PORCH GROUP, INC., 10-Q filed on 11/7/2023
Quarterly Report
v3.23.3
Cover - shares
 9 Months Ended
Sep. 30, 2023
Nov. 03, 2023
Cover [Abstract]    
Document Type 10-Q  
Document Quarterly Report true  
Document Period End Date Sep. 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 $0.0001 per share  
Trading Symbol PRCH  
Security Exchange Name NASDAQ  
Entity Current Reporting Status Yes  
Entity Interactive Data Current Yes  
Entity Filer Category Accelerated Filer  
Entity Small Business false  
Entity Emerging Growth Company false  
Entity Shell Company false  
Entity Common Stock, Shares Outstanding   98,874,616
Entity Central Index Key 0001784535  
Current Fiscal Year End Date --12-31  
Amendment Flag false  
Document Fiscal Year Focus 2023  
Document Fiscal Period Focus Q3  
v3.23.3
Condensed Consolidated Balance Sheets (Unaudited) - USD ($)
$ in Thousands
Sep. 30, 2023
Dec. 31, 2022
Current assets    
Cash and cash equivalents $ 343,008 $ 215,060
Accounts receivable, net 26,890 26,438
Short-term investments 28,679 36,523
Reinsurance balance due 98,491 299,060
Prepaid expenses and other current assets 45,981 20,009
Restricted cash 18,706 13,545
Total current assets 561,755 610,635
Property, equipment, and software, net 15,660 12,240
Goodwill 191,907 244,697
Long-term investments 86,689 55,118
Intangible assets, net 91,952 108,255
Long-term insurance commissions receivable 13,673 12,265
Other assets 5,748 5,847
Total assets 967,384 1,049,057
Current liabilities    
Accounts payable 9,054 6,268
Accrued expenses and other current liabilities 42,257 39,742
Deferred revenue 265,483 270,690
Refundable customer deposits 19,424 20,142
Current debt 1,647 16,455
Losses and loss adjustment expense reserves 129,775 100,632
Other insurance liabilities, current 54,183 61,710
Total current liabilities 521,823 515,639
Long-term debt 431,186 425,310
Operating lease liabilities, non-current 1,897 2,536
Earnout liability, at fair value 44 44
Private warrant liability, at fair value 87 707
Derivative liability, at fair value 26,310 0
Other liabilities 23,217 25,468
Total liabilities 1,004,564 969,704
Commitments and contingencies (Note 12)
Stockholders’ equity (deficit)    
Common stock, $0.0001 par value: 10 10
Additional paid-in capital 690,024 670,537
Accumulated other comprehensive loss (7,643) (6,171)
Accumulated deficit (719,571) (585,023)
Total stockholders’ equity (deficit) (37,180) 79,353
Total liabilities and stockholders’ equity (deficit) $ 967,384 $ 1,049,057
v3.23.3
Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) - $ / shares
Sep. 30, 2023
Dec. 31, 2022
Statement of Financial Position [Abstract]    
Common stock, par value (in usd per share) $ 0.0001 $ 0.0001
Common stock, shares authorized (in shares) 400,000,000 400,000,000
Common stock, shares issued (in shares) 98,482,323 98,455,838
Common stock, shares outstanding (in shares) 98,482,323 98,455,838
v3.23.3
Condensed Consolidated Statements of Operations (Unaudited) - USD ($)
$ in Thousands
 3 Months Ended 9 Months Ended
Sep. 30, 2023
Sep. 30, 2022
Sep. 30, 2023
Sep. 30, 2022
Income Statement [Abstract]        
Revenue $ 129,556 $ 77,353 $ 315,690 $ 211,835
Operating expenses:        
Cost of revenue 52,961 32,940 185,566 87,407
Selling and marketing 40,135 30,580 107,357 85,817
Product and technology 14,446 14,437 43,891 44,446
General and administrative 28,659 25,083 77,267 79,979
Provision for (recovery of) doubtful accounts (6,844) 174 42,111 381
Impairment loss on intangible assets and goodwill 0 57,057 57,232 57,057
Total operating expenses 129,357 160,271 513,424 355,087
Operating income (loss) 199 (82,918) (197,734) (143,252)
Other income (expense):        
Interest expense (10,267) (2,152) (21,230) (6,504)
Change in fair value of earnout liability 0 43 0 13,809
Change in fair value of private warrant liability 260 124 620 14,391
Change in fair value of derivatives 510 0 (2,440) 0
Gain on extinguishment of debt 0 0 81,354 0
Investment income and realized gains, net of investment expenses 2,485 335 4,492 775
Other income (expense), net 1,185 70 3,525 (37)
Total other income (expense) (5,827) (1,580) 66,321 22,434
Loss before income taxes (5,628) (84,498) (131,413) (120,818)
Income tax benefit (provision) (116) 22 (34) (268)
Net loss $ (5,744) $ (84,476) $ (131,447) $ (121,086)
Net loss per share - basic (Note 15) (in usd per share) $ (0.06) $ (0.86) $ (1.37) $ (1.25)
Net loss per share - diluted (Note 15) (in usd per share) $ (0.06) $ (0.86) $ (1.37) $ (1.25)
Weighted-average shares used in computing net loss attributable per share to common stockholders:        
Shares used in computing basic net loss per share (in shares) 96,366,613 97,792,485 95,770,676 97,009,351
Shares used in computing diluted net loss per share (in shares) 96,366,613 97,792,485 95,770,676 97,009,351
v3.23.3
Condensed Consolidated Statements of Comprehensive Loss (Unaudited) - USD ($)
$ in Thousands
 3 Months Ended 9 Months Ended
Sep. 30, 2023
Sep. 30, 2022
Sep. 30, 2023
Sep. 30, 2022
Statement of Comprehensive Income [Abstract]        
Net loss $ (5,744) $ (84,476) $ (131,447) $ (121,086)
Other comprehensive loss:        
Change in net unrealized loss, net of tax (1,567) (2,012) (1,472) (6,312)
Comprehensive loss $ (7,311) $ (86,488) $ (132,919) $ (127,398)
v3.23.3
Condensed Consolidated Statements of Stockholders' Equity (Deficit) (Unaudited) - USD ($)
$ in Thousands
Total
Common Stock
Additional Paid-in Capital
Accumulated Deficit
Accumulated Other Comprehensive Loss
Beginning balance (in shares) at Dec. 31, 2021   97,961,597      
Beginning balance at Dec. 31, 2021 $ 217,045 $ 10 $ 641,406 $ (424,112) $ (259)
Increase (Decrease) in Stockholders' Equity [Roll Forward]          
Net loss (121,086)     (121,086)  
Other comprehensive loss, net of tax (6,312)       (6,312)
Stock-based compensation 20,645   20,645    
Issuance of common stock for acquisitions (in shares)   628,660      
Issuance of common stock for acquisitions 3,552   3,552    
Contingent consideration for acquisitions 530   530    
Vesting of restricted stock awards (in shares)   1,871,584      
Exercise of stock options (in shares)   472,215      
Exercise of stock options 1,108   1,108    
Income tax withholdings (in shares)   (523,731)      
Income tax withholdings (2,879)   (2,879)    
Ending balance (in shares) at Sep. 30, 2022   100,410,325      
Ending balance at Sep. 30, 2022 112,603 $ 10 664,362 (545,198) (6,571)
Beginning balance (in shares) at Jun. 30, 2022   99,440,528      
Beginning balance at Jun. 30, 2022 194,543 $ 10 659,814 (460,722) (4,559)
Increase (Decrease) in Stockholders' Equity [Roll Forward]          
Net loss (84,476)     (84,476)  
Other comprehensive loss, net of tax (2,012)       (2,012)
Stock-based compensation 5,089   5,089    
Vesting of restricted stock awards (in shares)   1,062,323      
Exercise of stock options (in shares)   197,758      
Exercise of stock options 416   416    
Income tax withholdings (in shares)   (290,284)      
Income tax withholdings (957)   (957)    
Ending balance (in shares) at Sep. 30, 2022   100,410,325      
Ending balance at Sep. 30, 2022 112,603 $ 10 664,362 (545,198) (6,571)
Beginning balance (in shares) at Dec. 31, 2022   98,206,323      
Beginning balance at Dec. 31, 2022 79,353 $ 10 670,537 (585,023) (6,171)
Increase (Decrease) in Stockholders' Equity [Roll Forward]          
Net loss (131,447)     (131,447)  
Other comprehensive loss, net of tax (1,472)       (1,472)
Stock-based compensation 20,277   20,277    
Vesting of restricted stock awards (in shares)   2,295,474      
Exercise of stock options (in shares)   11,564      
Exercise of stock options 10   10    
Income tax withholdings (in shares)   (634,880)      
Income tax withholdings (991)   (991)    
Repurchases of common stock (in shares)   (1,396,158)      
Repurchases of common stock (3,101)     (3,101)  
Proceeds from sale of common stock 191   191    
Ending balance (in shares) at Sep. 30, 2023   98,482,323      
Ending balance at Sep. 30, 2023 (37,180) $ 10 690,024 (719,571) (7,643)
Beginning balance (in shares) at Jun. 30, 2023   98,168,956      
Beginning balance at Jun. 30, 2023 (36,742) $ 10 683,151 (713,827) (6,076)
Increase (Decrease) in Stockholders' Equity [Roll Forward]          
Net loss (5,744)     (5,744)  
Other comprehensive loss, net of tax (1,567)       (1,567)
Stock-based compensation 6,979   6,979    
Vesting of restricted stock awards (in shares)   372,514      
Exercise of stock options (in shares)   7,045      
Exercise of stock options 2   2    
Income tax withholdings (in shares)   (66,192)      
Income tax withholdings (108)   (108)    
Ending balance (in shares) at Sep. 30, 2023   98,482,323      
Ending balance at Sep. 30, 2023 $ (37,180) $ 10 $ 690,024 $ (719,571) $ (7,643)
v3.23.3
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($)
$ in Thousands
 9 Months Ended
Sep. 30, 2023
Sep. 30, 2022
Cash flows from operating activities:    
Net loss $ (131,447) $ (121,086)
Adjustments to reconcile net loss to net cash provided by (used in) operating activities    
Depreciation and amortization 18,501 21,574
Provision for (recovery of) doubtful accounts 42,111 381
Impairment loss on intangible assets and goodwill 57,232 57,057
Gain on extinguishment of debt (81,354) 0
Change in fair value of private warrant liability (620) (14,391)
Change in fair value of contingent consideration (3,597) 5,251
Change in fair value of earnout liability and derivatives 2,440 (13,809)
Stock-based compensation 20,277 20,645
Interest expense (non-cash) 20,214 2,287
Other 1,002 3,809
Change in operating assets and liabilities, net of acquisitions and divestitures    
Accounts receivable (1,344) (6,971)
Reinsurance balance due 159,368 (71,180)
Prepaid expenses and other current assets (25,972) (5,295)
Accounts payable 2,778 (248)
Accrued expenses and other current liabilities (9,323) (8,001)
Losses and loss adjustment expense reserves 29,143 38,349
Other insurance liabilities, current (7,527) 15,921
Deferred revenue (4,696) 71,600
Refundable customer deposits (12,248) 2,510
Long-term insurance commissions receivable (1,408) (4,409)
Other assets and liabilities, net 1,368 (4,346)
Net cash provided by (used in) operating activities 74,898 (10,352)
Cash flows from investing activities:    
Purchases of property and equipment (776) (1,986)
Capitalized internal use software development costs (6,923) (5,803)
Purchases of short-term and long-term investments (59,851) (19,446)
Maturities, sales of short-term and long-term investments 35,321 17,794
Acquisitions, net of cash acquired (1,974) (37,003)
Net cash used in investing activities (34,203) (46,444)
Cash flows from financing activities:    
Proceeds from line of credit 0 5,000
Proceeds from advance funding 319 15,115
Repayments of advance funding (2,962) (17,571)
Proceeds from issuance of debt 116,667 10,000
Repayments of principal (10,150) (150)
Cash paid for debt issuance costs (4,650) 0
Repurchase of stock (5,608) 0
Other (1,202) (3,396)
Net cash provided by financing activities 92,414 8,998
Net change in cash, cash equivalents, and restricted cash 133,109 (47,798)
Cash, cash equivalents, and restricted cash, beginning of period 228,605 324,792
Cash, cash equivalents, and restricted cash end of period 361,714 276,994
Supplemental schedule of non-cash financing activities    
Non-cash reduction in advanced funding arrangement obligations 11,530 0
Supplemental disclosures    
Cash paid for interest 2,155 3,181
Income tax refunds received 2,380 0
Non-cash consideration for acquisitions $ 0 $ 14,952
v3.23.3
Description of Business and Summary of Significant Accounting Policies
 9 Months Ended
Sep. 30, 2023
Accounting Policies [Abstract]  
Description of Business and Summary of Significant Accounting Policies
Note 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 31 thousand companies and small businesses. We are a values-driven company whose mission is to simplify the home with insurance at the center. Our Vertical Software segment primarily consists of a vertical software platform for the home that provides software and services to home services companies, consumers, and service providers. Our Insurance segment, with approximately 334 thousand insurance and warranty policies in force, offers various property-related insurance policies through our risk-bearing carrier, our independent agency selling home and auto insurance for over 29 major and regional insurance companies, and our risk-bearing home warranty companies. Our Insurance segment also includes warranty service offerings and a captive reinsurance provider.
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 nine months ended September 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. Five reinsurers represented 63% of our total reinsurance balance due as of September 30, 2023.
Substantially all of our insurance-related revenues in the Insurance segment are derived from customers in Texas (which represent approximately 64% of Insurance segment revenues in the nine months ended September 30, 2023), South Carolina (which represent approximately 11% of Insurance segment revenues in the nine months ended September 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 nine months ended September 30, 2023 or 2022. As of September 30, 2023, and December 31, 2022, no individual customer accounted for 10% or more of total accounts receivable.
As of September 30, 2023, we held approximately $309.0 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 September 30, 2023, includes $7.7 million held by our captive reinsurance business as collateral for the benefit of Homeowners of America Insurance Company (“HOA”), $0.6 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, $8.0 million in funds held for the payment of possible warranty claims as required under regulatory guidelines in 17 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 19 states, and $2.4 million related to acquisition indemnifications.
The reconciliation of cash, cash equivalents, and restricted cash to amounts presented in the unaudited condensed consolidated statements of cash flows are as follows:
September 30, 2023December 31, 2022
Cash and cash equivalents$343,008$215,060
Restricted cash18,70613,545
Cash, cash equivalents, and restricted cash$361,714$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 September 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 25%. See Note 6, Intangible Assets and Goodwill, for a discussion of the impairment analysis.
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 that includes the potentially impaired long-lived asset, at the lowest level at which there are separate, identifiable cash flows.
Throughout 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 in the first quarter, primarily related to acquired technology, trademarks and trade names, 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 nine months ended September 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 September 30, 2023, and December 31, 2022, DAC of $32.5 million and $8.7 million is included in prepaid expenses and other current assets. Amortized deferred acquisition costs included in selling and marketing expense, amounted to $15.7 million and $5.3 million, for the three months ended September 30, 2023 and 2022, respectively, and $34.3 million and $12.5 million, for the nine months ended September 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 1Observable inputs, such as quoted prices (unadjusted) in active markets for identical assets or liabilities at the measurement date;
Level 2Observable 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 3Unobservable 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:
September 30,
2023		December 31,
2022
Ceded reinsurance premiums payable$26,369$29,204
Commissions payable, reinsurers and agents7,34421,045
Advance premiums13,0838,668
Funds held under reinsurance treaty5,7181,851
General and accrued expenses payable1,669942
Other insurance liabilities, current$54,183$61,710
Income Taxes
Benefit (provision) for income taxes for the three months ended September 30, 2023, and 2022, were $(0.1) million and less than $0.1 million, respectively, and the effective tax rates for these periods were (2.1)% and less than 0.1%, 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. Benefit (provision) for income taxes for the nine months ended September 30, 2023 and 2022, were less than $(0.1) million and $(0.3) million, respectively, and the effective tax rates for these periods were less than (0.1)% and (0.2)%, 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.
v3.23.3
Revenue
 9 Months Ended
Sep. 30, 2023
Revenue from Contract with Customer [Abstract]  
Revenue
Note 2. Revenue
Disaggregation of Revenue
Total revenues consisted of the following:
Three Months Ended September 30,Nine Months Ended September 30,
2023202220232022
Vertical Software segment
Software and service subscriptions$17,307 $18,086 $51,640 $55,164 
Move-related transactions12,488 21,569 32,503 51,155 
Post-move transactions4,533 5,364 13,247 15,644 
Total Vertical Software segment revenue34,328 45,019 97,390 121,963 
Insurance segment
Insurance and warranty premiums, commissions and policy fees95,228 32,334 218,300 89,872 
Total Insurance segment revenue95,228 32,334 218,300 89,872 
Total revenue(1)
$129,556 $77,353 $315,690 $211,835 
______________________________________
(1)Revenue recognized during the three months ended September 30, 2023 and 2022, includes revenue of $88.2 million and $19.1 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 nine months ended September 30, 2023 and 2022, was $193.2 million and $56.4 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 September 30, 2023, and December 31, 2022.
Contract Assets - Insurance Commissions Receivable
A summary of the activity impacting the contract assets during the nine months ended September 30, 2023, is presented below:
Contract Assets
Balance at December 31, 2022$15,521 
Estimated lifetime value of commissions on insurance policies sold by carriers5,531 
Cash receipts(3,636)
Balance at September 30, 2023$17,416 

As of September 30, 2023, and December 31, 2022, $3.7 million and $3.3 million, respectively, of contract assets were expected to be collected within the immediately following 12 months and therefore were included in current accounts receivable on the unaudited condensed consolidated balance sheets. The remaining $13.7 million and $12.3 million as of September 30, 2023, and December 31, 2022, respectively, of contract assets are expected to be collected after the immediately following 12 months and were 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 nine months ended September 30, 2023, is presented below:
Vertical Software
Deferred Revenue
Balance at December 31, 2022$3,874 
Revenue recognized(12,635)
Additional amounts deferred12,378 
Balance at September 30, 2023$3,617 

Deferred revenue on the unaudited condensed consolidated balance sheet as of September 30, 2023, and December 31, 2022, includes $261.9 million and $266.8 million, respectively, of deferred revenue related to the Insurance segment. The portion of insurance premiums related to the unexpired term of policies in force as of the end of the reporting period and to be earned over the remaining term of these policies is deferred and reported as deferred revenue.
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 September 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 September 30, 2023, we had $19.3 million, $4.1 million and $2.9 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 September 30, 2023 and 2022, we incurred $1.6 million and $2.0 million, respectively, in expenses related to warranty claims. For the nine months ended September 30, 2023 and 2022, we incurred $4.1 million and $2.0 million, respectively, in expenses related to warranty claims.
v3.23.3
Investments
 9 Months Ended
Sep. 30, 2023
Investments [Abstract]  
Investments
Note 3. Investments
The following table summarizes investment income and realized gains and losses on investments during the periods presented.
Three Months Ended September 30,Nine Months Ended September 30,
2023202220232022
Investment income, net of investment expenses$2,515 $384 $4,618 $962 
Realized gains on investments61 10 72 16 
Realized losses on investments(91)(59)(198)(203)
Investment income and realized gains (losses), net of investment expenses $2,485 $335 $4,492 $775 
The following tables summarize the amortized cost, fair value, and unrealized gains and losses of investment securities.
As of September 30, 2023
Amortized CostGross UnrealizedFair Value
GainsLosses
U.S. Treasuries$32,651 $15 $(600)$32,066 
Obligations of states, municipalities and political subdivisions14,939 — (1,405)13,534 
Corporate bonds47,258 2 (3,634)43,626 
Residential and commercial mortgage-backed securities24,173 3 (1,648)22,528 
Other loan-backed and structured securities3,990 — (376)3,614 
Total investment securities$123,011 $20 $(7,663)$115,368 
As of December 31, 2022
Amortized CostGross UnrealizedFair Value
GainsLosses
U.S. Treasuries$35,637 $5 $(320)$35,322 
Obligations of states, municipalities and political subdivisions11,549 2 (1,326)10,225 
Corporate bonds31,032 32 (2,837)28,227 
Residential and commercial mortgage-backed securities12,790 11 (1,268)11,533 
Other loan-backed and structured securities6,804 6 (476)6,334 
Total investment securities$97,812 $56 $(6,227)$91,641 

The amortized cost and fair value of securities at September 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 September 30, 2023
Remaining Time to MaturityAmortized CostFair Value
Due in one year or less$27,913 $27,785 
Due after one year through five years31,760 29,980 
Due after five years through ten years26,597 23,797 
Due after ten years8,575 7,664 
Residential and commercial mortgage-backed securities24,175 22,528 
Other loan-backed and structured securities3,991 3,614 
Total$123,011 $115,368 

Investments as of September 30, 2023, include $22.5 million of investments held by our captive reinsurance businesses as collateral for the benefit of HOA. Of this amount, $1.9 million is classified as short-term investments, and $20.5 million is classified as long-term investments.
Other-Than-Temporary Impairment
We regularly review our individual investment securities for other-than-temporary impairment. We consider various factors in determining whether each individual security is other-than-temporarily impaired, including:
-the financial condition and near-term prospects of the issuer, including any specific events that may affect its operations or earnings;
-the extent to which the market value of the security has been below its cost or amortized cost;
-general market conditions and industry or sector-specific factors;
-nonpayment by the issuer of its contractually obligated interest and principal payments; and
-our intent and ability to hold the investment for a period of time sufficient to allow for the recovery of costs.
Securities with gross unrealized loss position, aggregated by investment category and length of time the individual securities have been in a continuous loss position, are as follows:
Less Than Twelve MonthsTwelve Months or GreaterTotal
As of September 30, 2023Gross
Unrealized
Loss		Fair
Value		Gross
Unrealized
Loss		Fair
Value		Gross
Unrealized
Loss		Fair
Value
U.S. Treasuries$(533)$31,214 $(67)$520 $(600)$31,734 
Obligations of states, municipalities and political subdivisions(1,174)11,564 (231)1,559 (1,405)13,123 
Corporate bonds(3,070)37,402 (564)5,218 (3,634)42,620 
Residential and commercial mortgage-backed securities(1,110)19,031 (538)2,967 (1,648)21,998 
Other loan-backed and structured securities(366)3,564 (10)51 (376)3,615 
Total securities$(6,253)$102,775 $(1,410)$10,315 $(7,663)$113,090 
Less Than Twelve MonthsTwelve Months or GreaterTotal
As of December 31, 2022Gross
Unrealized
Loss		Fair
Value		Gross
Unrealized
Loss		Fair
Value		Gross
Unrealized
Loss		Fair
Value
U.S. Treasuries$(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 September 30, 2023, and December 31, 2022, there were 596 and 483 securities, respectively, in an unrealized loss position. Of these securities, 86 had been in an unrealized loss position for 12 months or longer as of September 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. We expect that the securities will 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 September 30, 2023.
v3.23.3
Fair Value
 9 Months Ended
Sep. 30, 2023
Fair Value Disclosures [Abstract]  
Fair Value
Note 4. Fair Value
The following tables summarize the fair value measurements of assets and liabilities that are measured at fair value on a recurring basis.
Fair Value Measurement as of September 30, 2023
Level 1Level 2Level 3Total
Fair Value
Assets
Money market mutual funds$194,989 $— $— $194,989 
Debt securities:
U.S. Treasuries32,066 — — 32,066 
Obligations of states and municipalities— 13,534 — 13,534 
Corporate bonds— 43,626 — 43,626 
Residential and commercial mortgage-backed securities— 22,528 — 22,528 
Other loan-backed and structured securities— 3,614 — 3,614 
$227,055 $83,302 $— $310,357 
Liabilities
Contingent consideration - business combinations (1)
$— $— $20,529 $20,529 
Contingent consideration - earnout— — 44 44 
Private warrant liability— — 87 87 
Embedded derivatives— — 26,310 26,310 
$— $— $46,970 $46,970 
Fair Value Measurement as of December 31, 2022
Level 1Level 2Level 3Total
Fair Value
Assets
Money market mutual funds$6,619 $— $— $6,619 
Debt securities:
U.S. Treasuries35,322 — — 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 (2)
$— $— $24,546 $24,546 
Contingent consideration - earnout— — 44 44 
Private warrant liability— — 707 707 
$— $— $25,297 $25,297 
______________________________________
(1)The Condensed Consolidated Balance Sheets include $0.7 million in accrued expenses and other current liabilities and $19.9 million in other liabilities as of September 30, 2023, for contingent consideration related to business combinations.
(2)The Condensed Consolidated Balance Sheets include $1.4 million in accrued expenses and other current liabilities and $23.2 million in other liabilities as of December 31, 2022, for contingent consideration related to business combinations.
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 LLC (“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 September 30, 2023, the key inputs used to determine the fair value of $16.6 million included the stock price of $0.80, strike price of $36.00, discount rate of 15.6% and volatility of 95%. 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 September 30, 2023, the key inputs used to determine the fair value of $4.3 million were management’s cash flow estimates and the discount rate of 17%. 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 less than $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 September 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 $0.80 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 September 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 2.23 years, and stock price of $0.80. 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 aggregate principal amount of the 2026 Notes remains outstanding on June 14, 2026, the 2028 Note holders have the right to require us to repurchase for cash on June 15, 2026, all or any portion of their 2028 Notes, in principal amounts of one thousand  dollars or an integral number thereof, at a repurchase price equal to 106.5% of the principal amount of the 2028 Notes to be repurchased, plus accrued and unpaid interest to, but excluding, the repurchase date.
•Fundamental change option. If we undergo a fundamental change, as defined in the indenture governing the 2028 Notes and subject to certain conditions, holders of the 2028 Notes have the right to require us to repurchase for cash all or any portion of their 2028 Notes, in principal amounts of one thousand dollars or an integral multiple thereof, at a repurchase price equal to 105.25% of the principal amount of the 2028 Notes to be repurchased, plus accrued and unpaid interest to, but excluding, the repurchase date. A
fundamental change includes events such as a change in control, recapitalization, liquidation, dissolution, or delisting.
•Asset sale repurchase option. If we sell assets and receive net cash proceeds of $2.5 million in excess of the Asset Sale Threshold (as defined below) (such excess net cash proceeds, the “Excess Proceeds”), we must offer to all holders of 2028 Notes to repurchase their 2028 Notes for an aggregate amount of cash equal to 50% of such Excess Proceeds at a repurchase price per 2028 Note equal to 100% of the principal amount thereof, plus accrued and unpaid interest to, but excluding, the relevant purchase date, if any. “Asset Sale Threshold” means $20.0 million in the aggregate, provided that on and after the date on which the cumulative net cash proceeds received by the Company and its restricted subsidiaries from the sale of assets after April 20, 2023 exceeds $20.0 million in the aggregate, the “Asset Sale Threshold” means $0.
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 Consideration - EarnoutContingent Consideration - Business CombinationsEmbedded DerivativesPrivate Warrant Liability
Fair value as of December 31, 2022$44 $24,546 $— $707 
Additions— — 23,870 — 
Settlements— (420)— — 
Change in fair value, loss (gain) included in net loss(1)
— (3,597)2,440 (620)
Fair value as of September 30, 2023$44 $20,529 $26,310 $87 
Contingent Consideration - EarnoutContingent Consideration - Business CombinationsPrivate Warrant Liability
Fair value as of December 31, 2021$13,866 $9,617 $15,193 
Additions— 8,900 — 
Settlements— (540)— 
Change in fair value, loss (gain) included in net loss(1)
(13,809)5,251 (14,391)
Fair value as of September 30, 2022$57 $23,228 $802 
______________________________________
(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 September 30, 2023, and December 31, 2022, the fair value of the 2026 Notes (see Note 7) is $73.4 million and $238.6 million, respectively. The decrease of $165.2 million is primarily due to the decline in the stock price at September 30, 2023, as compared to December 31, 2022. As of September 30, 2023, the fair value of the 2028 Notes (see Note 7) was $195.0 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.
v3.23.3
Property, Equipment, and Software
 9 Months Ended
Sep. 30, 2023
Property, Plant and Equipment [Abstract]  
Property, Equipment, and Software
Note 5. Property, Equipment, and Software
Property, equipment, and software, net, consists of the following:
September 30,
2023		December 31,
2022
Software and computer equipment$8,288 $8,326 
Furniture, office equipment, and other1,549 2,118 
Internally developed software22,204 17,128 
Leasehold improvements1,176 1,178 
33,217 28,750 
Less: Accumulated depreciation and amortization(17,557)(16,510)
Property, equipment, and software, net$15,660 $12,240 

Depreciation and amortization expense related to property, equipment, and software was $1.4 million and $1.0 million for the three months ended September 30, 2023 and 2022, respectively, and $3.8 million and $3.0 million for the nine months ended September 30, 2023 and 2022, respectively.
v3.23.3
Intangible Assets and Goodwill
 9 Months Ended
Sep. 30, 2023
Goodwill and Intangible Assets Disclosure [Abstract]  
Intangible Assets and Goodwill
Note 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 tables summarize intangible asset balances.
As of September 30,2023Weighted
Average
Useful Life
(in years)		Intangible
Assets,
gross		Accumulated
Amortization
And
Impairment		Intangible
Assets,
Net
Customer relationships9.0$69,504 $(21,823)$47,681 
Acquired technology5.036,041 (20,815)15,226 
Trademarks and tradenames10.023,443 (6,175)17,268 
Non-compete agreements3.0616 (443)173 
Value of business acquired1.0400 (400)— 
Renewal rights6.09,734 (3,090)6,644 
Insurance licensesIndefinite4,960 — 4,960 
Total intangible assets$144,698 $(52,746)$91,952 
As of December 31,2022Weighted
Average
Useful Life
(in years)		Intangible
Assets,
gross		Accumulated
Amortization
And
Impairment		Intangible
Assets,
Net
Customer relationships9.0$69,730$(15,079)$54,651
Acquired technology5.037,932(16,468)21,464
Trademarks and tradenames10.025,071(5,724)19,347
Non-compete agreements3.0619(407)212
Value of business acquired1.0400(400)—
Renewal rights6.09,734(2,113)7,621
Insurance licensesIndefinite4,960—4,960
Total intangible assets$148,446$(40,191)$108,255

The aggregate amortization expense related to intangibles was $4.9 million and $7.6 million for the three months ended September 30, 2023 and 2022, respectively, and $14.7 million and $18.5 million for the nine months ended September 30, 2023 and 2022, respectively.
During the nine months ended September 30, 2023, we recorded impairment charges of $2.0 million, primarily related to acquired technology, trademarks and trade names, 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 nine months ended September 30, 2023.
Balance as of December 31, 2022, net of accumulated impairment of $43.8 million
$244,697 
Acquisition2,421 
Impairment loss(55,211)
Balance as of September 30, 2023, net of accumulated impairment of $99.0 million
$191,907 

During each of the first three 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 the Vertical Software reporting unit exceeded its carrying value by less than 5%, and the fair value of the 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. An impairment charge of $55.2 million was recognized in impairment loss on intangible assets and goodwill in the unaudited condensed consolidated statements of operations in the second quarter. 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%.
The results of the quantitative impairment assessment as of September 30, 2023, indicated that the fair value of the Vertical Software reporting unit exceeded its carrying value by approximately 5%. As a result, the remaining goodwill balance at Vertical Software 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
September 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.
v3.23.3
Debt
 9 Months Ended
Sep. 30, 2023
Debt Disclosure [Abstract]  
Debt
Note 7. Debt
The following tables summarize outstanding debt as of September 30, 2023, and December 31, 2022.
PrincipalUnaccreted
Discount		Debt
Issuance
Costs		Carrying
Value
Convertible senior notes, due 2026$225,000 $— $(3,611)$221,389 
Convertible senior notes, due 2028333,334 (119,106)(4,562)209,666 
Advance funding arrangement1,497 — — 1,497 
Other notes300 (19)— 281 
Balance as of September 30, 2023$560,131 $(119,125)$(8,173)$432,833 
PrincipalUnaccreted
Discount		Debt
Issuance
Costs		Carrying
Value
Convertible senior notes, due 2026$425,000 $— $(8,508)$416,492 
Advance funding arrangement15,670 (760)— 14,910 
Term loan facility, due 202910,000 — — 10,000 
Other notes450 (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 $0.7 million and $1.4 million for the three months ended September 30, 2023 and 2022, respectively, and $2.9 million and $4.1 million for the nine months ended September 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 $333.3 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 one thousand  dollars 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 $9.5 million and $16.8 million in the three and nine months ended September 30, 2023, respectively. Interest expense includes $5.6 million contractual interest expense and $3.9 million amortization of debt issuance costs and discount for the three months ended September 30, 2023, and
$10.1 million contractual interest expense and $6.7 million amortization of debt issuance costs and discount for the nine months ended September 30, 2023. 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 less than $0.1 million and $0.5 million for the three months ended September 30, 2023 and 2022, respectively, and $0.9 million and $2.1 million for the nine months ended September 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.
v3.23.3
Stockholders' Equity and Warrants
 9 Months Ended
Sep. 30, 2023
Stockholders' Equity Note [Abstract]  
Stockholders' Equity and Warrants
Note 8. Stockholders' Equity and Warrants
Common Shares Outstanding and Common Stock Equivalents
The following table summarizes our fully diluted capital structure.
September 30,
2023		December 31,
2022
Issued and outstanding common shares96,432,32396,405,838
Earnout shares (1)
2,050,0002,050,000
Total common shares issued and outstanding98,482,32398,455,838
Common shares reserved for future issuance:
Private warrants1,795,7001,795,700
Stock options (Note 9)3,685,5263,862,918
Restricted and performance stock units and awards (Note 9)12,710,8916,230,165
2020 Equity Plan pool reserved for future issuance (Note 9)8,288,97611,189,745
Convertible senior notes, due 2026 ⁽²⁾8,999,01016,998,130
Convertible senior notes, due 202813,331,893—
Contingently issuable shares in connection with acquisitions (3)
24,362,72610,631,558
Total shares of common stock outstanding and reserved for future issuance171,657,045149,164,054
______________________________________
(1)Earnout shares will expire on December 24, 2023, if closing price of our common stock does not equal or exceed $22.00 per share before that date.
(2)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.
(3)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. The contingency period for the Floify acquisition ends in December 2024. The contingency period for the HOA acquisition ended in April 2023.

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 nine months ended September 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 September 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 nine months ended September 30, 2023.
Number of
Warrants		Number of
Common
Shares Issued
Balances as of December 31, 20221,795,70011,521,412
Exercised——
Canceled——
Balances as of September 30, 20231,795,70011,521,412
v3.23.3
Stock-Based Compensation
 9 Months Ended
Sep. 30, 2023
Share-Based Payment Arrangement [Abstract]  
Stock-Based Compensation
Note 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 September 30,Nine Months Ended September 30,
2023202220232022
Selling and marketing$1,087 $1,690 $3,028 $3,592 
Product and technology1,947 911 4,650 3,888 
General and administrative3,945 2,488 12,599 13,165 
Total stock-based compensation expense$6,979 $5,089 $20,277 $20,645 

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 nine months ended September 30, 2023:
Number of
Options 		Number of
Restricted
Stock Units		Number of
Performance
Restricted
Stock Units
Balances as of December 31, 20223,862,9185,309,241920,924
Granted—6,520,5923,135,073
Vested(2,295,474)—
Exercised(11,564)——
Forfeited, canceled or expired(165,828)(879,465)—
Balances as of September 30, 20233,685,5268,654,8944,055,997
v3.23.3
Reinsurance
 9 Months Ended
Sep. 30, 2023
Reinsurance Disclosures [Abstract]  
Reinsurance
Note 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 9.5% of P&C losses of our remaining business in Texas and 8% 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 were updated in August 2023 after the events described in the “Terminated Reinsurance Contract” section below. Coverage for wind storms starts at $20 million per occurrence. Losses are shared between $20 million and $80 million. Over $80 million, losses are covered 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 nine months ended September 30, 2023 and 2022, were as follows:
Three Months Ended September 30,
20232022
WrittenEarnedWrittenEarned
Direct premiums$130,952$117,032$137,047$105,245
Ceded premiums30,358 (41,846)(119,131)(93,982)
Net premiums$161,310$75,186$17,916$11,263
Nine Months Ended September 30,
20232022
WrittenEarnedWrittenEarned
Direct premiums$349,365 $348,253 $349,084 $282,645 
Ceded premiums(34,763)(188,686)(297,693)(248,804)
Net premiums$314,602 $159,567 $51,391 $33,841 

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 nine months ended September 30, 2023.
The effects of reinsurance on incurred losses and loss adjustment expense (“LAE”) for the three and nine months ended September 30, 2023 and 2022, were as follows:
Three Months Ended September 30,Nine Months Ended September 30,
2023202220232022
Direct losses and LAE$44,273 $77,471 $271,879 $220,309 
Ceded losses and LAE(1,727)(60,900)(115,325)(180,006)
Net losses and LAE$42,546 $16,571 $156,554 $40,303 
The detail of reinsurance balances due is as follows:
September 30,
2023		December 31,
2022
Ceded unearned premium$49,271 $203,157 
Losses and LAE reserve25,772 76,999 
Reinsurance recoverable23,118 18,765 
Other330 139 
Reinsurance balance due$98,491 $299,060 

Terminated Reinsurance Contract
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 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 the associated contract 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, and HOA would have been contracted to pay approximately $20 million in additional premium payments during July through December 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. We are also seeking recovery of all losses and damages incurred as a result of terminating the reinsurance agreement due to allegations of fraudulent activity by third parties.
In the second quarter of 2023, 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. During the third quarter of 2023, we experienced improvement in loss reserves, which reduced the amount of the reinsurance recoverable by approximately $7.0 million.
HOA has secured supplemental reinsurance coverage in the amount of approximately $166 million, replacing nearly all of the reinsurance coverage for certain catastrophic weather events that was in place under the terminated reinsurance contract. HOA is currently seeking additional supplemental reinsurance coverage in order to maintain adequate coverage in future periods against potential excess losses in the event of a severe weather event for which it has not obtained supplemental coverage and to satisfy regulatory and rating agency requirements.
v3.23.3
Unpaid Losses and Loss Adjustment Reserve
 9 Months Ended
Sep. 30, 2023
Liability for Claims and Claims Adjustment Expense [Abstract]  
Unpaid Losses and Loss Adjustment Reserve
Note 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 nine months ended September 30, 2023:
Reserve for unpaid losses and LAE at December 31, 2022$100,632
Reinsurance recoverables on losses and LAE at December 31, 2022(76,999)
Reserve for unpaid losses and LAE reserve, net of reinsurance recoverables at December 31, 202223,633
Add provisions (reductions) for losses and LAE occurring in:
Current year (1)
182,010
Prior years1,486
Net incurred losses and LAE during the current year183,496
Deduct payments for losses and LAE occurring in:
Current year(85,481)
Prior years(17,645)
Net claim and LAE payments during the current year (103,126)
Reserve for losses and LAE, net of reinsurance recoverables at September 30, 2023104,003
Reinsurance recoverables on losses and LAE at September 30, 202325,772
Reserve for unpaid losses and LAE at September 30, 2023$129,775
______________________________________
(1)Also includes certain charges related to Vesttoo (see Note 10).

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 $1.5 million for the nine months ended September 30, 2023.
v3.23.3
Commitments and Contingencies
 9 Months Ended
Sep. 30, 2023
Commitments and Contingencies Disclosure [Abstract]  
Commitments and Contingencies
Note 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 denied in part. The Second Amended Complaint was filed in July 2023. In September 2023, Defendants filed a Motion to Strike the Second Amended Complaint on several grounds. Defendants’ forthcoming motion to dismiss will be reset upon resolution of that motion. The case is otherwise stayed. 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.
v3.23.3
Business Combinations
 9 Months Ended
Sep. 30, 2023
Business Combinations [Abstract]  
Business Combinations
Note 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.
v3.23.3
Segment Information
 9 Months Ended
Sep. 30, 2023
Segment Reporting [Abstract]  
Segment Information
Note 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 our 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.
Our Vertical Software segment primarily consists of a vertical software platform for the home that provides software and services to home services companies, consumers, and service providers.
Our Insurance segment, with approximately 334 thousand insurance and warranty policies in force, offers various property-related insurance policies through our risk-bearing carrier, our independent agency selling home and auto insurance for over 29 major and regional insurance companies, and our risk-bearing home warranty companies. Our Insurance segment also includes warranty service offerings and a captive reinsurance provider.
The following table summarizes revenue by segment.
Three Months Ended September 30,Nine Months Ended September 30,
2023202220232022
Vertical Software$34,328 $45,019 $97,390 $121,963 
Insurance95,228 32,334 218,300 89,872 
Total revenue$129,556 $77,353 $315,690 $211,835 

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, selling and marketing, product and technology, general and administrative, and provision for (recovery of) 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 selling 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 “Operating income (loss)” below includes the effects of corporate and other items that the CODM does not consider in assessing segment performance.
Three Months Ended September 30,Nine Months Ended September 30,
2023202220232022
Segment Adjusted EBITDA (Loss):
Vertical Software$3,179 $5,545 $4,599 $14,081 
Insurance19,038 (859)(19,328)(6,253)
Subtotal22,217 4,686 (14,729)7,828 
Reconciling items:
Corporate and other(13,378)(15,592)(41,448)(44,094)
Depreciation and amortization(6,272)(8,675)(18,501)(21,574)
Stock-based compensation expense(6,979)(5,089)(20,277)(20,645)
Restructuring costs(712)— (2,789)— 
Acquisition and other transaction costs(22)(261)(408)(1,583)
Impairment loss on intangible assets and goodwill— (57,057)(57,232)(57,057)
Recovery of (loss on) reinsurance contract (see Note 10)7,043 — (41,201)— 
Impairment loss on property, equipment and software— (30)(254)(101)
Change in fair value of contingent consideration787 (565)3,597 (5,251)
Investment income and realized gains(2,485)(335)(4,492)(775)
Operating income (loss)$199 $(82,918)$(197,734)$(143,252)

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 September 30, 2023, and December 31, 2022, we did not have material assets located outside of the United States.
v3.23.3
Net Loss Per Share
 9 Months Ended
Sep. 30, 2023
Earnings Per Share [Abstract]  
Net Loss Per Share
Note 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 nine months ended September 30, 2023 and 2022:
Three Months Ended September 30,Nine Months Ended September 30,
2023202220232022
Numerator:
Net loss used to compute net loss per share - basic and diluted$(5,744)$(84,476)$(131,447)$(121,086)
Denominator:
Weighted average shares outstanding used to compute net loss used to compute net loss per share - basic and diluted96,366,61397,792,48595,770,67697,009,351
Net loss per share - basic and diluted$(0.06)$(0.86)$(1.37)$(1.25)

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 September 30,Nine Months Ended September 30,
2023202220232022
Stock options3,685,5264,149,3943,685,5264,149,394
Restricted stock units and awards8,654,8945,193,1778,654,8945,193,177
Performance restricted stock units4,055,9971,825,7194,055,9971,825,719
Public and private warrants1,795,7001,795,7001,795,7001,795,700
Earnout shares (1)
2,050,0002,050,0002,050,0002,050,000
Convertible debt (2)
22,330,90316,998,13022,330,90316,998,130
Contingently issuable shares in connection with acquisitions (3)
24,362,7268,354,43724,362,7268,354,437
______________________________________
(1)Earnout shares will expire on December 24, 2023, if closing price of our common stock does not equal or exceed $22.00 per share before that date.
(2)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 $25.00 per share, which is equal to the conversion price of the 2026 Notes and 2028 Notes. The capped call transactions are designed to limit the amount of dilution of our common stock upon conversion of the notes. The maximum number of shares purchasable by us under the capped call transactions is 16,998,130. The options that underly the capped call transactions expire on September 15, 2026.
(3)In connection with the acquisitions of Floify and HOA, we provided an obligation to issue a certain amount of common stock to the extent specified market conditions are met in the future. Contingently issuable shares are calculated in accordance with the purchase agreement, assuming they would be issuable if the end of the reporting periods were the end of the contingency period. The contingency period for the Floify acquisition ends in December 2024. The contingency period for the HOA acquisition ended in April 2023.
v3.23.3
Pay vs Performance Disclosure - USD ($)
$ in Thousands
 3 Months Ended 9 Months Ended
Sep. 30, 2023
Sep. 30, 2022
Sep. 30, 2023
Sep. 30, 2022
Pay vs Performance Disclosure        
Net Income (Loss) $ (5,744) $ (84,476) $ (131,447) $ (121,086)
v3.23.3
Insider Trading Arrangements
 3 Months Ended 9 Months Ended
Sep. 30, 2023
shares
Sep. 30, 2023
shares
Trading Arrangements, by Individual    
Rule 10b5-1 Arrangement Adopted false  
Non-Rule 10b5-1 Arrangement Adopted false  
Rule 10b5-1 Arrangement Terminated false  
Non-Rule 10b5-1 Arrangement Terminated false  
Matt Ehrlichman [Member]    
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 was scheduled to terminate on December 31, 2023, unless earlier terminated pursuant to its terms, and covered the purchase of up to an aggregate of 2,327,777 shares of the Company’s common stock. The 10b5-1 Plan was intended to satisfy the affirmative defense Rule of 10b5-1(c). Trades under the 10b5-1 Plan did not commence until at least 90 days following the date on which such plan was entered. As of October 2, 2023, all shares of the Company's common stock subject to the 10b5-1 Plan had been purchased and the 10b5-1 Plan terminated in accordance with its terms.
Name Matt Ehrlichman  
Title Chairman, Chief Executive Officer, and Founder  
Rule 10b5-1 Arrangement Adopted true  
Adoption Date June 2, 2023  
Rule 10b5-1 Arrangement Terminated true  
Arrangement Duration 122 days  
Aggregate Available 2,327,777 2,327,777
v3.23.3
Description of Business and Summary of Significant Accounting Policies (Policies)
 9 Months Ended
Sep. 30, 2023
Accounting Policies [Abstract]  
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 nine months ended September 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 LossComprehensive 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. Five reinsurers represented 63% of our total reinsurance balance due as of September 30, 2023.
Substantially all of our insurance-related revenues in the Insurance segment are derived from customers in Texas (which represent approximately 64% of Insurance segment revenues in the nine months ended September 30, 2023), South Carolina (which represent approximately 11% of Insurance segment revenues in the nine months ended September 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 nine months ended September 30, 2023 or 2022. As of September 30, 2023, and December 31, 2022, no individual customer accounted for 10% or more of total accounts receivable.
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 September 30, 2023, includes $7.7 million held by our captive reinsurance business as collateral for the benefit of Homeowners of America Insurance Company (“HOA”), $0.6 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, $8.0 million in funds held for the payment of possible warranty claims as required under regulatory guidelines in 17 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 19 states, and $2.4 million related to acquisition indemnifications.
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 September 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 25%. See Note 6, Intangible Assets and Goodwill, 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 that includes the potentially impaired long-lived asset, at the lowest level at which there are separate, identifiable cash flows.
Throughout 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 in the first quarter, primarily related to acquired technology, trademarks and trade names, 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 nine months ended September 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 CostsWe 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.
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 1Observable inputs, such as quoted prices (unadjusted) in active markets for identical assets or liabilities at the measurement date;
Level 2Observable 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 3Unobservable 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.
Income Taxes
Income Taxes
Benefit (provision) for income taxes for the three months ended September 30, 2023, and 2022, were $(0.1) million and less than $0.1 million, respectively, and the effective tax rates for these periods were (2.1)% and less than 0.1%, 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. Benefit (provision) for income taxes for the nine months ended September 30, 2023 and 2022, were less than $(0.1) million and $(0.3) million, respectively, and the effective tax rates for these periods were less than (0.1)% and (0.2)%, 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.
v3.23.3
Description of Business and Summary of Significant Accounting Policies (Tables)
 9 Months Ended
Sep. 30, 2023
Accounting Policies [Abstract]  
Schedule of cash, cash equivalents and restricted cash
The reconciliation of cash, cash equivalents, and restricted cash to amounts presented in the unaudited condensed consolidated statements of cash flows are as follows:
September 30, 2023December 31, 2022
Cash and cash equivalents$343,008$215,060
Restricted cash18,70613,545
Cash, cash equivalents, and restricted cash$361,714$228,605
Schedule of components of other insurance liabilities, current
The following table details the components of other insurance liabilities, current, on the unaudited condensed consolidated balance sheets:
September 30,
2023		December 31,
2022
Ceded reinsurance premiums payable$26,369$29,204
Commissions payable, reinsurers and agents7,34421,045
Advance premiums13,0838,668
Funds held under reinsurance treaty5,7181,851
General and accrued expenses payable1,669942
Other insurance liabilities, current$54,183$61,710
v3.23.3
Revenue (Tables)
 9 Months Ended
Sep. 30, 2023
Revenue from Contract with Customer [Abstract]  
Schedule of disaggregation of revenue
Total revenues consisted of the following:
Three Months Ended September 30,Nine Months Ended September 30,
2023202220232022
Vertical Software segment
Software and service subscriptions$17,307 $18,086 $51,640 $55,164 
Move-related transactions12,488 21,569 32,503 51,155 
Post-move transactions4,533 5,364 13,247 15,644 
Total Vertical Software segment revenue34,328 45,019 97,390 121,963 
Insurance segment
Insurance and warranty premiums, commissions and policy fees95,228 32,334 218,300 89,872 
Total Insurance segment revenue95,228 32,334 218,300 89,872 
Total revenue(1)
$129,556 $77,353 $315,690 $211,835 
______________________________________
(1)Revenue recognized during the three months ended September 30, 2023 and 2022, includes revenue of $88.2 million and $19.1 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 nine months ended September 30, 2023 and 2022, was $193.2 million and $56.4 million, respectively.
Summary of the activity impacting the contract assets
A summary of the activity impacting the contract assets during the nine months ended September 30, 2023, is presented below:
Contract Assets
Balance at December 31, 2022$15,521 
Estimated lifetime value of commissions on insurance policies sold by carriers5,531 
Cash receipts(3,636)
Balance at September 30, 2023$17,416 
Summary of the activity impacting deferred revenue
A summary of the activity impacting deferred revenue balances during the nine months ended September 30, 2023, is presented below:
Vertical Software
Deferred Revenue
Balance at December 31, 2022$3,874 
Revenue recognized(12,635)
Additional amounts deferred12,378 
Balance at September 30, 2023$3,617 
v3.23.3
Investments (Tables)
 9 Months Ended
Sep. 30, 2023
Investments [Abstract]  
Schedule of gain and losses on investments
The following table summarizes investment income and realized gains and losses on investments during the periods presented.
Three Months Ended September 30,Nine Months Ended September 30,
2023202220232022
Investment income, net of investment expenses$2,515 $384 $4,618 $962 
Realized gains on investments61 10 72 16 
Realized losses on investments(91)(59)(198)(203)
Investment income and realized gains (losses), net of investment expenses $2,485 $335 $4,492 $775 
Summary of amortized cost, market value and unrealized gains (losses) of debt securities
The following tables summarize the amortized cost, fair value, and unrealized gains and losses of investment securities.
As of September 30, 2023
Amortized CostGross UnrealizedFair Value
GainsLosses
U.S. Treasuries$32,651 $15 $(600)$32,066 
Obligations of states, municipalities and political subdivisions14,939 — (1,405)13,534 
Corporate bonds47,258 2 (3,634)43,626 
Residential and commercial mortgage-backed securities24,173 3 (1,648)22,528 
Other loan-backed and structured securities3,990 — (376)3,614 
Total investment securities$123,011 $20 $(7,663)$115,368 
As of December 31, 2022
Amortized CostGross UnrealizedFair Value
GainsLosses
U.S. Treasuries$35,637 $5 $(320)$35,322 
Obligations of states, municipalities and political subdivisions11,549 2 (1,326)10,225 
Corporate bonds31,032 32 (2,837)28,227 
Residential and commercial mortgage-backed securities12,790 11 (1,268)11,533 
Other loan-backed and structured securities6,804 6 (476)6,334 
Total investment securities$97,812 $56 $(6,227)$91,641 
Summary of remaining time to maturity 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 September 30, 2023
Remaining Time to MaturityAmortized CostFair Value
Due in one year or less$27,913 $27,785 
Due after one year through five years31,760 29,980 
Due after five years through ten years26,597 23,797 
Due after ten years8,575 7,664 
Residential and commercial mortgage-backed securities24,175 22,528 
Other loan-backed and structured securities3,991 3,614 
Total$123,011 $115,368 
Summary of securities with gross unrealized loss position
Securities with gross unrealized loss position, aggregated by investment category and length of time the individual securities have been in a continuous loss position, are as follows:
Less Than Twelve MonthsTwelve Months or GreaterTotal
As of September 30, 2023Gross
Unrealized
Loss		Fair
Value		Gross
Unrealized
Loss		Fair
Value		Gross
Unrealized
Loss		Fair
Value
U.S. Treasuries$(533)$31,214 $(67)$520 $(600)$31,734 
Obligations of states, municipalities and political subdivisions(1,174)11,564 (231)1,559 (1,405)13,123 
Corporate bonds(3,070)37,402 (564)5,218 (3,634)42,620 
Residential and commercial mortgage-backed securities(1,110)19,031 (538)2,967 (1,648)21,998 
Other loan-backed and structured securities(366)3,564 (10)51 (376)3,615 
Total securities$(6,253)$102,775 $(1,410)$10,315 $(7,663)$113,090 
Less Than Twelve MonthsTwelve Months or GreaterTotal
As of December 31, 2022Gross
Unrealized
Loss		Fair
Value		Gross
Unrealized
Loss		Fair
Value		Gross
Unrealized
Loss		Fair
Value
U.S. Treasuries$(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 
v3.23.3
Fair Value (Tables)
 9 Months Ended
Sep. 30, 2023
Fair Value Disclosures [Abstract]  
Schedule of fair value measurements of liabilities measured at fair value on recurring basis
The following tables summarize the fair value measurements of assets and liabilities that are measured at fair value on a recurring basis.
Fair Value Measurement as of September 30, 2023
Level 1Level 2Level 3Total
Fair Value
Assets
Money market mutual funds$194,989 $— $— $194,989 
Debt securities:
U.S. Treasuries32,066 — — 32,066 
Obligations of states and municipalities— 13,534 — 13,534 
Corporate bonds— 43,626 — 43,626 
Residential and commercial mortgage-backed securities— 22,528 — 22,528 
Other loan-backed and structured securities— 3,614 — 3,614 
$227,055 $83,302 $— $310,357 
Liabilities
Contingent consideration - business combinations (1)
$— $— $20,529 $20,529 
Contingent consideration - earnout— — 44 44 
Private warrant liability— — 87 87 
Embedded derivatives— — 26,310 26,310 
$— $— $46,970 $46,970 
Fair Value Measurement as of December 31, 2022
Level 1Level 2Level 3Total
Fair Value
Assets
Money market mutual funds$6,619 $— $— $6,619 
Debt securities:
U.S. Treasuries35,322 — — 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 (2)
$— $— $24,546 $24,546 
Contingent consideration - earnout— — 44 44 
Private warrant liability— — 707 707 
$— $— $25,297 $25,297 
______________________________________
(1)The Condensed Consolidated Balance Sheets include $0.7 million in accrued expenses and other current liabilities and $19.9 million in other liabilities as of September 30, 2023, for contingent consideration related to business combinations.
(2)The Condensed Consolidated Balance Sheets include $1.4 million in accrued expenses and other current liabilities and $23.2 million in other liabilities as of December 31, 2022, for contingent consideration related to business combinations.
Schedule of level 3 items measured at fair value on a recurring basis
The changes for Level 3 items measured at fair value on a recurring basis using significant unobservable inputs are as follows:
Contingent Consideration - EarnoutContingent Consideration - Business CombinationsEmbedded DerivativesPrivate Warrant Liability
Fair value as of December 31, 2022$44 $24,546 $— $707 
Additions— — 23,870 — 
Settlements— (420)— — 
Change in fair value, loss (gain) included in net loss(1)
— (3,597)2,440 (620)
Fair value as of September 30, 2023$44 $20,529 $26,310 $87 
Contingent Consideration - EarnoutContingent Consideration - Business CombinationsPrivate Warrant Liability
Fair value as of December 31, 2021$13,866 $9,617 $15,193 
Additions— 8,900 — 
Settlements— (540)— 
Change in fair value, loss (gain) included in net loss(1)
(13,809)5,251 (14,391)
Fair value as of September 30, 2022$57 $23,228 $802 
______________________________________
(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.
v3.23.3
Property, Equipment, and Software (Tables)
 9 Months Ended
Sep. 30, 2023
Property, Plant and Equipment [Abstract]  
Schedule of property, equipment, and software net
Property, equipment, and software, net, consists of the following:
September 30,
2023		December 31,
2022
Software and computer equipment$8,288 $8,326 
Furniture, office equipment, and other1,549 2,118 
Internally developed software22,204 17,128 
Leasehold improvements1,176 1,178 
33,217 28,750 
Less: Accumulated depreciation and amortization(17,557)(16,510)
Property, equipment, and software, net$15,660 $12,240 
v3.23.3
Intangible Assets and Goodwill (Tables)
 9 Months Ended
Sep. 30, 2023
Goodwill and Intangible Assets Disclosure [Abstract]  
Schedule of intangible assets
Intangible assets are stated at cost or acquisition-date fair value less accumulated amortization and impairment. The following tables summarize intangible asset balances.
As of September 30,2023Weighted
Average
Useful Life
(in years)		Intangible
Assets,
gross		Accumulated
Amortization
And
Impairment		Intangible
Assets,
Net
Customer relationships9.0$69,504 $(21,823)$47,681 
Acquired technology5.036,041 (20,815)15,226 
Trademarks and tradenames10.023,443 (6,175)17,268 
Non-compete agreements3.0616 (443)173 
Value of business acquired1.0400 (400)— 
Renewal rights6.09,734 (3,090)6,644 
Insurance licensesIndefinite4,960 — 4,960 
Total intangible assets$144,698 $(52,746)$91,952 
As of December 31,2022Weighted
Average
Useful Life
(in years)		Intangible
Assets,
gross		Accumulated
Amortization
And
Impairment		Intangible
Assets,
Net
Customer relationships9.0$69,730$(15,079)$54,651
Acquired technology5.037,932(16,468)21,464
Trademarks and tradenames10.025,071(5,724)19,347
Non-compete agreements3.0619(407)212
Value of business acquired1.0400(400)—
Renewal rights6.09,734(2,113)7,621
Insurance licensesIndefinite4,960—4,960
Total intangible assets$148,446$(40,191)$108,255
Summary of changes in the carrying amount of goodwill
The following table summarizes the changes in the carrying amount of goodwill for the nine months ended September 30, 2023.
Balance as of December 31, 2022, net of accumulated impairment of $43.8 million
$244,697 
Acquisition2,421 
Impairment loss(55,211)
Balance as of September 30, 2023, net of accumulated impairment of $99.0 million
$191,907 
v3.23.3
Debt (Tables)
 9 Months Ended
Sep. 30, 2023
Debt Disclosure [Abstract]  
Schedule of debt
The following tables summarize outstanding debt as of September 30, 2023, and December 31, 2022.
PrincipalUnaccreted
Discount		Debt
Issuance
Costs		Carrying
Value
Convertible senior notes, due 2026$225,000 $— $(3,611)$221,389 
Convertible senior notes, due 2028333,334 (119,106)(4,562)209,666 
Advance funding arrangement1,497 — — 1,497 
Other notes300 (19)— 281 
Balance as of September 30, 2023$560,131 $(119,125)$(8,173)$432,833 
PrincipalUnaccreted
Discount		Debt
Issuance
Costs		Carrying
Value
Convertible senior notes, due 2026$425,000 $— $(8,508)$416,492 
Advance funding arrangement15,670 (760)— 14,910 
Term loan facility, due 202910,000 — — 10,000 
Other notes450 (87)— 363 
Balance as of December 31, 2022$451,120 $(847)$(8,508)$441,765 
v3.23.3
Stockholders' Equity and Warrants (Tables)
 9 Months Ended
Sep. 30, 2023
Stockholders' Equity Note [Abstract]  
Summary of fully diluted capital structure
The following table summarizes our fully diluted capital structure.
September 30,
2023		December 31,
2022
Issued and outstanding common shares96,432,32396,405,838
Earnout shares (1)
2,050,0002,050,000
Total common shares issued and outstanding98,482,32398,455,838
Common shares reserved for future issuance:
Private warrants1,795,7001,795,700
Stock options (Note 9)3,685,5263,862,918
Restricted and performance stock units and awards (Note 9)12,710,8916,230,165
2020 Equity Plan pool reserved for future issuance (Note 9)8,288,97611,189,745
Convertible senior notes, due 2026 ⁽²⁾8,999,01016,998,130
Convertible senior notes, due 202813,331,893—
Contingently issuable shares in connection with acquisitions (3)
24,362,72610,631,558
Total shares of common stock outstanding and reserved for future issuance171,657,045149,164,054
______________________________________
(1)Earnout shares will expire on December 24, 2023, if closing price of our common stock does not equal or exceed $22.00 per share before that date.
(2)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.
(3)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. The contingency period for the Floify acquisition ends in December 2024. The contingency period for the HOA acquisition ended in April 2023.
Schedule of warrant activity
There was no activity related to public and private warrants during the nine months ended September 30, 2023.
Number of
Warrants		Number of
Common
Shares Issued
Balances as of December 31, 20221,795,70011,521,412
Exercised——
Canceled——
Balances as of September 30, 20231,795,70011,521,412
v3.23.3
Stock-Based Compensation (Tables)
 9 Months Ended
Sep. 30, 2023
Share-Based Payment Arrangement [Abstract]  
Schedule of stock-based compensation expense
The following table summarizes the classification of stock-based compensation expense in the unaudited condensed consolidated statements of operations.
Three Months Ended September 30,Nine Months Ended September 30,
2023202220232022
Selling and marketing$1,087 $1,690 $3,028 $3,592 
Product and technology1,947 911 4,650 3,888 
General and administrative3,945 2,488 12,599 13,165 
Total stock-based compensation expense$6,979 $5,089 $20,277 $20,645 
Schedule of related to stock option, RSU and PRSU activity
The following table summarizes Award activity for the nine months ended September 30, 2023:
Number of
Options 		Number of
Restricted
Stock Units		Number of
Performance
Restricted
Stock Units
Balances as of December 31, 20223,862,9185,309,241920,924
Granted—6,520,5923,135,073
Vested(2,295,474)—
Exercised(11,564)——
Forfeited, canceled or expired(165,828)(879,465)—
Balances as of September 30, 20233,685,5268,654,8944,055,997
v3.23.3
Reinsurance (Tables)
 9 Months Ended
Sep. 30, 2023
Reinsurance Disclosures [Abstract]  
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 nine months ended September 30, 2023 and 2022, were as follows:
Three Months Ended September 30,
20232022
WrittenEarnedWrittenEarned
Direct premiums$130,952$117,032$137,047$105,245
Ceded premiums30,358 (41,846)(119,131)(93,982)
Net premiums$161,310$75,186$17,916$11,263
Nine Months Ended September 30,
20232022
WrittenEarnedWrittenEarned
Direct premiums$349,365 $348,253 $349,084 $282,645 
Ceded premiums(34,763)(188,686)(297,693)(248,804)
Net premiums$314,602 $159,567 $51,391 $33,841 
The effects of reinsurance on incurred losses and loss adjustment expense (“LAE”) for the three and nine months ended September 30, 2023 and 2022, were as follows:
Three Months Ended September 30,Nine Months Ended September 30,
2023202220232022
Direct losses and LAE$44,273 $77,471 $271,879 $220,309 
Ceded losses and LAE(1,727)(60,900)(115,325)(180,006)
Net losses and LAE$42,546 $16,571 $156,554 $40,303 
Schedule of reinsurance balances due
The detail of reinsurance balances due is as follows:
September 30,
2023		December 31,
2022
Ceded unearned premium$49,271 $203,157 
Losses and LAE reserve25,772 76,999 
Reinsurance recoverable23,118 18,765 
Other330 139 
Reinsurance balance due$98,491 $299,060 
v3.23.3
Unpaid Losses and Loss Adjustment Reserve (Tables)
 9 Months Ended
Sep. 30, 2023
Liability for Claims and Claims Adjustment Expense [Abstract]  
Schedule of changes in the reserve balances for unpaid losses and LAE, gross of reinsurance
The following table summarizes the changes in the reserve balances for unpaid losses and LAE, gross of reinsurance, for the nine months ended September 30, 2023:
Reserve for unpaid losses and LAE at December 31, 2022$100,632
Reinsurance recoverables on losses and LAE at December 31, 2022(76,999)
Reserve for unpaid losses and LAE reserve, net of reinsurance recoverables at December 31, 202223,633
Add provisions (reductions) for losses and LAE occurring in:
Current year (1)
182,010
Prior years1,486
Net incurred losses and LAE during the current year183,496
Deduct payments for losses and LAE occurring in:
Current year(85,481)
Prior years(17,645)
Net claim and LAE payments during the current year (103,126)
Reserve for losses and LAE, net of reinsurance recoverables at September 30, 2023104,003
Reinsurance recoverables on losses and LAE at September 30, 202325,772
Reserve for unpaid losses and LAE at September 30, 2023$129,775
______________________________________
(1)Also includes certain charges related to Vesttoo (see Note 10).
v3.23.3
Segment Information (Tables)
 9 Months Ended
Sep. 30, 2023
Segment Reporting [Abstract]  
Schedule of revenue by segment
The following table summarizes revenue by segment.
Three Months Ended September 30,Nine Months Ended September 30,
2023202220232022
Vertical Software$34,328 $45,019 $97,390 $121,963 
Insurance95,228 32,334 218,300 89,872 
Total revenue$129,556 $77,353 $315,690 $211,835 
Schedule of financial information of reportable segments and reconciliations to consolidated financial information
Three Months Ended September 30,Nine Months Ended September 30,
2023202220232022
Segment Adjusted EBITDA (Loss):
Vertical Software$3,179 $5,545 $4,599 $14,081 
Insurance19,038 (859)(19,328)(6,253)
Subtotal22,217 4,686 (14,729)7,828 
Reconciling items:
Corporate and other(13,378)(15,592)(41,448)(44,094)
Depreciation and amortization(6,272)(8,675)(18,501)(21,574)
Stock-based compensation expense(6,979)(5,089)(20,277)(20,645)
Restructuring costs(712)— (2,789)— 
Acquisition and other transaction costs(22)(261)(408)(1,583)
Impairment loss on intangible assets and goodwill— (57,057)(57,232)(57,057)
Recovery of (loss on) reinsurance contract (see Note 10)7,043 — (41,201)— 
Impairment loss on property, equipment and software— (30)(254)(101)
Change in fair value of contingent consideration787 (565)3,597 (5,251)
Investment income and realized gains(2,485)(335)(4,492)(775)
Operating income (loss)$199 $(82,918)$(197,734)$(143,252)
v3.23.3
Net Loss Per Share (Tables)
 9 Months Ended
Sep. 30, 2023
Earnings Per Share [Abstract]  
Schedule of earnings per share, basic and diluted
The following table summarizes the computation of basic and diluted net loss attributable per share to common stockholders for the three and nine months ended September 30, 2023 and 2022:
Three Months Ended September 30,Nine Months Ended September 30,
2023202220232022
Numerator:
Net loss used to compute net loss per share - basic and diluted$(5,744)$(84,476)$(131,447)$(121,086)
Denominator:
Weighted average shares outstanding used to compute net loss used to compute net loss per share - basic and diluted96,366,61397,792,48595,770,67697,009,351
Net loss per share - basic and diluted$(0.06)$(0.86)$(1.37)$(1.25)
Schedule of antidilutive securities excluded from computation of earnings per share
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 September 30,Nine Months Ended September 30,
2023202220232022
Stock options3,685,5264,149,3943,685,5264,149,394
Restricted stock units and awards8,654,8945,193,1778,654,8945,193,177
Performance restricted stock units4,055,9971,825,7194,055,9971,825,719
Public and private warrants1,795,7001,795,7001,795,7001,795,700
Earnout shares (1)
2,050,0002,050,0002,050,0002,050,000
Convertible debt (2)
22,330,90316,998,13022,330,90316,998,130
Contingently issuable shares in connection with acquisitions (3)
24,362,7268,354,43724,362,7268,354,437
______________________________________
(1)Earnout shares will expire on December 24, 2023, if closing price of our common stock does not equal or exceed $22.00 per share before that date.
(2)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 $25.00 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.
(3)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. The contingency period for the Floify acquisition ends in December 2024. The contingency period for the HOA acquisition ended in April 2023.
v3.23.3
Description of Business and Summary of Significant Accounting Policies - Description of Business (Details)
policy in Thousands
Sep. 30, 2023
policy
company
Common Stock and Redeemable Convertible Preferred Stock  
Number of companies, service provided 31,000
Minimum  
Common Stock and Redeemable Convertible Preferred Stock  
Number of insurance and warranty policies in force | policy 334
Number of insurance companies served 29
v3.23.3
Description of Business and Summary of Significant Accounting Policies - Concentrations (Details)
$ in Millions
 9 Months Ended
Sep. 30, 2023
USD ($)
bank
Concentration Risk [Line Items]  
Number of commercial banks | bank 4
Cash and Cash Equivalents  
Concentration Risk [Line Items]  
Cash in bank | $ $ 309.0
Accounts Receivable | Customer Concentration Risk | Customer A  
Concentration Risk [Line Items]  
Percentage of total 63.00%
Revenue Benchmark | Geographic Concentration Risk | Customers In Texas  
Concentration Risk [Line Items]  
Percentage of total 64.00%
Revenue Benchmark | Geographic Concentration Risk | Customers In South Carolina  
Concentration Risk [Line Items]  
Percentage of total 11.00%
v3.23.3
Description of Business and Summary of Significant Accounting Policies - Cash and cash equivalents (Details)
$ in Millions
Sep. 30, 2023
USD ($)
state
Dec. 31, 2022
USD ($)
state
Accounting Policies [Abstract]    
Restricted cash equivalents $ 7.7  
Restricted cash pledged against obligations to policyholders and creditors 0.6 $ 1.0
Restricted funds held for payment of possible warranty claims $ 8.0 $ 5.0
Number of states regulatory guidelines of warranty claims | state 17 19
Indemnification hold back cost $ 2.4 $ 2.4
Restricted cash pledged as collateral   $ 5.1
v3.23.3
Description of Business and Summary of Significant Accounting Policies - Cash and cash equivalents table (Details) - USD ($)
$ in Thousands
Sep. 30, 2023
Dec. 31, 2022
Sep. 30, 2022
Dec. 31, 2021
Accounting Policies [Abstract]        
Cash and cash equivalents $ 343,008 $ 215,060    
Restricted cash 18,706 13,545    
Cash, cash equivalents, and restricted cash $ 361,714 $ 228,605 $ 276,994 $ 324,792
v3.23.3
Description of Business and Summary of Significant Accounting Policies - Accounts Receivable and Long term Insurance Commissions Receivable (Details) - USD ($)
$ in Millions
Sep. 30, 2023
Dec. 31, 2022
Movement Analysis of Deferred Policy Acquisition Costs [Roll Forward]    
Allowance for uncollectible receivables $ 0.8 $ 0.5
v3.23.3
Description of Business and Summary of Significant Accounting Policies - Goodwill and Impairment (Details) - USD ($)
$ in Millions
 3 Months Ended 9 Months Ended
Mar. 31, 2023
Sep. 30, 2023
Property, Plant and Equipment [Line Items]    
Impairment of intangible assets $ 2.0 $ 2.0
Impairment, Intangible Asset, Finite-Lived, Statement of Income or Comprehensive Income [Extensible Enumeration]   Impairment loss on intangible assets and goodwill
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   25.00%
v3.23.3
Description of Business and Summary of Significant Accounting Policies - Deferred Policy Acquisition Costs (Details) - USD ($)
$ in Millions
 3 Months Ended 9 Months Ended
Sep. 30, 2023
Sep. 30, 2022
Sep. 30, 2023
Sep. 30, 2022
Dec. 31, 2022
Accounting Policies [Abstract]          
Deferred policy acquisition costs $ 32.5   $ 32.5   $ 8.7
Amortization expense $ 15.7 $ 5.3 $ 34.3 $ 12.5  
v3.23.3
Description of Business and Summary of Significant Accounting Policies - Other Insurance Liabilities, Current (Details) - USD ($)
$ in Thousands
Sep. 30, 2023
Dec. 31, 2022
Accounting Policies [Abstract]    
Ceded reinsurance premiums payable $ 26,369 $ 29,204
Commissions payable, reinsurers and agents 7,344 21,045
Advance premiums 13,083 8,668
Funds held under reinsurance treaty 5,718 1,851
General and accrued expenses payable 1,669 942
Other insurance liabilities, current $ 54,183 $ 61,710
v3.23.3
Description of Business and Summary of Significant Accounting Policies - Income Taxes (Details) - USD ($)
$ in Thousands
 3 Months Ended 9 Months Ended
Sep. 30, 2023
Sep. 30, 2022
Sep. 30, 2023
Sep. 30, 2022
Accounting Policies [Abstract]        
Income tax benefit (provision) $ (116) $ 22 $ (34) $ (268)
Effective income tax rate (2.10%) 0.10% (0.10%) (0.20%)
v3.23.3
Revenue - Disaggregation of Revenue (Details) - USD ($)
$ in Thousands
 3 Months Ended 9 Months Ended
Sep. 30, 2023
Sep. 30, 2022
Sep. 30, 2023
Sep. 30, 2022
Disaggregation of Revenue [Line Items]        
Total revenue $ 129,556 $ 77,353 $ 315,690 $ 211,835
Vertical Software segment        
Disaggregation of Revenue [Line Items]        
Revenue 34,328 45,019 97,390 121,963
Insurance segment        
Disaggregation of Revenue [Line Items]        
Total Insurance segment revenue 95,228 32,334 218,300 89,872
Software and service subscriptions | Vertical Software segment        
Disaggregation of Revenue [Line Items]        
Revenue 17,307 18,086 51,640 55,164
Move-related transactions | Vertical Software segment        
Disaggregation of Revenue [Line Items]        
Revenue 12,488 21,569 32,503 51,155
Post-move transactions | Vertical Software segment        
Disaggregation of Revenue [Line Items]        
Revenue 4,533 5,364 13,247 15,644
Insurance and warranty premiums, commissions and policy fees | Insurance segment        
Disaggregation of Revenue [Line Items]        
Total Insurance segment revenue 95,228 32,334 218,300 89,872
Revenue not from contract with customer $ 88,200 $ 19,100 $ 193,200 $ 56,400
v3.23.3
Revenue - Contract Assets (Details)
$ in Thousands
 9 Months Ended
Sep. 30, 2023
USD ($)
Contract With Customer, Asset, After Allowance For Credit Loss, Current [Roll Forward]  
Balance at December 31, 2022 $ 15,521
Estimated lifetime value of commissions on insurance policies sold by carriers 5,531
Cash receipts (3,636)
Balance at September 30, 2023 $ 17,416
v3.23.3
Revenue - Narrative (Details) - USD ($)
$ in Thousands
 3 Months Ended 9 Months Ended
Sep. 30, 2023
Sep. 30, 2022
Sep. 30, 2023
Sep. 30, 2022
Dec. 31, 2022
Disaggregation of Revenue [Line Items]          
Contract assets expected to be collected in 12 months $ 17,416   $ 17,416   $ 15,521
Contract assets expected to be collected after 12 months 13,700   13,700   12,300
Deferred revenue 265,483   265,483   270,690
Current refundable customer deposits related to outstanding extended service contracts 19,300   19,300   20,000
Refundable customer deposits related to amounts received in advance of warranty services provided, current 4,100   4,100   4,400
Refundable customer deposits related to amounts received in advance of warranty services provided, noncurrent 2,900   2,900   1,900
Warranty claims expense $ 1,600 $ 2,000 $ 4,100 $ 2,000  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-10-01          
Disaggregation of Revenue [Line Items]          
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period 12 months   12 months    
Insurance segment          
Disaggregation of Revenue [Line Items]          
Deferred revenue $ 261,900   $ 261,900   266,800
Accounts Receivable Current          
Disaggregation of Revenue [Line Items]          
Contract assets expected to be collected in 12 months $ 3,700   $ 3,700   $ 3,300
v3.23.3
Revenue - Contract Liabilities - Activity Impacting Deferred Revenue (Details) - Vertical Software segment
$ in Thousands
 9 Months Ended
Sep. 30, 2023
USD ($)
Change in Contract with Customer, Liability  
Balance at December 31, 2022 $ 3,874
Revenue recognized (12,635)
Additional amounts deferred 12,378
Balance at September 30, 2023 $ 3,617
v3.23.3
Investments - Investment Income, Realized and Unrealized Gains and Losses on Investments (Details) - USD ($)
$ in Thousands
 3 Months Ended 9 Months Ended
Sep. 30, 2023
Sep. 30, 2022
Sep. 30, 2023
Sep. 30, 2022
Investments [Abstract]        
Investment income, net of investment expenses $ 2,515 $ 384 $ 4,618 $ 962
Realized gains on investments 61 10 72 16
Realized losses on investments (91) (59) (198) (203)
Investment income and realized gains (losses), net of investment expenses $ 2,485 $ 335 $ 4,492 $ 775
v3.23.3
Investments - Amortized Cost, Fair Value and Unrealized Gains and (Losses) (Details) - USD ($)
$ in Thousands
Sep. 30, 2023
Dec. 31, 2022
Net Investment Income [Line Items]    
Amortized Cost $ 123,011 $ 97,812
Gross unrealized, gains 20 56
Gross unrealized, losses (7,663) (6,227)
Fair Value 115,368 91,641
U.S. Treasuries    
Net Investment Income [Line Items]    
Amortized Cost 32,651 35,637
Gross unrealized, gains 15 5
Gross unrealized, losses (600) (320)
Fair Value 32,066 35,322
Obligations of states, municipalities and political subdivisions    
Net Investment Income [Line Items]    
Amortized Cost 14,939 11,549
Gross unrealized, gains 0 2
Gross unrealized, losses (1,405) (1,326)
Fair Value 13,534 10,225
Corporate bonds    
Net Investment Income [Line Items]    
Amortized Cost 47,258 31,032
Gross unrealized, gains 2 32
Gross unrealized, losses (3,634) (2,837)
Fair Value 43,626 28,227
Residential and commercial mortgage-backed securities    
Net Investment Income [Line Items]    
Amortized Cost 24,173 12,790
Gross unrealized, gains 3 11
Gross unrealized, losses (1,648) (1,268)
Fair Value 22,528 11,533
Other loan-backed and structured securities    
Net Investment Income [Line Items]    
Amortized Cost 3,990 6,804
Gross unrealized, gains 0 6
Gross unrealized, losses (376) (476)
Fair Value $ 3,614 $ 6,334
v3.23.3
Investments - Amortized Cost and Fair Value of Securities by Contractual Maturity (Details) - USD ($)
$ in Thousands
Sep. 30, 2023
Dec. 31, 2022
Amortized Cost    
Due in one year or less $ 27,913  
Due after one year through five years 31,760  
Due after five years through ten years 26,597  
Due after ten years 8,575  
Amortized Cost 123,011 $ 97,812
Fair Value    
Due in one year or less 27,785  
Due after one year through five years 29,980  
Due after five years through ten years 23,797  
Due after ten years 7,664  
Fair Value 115,368 91,641
Residential and commercial mortgage-backed securities    
Amortized Cost    
Without single maturity date 24,175  
Amortized Cost 24,173 12,790
Fair Value    
Without single maturity date 22,528  
Fair Value 22,528 11,533
Other loan-backed and structured securities    
Amortized Cost    
Without single maturity date 3,991  
Amortized Cost 3,990 6,804
Fair Value    
Without single maturity date 3,614  
Fair Value $ 3,614 $ 6,334
v3.23.3
Investments - Securities with Gross Unrealized Loss Position (Details) - USD ($)
$ in Thousands
Sep. 30, 2023
Dec. 31, 2022
Net Investment Income [Line Items]    
Less than twelve months, gross unrealized loss $ (6,253) $ (3,725)
Less than twelve months, fair value 102,775 44,735
Twelve months or greater, gross unrealized loss (1,410) (2,502)
Twelve months or greater, fair value 10,315 29,702
Gross Unrealized Loss (7,663) (6,227)
Fair Value 113,090 74,437
U.S. Treasuries    
Net Investment Income [Line Items]    
Less than twelve months, gross unrealized loss (533) (127)
Less than twelve months, fair value 31,214 10,748
Twelve months or greater, gross unrealized loss (67) (193)
Twelve months or greater, fair value 520 9,824
Gross Unrealized Loss (600) (320)
Fair Value 31,734 20,572
Obligations of states, municipalities and political subdivisions    
Net Investment Income [Line Items]    
Less than twelve months, gross unrealized loss (1,174) (929)
Less than twelve months, fair value 11,564 6,258
Twelve months or greater, gross unrealized loss (231) (397)
Twelve months or greater, fair value 1,559 3,504
Gross Unrealized Loss (1,405) (1,326)
Fair Value 13,123 9,762
Corporate bonds    
Net Investment Income [Line Items]    
Less than twelve months, gross unrealized loss (3,070) (1,623)
Less than twelve months, fair value 37,402 16,531
Twelve months or greater, gross unrealized loss (564) (1,214)
Twelve months or greater, fair value 5,218 10,328
Gross Unrealized Loss (3,634) (2,837)
Fair Value 42,620 26,859
Residential and commercial mortgage-backed securities    
Net Investment Income [Line Items]    
Less than twelve months, gross unrealized loss (1,110) (687)
Less than twelve months, fair value 19,031 6,565
Twelve months or greater, gross unrealized loss (538) (581)
Twelve months or greater, fair value 2,967 4,952
Gross Unrealized Loss (1,648) (1,268)
Fair Value 21,998 11,517
Other loan-backed and structured securities    
Net Investment Income [Line Items]    
Less than twelve months, gross unrealized loss (366) (359)
Less than twelve months, fair value 3,564 4,633
Twelve months or greater, gross unrealized loss (10) (117)
Twelve months or greater, fair value 51 1,094
Gross Unrealized Loss (376) (476)
Fair Value $ 3,615 $ 5,727
v3.23.3
Investments - Narrative (Details)
$ in Thousands
Sep. 30, 2023
USD ($)
security
Dec. 31, 2022
USD ($)
security
Net Investment Income [Line Items]    
Short-term investments $ 28,679 $ 36,523
Long-term investments $ 86,689 $ 55,118
Number of securities in an unrealized loss position | security 596 483
Unrealized loss position for 12 months or longer | security 86  
Investments Held By Captive Reinsurance Business    
Net Investment Income [Line Items]    
Investments $ 22,500  
Short-term investments 1,900  
Long-term investments $ 20,500  
v3.23.3
Fair Value - Schedule of Fair Value Measurements of Liabilities Measured at Fair Value on Recurring Basis (Details) - USD ($)
$ in Thousands
Sep. 30, 2023
Dec. 31, 2022
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Debt securities: $ 115,368 $ 91,641
Assets 310,357 98,260
Liabilities 46,970 25,297
U.S. Treasuries    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Debt securities: 32,066 35,322
Obligations of states, municipalities and political subdivisions    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Debt securities: 13,534 10,225
Corporate bonds    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Debt securities: 43,626 28,227
Residential and commercial mortgage-backed securities    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Debt securities: 22,528 11,533
Other loan-backed and structured securities    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Debt securities: 3,614 6,334
Contingent consideration - business combinations    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Liabilities 20,529 24,546
Contingent consideration - business combinations | Accrued Expenses And Other Current Liabilities    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Liabilities 700 1,400
Contingent consideration - business combinations | Other Liabilities    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Liabilities 19,900 23,200
Contingent consideration - earnout    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Liabilities 44 44
Private warrant liability    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Liabilities 87 707
Embedded derivatives    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Liabilities 26,310  
Level 1    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Assets 227,055 41,941
Liabilities 0 0
Level 1 | U.S. Treasuries    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Debt securities: 32,066 35,322
Level 1 | Obligations of states, municipalities and political subdivisions    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Debt securities: 0 0
Level 1 | Corporate bonds    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Debt securities: 0 0
Level 1 | Residential and commercial mortgage-backed securities    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Debt securities: 0 0
Level 1 | Other loan-backed and structured securities    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Debt securities: 0 0
Level 1 | Contingent consideration - business combinations    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Liabilities 0 0
Level 1 | Contingent consideration - earnout    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Liabilities 0 0
Level 1 | Private warrant liability    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Liabilities 0 0
Level 1 | Embedded derivatives    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Liabilities 0  
Level 2    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Assets 83,302 56,319
Liabilities 0 0
Level 2 | U.S. Treasuries    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Debt securities: 0 0
Level 2 | Obligations of states, municipalities and political subdivisions    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Debt securities: 13,534 10,225
Level 2 | Corporate bonds    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Debt securities: 43,626 28,227
Level 2 | Residential and commercial mortgage-backed securities    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Debt securities: 22,528 11,533
Level 2 | Other loan-backed and structured securities    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Debt securities: 3,614 6,334
Level 2 | Contingent consideration - business combinations    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Liabilities 0 0
Level 2 | Contingent consideration - earnout    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Liabilities 0 0
Level 2 | Private warrant liability    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Liabilities 0 0
Level 2 | Embedded derivatives    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Liabilities 0  
Level 3    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Assets 0 0
Liabilities 46,970 25,297
Level 3 | U.S. Treasuries    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Debt securities: 0 0
Level 3 | Obligations of states, municipalities and political subdivisions    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Debt securities: 0 0
Level 3 | Corporate bonds    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Debt securities: 0 0
Level 3 | Residential and commercial mortgage-backed securities    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Debt securities: 0 0
Level 3 | Other loan-backed and structured securities    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Debt securities: 0 0
Level 3 | Contingent consideration - business combinations    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Liabilities 20,529 24,546
Level 3 | Contingent consideration - earnout    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Liabilities 44 44
Level 3 | Private warrant liability    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Liabilities 87 707
Level 3 | Embedded derivatives    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Liabilities 26,310  
Money market mutual funds    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Money market mutual funds 194,989 6,619
Money market mutual funds | Level 1    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Money market mutual funds 194,989 6,619
Money market mutual funds | Level 2    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Money market mutual funds 0 0
Money market mutual funds | Level 3    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Money market mutual funds $ 0 $ 0
v3.23.3
Fair Value - Additional Information (Details)
$ in Thousands
 9 Months Ended
Sep. 30, 2023
USD ($)
$ / shares
Mar. 17, 2023
USD ($)
Dec. 31, 2022
USD ($)
$ / shares
Fair Value Measurement Inputs and Valuation Techniques [Line Items]      
Contingent consideration, fair value $ 46,970   $ 25,297
Decrease in stock price (165,200)    
Contingent consideration - earnout      
Fair Value Measurement Inputs and Valuation Techniques [Line Items]      
Contingent consideration, fair value 44   44
Private warrant liability      
Fair Value Measurement Inputs and Valuation Techniques [Line Items]      
Contingent consideration, fair value 87   707
Repurchase option      
Fair Value Measurement Inputs and Valuation Techniques [Line Items]      
Minimum principal remains outstanding on June 14, 2026 for repurchase 30,000    
Redemption price, principal amount $ 1    
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]      
Redemption price, principal amount $ 1    
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%    
Minimum amount of aggregate net cash sales proceeds required for repurchase $ 2,500    
Percentage of aggregate net cash sales proceeds applied for repurchase 50.00%    
Aggregate net cash sale proceed threshold for repurchase of notes $ 20,000    
Minimum | Asset sale repurchase option      
Fair Value Measurement Inputs and Valuation Techniques [Line Items]      
Aggregate net cash sale proceed threshold for repurchase of notes 0    
Convertible senior notes, due 2026      
Fair Value Measurement Inputs and Valuation Techniques [Line Items]      
Convertible senior notes, fair value 73,400   $ 238,600
Convertible senior notes, due 2028      
Fair Value Measurement Inputs and Valuation Techniques [Line Items]      
Convertible senior notes, fair value $ 195,000    
Share price | Private warrant liability      
Fair Value Measurement Inputs and Valuation Techniques [Line Items]      
Warrants, measurement input | $ / shares 0.80   1.88
Price volatility | Private warrant liability      
Fair Value Measurement Inputs and Valuation Techniques [Line Items]      
Warrants, measurement input 0.95   0.90
Exercise price | Private warrant liability      
Fair Value Measurement Inputs and Valuation Techniques [Line Items]      
Warrants, measurement input | $ / shares 11.50   11.50
Expected term | Private warrant liability      
Fair Value Measurement Inputs and Valuation Techniques [Line Items]      
Warrants term 2 years 2 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 0.01    
Probabilities of a repurchase | Maximum      
Fair Value Measurement Inputs and Valuation Techniques [Line Items]      
Measurement input 0.35    
Fundamental change | Minimum      
Fair Value Measurement Inputs and Valuation Techniques [Line Items]      
Measurement input 0.01    
Fundamental change | Maximum      
Fair Value Measurement Inputs and Valuation Techniques [Line Items]      
Measurement input 0.35    
Qualifying asset sales | Minimum      
Fair Value Measurement Inputs and Valuation Techniques [Line Items]      
Measurement input 0.01    
Qualifying asset sales | Maximum      
Fair Value Measurement Inputs and Valuation Techniques [Line Items]      
Measurement input 0.35    
Residential warranty services      
Fair Value Measurement Inputs and Valuation Techniques [Line Items]      
Contingent consideration fair value   $ 2,100  
Monte Carlo simulation method | Contingent consideration - earnout      
Fair Value Measurement Inputs and Valuation Techniques [Line Items]      
Contingent consideration, fair value $ 100    
Monte Carlo simulation method | Share price      
Fair Value Measurement Inputs and Valuation Techniques [Line Items]      
Contingent consideration earnout, measurement input | $ / shares 0.80   1.88
Monte Carlo simulation method | Price volatility      
Fair Value Measurement Inputs and Valuation Techniques [Line Items]      
Contingent consideration earnout, measurement input 1   1
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 | 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]      
Contingent consideration fair value $ 16,600   $ 15,500
Monte Carlo simulation method | Floify | Share price      
Fair Value Measurement Inputs and Valuation Techniques [Line Items]      
Contingent consideration, measurement input | $ / shares 0.80   1.88
Monte Carlo simulation method | Floify | Strike price      
Fair Value Measurement Inputs and Valuation Techniques [Line Items]      
Contingent consideration, measurement input | $ / shares 36.00   36.00
Monte Carlo simulation method | Floify | Discount rate      
Fair Value Measurement Inputs and Valuation Techniques [Line Items]      
Contingent consideration, measurement input 0.156   0.103
Monte Carlo simulation method | Floify | Price volatility      
Fair Value Measurement Inputs and Valuation Techniques [Line Items]      
Contingent consideration, measurement input 0.95   0.95
Discounted cashflows method | Residential warranty services      
Fair Value Measurement Inputs and Valuation Techniques [Line Items]      
Contingent consideration fair value $ 4,300   $ 9,000
Discounted cashflows method | Residential warranty services | Discount rate      
Fair Value Measurement Inputs and Valuation Techniques [Line Items]      
Contingent consideration, measurement input 0.17   0.17
v3.23.3
Fair Value - Level 3 (Details) - USD ($)
$ in Thousands
 9 Months Ended
Sep. 30, 2023
Sep. 30, 2022
Contingent consideration - earnout    
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]    
Beginning balance $ 44 $ 13,866
Additions 0 0
Settlements 0 0
Change in fair value, loss (gain) included in net loss 0 (13,809)
Ending balance 44 57
Contingent consideration - business combinations    
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]    
Beginning balance 24,546 9,617
Additions 0 8,900
Settlements (420) (540)
Change in fair value, loss (gain) included in net loss (3,597) 5,251
Ending balance 20,529 23,228
Embedded derivatives    
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]    
Beginning balance 0  
Additions 23,870  
Settlements 0  
Change in fair value, loss (gain) included in net loss 2,440  
Ending balance 26,310  
Private warrant liability    
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]    
Beginning balance 707 15,193
Additions 0 0
Settlements 0 0
Change in fair value, loss (gain) included in net loss (620) (14,391)
Ending balance $ 87 $ 802
v3.23.3
Property, Equipment, and Software (Details) - USD ($)
$ in Thousands
Sep. 30, 2023
Dec. 31, 2022
Property, Plant and Equipment [Line Items]    
Property, equipment, and software, gross $ 33,217 $ 28,750
Less: Accumulated depreciation and amortization (17,557) (16,510)
Property, equipment, and software, net 15,660 12,240
Software and computer equipment    
Property, Plant and Equipment [Line Items]    
Property, equipment, and software, gross 8,288 8,326
Furniture, office equipment, and other    
Property, Plant and Equipment [Line Items]    
Property, equipment, and software, gross 1,549 2,118
Internally developed software    
Property, Plant and Equipment [Line Items]    
Property, equipment, and software, gross 22,204 17,128
Leasehold improvements    
Property, Plant and Equipment [Line Items]    
Property, equipment, and software, gross $ 1,176 $ 1,178
v3.23.3
Property, Equipment, and Software - Narrative (Details) - USD ($)
$ in Thousands
 3 Months Ended 9 Months Ended
Sep. 30, 2023
Sep. 30, 2022
Sep. 30, 2023
Sep. 30, 2022
Property, Plant and Equipment [Line Items]        
Depreciation and amortization $ 6,272 $ 8,675 $ 18,501 $ 21,574
Property equipment software        
Property, Plant and Equipment [Line Items]        
Depreciation and amortization $ 1,400 $ 1,000 $ 3,800 $ 3,000
v3.23.3
Intangible Assets and Goodwill (Details) - USD ($)
$ in Thousands
Sep. 30, 2023
Dec. 31, 2022
Intangible Assets and Goodwill    
Accumulated Amortization And Impairment $ (52,746) $ (40,191)
Intangible Assets, gross 144,698 148,446
Intangible assets, net 91,952 108,255
Insurance licenses    
Intangible Assets and Goodwill    
Indefinite-lived intangible assets $ 4,960 $ 4,960
Customer relationships    
Intangible Assets and Goodwill    
Weighted Average Useful Life (in years) 9 years 9 years
Intangible Assets, gross $ 69,504 $ 69,730
Accumulated Amortization And Impairment (21,823) (15,079)
Intangible Assets, Net $ 47,681 $ 54,651
Acquired technology    
Intangible Assets and Goodwill    
Weighted Average Useful Life (in years) 5 years 5 years
Intangible Assets, gross $ 36,041 $ 37,932
Accumulated Amortization And Impairment (20,815) (16,468)
Intangible Assets, Net $ 15,226 $ 21,464
Trademarks and tradenames    
Intangible Assets and Goodwill    
Weighted Average Useful Life (in years) 10 years 10 years
Intangible Assets, gross $ 23,443 $ 25,071
Accumulated Amortization And Impairment (6,175) (5,724)
Intangible Assets, Net $ 17,268 $ 19,347
Non-compete agreements    
Intangible Assets and Goodwill    
Weighted Average Useful Life (in years) 3 years 3 years
Intangible Assets, gross $ 616 $ 619
Accumulated Amortization And Impairment (443) (407)
Intangible Assets, Net $ 173 $ 212
Value of business acquired    
Intangible Assets and Goodwill    
Weighted Average Useful Life (in years) 1 year 1 year
Intangible Assets, gross $ 400 $ 400
Accumulated Amortization And Impairment (400) (400)
Intangible Assets, Net $ 0 $ 0
Renewal rights    
Intangible Assets and Goodwill    
Weighted Average Useful Life (in years) 6 years 6 years
Intangible Assets, gross $ 9,734 $ 9,734
Accumulated Amortization And Impairment (3,090) (2,113)
Intangible Assets, Net $ 6,644 $ 7,621
v3.23.3
Intangible Assets and Goodwill - Additional Information (Details) - USD ($)
$ in Thousands
 3 Months Ended 6 Months Ended 9 Months Ended
Sep. 30, 2023
Mar. 31, 2023
Sep. 30, 2022
Jun. 30, 2023
Sep. 30, 2023
Sep. 30, 2022
Goodwill [Line Items]            
Aggregate amortization expense $ 4,900   $ 7,600   $ 14,700 $ 18,500
Impairment charges   $ 2,000     2,000  
Impairment charge       $ 55,200 $ 55,211  
Vertical Software segment            
Goodwill [Line Items]            
Threshold percentage fair value 5.00%       5.00%  
Vertical Software segment | Maximum            
Goodwill [Line Items]            
Threshold percentage fair value   5.00%   10.00%    
Insurance segment | Maximum            
Goodwill [Line Items]            
Threshold percentage fair value   10.00%        
v3.23.3
Intangible Assets and Goodwill - Changes in Carrying Amount of Goodwill (Details) - USD ($)
$ in Thousands
 6 Months Ended 9 Months Ended
Jun. 30, 2023
Sep. 30, 2023
Dec. 31, 2022
Goodwill [Roll Forward]      
Balance as of December 31, 2022, net of accumulated impairment of $43.8 million $ 244,697 $ 244,697  
Acquisition   2,421  
Impairment loss $ (55,200) (55,211)  
Balance as of September 30, 2023, net of accumulated impairment of $99.0 million   191,907  
Accumulated impairment of goodwill   $ 99,000 $ 43,800
v3.23.3
Debt (Details) - USD ($)
$ in Thousands
Sep. 30, 2023
Dec. 31, 2022
Debt    
Principal $ 560,131 $ 451,120
Unaccreted Discount (119,125) (847)
Debt Issuance Costs (8,173) (8,508)
Carrying Value 432,833 441,765
Convertible senior notes, due 2026    
Debt    
Principal 225,000 425,000
Unaccreted Discount 0 0
Debt Issuance Costs (3,611) (8,508)
Carrying Value 221,389 416,492
Convertible senior notes, due 2028    
Debt    
Principal 333,334  
Unaccreted Discount (119,106)  
Debt Issuance Costs (4,562)  
Carrying Value 209,666  
Advance funding arrangement    
Debt    
Principal 1,497 15,670
Unaccreted Discount 0 (760)
Debt Issuance Costs 0 0
Carrying Value 1,497 14,910
Other notes    
Debt    
Principal 300 450
Unaccreted Discount (19) (87)
Debt Issuance Costs 0 0
Carrying Value $ 281 363
Term loan facility, due 2029    
Debt    
Principal   10,000
Unaccreted Discount   0
Debt Issuance Costs   0
Carrying Value   $ 10,000
v3.23.3
Debt - Convertible Senior Notes (Details)
$ / shares in Units, $ in Thousands
 1 Months Ended 3 Months Ended 9 Months Ended
Apr. 30, 2023
USD ($)
$ / shares
Sep. 30, 2023
USD ($)
Sep. 30, 2022
USD ($)
Sep. 30, 2023
USD ($)
Sep. 30, 2022
USD ($)
Debt          
Gain on extinguishment of debt   $ 0 $ 0 $ 81,354 $ 0
Convertible senior notes, due 2026          
Debt          
Interest rate (stated)   0.75%   0.75%  
Interest expense   $ 700 $ 1,400 $ 2,900 $ 4,100
Effective interest rate   1.30%   1.30%  
Repurchased face amount $ 200,000        
Senior Secured Convertible Notes 6.75% due 2028          
Debt          
Interest rate (stated) 6.75%        
Interest expense   $ 9,500   $ 16,800  
Effective interest rate   17.90%   17.90%  
Amount borrowed $ 333,300        
Gain on extinguishment of debt $ 81,400        
Conversion ratio 39.9956        
Principal amount denomination for conversion $ 1        
Conversion price (in usd per share) | $ / shares $ 25.00        
Issue price ( as percentage) 95.00%        
Contractual interest expense   $ 5,600   $ 10,100  
Amortization of debt issuance costs and discount   $ 3,900   $ 6,700  
Term loan facility, due 2029          
Debt          
Repayment amount $ 9,700        
v3.23.3
Debt - Advance Funding Arrangement (Details) - USD ($)
$ in Thousands
 3 Months Ended 9 Months Ended
Sep. 30, 2023
Sep. 30, 2022
Sep. 30, 2023
Sep. 30, 2022
Debt Instrument [Line Items]        
Interest expense $ 10,267 $ 2,152 $ 21,230 $ 6,504
Advance funding arrangement        
Debt Instrument [Line Items]        
Interest rate (stated) 14.00%   14.00%  
Interest expense $ 100 $ 500 $ 900 $ 2,100
v3.23.3
Stockholders' Equity and Warrants - Common Shares Outstanding and Common Stock Equivalents (Details) - $ / shares
Sep. 16, 2021
Dec. 24, 2023
Sep. 30, 2023
Dec. 31, 2022
Common Stock and Redeemable Convertible Preferred Stock        
Issued and outstanding common shares (in shares)     96,432,323 96,405,838
Earnout shares (in shares)     2,050,000 2,050,000
Total common shares issued and outstanding (in shares)     98,482,323 98,455,838
Common shares reserved for future issuance:        
Total shares of common stock outstanding and reserved for future issuance (in shares)     171,657,045 149,164,054
Common Stock | Forecast        
Common shares reserved for future issuance:        
Share price (in usd per share)   $ 22.00    
Convertible senior notes, due 2026        
Common shares reserved for future issuance:        
Total shares of common stock outstanding and reserved for future issuance (in shares)     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 (in shares)     13,331,893 0
Restricted Stock Units (RSUs)        
Common shares reserved for future issuance:        
Total shares of common stock outstanding and reserved for future issuance (in shares)     12,710,891 6,230,165
Contingent consideration - business combinations        
Common shares reserved for future issuance:        
Contingently issuable shares in connection with acquisitions (in shares)     24,362,726 10,631,558
2020 Stock Incentive Plan        
Common shares reserved for future issuance:        
Total shares of common stock outstanding and reserved for future issuance (in shares)     8,288,976 11,189,745
Private warrants        
Common shares reserved for future issuance:        
Total shares of common stock outstanding and reserved for future issuance (in shares)     1,795,700 1,795,700
Stock options (Note 9)        
Common shares reserved for future issuance:        
Total shares of common stock outstanding and reserved for future issuance (in shares)     3,685,526 3,862,918
v3.23.3
Stockholders' Equity and Warrants - Repurchase of shares, Warrants (Details) - USD ($)
$ in Thousands
 9 Months Ended
Sep. 30, 2023
Apr. 30, 2023
Oct. 31, 2022
Common Stock and Redeemable Convertible Preferred Stock      
Value of shares authorized to repurchase     $ 15,000
Repurchase and retirement of common stock (in shares) 1,396,158    
Repurchases of common stock $ 3,101    
Convertible senior notes, due 2026      
Common Stock and Redeemable Convertible Preferred Stock      
Repurchased face amount   $ 200,000  
v3.23.3
Stockholders' Equity and Warrants - Public and private warrant activity (Details)
 9 Months Ended
Sep. 30, 2023
shares
Number of Warrants  
Warrants, beginning balance (in shares) 1,795,700
Warrants, exercised (in shares) 0
Warrants, canceled (in shares) 0
Warrants, ending balance (in shares) 1,795,700
Number of Common Shares Issued  
Common shares issued, beginning balance (in shares) 11,521,412
Common shares issued, exercised (in shares) 0
Common shares issued, canceled (in shares) 0
Common shares issued, ending balance (in shares) 11,521,412
v3.23.3
Stock-Based Compensation - Plan (Details) - USD ($)
$ in Thousands
 3 Months Ended 9 Months Ended
Sep. 30, 2023
Sep. 30, 2022
Sep. 30, 2023
Sep. 30, 2022
Stock-Based Compensation        
Total stock-based compensation expense $ 6,979 $ 5,089 $ 20,277 $ 20,645
Selling and marketing        
Stock-Based Compensation        
Total stock-based compensation expense 1,087 1,690 3,028 3,592
Product and technology        
Stock-Based Compensation        
Total stock-based compensation expense 1,947 911 4,650 3,888
General and administrative        
Stock-Based Compensation        
Total stock-based compensation expense $ 3,945 $ 2,488 $ 12,599 $ 13,165
v3.23.3
Stock-Based Compensation - RSU and PRSU Activity (Details)
 9 Months Ended
Sep. 30, 2023
shares
Stock options  
Number of Options  
Beginning balance (in shares) 3,862,918
Granted (in shares) 0
Vested (in shares)
Exercise (in shares) (11,564)
Forfeited, canceled or expired (in shares) (165,828)
Ending balance (in shares) 3,685,526
Restricted Stock Units (RSUs)  
Number of Restricted Stock Units  
Beginning balance (in shares) 5,309,241
Granted (in shares) 6,520,592
Vested (in shares) (2,295,474)
Exercised (in shares) 0
Forfeited, canceled or expired (in shares) (879,465)
Ending balance (in shares) 8,654,894
Performance restricted stock units  
Number of Restricted Stock Units  
Beginning balance (in shares) 920,924
Granted (in shares) 3,135,073
Vested (in shares) 0
Exercised (in shares) 0
Forfeited, canceled or expired (in shares) 0
Ending balance (in shares) 4,055,997
v3.23.3
Reinsurance - Additional information (Details)
$ in Thousands
 1 Months Ended 3 Months Ended 6 Months Ended 9 Months Ended
Jul. 01, 2023
USD ($)
Apr. 01, 2023
USD ($)
Aug. 31, 2023
USD ($)
Jul. 31, 2023
USD ($)
Sep. 30, 2023
USD ($)
placement
layer
Jun. 30, 2023
USD ($)
Sep. 30, 2022
USD ($)
Dec. 31, 2023
USD ($)
Sep. 30, 2023
USD ($)
placement
layer
Sep. 30, 2022
USD ($)
Reinsurance Retention [Line Items]                    
Loss on reinsurance contract             $ 0   $ 41,201 $ 0
Reinsurance recoverable improvement         $ (7,043)          
Vesttoo | Homeowners of America Insurance Company                    
Reinsurance Retention [Line Items]                    
Reinsurance, collateral received from trust $ 47,600     $ 47,600            
Reinsurance, collateral, line of credit facility 300,000                  
Loss on reinsurance contract           $ 48,200        
Reinsurance, net asset due           $ 95,800        
Supplemental reinsurance coverage $ 166,000                  
Vesttoo | Homeowners of America Insurance Company | Forecast                    
Reinsurance Retention [Line Items]                    
Additional premium payments               $ 20,000    
Maximum | Vesttoo | Homeowners of America Insurance Company                    
Reinsurance Retention [Line Items]                    
Reinsurance coverage limit         $ 175,000          
Reinsurance Quota Share Program                    
Reinsurance Retention [Line Items]                    
Number of placements for reinsurance programs | placement         3       3  
Reinsurance Quota Share Program | Texas                    
Reinsurance Retention [Line Items]                    
Reinsured risk percentage                 42.00%  
Reinsurance Quota Share Program | South Carolina                    
Reinsurance Retention [Line Items]                    
Reinsured risk percentage                 7.00%  
Reinsurance Quota Share Program | Core program                    
Reinsurance Retention [Line Items]                    
Reinsured risk percentage                 9.50%  
Reinsurance Quota Share Program | Core locations outside of Texas                    
Reinsurance Retention [Line Items]                    
Reinsured risk percentage                 8.00%  
Reinsurance Quota Share Program | Combined program                    
Reinsurance Retention [Line Items]                    
Reinsured risk percentage                 5.00%  
Reinsurance Property Catastrophe Treaties                    
Reinsurance Retention [Line Items]                    
Number of retention layers for reinsurance policy | layer         4       4  
Excess amount retained   $ 440,000                
Reinsurance Property Catastrophe Treaties | Minimum                    
Reinsurance Retention [Line Items]                    
Amount retained     $ 20,000              
Reinsurance Property Catastrophe Treaties | Maximum                    
Reinsurance Retention [Line Items]                    
Amount retained     $ 80,000              
v3.23.3
Reinsurance - Effects of reinsurance on premiums written and earned (Details) - USD ($)
$ in Thousands
 3 Months Ended 9 Months Ended
Sep. 30, 2023
Sep. 30, 2022
Sep. 30, 2023
Sep. 30, 2022
Reinsurance Disclosures [Abstract]        
Direct premiums, written $ 130,952 $ 137,047 $ 349,365 $ 349,084
Ceded premiums, written 30,358 (119,131) (34,763) (297,693)
Net premiums, written 161,310 17,916 314,602 51,391
Direct premiums, earned 117,032 105,245 348,253 282,645
Ceded premiums, earned (41,846) (93,982) (188,686) (248,804)
Net premiums, earned $ 75,186 $ 11,263 $ 159,567 $ 33,841
v3.23.3
Reinsurance - Effects of reinsurance on incurred losses and LAE (Details) - USD ($)
$ in Thousands
 3 Months Ended 9 Months Ended
Sep. 30, 2023
Sep. 30, 2022
Sep. 30, 2023
Sep. 30, 2022
Reinsurance Disclosures [Abstract]        
Direct losses and LAE $ 44,273 $ 77,471 $ 271,879 $ 220,309
Ceded losses and LAE (1,727) (60,900) (115,325) (180,006)
Net losses and LAE $ 42,546 $ 16,571 $ 156,554 $ 40,303
v3.23.3
Reinsurance - Detail of reinsurance balances due (Details) - USD ($)
$ in Thousands
Sep. 30, 2023
Dec. 31, 2022
Reinsurance balances due:    
Ceded unearned premium $ 49,271 $ 203,157
Losses and LAE reserve 25,772 76,999
Reinsurance recoverable 23,118 18,765
Other 330 139
Reinsurance balance due $ 98,491 $ 299,060
v3.23.3
Unpaid Losses and Loss Adjustment Reserve - Unpaid Losses and LAE Gross (Details) - USD ($)
$ in Thousands
 9 Months Ended
Sep. 30, 2023
Dec. 31, 2022
Liability for Unpaid Claims and Claims Adjustment Expense [Roll Forward]    
Reserve for unpaid losses and LAE, beginning balance $ 100,632  
Reinsurance recoverable on losses and LAE, beginning balance (25,772) $ (76,999)
Reserve for unpaid losses and LAE reserve, net of reinsurance recoverables, beginning balance 23,633  
Add provisions (reductions) for losses and LAE occurring in:    
Current year 182,010  
Prior years 1,486  
Net incurred losses and LAE during the current year 183,496  
Deduct payments for losses and LAE occurring in:    
Current year (85,481)  
Prior years (17,645)  
Net claim and LAE payments during the current year (103,126)  
Reserve for unpaid losses and LAE, net of reinsurance recoverable, ending balance 104,003  
Reinsurance recoverable on losses and LAE, ending balance 25,772  
Reserve for unpaid losses and LAE, ending balance $ 129,775  
v3.23.3
Commitment and Contingencies (Details)
Sep. 30, 2023
proceeding
Commitments and Contingencies Disclosure [Abstract]  
Number of legal proceedings 12
v3.23.3
Business Combinations (Details) - USD ($)
$ in Millions
Sep. 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 9 years   9 years
Residential warranty services      
Business Acquisition [Line Items]      
Contingent consideration fair value   $ 2.1  
Cash and current assets   0.2  
Residential warranty services | Customer relationships      
Business Acquisition [Line Items]      
Intangible assets   $ 0.2  
Estimated useful life   3 years  
v3.23.3
Segment Information - Narrative (Details)
policy in Thousands
 9 Months Ended
Sep. 30, 2023
segment
policy
company
Segment Reporting Information [Line Items]  
Number of reportable segments | segment 2
Minimum  
Segment Reporting Information [Line Items]  
Number of insurance and warranty policies in force | policy 334
Number of insurance companies served | company 29
v3.23.3
Segment Information - Revenue (Details) - USD ($)
$ in Thousands
 3 Months Ended 9 Months Ended
Sep. 30, 2023
Sep. 30, 2022
Sep. 30, 2023
Sep. 30, 2022
Segment Reporting Information [Line Items]        
Total revenue $ 129,556 $ 77,353 $ 315,690 $ 211,835
Operating Segments        
Segment Reporting Information [Line Items]        
Total revenue 129,556 77,353 315,690 211,835
Vertical Software segment        
Segment Reporting Information [Line Items]        
Revenue 34,328 45,019 97,390 121,963
Vertical Software segment | Operating Segments        
Segment Reporting Information [Line Items]        
Revenue 34,328 45,019 97,390 121,963
Insurance segment        
Segment Reporting Information [Line Items]        
Total Insurance segment revenue 95,228 32,334 218,300 89,872
Insurance segment | Operating Segments        
Segment Reporting Information [Line Items]        
Total Insurance segment revenue $ 95,228 $ 32,334 $ 218,300 $ 89,872
v3.23.3
Segment Information - Consolidated Financial Information (Details) - USD ($)
$ in Thousands
 3 Months Ended 9 Months Ended
Sep. 30, 2023
Sep. 30, 2022
Sep. 30, 2023
Sep. 30, 2022
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items]        
Total segment adjusted EBITDA (loss) $ 22,217 $ 4,686 $ (14,729) $ 7,828
Reconciling items:        
Corporate and other (13,378) (15,592) (41,448) (44,094)
Depreciation and amortization (6,272) (8,675) (18,501) (21,574)
Stock-based compensation expense (6,979) (5,089) (20,277) (20,645)
Restructuring costs (712) 0 (2,789) 0
Acquisition and other transaction costs (22) (261) (408) (1,583)
Impairment loss on intangible assets and goodwill 0 (57,057) (57,232) (57,057)
Recovery of (loss on) reinsurance contract (see Note 10) 7,043      
Recovery of (loss on) reinsurance contract (see Note 10)   0 (41,201) 0
Impairment loss on property, equipment and software 0 (30) (254) (101)
Change in fair value of contingent consideration 787 (565) 3,597 (5,251)
Investment income and realized gains (2,485) (335) (4,492) (775)
Operating income (loss) 199 (82,918) (197,734) (143,252)
Vertical Software segment | Operating Segments        
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items]        
Total segment adjusted EBITDA (loss) 3,179 5,545 4,599 14,081
Insurance segment | Operating Segments        
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items]        
Total segment adjusted EBITDA (loss) $ 19,038 $ (859) $ (19,328) $ (6,253)
v3.23.3
Net Loss Per Share (Details) - USD ($)
$ / shares in Units, $ in Thousands
 3 Months Ended 9 Months Ended
Sep. 30, 2023
Sep. 30, 2022
Sep. 30, 2023
Sep. 30, 2022
Numerator:        
Net loss used to compute net loss per share - basic $ (5,744) $ (84,476) $ (131,447) $ (121,086)
Net loss used to compute net loss per share - diluted $ (5,744) $ (84,476) $ (131,447) $ (121,086)
Denominator:        
Weighted average shares outstanding used to compute net loss used to compute net loss per share - basic (in shares) 96,366,613 97,792,485 95,770,676 97,009,351
Weighted average shares outstanding used to compute net loss used to compute net loss per share - diluted (in shares) 96,366,613 97,792,485 95,770,676 97,009,351
Net loss per share - basic (in usd per share) $ (0.06) $ (0.86) $ (1.37) $ (1.25)
Net loss per share - diluted (in usd per share) $ (0.06) $ (0.86) $ (1.37) $ (1.25)
v3.23.3
Net Loss Per Share - Computation of diluted net loss per antidilutive (Details) - $ / shares
 3 Months Ended 9 Months Ended
Sep. 16, 2021
Sep. 30, 2023
Sep. 30, 2022
Sep. 30, 2023
Sep. 30, 2022
Dec. 24, 2023
Convertible senior notes, due 2026            
Net Loss Per Share            
Capped call transactions, strike price (per unit) $ 25          
Capped call transactions, authorized shares 16,998,130          
Common Stock | Forecast            
Net Loss Per Share            
Share price (in usd per share)           $ 22.00
Stock options            
Net Loss Per Share            
Antidilutive securities excluded from computation of earnings per share, amount   3,685,526 4,149,394 3,685,526 4,149,394  
Restricted stock units and awards            
Net Loss Per Share            
Antidilutive securities excluded from computation of earnings per share, amount   8,654,894 5,193,177 8,654,894 5,193,177  
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  
Contingent consideration - business combinations            
Net Loss Per Share            
Antidilutive securities excluded from computation of earnings per share, amount   24,362,726 8,354,437 24,362,726 8,354,437