputs and Valuation Techniques [Line Items]      
Contingent consideration earnout, measurement input | $ / shares 22.00   22.00
Monte Carlo simulation method | Volatility      
Fair Value Measurement Inputs and Valuation Techniques [Line Items]      
Contingent consideration earnout, measurement input 1   1
Monte Carlo simulation method | Forfeiture Rate      
Fair Value Measurement Inputs and Valuation Techniques [Line Items]      
Contingent consideration earnout, measurement input 0.15   0.15
Monte Carlo simulation method | Floify      
Fair Value Measurement Inputs and Valuation Techniques [Line Items]      
Business combination contingent consideration $ 15,100   $ 15,500
Monte Carlo simulation method | Floify | Discount rate      
Fair Value Measurement Inputs and Valuation Techniques [Line Items]      
Business combination contingent consideration, measurement input 0.144   0.103
Monte Carlo simulation method | Floify | Current stock price      
Fair Value Measurement Inputs and Valuation Techniques [Line Items]      
Business combination contingent consideration, measurement input | $ / shares 1.38   1.88
Monte Carlo simulation method | Floify | Strike price      
Fair Value Measurement Inputs and Valuation Techniques [Line Items]      
Business combination contingent consideration, measurement input | $ / shares 36.00   36.00
Monte Carlo simulation method | Floify | Volatility      
Fair Value Measurement Inputs and Valuation Techniques [Line Items]      
Business combination contingent consideration, measurement input 1   0.95
v3.23.2
Fair Value - Level 3 (Details) - USD ($)
$ in Thousands
 6 Months Ended
Jun. 30, 2023
Jun. 30, 2022
Contingent consideration - earnout    
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]    
Beginning balance $ 44 $ 13,866
Change in fair value, loss (gain) included in net loss   (13,766)
Ending balance 44 100
Contingently issuable shares in connection with acquisitions    
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]    
Beginning balance 24,546 9,617
Additions   15,555
Settlements (408)  
Change in fair value, loss (gain) included in net loss (2,810) 4,686
Ending balance 21,328 29,858
Embedded derivatives    
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]    
Additions 23,870  
Change in fair value, loss (gain) included in net loss 2,950  
Ending balance 26,820  
Private warrant liability    
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]    
Beginning balance 707 15,193
Change in fair value, loss (gain) included in net loss (360) (14,267)
Ending balance $ 347 $ 926
v3.23.2
Property, Equipment, and Software (Details) - USD ($)
$ in Thousands
 3 Months Ended 6 Months Ended
Jun. 30, 2023
Jun. 30, 2022
Jun. 30, 2023
Jun. 30, 2022
Dec. 31, 2022
Property, Plant and Equipment [Line Items]          
Property, equipment, and software, Gross $ 31,169   $ 31,169   $ 28,750
Less: Accumulated depreciation and amortization (16,401)   (16,401)   (16,510)
Property, equipment, and software, net 14,768   14,768   12,240
Depreciation and amortization 6,214 $ 6,416 12,229 $ 12,899  
Software and computer equipment          
Property, Plant and Equipment [Line Items]          
Property, equipment, and software, Gross 8,266   8,266   8,326
Furniture, office equipment and other          
Property, Plant and Equipment [Line Items]          
Property, equipment, and software, Gross 1,708   1,708   2,118
Internally developed software          
Property, Plant and Equipment [Line Items]          
Property, equipment, and software, Gross 20,017   20,017   17,128
Leasehold improvements          
Property, Plant and Equipment [Line Items]          
Property, equipment, and software, Gross 1,178   1,178   $ 1,178
Property equipment software          
Property, Plant and Equipment [Line Items]          
Depreciation and amortization $ 1,200 $ 1,000 $ 2,400 $ 2,000  
v3.23.2
Intangible Assets and Goodwill (Details) - USD ($)
$ in Thousands
 3 Months Ended 6 Months Ended
Jun. 30, 2023
Jun. 30, 2022
Jun. 30, 2023
Jun. 30, 2022
Dec. 31, 2022
Intangible Assets and Goodwill          
Accumulated Amortization And Impairment $ (47,873)   $ (47,873)    
Accumulated Amortization         $ (40,191)
Intangible assets, Gross 144,699   144,699   148,446
Intangible assets, net 96,826   96,826   108,255
Aggregate amortization expense 4,900 $ 5,400 9,800 $ 10,900  
Impairment of intangible assets     2,000    
Insurance licenses          
Intangible Assets and Goodwill          
Indefinite-lived intangible assets 4,960   4,960   4,960
Customer relationships          
Intangible Assets and Goodwill          
Finite lived Intangible Assets, gross 69,505   69,505   69,730
Accumulated Amortization And Impairment (19,494)   (19,494)    
Accumulated Amortization         (15,079)
Finite lived Intangible Assets, Net $ 50,011   $ 50,011   $ 54,651
Weighted Average Useful Life (in years) 9 years   9 years   9 years
Acquired technology          
Intangible Assets and Goodwill          
Finite lived Intangible Assets, gross $ 36,041   $ 36,041   $ 37,932
Accumulated Amortization And Impairment (19,175)   (19,175)    
Accumulated Amortization         (16,468)
Finite lived Intangible Assets, Net $ 16,866   $ 16,866   $ 21,464
Weighted Average Useful Life (in years) 5 years   5 years   5 years
Trademarks and tradenames          
Intangible Assets and Goodwill          
Finite lived Intangible Assets, gross $ 23,443   $ 23,443   $ 25,071
Accumulated Amortization And Impairment (5,609)   (5,609)    
Accumulated Amortization         (5,724)
Finite lived Intangible Assets, Net $ 17,834   $ 17,834   $ 19,347
Weighted Average Useful Life (in years) 10 years   10 years   10 years
Non-compete agreements          
Intangible Assets and Goodwill          
Finite lived Intangible Assets, gross $ 616   $ 616   $ 619
Accumulated Amortization And Impairment (431)   (431)    
Accumulated Amortization         (407)
Finite lived Intangible Assets, Net $ 185   $ 185   $ 212
Weighted Average Useful Life (in years) 3 years   3 years   3 years
Value of business acquired          
Intangible Assets and Goodwill          
Finite lived Intangible Assets, gross $ 400   $ 400   $ 400
Accumulated Amortization And Impairment $ (400)   $ (400)    
Accumulated Amortization         $ (400)
Weighted Average Useful Life (in years) 1 year   1 year   1 year
Renewal rights          
Intangible Assets and Goodwill          
Finite lived Intangible Assets, gross $ 9,734   $ 9,734   $ 9,734
Accumulated Amortization And Impairment (2,764)   (2,764)    
Accumulated Amortization         (2,113)
Finite lived Intangible Assets, Net $ 6,970   $ 6,970   $ 7,621
Weighted Average Useful Life (in years) 6 years   6 years   6 years
v3.23.2
Intangible Assets and Goodwill - Changes in Carrying Amount of Goodwill (Details) - USD ($)
$ in Thousands
 6 Months Ended
Jun. 30, 2023
Dec. 31, 2022
Goodwill [Roll Forward]    
Goodwill, Beginning Balance $ 244,697  
Acquisitions 2,421  
Impairment loss (55,211)  
Goodwill, Ending Balance 191,907  
Accumulated impairment of goodwill $ 99,000 $ 43,800
v3.23.2
Intangible Assets and Goodwill - Additional Information (Details)
Jun. 30, 2023
Mar. 31, 2023
Insurance segment | Maximum    
Goodwill [Line Items]    
Threshold percentage fair value   10.00%
Vertical Software    
Goodwill [Line Items]    
Threshold percentage fair value 10.00%  
Vertical Software | Maximum    
Goodwill [Line Items]    
Threshold percentage fair value   5.00%
v3.23.2
Debt (Details) - USD ($)
$ in Thousands
Jun. 30, 2023
Dec. 31, 2022
Debt    
Principal $ 563,955 $ 451,120
Unaccreted Discount (122,935) (847)
Debt Issuance Costs (8,616) (8,508)
Carrying Value 432,404 441,765
Convertible senior notes, due 2026    
Debt    
Principal 225,000 425,000
Debt Issuance Costs (3,909) (8,508)
Carrying Value 221,091 416,492
Convertible senior notes, due 2028    
Debt    
Principal 333,334  
Unaccreted Discount (122,877)  
Debt Issuance Costs (4,707)  
Carrying Value 205,750  
Advance funding arrangement    
Debt    
Principal 5,321 15,670
Unaccreted Discount (32) (760)
Carrying Value 5,289 14,910
Term loan facility, due 2029    
Debt    
Principal   10,000
Carrying Value   10,000
Other notes    
Debt    
Principal 300 450
Unaccreted Discount (26) (87)
Carrying Value $ 274 $ 363
v3.23.2
Debt - Convertible Senior Notes (Details)
 1 Months Ended 3 Months Ended 6 Months Ended
Apr. 30, 2023
USD ($)
$ / shares
Jun. 30, 2023
USD ($)
Jun. 30, 2022
USD ($)
Jun. 30, 2023
USD ($)
Jun. 30, 2022
USD ($)
Debt          
Gain on extinguishment of debt   $ 81,354,000   $ 81,354,000  
Convertible senior notes, due 2026          
Debt          
Interest rate (stated)   0.75%   0.75%  
Interest expense   $ 900,000 $ 1,400,000 $ 2,200,000 $ 2,700,000
Debt Instrument, repurchased face amount $ 200,000,000        
Effective interest rate   1.30%   1.30%  
Senior Secured Convertible Notes 6.75% due 2028          
Debt          
Interest rate (stated) 6.75%        
Interest expense   $ 7,300,000   $ 7,300,000  
Amount borrowed $ 333,000,000        
Gain on extinguishment of debt $ 81,400,000        
Conversion ratio 39.9956        
Principal amount denomination for conversion $ 1,000        
Conversion price (per share) | $ / shares $ 25.00        
Issue price ( as percentage) 95.00%        
Effective interest rate   17.90%   17.90%  
Contractual interest expense   $ 4,400,000   $ 4,400,000  
Amortization of debt issuance costs and discount   $ 2,900,000   $ 2,900,000  
Term Loan Facility, Due 2029          
Debt          
Repayment amount $ 9,700,000        
v3.23.2
Debt - Advance Funding Arrangement (Details) - USD ($)
$ in Thousands
 3 Months Ended 6 Months Ended
Jun. 30, 2023
Jun. 30, 2022
Jun. 30, 2023
Jun. 30, 2022
Debt Instrument [Line Items]        
Interest expense $ 8,775 $ 1,925 $ 10,963 $ 4,352
Advance Funding Arrangement        
Debt Instrument [Line Items]        
Interest rate (stated) 14.00%   14.00%  
Interest expense $ 400 $ 500 $ 900 $ 1,600
v3.23.2
Equity and Warrants - Common Shares Outstanding and Common Stock Equivalents (Details) - $ / shares
Sep. 16, 2021
Jun. 30, 2023
Dec. 31, 2022
Class of Stock [Line Items]      
Issued and outstanding common shares   96,118,956 96,405,838
Earnout shares   2,050,000 2,050,000
Total common shares issued and outstanding   98,168,956 98,455,838
Common shares reserved for future issuance:      
Total shares of common stock outstanding and reserved for future issuance   161,272,617 149,164,054
Convertible senior notes, due 2026      
Common shares reserved for future issuance:      
Total shares of common stock outstanding and reserved for future issuance   8,999,010 16,998,130
Capped call transactions, strike price (per unit) $ 25    
Capped call transactions, authorized shares 16,998,130    
Convertible senior notes, due 2028      
Common shares reserved for future issuance:      
Total shares of common stock outstanding and reserved for future issuance   13,331,893  
Contingently issuable shares in connection with acquisitions      
Common shares reserved for future issuance:      
Shares reserved for future issuance   13,969,860 10,631,558
Restricted stock units      
Common shares reserved for future issuance:      
Total shares of common stock outstanding and reserved for future issuance   13,244,675 6,230,165
2020 Stock Incentive Plan      
Common shares reserved for future issuance:      
Total shares of common stock outstanding and reserved for future issuance   8,045,331 11,189,745
Private Warrants      
Common shares reserved for future issuance:      
Total shares of common stock outstanding and reserved for future issuance   1,795,700 1,795,700
Common stock warrants      
Common shares reserved for future issuance:      
Total shares of common stock outstanding and reserved for future issuance   3,717,192 3,862,918
v3.23.2
Equity and Warrants - Repurchase of shares, Warrants (Details) - USD ($)
$ in Thousands
 6 Months Ended
Jun. 30, 2023
Apr. 30, 2023
Oct. 31, 2022
Class of Stock [Line Items]      
Value of shares authorized to repurchase     $ 15,000
Repurchases of common stock $ 3,101    
Repurchase and retirement of common stock (in shares) 1,396,158    
Proceeds from issuance of common stock $ 191    
Accumulated Deficit      
Class of Stock [Line Items]      
Repurchases of common stock $ 3,101    
Convertible senior notes, due 2026      
Class of Stock [Line Items]      
Debt Instrument, repurchased face amount   $ 200,000  
v3.23.2
Equity and Warrants - Public and private warrant activity (Details)
 6 Months Ended
Jun. 30, 2023
shares
Equity and Warrants  
Beginning balance 1,795,700
Exercised
Canceled
Ending balance 1,795,700
Beginning balance 11,521,412
Ending Balance 11,521,412
v3.23.2
Stock-Based Compensation - Plan (Details) - USD ($)
$ in Thousands
 3 Months Ended 6 Months Ended
Jun. 30, 2023
Jun. 30, 2022
Jun. 30, 2023
Jun. 30, 2022
Stock-Based Compensation        
Stock based compensation expense $ 6,404 $ 9,702 $ 13,298 $ 15,556
Selling and marketing        
Stock-Based Compensation        
Stock based compensation expense 896 1,270 1,941 1,902
Product and technology        
Stock-Based Compensation        
Stock based compensation expense 1,254 1,840 2,703 2,977
General and administrative        
Stock-Based Compensation        
Stock based compensation expense $ 4,254 $ 6,592 $ 8,654 $ 10,677
v3.23.2
Stock-Based Compensation - RSU and PRSU Activity (Details)
 6 Months Ended
Jun. 30, 2023
shares
Employee Stock Option [Member]  
Number of Options Outstanding  
Beginning balance 3,862,918
Exercised (4,519)
Forfeited, canceled or expired (141,207)
Ending balance 3,717,192
Restricted stock units  
Number of Restricted Stock Awards  
Beginning Balance 5,309,241
Granted 5,591,534
Vested (1,164,592)
Forfeited, canceled or expired (547,505)
Ending Balance 9,188,678
Performance restricted stock units  
Number of Restricted Stock Awards  
Beginning Balance 920,924
Granted 3,135,073
Ending Balance 4,055,997
v3.23.2
Reinsurance - Additional information (Details)
$ in Millions
 6 Months Ended
Apr. 01, 2023
USD ($)
item
Jun. 30, 2023
item
Reinsurance Quota Share Program    
Reinsurance Retention Policy [Line Items]    
Number of placements for reinsurance programs | item   3
Reinsurance Quota Share Program | South Carolina    
Reinsurance Retention Policy [Line Items]    
Reinsured risk percentage   7.00%
Reinsurance Quota Share Program | Texas    
Reinsurance Retention Policy [Line Items]    
Reinsured risk percentage   42.00%
Reinsurance Quota Share Program | Combined Program    
Reinsurance Retention Policy [Line Items]    
Reinsured risk percentage   5.00%
Reinsurance Quota Share Program | Core Program    
Reinsurance Retention Policy [Line Items]    
Reinsured risk percentage   49.50%
Reinsurance Quota Share Program | Core Locations outside of Texas    
Reinsurance Retention Policy [Line Items]    
Reinsured risk percentage   48.00%
Reinsurance Property Catastrophe Treaties    
Reinsurance Retention Policy [Line Items]    
Number of retention layers for reinsurance policy | item 5 4
Amount retained | $ $ 8  
Excess amount retained | $ $ 440  
v3.23.2
Reinsurance - Effects of reinsurance on premiums written and earned (Details) - USD ($)
$ in Thousands
 3 Months Ended 6 Months Ended
Jun. 30, 2023
Jun. 30, 2022
Jun. 30, 2023
Jun. 30, 2022
Reinsurance        
Direct premiums, written $ 121,540 $ 124,914 $ 218,413 $ 212,037
Ceded premiums, written (67,387) (117,926) (65,121) (178,562)
Net premiums, written 54,153 6,988 153,292 33,475
Direct premiums, earned 116,397 93,082 231,221 177,400
Ceded premiums, earned (72,166) (83,095) (146,840) (154,822)
Net premiums, earned $ 44,231 $ 9,987 $ 84,381 $ 22,578
v3.23.2
Reinsurance - Effects of reinsurance on incurred losses and LAE (Details) - USD ($)
$ in Thousands
 3 Months Ended 6 Months Ended
Jun. 30, 2023
Jun. 30, 2022
Jun. 30, 2023
Jun. 30, 2022
Reinsurance        
Direct losses and LAE $ 137,591 $ 74,617 $ 227,606 $ 142,838
Ceded losses and LAE (66,442) (60,133) (113,598) (119,106)
Net losses and LAE $ 71,149 $ 14,484 $ 114,008 $ 23,732
v3.23.2
Reinsurance - Detail of reinsurance balances due (Details) - USD ($)
$ in Thousands
Jun. 30, 2023
Dec. 31, 2022
Reinsurance balances due:    
Ceded unearned premium $ 147,297 $ 203,157
Losses and LAE reserve 89,296 76,999
Reinsurance recoverable 29,260 18,765
Other 6,614 139
Reinsurance balance due $ 272,467 $ 299,060
v3.23.2
Unpaid Losses and Loss Adjustment Reserve - Unpaid Losses and LAE Gross (Details) - USD ($)
$ in Thousands
 6 Months Ended
Jun. 30, 2023
Dec. 31, 2022
Unpaid Losses and Loss Adjustment Reserve    
Reserve for unpaid losses and LAE $ 100,632  
Reinsurance recoverable on losses and LAE (89,296) $ (76,999)
Reserve for unpaid losses and LAE reserve, net of reinsurance recoverables 23,633  
Add provisions (reductions) for losses and LAE occurring in:    
Current year 110,624  
Prior years 3,384  
Net incurred losses and LAE during the current year 114,008  
Deduct payments for losses and LAE occurring in:    
Current year (44,510)  
Prior years (16,718)  
Net claim and LAE payments during the current year (61,228)  
Reserve for unpaid losses and LAE, net of reinsurance recoverable, at end of period 76,413  
Reinsurance recoverable on losses and LAE 89,296  
Reserve for unpaid losses and LAE $ 165,709  
v3.23.2
Business Combinations (Details) - USD ($)
$ in Millions
Jun. 30, 2023
Mar. 17, 2023
Dec. 31, 2022
General and administrative      
Business Acquisition [Line Items]      
Aggregate transaction costs $ 0.1    
Customer relationships      
Business Acquisition [Line Items]      
Estimated Useful Life (in years) 9 years   9 years
Residential Warranty Services      
Business Acquisition [Line Items]      
Contingent consideration   $ 2.1  
Cash and current assets   0.2  
Residential Warranty Services | Customer relationships      
Business Acquisition [Line Items]      
Intangible assets   $ 0.2  
Estimated Useful Life (in years)   3 years  
v3.23.2
Segment Information - Revenue (Details) - USD ($)
$ in Thousands
 3 Months Ended 6 Months Ended
Jun. 30, 2023
Jun. 30, 2022
Jun. 30, 2023
Jun. 30, 2022
Segment Reporting Information [Line Items]        
Total revenue $ 98,765 $ 70,915 $ 186,134 $ 134,482
Operating Segments        
Segment Reporting Information [Line Items]        
Total revenue 98,765 70,915 186,134 134,482
Vertical Software        
Segment Reporting Information [Line Items]        
Total revenue 34,435 42,540 63,062 76,944
Vertical Software | Operating Segments        
Segment Reporting Information [Line Items]        
Total revenue 34,435 42,540 63,062 76,944
Insurance        
Segment Reporting Information [Line Items]        
Total revenue 64,330 28,375 123,072 57,538
Insurance | Operating Segments        
Segment Reporting Information [Line Items]        
Total revenue $ 64,330 $ 28,375 $ 123,072 $ 57,538
v3.23.2
Segment Information - Consolidated Financial Information (Details)
$ in Thousands
 3 Months Ended 6 Months Ended
Jun. 30, 2023
USD ($)
Jun. 30, 2022
USD ($)
Jun. 30, 2023
USD ($)
segment
Jun. 30, 2022
USD ($)
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items]        
Number of reportable segments | segment     2  
Total segment adjusted EBITDA (loss) $ (29,365) $ 43 $ (36,946) $ 3,142
Reconciling items:        
Corporate and other (13,769) (15,048) (28,070) (28,503)
Depreciation and amortization (6,214) (6,416) (12,229) (12,899)
Non-cash stock-based compensation expense (6,404) (9,702) (13,298) (15,556)
Restructuring costs (1,093)   (2,077)  
Acquisition and other transaction costs (258) (357) (386) (1,322)
Impairment loss on intangible assets and goodwill (55,211)   (57,232)  
Loss on reinsurance contract (48,244)   (48,244)  
Non-cash losses and impairment of property, equipment and software (254)   (254) (70)
Revaluation of contingent consideration 2,656 (1,481) 2,810 (4,686)
Investment income and realized gains (1,249) (243) (2,007) (440)
Non-cash bonus expense   1,526    
Operating loss (159,405) (31,678) (197,933) (60,334)
Vertical Software | Operating Segments        
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items]        
Total segment adjusted EBITDA (loss) 1,816 5,652 1,420 8,536
Insurance | Operating Segments        
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items]        
Total segment adjusted EBITDA (loss) $ (31,181) $ (5,609) $ (38,366) $ (5,394)
v3.23.2
Net Loss Per Share (Details) - USD ($)
$ / shares in Units, $ in Thousands
 3 Months Ended 6 Months Ended
Jun. 30, 2023
Jun. 30, 2022
Jun. 30, 2023
Jun. 30, 2022
Numerator:        
Net loss used to compute net loss per share - basic $ (86,963) $ (27,325) $ (125,703) $ (36,610)
Net loss used to compute net loss per share - diluted $ (86,963) $ (27,325) $ (125,703) $ (36,610)
Denominator:        
Weighted average shares outstanding used to compute loss per share - basic 95,731,850 97,142,163 95,472,277 96,611,294
Weighted average shares outstanding used to compute loss per share - diluted 95,731,850 97,142,163 95,472,277 96,611,294
Loss per share - basic $ (0.91) $ (0.28) $ (1.32) $ (0.38)
Loss per share - diluted $ (0.91) $ (0.28) $ (1.32) $ (0.38)
v3.23.2
Net Loss Per Share - Computation of diluted net loss per antidilutive (Details) - $ / shares
 3 Months Ended 6 Months Ended
Sep. 15, 2021
Jun. 30, 2023
Jun. 30, 2022
Jun. 30, 2023
Jun. 30, 2022
Employee Stock Option [Member]          
Net Loss Per Share          
Antidilutive securities excluded from computation of earnings per share, amount   3,717,192 4,429,426 3,717,192 4,429,426
Restricted stock units and awards          
Net Loss Per Share          
Antidilutive securities excluded from computation of earnings per share, amount   9,188,678 5,331,673 9,188,678 5,331,673
Performance restricted stock units          
Net Loss Per Share          
Antidilutive securities excluded from computation of earnings per share, amount   4,055,997 1,825,719 4,055,997 1,825,719
Public and private warrants          
Net Loss Per Share          
Antidilutive securities excluded from computation of earnings per share, amount   1,795,700 1,795,700 1,795,700 1,795,700
Earnout shares          
Net Loss Per Share          
Antidilutive securities excluded from computation of earnings per share, amount   2,050,000 2,050,000 2,050,000 2,050,000
Convertible debt.          
Net Loss Per Share          
Antidilutive securities excluded from computation of earnings per share, amount   22,330,903 16,998,130 22,330,903 16,998,130
Conversion price (per unit) $ 25        
Convertible debt. | Maximum          
Net Loss Per Share          
Antidilutive securities excluded from computation of earnings per share, amount 16,998,130        
Contingently issuable shares in connection with acquisitions          
Net Loss Per Share          
Antidilutive securities excluded from computation of earnings per share, amount   13,969,860 2,792,457 13,969,860 2,792,457
v3.23.2
Subsequent Events (Details) - USD ($)
$ in Thousands
 3 Months Ended 6 Months Ended
Jul. 01, 2023
Sep. 30, 2023
Jun. 30, 2023
Jun. 30, 2023
Subsequent Events        
Loss on reinsurance contract     $ 48,244 $ 48,244
Homeowners of America Insurance Company | Vesttoo        
Subsequent Events        
Reinsurance, net asset due     $ 95,800 $ 95,800
Subsequent Events | Homeowners of America Insurance Company | Vesttoo        
Subsequent Events        
Reinsurance, collateral received from trust $ 47,600      
Loss on reinsurance contract 48,200      
Reinsurance, collateral, line of credit facility 300,000      
Supplemental reinsurance coverage $ 42,000      
Subsequent Events | Homeowners of America Insurance Company | Vesttoo | Maximum        
Subsequent Events        
Reinsurance coverage limit   $ 175,000    
v3.23.2
Pay vs Performance Disclosure - USD ($)
$ in Thousands
 3 Months Ended 6 Months Ended
Jun. 30, 2023
Jun. 30, 2022
Jun. 30, 2023
Jun. 30, 2022
Pay vs Performance Disclosure        
Net Income (Loss) $ (86,963) $ (27,325) $ (125,703) $ (36,610)
v3.23.2
Insider Trading Arrangements
 3 Months Ended
Jun. 30, 2023
shares
Trading Arrangements, by Individual  
Material Terms of Trading Arrangement

Matt Ehrlichman, our Chairman, Chief Executive Officer, and Founder, entered into a Rule 10b5-1 trading arrangement (as such term is defined in Item 408(a) of Regulation S-K) on June 2, 2023 (the “10b5-1 Plan”). The 10b5-1 Plan is scheduled to terminate on December 31, 2023, and covers the purchase of up to an aggregate of 2,327,777 shares of the Company’s common stock. The 10b5-1 Plan is intended to satisfy the affirmative defense Rule of 10b5-1(c). Trades under the 10b5-1 Plan will not commence until at least 90 days following the date on which such plan was entered. During the three months ended June 30, 2023, no other director or officer (as defined in Rule 16a-1(f) of the Securities Exchange Act of 1934) adopted, terminated or modified a Rule 10b5-1 trading arrangement or a non-Rule 10b5-1 trading arrangement, as each term is defined in Item 408(a) of Regulation S-K).
Non-Rule 10b5-1 Arrangement Adopted false
Rule 10b5-1 Arrangement Terminated false
Non-Rule 10b5-1 Arrangement Terminated false
Non-Rule 10b5-1 Arrangement Modified false
Rule 10b5-1 Arrangement Modified false
Matt Ehrlichman  
Trading Arrangements, by Individual  
Name Matt Ehrlichman
Title Chairman, Chief Executive Officer, and Founder
Rule 10b5-1 Arrangement Adopted true
Adoption Date June 2, 2023
Aggregate Available 2,327,777