PORCH GROUP, INC., 10-Q filed on 5/10/2023
Quarterly Report
v3.23.1
Document and Entity Information - shares
 3 Months Ended
Mar. 31, 2023
May 08, 2023
Document and Entity Information    
Document Type 10-Q  
Document Quarterly Report true  
Document Period End Date Mar. 31, 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 $0.0001 per share  
Trading Symbol PRCH  
Security Exchange Name NASDAQ  
Entity Current Reporting Status Yes  
Entity Interactive Data Current Yes  
Entity Filer Category Accelerated Filer  
Entity Small Business false  
Entity Emerging Growth Company false  
Entity Shell Company false  
Entity Common Stock, Shares Outstanding   97,816,355
Entity Central Index Key 0001784535  
Current Fiscal Year End Date --12-31  
Document Fiscal Year Focus 2023  
Document Fiscal Period Focus Q1  
Amendment Flag false  
v3.23.1
Condensed Consolidated Balance Sheets - USD ($)
$ in Thousands
Mar. 31, 2023
Dec. 31, 2022
Current assets    
Cash and cash equivalents $ 179,357 $ 215,060
Accounts receivable, net 23,600 26,438
Short-term investments 34,441 36,523
Reinsurance balance due 292,775 299,060
Prepaid expenses and other current assets 30,834 20,009
Restricted cash 14,796 13,545
Total current assets 575,803 610,635
Property, equipment, and software, net 13,727 12,240
Operating lease right-of-use assets 4,151 4,201
Goodwill 247,118 244,697
Long-term investments 58,678 55,118
Intangible assets, net 101,753 108,255
Long-term insurance commissions receivable 13,140 12,265
Other assets 2,346 1,646
Total assets 1,016,716 1,049,057
Current liabilities    
Accounts payable 6,200 6,268
Accrued expenses and other current liabilities 38,856 39,742
Deferred revenue 246,502 270,690
Refundable customer deposits 20,984 20,142
Current debt 10,392 16,455
Losses and loss adjustment expense reserves 115,527 100,632
Other insurance liabilities, current 78,422 61,710
Total current liabilities 516,883 515,639
Long-term debt 425,383 425,310
Operating lease liabilities, non-current 2,585 2,536
Earnout liability, at fair value 44 44
Private warrant liability, at fair value 362 707
Other liabilities (includes $24,198 and $24,546 at fair value, respectively) 26,183 25,468
Total liabilities 971,440 969,704
Commitments and contingencies (Note 12)
Stockholders' equity    
Common stock, $0.0001 par value: Authorized shares - 400,000,000 and 400,000,000, respectively Issued and outstanding shares - 97,018,032 and 98,455,838, respectively 10 10
Additional paid-in capital 677,426 670,537
Accumulated other comprehensive loss (5,296) (6,171)
Accumulated deficit (626,864) (585,023)
Total stockholders' equity 45,276 79,353
Total liabilities and stockholders' equity $ 1,016,716 $ 1,049,057
v3.23.1
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($)
$ in Thousands
Mar. 31, 2023
Dec. 31, 2022
Condensed Consolidated Balance Sheets    
Other liabilities $ 24,198 $ 24,546
Common stock, par value $ 0.0001 $ 0.0001
Common Stock, Shares Authorized 400,000,000 400,000,000
Common stock, shares issued 97,018,032 98,455,838
Common stock, shares outstanding 97,018,032 98,455,838
v3.23.1
Condensed Consolidated Statements of Operations - USD ($)
$ in Thousands
 3 Months Ended
Mar. 31, 2023
Mar. 31, 2022
Condensed Consolidated Statements of Operations    
Revenue $ 87,369 $ 63,567
Operating expenses(1):    
Cost of revenue 51,275 25,216
Selling and marketing 32,585 26,077
Product and technology 13,950 14,231
General and administrative 26,066 26,699
Impairment loss on intangible assets and goodwill 2,021  
Total operating expenses 125,897 92,223
Operating loss (38,528) (28,656)
Other income (expense):    
Interest expense (2,188) (2,427)
Change in fair value of earnout liability   11,179
Change in fair value of private warrant liability 345 10,189
Investment income and realized gains, net of investment expenses 758 197
Other income, net 762 56
Total other income (expense) (323) 19,194
Loss before income taxes (38,851) (9,462)
Income tax benefit 111 177
Net loss $ (38,740) $ (9,285)
Loss per share - basic (Note 15) $ (0.41) $ (0.10)
Loss per share - diluted (Note 15) $ (0.41) $ (0.10)
Weighted-average shares used in computing net loss attributable per share to common stockholders:    
Shares used in computing basic loss per share 95,209,819 96,074,527
Shares used in computing diluted loss per share 95,209,819 96,074,527
v3.23.1
Condensed Consolidated Statements of Operations (Parenthetical) - USD ($)
$ in Thousands
 3 Months Ended
Mar. 31, 2023
Mar. 31, 2022
Stock based compensation expense $ 6,894 $ 5,854
Selling and marketing    
Stock based compensation expense 1,045 632
Product and technology    
Stock based compensation expense 1,449 1,137
General and administrative    
Stock based compensation expense $ 4,400 $ 4,085
v3.23.1
Condensed Consolidated Statements of Comprehensive Loss - USD ($)
$ in Thousands
 3 Months Ended
Mar. 31, 2023
Mar. 31, 2022
Consolidated Statements of Comprehensive Loss    
Net loss $ (38,740) $ (9,285)
Other comprehensive income (loss):    
Current period change in net unrealized loss, net of tax 875 (2,515)
Comprehensive loss $ (37,865) $ (11,800)
v3.23.1
Condensed Consolidated Statements of Stockholders' Equity (Deficit) - USD ($)
$ in Thousands
Common Stock
Additional Paid-in Capital
Accumulated Deficit
Accumulated Other Comprehensive Loss
Total
Beginning Balance at Dec. 31, 2021 $ 10 $ 641,406 $ (424,112) $ (259) $ 217,045
Beginning Balance (in shares) at Dec. 31, 2021 97,961,597        
Increase (Decrease) in Stockholders' Equity [Roll Forward]          
Net loss     (9,285)   (9,285)
Other comprehensive (loss) income, net of tax       (2,515) (2,515)
Stock-based compensation   5,854     5,854
Contingent consideration for acquisitions   530     530
Vesting of restricted stock awards (in shares) 245,855        
Exercise of stock options   473     473
Exercise of stock options (in shares) 185,685        
Income tax withholdings   (712)     (712)
Income tax withholdings (in shares) (95,951)        
Ending Balance at Mar. 31, 2022 $ 10 647,551 (433,397) (2,774) 211,390
Ending Balance (in shares) at Mar. 31, 2022 98,297,186        
Beginning Balance at Dec. 31, 2022 $ 10 670,537 (585,023) (6,171) 79,353
Beginning Balance (in shares) at Dec. 31, 2022 98,206,323        
Increase (Decrease) in Stockholders' Equity [Roll Forward]          
Net loss     (38,740)   (38,740)
Other comprehensive (loss) income, net of tax       875 875
Stock-based compensation   6,894     6,894
Vesting of restricted stock awards (in shares) 295,414        
Exercise of stock options   8     8
Exercise of stock options (in shares) 4,519        
Income tax withholdings   (204)     (204)
Income tax withholdings (in shares) (92,066)        
Repurchases of common stock     (3,101)   (3,101)
Repurchases of common stock (in shares) (1,396,158)        
Proceeds from sale of common stock   191     191
Ending Balance at Mar. 31, 2023 $ 10 $ 677,426 $ (626,864) $ (5,296) $ 45,276
Ending Balance (in shares) at Mar. 31, 2023 97,018,032        
v3.23.1
Condensed Consolidated Statements of Cash Flows - USD ($)
$ in Thousands
 3 Months Ended
Mar. 31, 2023
Mar. 31, 2022
Cash flows from operating activities:    
Net loss $ (38,740) $ (9,285)
Adjustments to reconcile net loss to net cash used in operating activities    
Depreciation and amortization 6,015 6,483
Amortization of operating lease right-of-use assets 475 582
Impairment loss on intangible assets and goodwill 2,021  
Loss on sale and impairment of property, equipment, and software 4 70
Gain on remeasurement of private warrant liability (345) (10,189)
Loss (gain) on remeasurement of contingent consideration (154) 3,205
Gain on remeasurement of earnout liability   (11,179)
Stock-based compensation 6,894 5,854
Amortization of investment premium/accretion of discount, net (280) 566
Net realized losses on investments 67 68
Interest expense (non-cash) 1,534 1,046
Other 242 64
Change in operating assets and liabilities, net of acquisitions and divestitures    
Accounts receivable 2,619 1,312
Reinsurance balance due 6,286 (7,920)
Prepaid expenses and other current assets (10,826) (6,415)
Accounts payable (69) 1,051
Accrued expenses and other current liabilities 1,390 (4,033)
Losses and loss adjustment expense reserves 14,895 17,659
Other insurance liabilities, current 16,712 3,025
Deferred revenue (24,100) (1,945)
Refundable customer deposits (4,607) (2,949)
Long-term insurance commissions receivable (875) (1,540)
Operating lease liabilities, non-current (489) (235)
Other (700) (696)
Net cash used in operating activities (22,031) (15,401)
Cash flows from investing activities:    
Purchases of property and equipment (356) (1,167)
Capitalized internal use software development costs (2,427) (1,574)
Purchases of short-term and long-term investments (5,410) (8,835)
Maturities, sales of short-term and long-term investments 5,020 8,449
Acquisitions, net of cash acquired (1,974) (4,950)
Net cash used in investing activities (5,147) (8,077)
Cash flows from financing activities:    
Proceeds from advance funding 313 5,143
Repayments of advance funding (1,281) (3,033)
Repayments of principal and related fees (499) (150)
Proceeds from exercises of stock options 8 473
Income tax withholdings paid upon vesting of restricted stock units (204) (712)
Payments of acquisition-related contingent consideration (194)  
Repurchase of stock (5,608)  
Proceeds from sale of common stock 191  
Net cash provided by financing activities (7,274) 1,721
Net change in cash, cash equivalents, and restricted cash (34,452) (21,757)
Cash, cash equivalents, and restricted cash, beginning of period 228,605 324,792
Cash, cash equivalents, and restricted cash end of period 194,153 303,035
Supplemental disclosures    
Cash paid for interest 1,796 $ 1,587
Income tax refunds received $ 2,380  
v3.23.1
Description of Business and Summary of Significant Accounting Policies
 3 Months Ended
Mar. 31, 2023
Description of Business and Summary of Significant Accounting Policies  
Description of Business and Summary of Significant Accounting Policies

1. Description of Business and Summary of Significant Accounting Policies

Description of Business

Porch Group, Inc. (“Porch Group,” “Porch” or the “Company”) is a vertical software platform for the home, providing software and services to approximately 30,600 companies and small businesses. Porch is a values-driven company whose mission is to simplify the home with insurance at the center. The Company’s Insurance segment, with approximately 376,000 insurance and warranty policies in force, operates both as an insurance carrier underwriting home insurance policies, and as an agent selling home and auto insurance for over 20 major and regional insurance companies. The Insurance Segment also includes Porch’s warranty service offerings, and includes a captive reinsurance provider. The Vertical Software segment provides software and services to home services companies, such as home inspectors, mortgage companies and loan officers, title companies, moving companies, real estate agencies, utility companies, and individuals.

Unaudited Interim Financial Statements

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

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 the Company 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.

The Company’s insurance carrier subsidiary has exposure and remains liable in the event of insolvency of its reinsurers. Management and its reinsurance intermediary regularly assess the credit quality and ratings of its reinsurer counterparties. One reinsurer represented more than 10% of the Company’s insurance subsidiary’s total reinsurance balance due as of March 31, 2023.

Substantially all of the Company’s insurance-related revenues in the Insurance segment are derived from customers in Texas (which represent approximately 60% of such revenues in the three months ended March 31, 2023), South Carolina, North Carolina, Georgia, Virginia and Arizona, which could be adversely affected by economic conditions, an increase in competition, or environmental impacts and changes.

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

As of March 31, 2023, the Company held approximately $136.1 million of cash with three U.S. commercial banks.

Cash, Cash Equivalents and Restricted Cash

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

Restricted cash equivalents as of March 31, 2023 includes $5.2 million held by the Company’s captive reinsurance company as collateral for the benefit of Homeowners of America (“HOA”), $1.3 million held in certificates of deposits and money market mutual funds pledged to the Department of Insurance in certain states as a condition of its Certificate of Authority for the purpose of meeting obligations to policyholders and creditors, $6.0 million in funds held for the payment of possible warranty claims as required under regulatory guidelines in seventeen states, and $2.4 million related to acquisition indemnifications. Restricted cash equivalents as of December 31, 2022, includes $5.1 million held by the Company’s captive reinsurance company as collateral for the benefit of HOA, $1.0 million held in money market mutual funds pledged to the Department of Insurance in certain states as a condition of its Certificate of Authority for the purpose of meeting obligations to policyholders and creditors, $5.0 million in funds held for the payment of possible warranty claims as required under regulatory guidelines in nineteen states, and $2.4 million related to acquisition indemnifications.

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

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​

​

​

​

​

​

​

​

    

March 31, 2023

    

December 31, 2022

​

​

​

​

​

​

​

Cash and cash equivalents

​

$

179,357

​

$

215,060

Restricted cash and restricted cash equivalents - current

​

 

14,796

​

 

13,545

Cash, cash equivalents and restricted cash

​

$

194,153

​

$

228,605

​

Accounts Receivable and Long-term Insurance Commissions Receivable

Accounts receivable consist principally of amounts due from enterprise customers and other corporate partnerships, and individual policyholders. The Company estimates allowances for uncollectible receivables based on the creditworthiness of its customers, historical trend analysis and macro-economic conditions. Consequently, an adverse change in those factors could affect the Company’s estimate of allowance for doubtful accounts. The allowance for uncollectible receivables at March 31, 2023, and December 31, 2022, was $0.6 million and $0.5 million, respectively.

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

Goodwill

The Company tests 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. The Company has the option to perform a qualitative assessment to determine if an impairment is more likely than not to have occurred. If the Company 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, the Company would not need to perform a quantitative impairment test. If the Company cannot support such a conclusion or the Company does not elect to perform the qualitative assessment, the

Company performs a quantitative assessment. If a quantitative goodwill impairment assessment is performed, the Company utilizes 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 fair value of the reporting unit is less than its carrying value. The Company has selected October 1 as the date to perform its annual impairment test.

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 estimation 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 14% to 20%.

​

During the first quarter of 2023, management identified various qualitative factors that collectively, indicated that the Company had 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 and insurance industries. The Company performed a valuation of both 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 results of the quantitative impairment assessment indicated that the estimated fair values of the

reporting units exceeded their carrying values. As such, the Company determined that the goodwill allocated to its reporting units was not impaired as of March 31, 2023.

​

Impairment of Long-Lived Assets

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

During the first quarter of 2023, management identified various qualitative factors that collectively indicated that the Company had trigger 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. The Company used an income approach to determine that the estimated fair value of a certain asset group was less than its carrying value, which resulted in impairment charges of $2.0 million, primarily related to acquired technology, trademarks and tradenames, and customer relationships for certain businesses within its Vertical Software segment. Impairment charges are included in impairment loss on intangible assets and goodwill in the consolidated statements of operations.

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

The Company capitalizes 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 the Company’s 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 March 31, 2023, and December 31, 2022, DAC of $17.7 million and $8.7 million is included in prepaid expenses and other current assets. Amortized deferred acquisition costs included in sales and marketing expense, amounted to $9.3 million and $3.0 million, for the three months ended March 31, 2023 and 2022, respectively.

Fair Value of Financial Instruments

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

Level 1

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

Level 2

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

Level 3

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

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

Other Insurance Liabilities, Current

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

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​

​

​

​

​

​

    

As of March 31, 2023

    

As of December 31, 2022

Ceded reinsurance premiums payable

​

$

39,162

​

$

29,204

Commissions payable, reinsurers and agents

​

​

20,703

​

​

21,045

Advance premiums

​

 

15,537

​

 

8,668

Funds held under reinsurance treaty

​

 

1,875

​

 

1,851

General and accrued expenses payable

​

​

1,145

​

​

942

Other insurance liabilities, current

​

$

78,422

​

$

61,710

​

Income Taxes

Provisions for income taxes for the three months ended March 31, 2023, and 2022 were a $0.1 million benefit and a $0.2 million benefit, respectively, and the effective tax rates for these periods were 0.3% benefit and 1.9% benefit, respectively. The difference between the Company’s effective tax rates for the 2023 and 2022 periods and the U.S. statutory rate of 21% was primarily due to a full valuation allowance related to the Company’s net deferred tax assets.
v3.23.1
Revenue
 3 Months Ended
Mar. 31, 2023
Revenue  
Revenue

2. Revenue

Disaggregation of Revenue

Total revenues consisted of the following:

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​

​

​

​

​

​

​

​

Three Months Ended March 31, 

​

​

2023

​

2022

Vertical Software segment

​

​

​

​

​

​

Software and service subscriptions

​

$

16,809

​

$

17,681

Move-related transactions

​

​

7,769

​

​

12,193

Post-move transactions

​

​

4,049

​

​

4,530

Total Vertical Software segment revenue

​

​

28,627

​

​

34,404

​

​

​

​

​

​

​

Insurance segment

​

​

​

​

​

​

Insurance and warranty premiums, commissions and policy fees

​

​

58,742

​

​

29,163

Total Insurance segment revenue

​

​

58,742

​

​

29,163

​

​

​

​

​

​

​

Total revenue(1)

​

$

87,369

​

$

63,567

​

(1) Revenue recognized during the three months ended March 31, 2023 and 2022, includes revenue of $51.0 million and $20.8 million, respectively, which is accounted for separately from the revenue from contracts with customers.

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 March 31, 2023 and December 31, 2022.

Contract Assets - Insurance Commissions Receivable

A summary of the activity impacting the contract assets during the three months ended March 31, 2023, is presented below:

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Contract Assets

Balance at December 31, 2022

​

$

15,521

Estimated lifetime value of commissions on insurance policies sold by carriers

​

 

2,018

Cash receipts

​

 

(1,062)

Balance at March 31, 2023

​

$

16,477

​

As of March 31, 2023, $3.3 million of contract assets are expected to be collected within the next 12 months and therefore are included in current accounts receivable on the unaudited condensed consolidated balance sheets. The remaining $13.1 million of contract assets are expected to be collected in the following periods and are included in long-term insurance commissions receivable on the unaudited condensed consolidated balance sheets.

Deferred Revenue

A summary of the activity impacting deferred revenue balances during the three months ended March 31, 2023, is presented below:

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​

​

​

​

​

​

Vertical Software

​

    

Deferred Revenue

Balance at December 31, 2022

​

$

3,874

Revenue recognized

​

​

(4,237)

Additional amounts deferred

​

​

4,693

Balance at March 31, 2023

​

$

4,330

​

Deferred revenue on our unaudited condensed consolidated balance sheet as of March 31, 2023 and December 31, 2022, include $242.2 million and $266.8 million, respectively, of deferred revenue related to our Insurance segment.

Remaining Performance Obligations

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

The Company has 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 the Company recognizes revenue at the amount which it has the right to invoice for services performed. Additionally, the Company excludes 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 March 31, 2023, we had $20.8 million, $3.8 million and $2.5 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 March 31, 2023 and 2022, we incurred $1.2 million and $0.3 million, respectively, in expenses related to warranty claims.
v3.23.1
Investments
 3 Months Ended
Mar. 31, 2023
Investments  
Investments

3. Investments

The following table provides the Company’s investment income, and realized gains and losses on investments during the periods presented:

​

​

​

​

​

​

​

​

​

​

Three Months Ended March 31, 

​

​

2023

    

2022

Investment income, net of investment expenses

​

$

825

​

$

265

Realized gains on investments

​

​

4

​

​

2

Realized losses on investments

​

​

(71)

​

​

(70)

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

​

$

758

​

$

197

​

​

The following table provides the amortized cost, fair value and unrealized gains and (losses) of the Company’s investment securities:

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

As of March 31, 2023

​

​

​

​

​

Gross Unrealized

​

​

​

​

    

Amortized Cost

    

Gains

    

Losses

    

Fair Value

U.S. Treasuries

​

$

34,637

​

$

12

​

$

(226)

​

$

34,423

Obligations of states, municipalities and political subdivisions

​

​

11,304

​

​

13

​

​

(1,054)

​

​

10,263

Corporate bonds

​

 

34,549

​

 

96

​

 

(2,610)

​

 

32,035

Residential and commercial mortgage-backed securities

​

​

11,527

​

​

11

​

​

(1,162)

​

​

10,376

Other loan-backed and structured securities

​

​

6,398

​

​

14

​

​

(390)

​

​

6,022

Total investment securities

​

$

98,415

​

$

146

​

$

(5,442)

​

$

93,119

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

As of December 31, 2022

​

​

​

​

​

Gross Unrealized

​

​

​

​

    

Amortized Cost

    

Gains

    

Losses

    

Fair Value

U.S. Treasuries

​

$

35,637

​

$

5

​

$

(320)

​

$

35,322

Obligations of states, municipalities and political subdivisions

​

​

11,549

​

​

2

​

​

(1,326)

​

​

10,225

Corporate bonds

​

 

31,032

​

 

32

​

 

(2,837)

​

 

28,227

Residential and commercial mortgage-backed securities

​

​

12,790

​

​

11

​

​

(1,268)

​

​

11,533

Other loan-backed and structured securities

​

​

6,804

​

​

6

​

​

(476)

​

​

6,334

Total investment securities

​

$

97,812

​

$

56

​

$

(6,227)

​

$

91,641

​

The amortized cost and fair value of securities at March 31, 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 March 31, 2023

Remaining Time to Maturity

    

Amortized Cost

    

Fair Value

Due in one year or less

​

$

33,719

​

$

33,640

Due after one year through five years

​

​

18,734

​

​

17,303

Due after five years through ten years

​

​

21,836

​

​

20,099

Due after ten years

​

 

6,201

​

 

5,679

Residential and commercial mortgage-backed securities

​

​

11,527

​

​

10,376

Other loan-backed and structured securities

​

​

6,398

​

​

6,022

Total

​

$

98,415

​

$

93,119

​

Other-than-temporary Impairment

The Company regularly reviews its individual investment securities for other-than-temporary impairment. The Company considers 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
-the Company’s intent and ability to hold the investment for a period of time sufficient to allow for the recovery of costs.

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

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Less Than Twelve Months

​

Twelve Months or Greater

​

Total

​

​

Gross

​

​

​

Gross

​

​

​

Gross

​

​

​

​

Unrealized

​

Fair

​

Unrealized

​

Fair

​

Unrealized

​

Fair

At March 31, 2023

​

Loss

​

Value

    

Loss

​

Value

    

Loss

​

Value

U.S. Treasuries

​

$

(66)

​

$

16,320

​

$

(160)

​

$

2,251

​

$

(226)

​

$

18,571

Obligations of states, municipalities and political subdivisions

​

​

(48)

​

​

1,936

​

​

(1,006)

​

​

7,852

​

​

(1,054)

​

​

9,788

Corporate bonds

​

​

(617)

​

​

12,375

​

​

(1,993)

​

​

15,615

​

​

(2,610)

​

​

27,990

Residential and commercial mortgage-backed securities

​

​

(260)

​

​

3,190

​

​

(902)

​

​

7,149

​

​

(1,162)

​

​

10,339

Other loan-backed and structured securities

​

​

(149)

​

​

1,712

​

​

(241)

​

​

3,696

​

​

(390)

​

​

5,408

Total securities

​

$

(1,140)

​

$

35,533

​

$

(4,302)

​

$

36,563

​

$

(5,442)

​

$

72,096

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Less Than Twelve Months

​

Twelve Months or Greater

​

Total

​

​

Gross

​

​

​

Gross

​

​

​

Gross

​

​

​

​

Unrealized

​

Fair

​

Unrealized

​

Fair

​

Unrealized

​

Fair

At December 31, 2022

​

Loss

​

Value

    

Loss

​

Value

    

Loss

​

Value

U.S. Treasuries

​

$

(127)

​

$

10,748

​

$

(193)

​

$

9,824

​

$

(320)

​

$

20,572

Obligations of states, municipalities and political subdivisions

​

​

(929)

​

​

6,258

​

​

(397)

​

​

3,504

​

​

(1,326)

​

​

9,762

Corporate bonds

​

​

(1,623)

​

​

16,531

​

​

(1,214)

​

​

10,328

​

​

(2,837)

​

​

26,859

Residential and commercial mortgage-backed securities

​

​

(687)

​

​

6,565

​

​

(581)

​

​

4,952

​

​

(1,268)

​

​

11,517

Other loan-backed and structured securities

​

​

(359)

​

​

4,633

​

​

(117)

​

​

1,094

​

​

(476)

​

​

5,727

Total securities

​

$

(3,725)

​

$

44,735

​

$

(2,502)

​

$

29,702

​

$

(6,227)

​

$

74,437

​

At March 31, 2023, and December 31, 2022, there were 452 and 483 securities, respectively, in an unrealized loss position. Of these securities, 363 had been in an unrealized loss position for 12 months or longer as of March 31, 2023.

The Company believes there were no fundamental issues such as credit losses or other factors with respect to any of its available-for-sale securities. The unrealized losses on investments in fixed-maturity securities were caused primarily by interest rate changes. It is expected that the securities would not be settled at a price less than par value of the investments. Because the declines in fair value are attributable to changes in interest rates or market conditions and not credit quality, and because the Company has the ability and intent to hold its available-for-sale investments until a market price recovery or maturity, the Company does not consider any of its investments to be other-than-temporarily impaired at March 31, 2023.
v3.23.1
Fair Value
 3 Months Ended
Mar. 31, 2023
Fair Value  
Fair Value

4. Fair Value

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

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Fair Value Measurement as of March 31, 2023

​

​

​

​

​

​

​

​

​

​

​

Total 

​

​

Level 1

​

Level 2

    

Level 3

    

Fair Value

Assets

​

​

​

​

​

​

​

​

​

​

​

​

Money market mutual funds

​

$

33,443

​

$

—

​

$

—

​

$

33,443

Debt securities:

​

​

​

​

​

​

​

​

​

​

​

​

U.S. Treasuries

​

​

34,423

​

​

—

​

​

—

​

​

34,423

Obligations of states and municipalities

​

​

—

​

​

10,263

​

​

—

​

​

10,263

Corporate bonds

​

​

—

​

​

32,035

​

​

—

​

​

32,035

Residential and commercial mortgage-backed securities

​

​

—

​

​

10,376

​

​

—

​

​

10,376

Other loan-backed and structured securities

​

​

—

​

​

6,022

​

​

—

​

​

6,022

​

​

$

67,866

​

$

58,696

​

$

—

​

$

126,562

Liabilities

​

​

​

​

​

​

​

​

​

​

​

​

Contingent consideration - business combinations

​

$

—

​

$

—

​

$

24,198

    

$

24,198

Contingent consideration - earnout

​

 

—

​

 

—

​

 

44

    

​

44

Private warrant liability

​

​

—

​

 

—

​

​

362

​

​

362

​

​

$

—

​

$

—

​

$

24,604

​

$

24,604

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Fair Value Measurement as of December 31, 2022

​

​

​

​

​

​

​

​

​

​

​

Total 

​

​

Level 1

    

Level 2

    

Level 3

    

Fair Value

Assets

​

​

​

​

​

​

​

​

​

​

​

​

Money market mutual funds

​

$

6,619

​

$

—

​

$

—

​

$

6,619

Debt securities:

​

​

​

​

​

​

​

​

​

​

​

​

U.S. Treasuries

​

​

35,322

​

​

—

​

​

—

​

​

35,322

Obligations of states and municipalities

​

​

—

​

​

10,225

​

​

—

​

​

10,225

Corporate bonds

​

​

—

​

​

28,227

​

​

—

​

​

28,227

Residential and commercial mortgage-backed securities

​

​

—

​

​

11,533

​

​

—

​

​

11,533

Other loan-backed and structured securities

​

​

—

​

​

6,334

​

​

—

​

​

6,334

​

​

$

41,941

​

$

56,319

​

$

—

​

$

98,260

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Liabilities

​

​

​

​

​

​

​

​

​

​

​

​

Contingent consideration - business combinations

​

$

—

​

$

—

​

$

24,546

​

$

24,546

Contingent consideration - earnout

​

 

—

​

 

—

​

 

44

​

 

44

Private warrant liability

​

​

—

​

 

—

​

​

707

​

​

707

​

​

$

—

​

$

—

​

$

25,297

​

$

25,297

​

Financial Assets

Money market mutual funds are valued at the closing price reported by the fund sponsor from an actively traded exchange. As the funds are generally maintained at a net asset value which does not fluctuate, cost approximates fair value. These are included as a Level 1 measurement in the table above. The fair values for available-for-sale fixed-maturity securities are based upon prices provided by an independent pricing service. The Company has reviewed these prices for reasonableness and has 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

The Company estimated the fair value of the business combination contingent consideration triggered by stock price milestones, related to the Floify acquisition in October 2021, using the Monte Carlo simulation method. The fair value is based on the simulated stock price of the Company over the maturity date of the contingent consideration. As of March 31, 2023, the key inputs used to determine the fair value of $15.1 million included the stock price of $1.43, strike price of $36.00, discount rate of 14.4% and volatility of 100%. As of December 31, 2022, the key inputs used in the determination of the fair value of $15.5 million included the stock price of $1.88, strike price of $36.00, discount rate of 10.3% and volatility of 95%.

The Company 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 March 31, 2023, the key inputs used to determine the fair value of $9.0 million were management’s cash flow estimates and the discount rate of 16%. As of December 31, 2022, the key inputs used to determine the fair value of $9.0 million were management’s cash flow estimates and the discount rate of 17%.

Contingent Consideration - Earnout

The Company estimated the fair value of the earnout contingent consideration using the Monte Carlo simulation method. The fair value of $0.1 million is based on the simulated price of the Company over the maturity date of the contingent consideration and increased by certain employee forfeitures. As of March 31, 2023, the key inputs used to determine the fair value included exercise price of $22.00, volatility of 100%, forfeiture rate of 15% and stock price of $1.43. 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

The Company estimated the fair value of the private warrants using the Black-Scholes-Merton option pricing model. As of March 31, 2023, the key inputs used to determine the fair value included exercise price of $11.50, expected volatility of 90%, remaining contractual term of 2.73 years, and stock price of $1.43. 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.

Level 3 Rollforward

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

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

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Contingent 

​

​

​

​

Contingent 

​

Consideration -

​

Private

​

​

Consideration -

​

Business

​

Warrant

​

    

Earnout

    

Combinations

    

Liability

Fair value as of December 31, 2022

​

$

44

​

$

24,546

​

$

707

Additions

​

​

—

​

​

—

​

​

—

Settlements

​

​

—

​

​

(194)

​

​

—

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

​

​

—

​

​

(154)

​

​

(345)

Fair value as of March 31, 2023

​

$

44

​

$

24,198

​

$

362

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Contingent

​

​

​

​

Contingent

​

Consideration -

​

Private

​

​

Consideration -

​

Business

​

Warrant

​

    

Earnout

    

Combinations

    

Liability

Fair value as of December 31, 2021

​

$

13,866

​

$

9,617

​

$

15,193

Additions

​

​

—

​

 

—

​

​

—

Settlements

​

​

—

​

​

—

​

​

—

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

​

​

(11,179)

​

​

3,205

​

​

(10,189)

Fair value as of March 31, 2022

​

$

2,687

​

$

12,822

​

$

5,004

​

(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.

Fair Value Disclosure

As of March 31, 2023, and December 31, 2022, the fair value of the convertible senior notes is $234.0 million and $238.6 million, respectively. The decrease of $4.6 million is primarily due to the decline in the stock price at March 31, 2023, as compared to December 31, 2022. The fair value of the line of credit, advance funding arrangement and other notes approximates the unpaid principal balance. All debt, other than the 2026 Notes which is Level 2, is considered a Level 3 measurement. See Note 7.
v3.23.1
Property, Equipment, and Software
 3 Months Ended
Mar. 31, 2023
Property, Equipment, and Software  
Property, Equipment, and Software

5. Property, Equipment, and Software

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

​

​

​

​

​

​

​

​

​

    

March 31, 

​

December 31, 

​

​

2023

    

2022

Software and computer equipment

​

$

8,680

​

$

8,326

Furniture, office equipment, and other

​

 

2,115

​

 

2,118

Internally developed software

​

 

19,400

​

 

17,128

Leasehold improvements

​

 

1,178

​

 

1,178

​

​

 

31,373

​

 

28,750

Less: Accumulated depreciation and amortization

​

 

(17,646)

​

 

(16,510)

Property, equipment, and software, net

​

$

13,727

​

$

12,240

​

Depreciation and amortization expense related to property, equipment, and software was $1.2 million and $1.0 million for the three months ended March 31, 2023 and 2022, respectively.
v3.23.1
Intangible Assets and Goodwill
 3 Months Ended
Mar. 31, 2023
Intangible Assets and Goodwill  
Intangible Assets and Goodwill

6. Intangible Assets and Goodwill

Intangible Assets

Intangible assets are stated at cost or acquisition-date fair value less accumulated amortization and impairment, and consist of the following, as of March 31, 2023:

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Weighted

    

​

​

​

Accumulated

​

​

​

​

​

Average 

​

Intangible

​

Amortization

​

Intangible 

​

​

Useful Life 

​

Assets,

​

And

​

Assets, 

​

    

(in years)

    

gross

    

Impairment

    

Net

Customer relationships

 

9.0

​

$

69,505

​

$

(17,164)

​

$

52,341

Acquired technology

 

5.0

​

 

36,041

​

​

(17,486)

​

 

18,555

Trademarks and tradenames

 

10.0

​

 

23,443

​

​

(5,038)

​

 

18,405

Non-compete agreements

​

3.0

​

​

616

​

​

(419)

​

​

197

Value of business acquired

​

1.0

​

​

400

​

​

(400)

​

​

—

Renewal rights

​

6.0

​

​

9,734

​

​

(2,439)

​

​

7,295

Insurance licenses

​

Indefinite

​

​

4,960

​

​

—

​

​

4,960

Total intangible assets

 

​

​

$

144,699

​

$

(42,946)

​

$

101,753

​

Intangible assets consist of the following as of December 31, 2022:

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Weighted

    

​

​

    

​

​

    

​

​

​

​

Average 

​

Intangible

​

​

​

​

Intangible 

​

​

Useful Life 

​

Assets,

​

Accumulated 

​

Assets, 

​

    

(in years)

    

gross

    

Amortization

    

Net

Customer relationships

 

9.0

​

$

69,730

​

$

(15,079)

​

$

54,651

Acquired technology

 

5.0

​

 

37,932

​

​

(16,468)

​

 

21,464

Trademarks and tradenames

 

10.0

​

 

25,071

​

​

(5,724)

​

 

19,347

Non-compete agreements

​

3.0

​

​

619

​

​

(407)

​

​

212

Value of business acquired

​

1.0

​

​

400

​

​

(400)

​

​

—

Renewal rights

​

6.0

​

​

9,734

​

​

(2,113)

​

​

7,621

Insurance licenses

​

Indefinite

​

​

4,960

​

​

—

​

​

4,960

Total intangible assets

 

​

​

$

148,446

​

$

(40,191)

​

$

108,255

​

The aggregate amortization expense related to intangibles was $4.9 million and $5.5 million for the three months ended March 31, 2023 and 2022, respectively.

During the first quarter of 2023, the Company recorded impairment charges of $2.0 million, primarily related to acquired technology, trademarks and tradenames, and customer relationships for an asset group within its Vertical Software segment. Impairment charges are included in impairment loss on intangible assets and goodwill in the consolidated statements of operations and comprehensive loss.

Goodwill

The following tables summarize the changes in the carrying amount of goodwill for the three months ended March 31, 2023:

​

​

​

​

​

​

    

Goodwill

Balance as of December 31, 2022

​

$

244,697

Acquisitions

​

 

2,421

Balance as of March 31, 2023

​

$

247,118

​
v3.23.1
Debt
 3 Months Ended
Mar. 31, 2023
Debt  
Debt

7. Debt

At March 31, 2023, debt comprised of the following:

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

    

​

​

    

​

​

    

Debt 

    

​

​

​

​

​

​

 

Unaccreted

 

Issuance 

 

Carrying 

​

​

Principal

​

Discount

 

Costs

​

Value

Convertible senior notes, due 2026

​

$

425,000

​

$

—

​

$

(7,947)

​

$

417,053

Advance funding arrangement

​

​

9,255

​

​

(408)

​

​

—

​

​

8,847

Term loan facility, due 2029

​

​

9,651

​

​

—

​

​

—

​

​

9,651

Other notes

​

 

300

​

 

(76)

​

 

—

​

 

224

​

​

$

444,206

​

$

(484)

​

$

(7,947)

​

$

435,775

​

Convertible Senior Notes

Interest expense recognized related to the 0.75% Convertible Senior Notes due 2026 (the “2026 Notes”) was approximately $1.4 million for each of the three months ended March 31, 2023 and 2022, and comprised of contractual interest expense and amortization of debt issuance costs.

In April 2023, the Company issued $333 million aggregate principal amount of 6.75% Senior Secured Convertible Notes due in 2028 (the “2028 Notes”) in a private placement transaction. Porch used a portion of the net proceeds from the 2028 Notes offering to repurchase $200 million of the 2026 Notes and to fund the repayment of $9.7 million outstanding under HOA’s term loan facility, in each case plus accrued and unpaid interest thereon and related fees and expenses. See Note 16 for additional information.

Advance Funding Arrangement

For certain home warranty contracts, the Company participates in a financing arrangement with third-party financers that provide the Company with contract premium upfront, less a financing fee. Third-party financers collect installment payments from the warranty contract customer which satisfy the Company’s 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 received by the Company. As part of the arrangement, the Company pays financing fees, which are collected by the third-party financers upfront, and are initially recognized as a debt discount. Financing fees are amortized as interest expense under the effective interest method. The implied interest rate varies per contract and is generally approximately 14% of total funding received. Interest expense recognized related to advance funding arrangement was $0.5 million and $1.0 million for the three months ended March 31, 2023 and 2022, respectively.

Term Loan Facility

As of March 31, 2023, the Company has borrowed $9.7 million on the HOA term loan facility. In April 2023, the term loan facility was repaid in full by using a portion of the 2028 Notes offering proceeds. See Note 16 for additional information.
v3.23.1
Equity and Warrants
 3 Months Ended
Mar. 31, 2023
Equity and Warrants  
Equity and Warrants

8. Equity and Warrants

Common Shares Outstanding and Common Stock Equivalents

The following table summarizes the Company’s fully diluted capital structure:

​

​

​

​

​

​

March 31, 

​

​

2023

Issued and outstanding common shares

    

94,968,032

Earnout shares

 

2,050,000

Total common shares issued and outstanding

​

97,018,032

Common shares reserved for future issuance:

​

​

Private warrants

​

1,795,700

Stock options (Note 9)

 

3,735,134

Restricted and performance stock units and awards (Note 9)

 

6,216,509

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

 

11,325,306

Convertible senior notes, due 2026(1)

​

16,998,130

Contingently issuable shares in connection with acquisitions(2)

​

13,957,569

Total shares of common stock outstanding and reserved for future issuance

 

151,046,380

(1)In connection with the September 16, 2021 issuance of the 2026 Notes, the Company used a portion of the proceeds to pay for the capped call transactions, which are expected to generally reduce the potential dilution to the Company’s common stock. The capped call transactions impact the number of shares that may be issued by effectively increasing the conversion price for the Company from $25 per share to approximately $37.74 per share, which would result in 11,261,261 potentially dilutive shares instead of the shares reported in this table.

​

(2)In connection with the acquisitions of Floify and HOA, the Company provided an obligation to issue 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 table above excludes common stock contingently issuable in connection with prior acquisitions. Such common stock is issuable to the extent specified operational milestones are achieved, or market conditions are met in the future.

Repurchases of Common Shares

In October 2022, the Company’s board of directors approved a share repurchase program authorizing management to repurchase up to $15 million in the Company’s common stock and/or convertible notes. Repurchases under this program may be made 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 first quarter of 2023, the Company repurchased and canceled 1,396,158 shares with the 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 March 31, 2023.

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

Warrants

There was no activity related to public and private warrants during the three months ended March 31, 2023.

​

​

​

​

​

​

​

​

​

​

​

​

Number of 

​

​

​

Number of 

 

Common

​

​

​

Warrants

 

Shares Issued

Balances as of December 31, 2022

 

 

1,795,700

​

11,521,412

Exercised

 

 

—

​

—

Canceled

​

​

—

​

—

Balances as of March 31, 2023

 

 

1,795,700

​

11,521,412

​
v3.23.1
Stock-Based Compensation
 3 Months Ended
Mar. 31, 2023
Stock-Based Compensation  
Stock-Based Compensation

9. Stock-Based Compensation

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

Stock-based compensation expense for the three months ended March 31, 2023 and 2022 is $6.9 and $5.9 million, respectively.

Detail related to stock option, RSU and PRSU activity for the three months ended March 31, 2023, is as follows:

​

​

​

​

​

​

​

​

​

    

​

    

​

​

Number of 

​

​

​

​

Number of 

​

Performance

​

 

Number of 

 

Restricted 

​

Restricted 

​

 

Options 

 

Stock Units

​

Stock Awards

Balances as of December 31, 2022

 

3,862,918

 

5,309,241

​

920,924

Granted

 

—

 

123,292

​

301,598

Vested

 

—

 

(295,414)

​

—

Exercised

​

(4,519)

​

—

​

—

Forfeited, canceled or expired

 

(123,265)

 

(143,132)

​

—

Balances as of March 31, 2023

 

3,735,134

 

4,993,987

​

1,222,522

​
v3.23.1
Reinsurance
 3 Months Ended
Mar. 31, 2023
Reinsurance  
Reinsurance

10. Reinsurance

​

2023 Program:

The Company’s third-party quota share reinsurance program is split into three separate placements to maximize coverage and cost efficiency. The 2023 Coastal Program covers the Company’s business in certain Texas coastal regions and the Houston metropolitan area and is placed at 42.05% of subject property and casualty losses (“P&C losses”), as well as all business in South Carolina which is placed at 7.3% of P&C losses. The 2023 Core Program, which covers the portion of the Company’s business not in the Coastal Program, is placed at 49.5% of P&C losses of the Company’s remaining business in Texas and 48.0% of P&C losses of the Company’s business in other states. In addition, the Combined Program covers all the Company’s 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 which were in effect through March 31, 2023, developed over five layers and limited the Company’s net retention to $4 million per occurrence and provided coverage up to a net loss of $440 million. The Company also places reinstatement premium protection to cover any reinstatement premiums due on the first three layers.

The effects of reinsurance on premiums written and earned for the three months ended March 31, 2023, and 2022 were as follows:

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Three Months Ended March 31, 

​

​

2023

​

2022

​

​

Written

​

Earned

​

Written

​

Earned

Direct premiums

​

$

96,873

​

$

114,824

​

$

87,123

​

$

84,318

Ceded premiums

​

 

2,266

​

 

(74,674)

​

 

(60,636)

​

 

(71,727)

Net premiums

​

$

99,139

​

$

40,150

​

$

26,487

​

$

12,591

​

The Company’s 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 less ceded written premiums in the three months ended March 31, 2023.

The effects of reinsurance on incurred losses and loss adjustment expense (“LAE”) for the three months ended March 31, 2023, and 2022 were as follows:

​

​

​

​

​

​

​

​

​

Three Months Ended March 31, 

​

​

2023

​

2022

Direct losses and LAE

​

$

90,015

​

$

68,221

Ceded losses and LAE

​

​

(47,156)

​

​

(54,946)

Net losses and LAE

​

$

42,859

​

$

13,275

​

The detail of reinsurance balances due is as follows:

​

​

​

​

​

​

​

​

​

​

March 31, 2023

​

December 31, 2022

Ceded unearned premium

​

$

169,360

​

$

203,157

Losses and LAE reserve

​

​

74,043

​

​

76,999

Reinsurance recoverable

​

​

49,281

​

​

18,765

Other

​

​

91

​

​

139

Reinsurance balance due

​

$

292,775

​

$

299,060

​
v3.23.1
Unpaid Losses and Loss Adjustment Reserve
 3 Months Ended
Mar. 31, 2023
Unpaid Losses and Loss Adjustment Reserve  
Unpaid Losses and Loss Adjustment Reserve

11. Unpaid Losses and Loss Adjustment Reserve

The following table provides the roll forward of the beginning and ending reserve balances for unpaid losses and LAE, gross of reinsurance for the three months ended March 31, 2023:

​

​

​

​

​

​

    

2023

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

​

$

100,632

Reinsurance recoverables on losses and LAE

​

 

(76,999)

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

​

​

23,633

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

​

​

​

Current year

​

​

43,464

Prior years

​

​

(605)

Net incurred losses and LAE during the current year

​

​

42,859

Deduct payments for losses and LAE occurring in:

​

​

​

Current year

​

​

(14,015)

Prior years

​

​

(10,993)

Net claim and LAE payments during the current year

​

​

(25,008)

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

​

​

41,484

Reinsurance recoverables on losses and LAE

​

​

74,043

Reserve for unpaid losses and LAE at March 31, 2023

​

​

115,527

​

​

​

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 a decrease of $0.6 million for the three months ended March 31, 2023.
v3.23.1
Commitments and Contingencies
 3 Months Ended
Mar. 31, 2023
Commitments and Contingencies.  
Commitments and Contingencies

12. Commitments and Contingencies

Litigation

From time to time the Company is 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, the Company is 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 the Company has recorded in the financial statements covering these matters. The Company reviews its estimates periodically and makes 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 Do Not Call restrictions of the Telephone Consumer Protection Act of 1991. Some of these actions allege related state law claims. 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 is currently pending.  Once this motion is resolved, the court is expected to set a brief schedule on Defendants’ forthcoming motion to dismiss. The case is otherwise stayed pending resolution of Defendants’

motion. Plaintiffs seek actual, statutory, and/or treble damages, injunctive relief, and reasonable attorneys’ fees and costs.

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

Kandela, LLC v Porch.com, Inc.

In May 2020, the former owners of Kandela, LLC filed complaints against Porch in the Superior Court of the State of California, alleging a breach of contract related to the terms and achievement of an earnout agreement related to the acquisition of the Kandela business and related fraudulent inducement claims. Claimants sought to recover compensatory damages based on an asset purchase agreement entered into with Porch and related employment agreements. Claimants also sought punitive damages, attorney’s fees and costs. Certain claimants settled their claims, and this settlement is within the range of the estimated accrual. Arbitration of the remaining claims occurred in March 2022. In July 2022, the Arbitrator issued his Final Award finding no merit to any of the claims asserted by claimant Kandela, LLC and determined Porch to be the prevailing party on all counts. The Arbitrator also awarded Porch and its insurers legal fees and costs in the amount of $1.4 million as the prevailing party and, if recovered in full, a significant portion of which would be expected to be allocable to its corporate insurance providers. On October 12, 2022, the Los Angeles Superior Court confirmed the Arbitration Award and entered Judgment in Porch’s favor. Kandela has failed to pay the judgment in Porch’s favor. Kandela filed a Notice of Appeal as to the Judgment on December 9, 2022. On January 18, 2023, Porch filed a Fraudulent Conveyance Action against Kandela and its members for wrongfully distributing assets that could have satisfied the judgement. On March 1, 2023, Kandela filed for protection under Chapter 7 of the Bankruptcy Code. As a result, Kandela’s appellate action was automatically stayed. At this time, Porch’s Fraudulent Conveyance Action has also been stayed as to all defendants. Porch intends to take all necessary steps so that the Fraudulent Conveyance Action can proceed against the Kandela members who Porch believes received the fraudulently transferred assets that could be used to satisfy the Judgment.

Putative Wage and Hours Class Action Proceeding

A former employee of HireAHelper™ filed a complaint in San Diego County Superior Court in November 2020, asserting putative class action claims for failure to pay overtime, failure to pay compensation at the time of separation and unfair business practices in violation of California law. HireAHelper™ was served with the complaint in December 2020 and on January 28, 2021, defendants removed the case to the United States District Court for the Southern District of California. The plaintiff seeks to represent all current and former non-exempt employees of HireAHelper™ and Porch (prior to the December 23, 2020 merger) and Porch’s other affiliated companies in the State of California during the relevant time period. Plaintiffs sought damages for unpaid wages, liquidated damages, penalties, attorneys’ fees and costs. The parties recently attended mediation, which was successful, and a deal was reached. The parties have executed the long form settlement agreement and obtained final approval of the settlement from the court on August 11, 2022. Porch paid the individual settlement in September 2022, and Plaintiff’s individual claims were dismissed and released. Porch also funded the class action settlement in September 2022 and the settlement payments to the class were distributed in October 2022. The settlement is final, and the settlement checks expired in March 2023. The final step in the process will be distribution of the funds from the uncashed settlement checks and Court approval of same.

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, the Company believes, if determined adversely to the Company, would individually or in the aggregate have a material adverse effect on the business, financial condition or results of operations.
v3.23.1
Business Combinations
 3 Months Ended
Mar. 31, 2023
Business Combinations.  
Business Combinations

13. Business Combinations

March 17, 2023 Acquisitions of the Florida and California Operations of Residential Warranty Services (“RWS”)

On April 1, 2022, the Company 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, the Company completed the acquisition of substantially all of RWS’ operations 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. The Company 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 3 years. The estimated value of the customer relationships intangible asset was calculated using the income approach.

The aggregate transaction costs of $0.1 million primarily comprised of legal and due diligence fees, and are included in general and administrative expenses on the condensed consolidated statements of operations. The results of operations for each acquisition are included in the Company’s consolidated financial statements from the date of acquisition onwards.
v3.23.1
Segment Information
 3 Months Ended
Mar. 31, 2023
Segment Information  
Segment Information

14. Segment Information

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

Our Vertical Software segment primarily consists of a vertical software platform for the home, providing software and services to home services companies, such as home inspectors, moving companies, utility companies, title companies and others, and includes software subscription and service fees from companies, and non-insurance revenue.

Our Insurance segment offers various forms of homeowner insurance policies through its own insurance carrier and certain homeowner and auto insurance policies through its licensed insurance agency. The Insurance segment also includes home warranty service revenue.

The following table provides the Company’s revenue by segment:

​

​

​

​

​

​

​

​

​

    

Three Months Ended March 31, 

​

    

2023

    

2022

Segment revenues:

​

​

​

​

​

​

Vertical Software

​

$

28,627

​

$

34,404

Insurance

​

​

58,742

​

​

29,163

Total segment revenue

​

$

87,369

​

$

63,567

​

The Company’s 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 these segments: cost of revenue, sales and marketing, product and technology, and general and administrative expenses. Segment Adjusted EBITDA (loss) also excludes non-cash items or items that management does not consider are reflective of ongoing core operations.

Currently, the Company does not allocate any shared expenses to the reportable segments. These expenses are included in Corporate and Other. Corporate and Other includes shared expenses such as sales and marketing, certain product and technology, accounting, human resources, legal and 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 included in reported consolidated results.

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

The following tables provide financial information for the two reportable segments and reconciliations to consolidated financial information for the periods presented:

​

​

​

​

​

​

​

​

    

Three Months Ended March 31, 

​

    

2023

    

2022

Segment adjusted EBITDA (loss):

​

​

​

​

​

​

Vertical Software

​

$

(396)

​

$

2,884

Insurance

​

 

(7,185)

​

 

216

Corporate and Other

​

 

(14,301)

​

 

(13,527)

Total segment adjusted EBITDA (loss)

​

 

(21,882)

​

 

(10,427)

Reconciling items:

​

​

​

​

​

​

Depreciation and amortization

​

​

(6,015)

​

​

(6,483)

Non-cash stock-based compensation expense

​

​

(6,894)

​

​

(5,854)

Acquisition and other transaction costs

​

​

(1,112)

​

​

(895)

Impairment loss on intangible assets and goodwill

​

​

(2,021)

​

​

—

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

​

​

—

​

​

(69)

Revaluation of contingent consideration

​

​

154

​

​

(3,205)

Investment income and realized gains

​

​

(758)

​

​

(197)

Non-cash bonus expense

​

​

—

​

​

(1,526)

Operating loss

​

$

(38,528)

​

$

(28,656)

​

The CODM does not review assets on a segment basis.

All of the Company’s revenue is generated in the United States, except for an immaterial amount. As of March 31, 2023, and December 31, 2022, the Company did not have material assets located outside of the United States.
v3.23.1
Basic and Diluted Net Loss Per Share
 3 Months Ended
Mar. 31, 2023
Basic and Diluted Net Loss Per Share  
Basic and Diluted Net Loss Per Share

15. Basic and Diluted 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 the Company has 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 sets forth the computation of the Company’s basic and diluted net loss attributable per share to common stockholders for the three months ended March 31, 2023 and 2022:

​

​

​

​

​

​

​

​

​

​

Three Months Ended March 31, 

​

    

2023

    

2022

Numerator:

 

​

  

 

​

  

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

​

$

(38,740)

​

$

(9,285)

​

​

​

​

​

​

​

Denominator:

​

 

  

​

 

  

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

​

 

95,209,819

​

 

96,074,527

​

​

​

​

​

​

​

Loss per share - basic and diluted

​

$

(0.41)

​

$

(0.10)

​

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

​

​

​

​

​

​

​

    

Three Months Ended March 31, 

​

​

2023

    

2022

Stock options

 

3,735,134

 

4,569,743

Restricted stock units and awards

​

4,993,987

​

4,188,802

Performance restricted stock units

​

1,222,522

​

37,184

Public and private warrants

 

1,795,700

 

1,795,700

Earnout shares

​

2,050,000

​

2,050,000

Convertible debt(1)

​

16,998,130

​

16,998,130

Contingently issuable shares in connection with acquisitions(2)

​

13,957,569

​

2,792,457

​

(1) In connection with the September 16, 2021 issuance of the 2026 Notes, the Company used a portion of the proceeds to pay for the capped call transactions, which are expected to generally reduce the potential dilution to the Company’s common stock. The capped call transactions impact the number of shares that may be issued by effectively increasing the conversion price for the Company from $25 per share to approximately $37.74 per share, which would result in 11,261,261 potentially dilutive shares instead of the shares reported in this table as of March 31, 2023.

(2) In connection with the acquisitions of Floify and HOA, the Company provided an obligation to issue a certain amount of common stock to the extent specified market conditions are met in the future. Contingently issuable shares are calculated in accordance with the purchase agreement, assuming they would be issuable if the end of the reporting periods were the end of the contingency period.
v3.23.1
Subsequent Events
 3 Months Ended
Mar. 31, 2023
Subsequent Events.  
Subsequent Events

16. Subsequent Events

On April 20, 2023, the Company issued $333 million aggregate principal amount of 6.75% Senior Secured Convertible Notes due 2028 (the “2028 Notes”) in a private placement transaction. Porch used a portion of the net proceeds from the 2028 Notes offering to repurchase $200 million of its 2026 Notes and to fund the repayment of $9.7 million outstanding under HOA’s term loan facility, in each case plus accrued and unpaid interest thereon and related fees and expenses.

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

The 2028 Notes are senior secured obligations of the Company, 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.

Currently, an estimate of the impact of this transaction on the consolidated balance sheets and statements of operations cannot be made.
v3.23.1
Description of Business and Summary of Significant Accounting Policies (Policies)
 3 Months Ended
Mar. 31, 2023
Description of Business and Summary of Significant Accounting Policies  
Unaudited Interim Financial Statements

Unaudited Interim Financial Statements

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

Comprehensive Loss

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

Use of Estimates

Use of Estimates

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

Concentrations

Financial instruments which potentially subject the Company 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.

The Company’s insurance carrier subsidiary has exposure and remains liable in the event of insolvency of its reinsurers. Management and its reinsurance intermediary regularly assess the credit quality and ratings of its reinsurer counterparties. One reinsurer represented more than 10% of the Company’s insurance subsidiary’s total reinsurance balance due as of March 31, 2023.

Substantially all of the Company’s insurance-related revenues in the Insurance segment are derived from customers in Texas (which represent approximately 60% of such revenues in the three months ended March 31, 2023), South Carolina, North Carolina, Georgia, Virginia and Arizona, which could be adversely affected by economic conditions, an increase in competition, or environmental impacts and changes.

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

As of March 31, 2023, the Company held approximately $136.1 million of cash with three U.S. commercial banks.
Cash, Cash Equivalents and Restricted Cash

Cash, Cash Equivalents and Restricted Cash

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

Restricted cash equivalents as of March 31, 2023 includes $5.2 million held by the Company’s captive reinsurance company as collateral for the benefit of Homeowners of America (“HOA”), $1.3 million held in certificates of deposits and money market mutual funds pledged to the Department of Insurance in certain states as a condition of its Certificate of Authority for the purpose of meeting obligations to policyholders and creditors, $6.0 million in funds held for the payment of possible warranty claims as required under regulatory guidelines in seventeen states, and $2.4 million related to acquisition indemnifications. Restricted cash equivalents as of December 31, 2022, includes $5.1 million held by the Company’s captive reinsurance company as collateral for the benefit of HOA, $1.0 million held in money market mutual funds pledged to the Department of Insurance in certain states as a condition of its Certificate of Authority for the purpose of meeting obligations to policyholders and creditors, $5.0 million in funds held for the payment of possible warranty claims as required under regulatory guidelines in nineteen states, and $2.4 million related to acquisition indemnifications.

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

​

​

​

​

​

​

​

​

​

    

March 31, 2023

    

December 31, 2022

​

​

​

​

​

​

​

Cash and cash equivalents

​

$

179,357

​

$

215,060

Restricted cash and restricted cash equivalents - current

​

 

14,796

​

 

13,545

Cash, cash equivalents and restricted cash

​

$

194,153

​

$

228,605

​
Accounts Receivable and Long-term Insurance Commissions Receivable

Accounts Receivable and Long-term Insurance Commissions Receivable

Accounts receivable consist principally of amounts due from enterprise customers and other corporate partnerships, and individual policyholders. The Company estimates allowances for uncollectible receivables based on the creditworthiness of its customers, historical trend analysis and macro-economic conditions. Consequently, an adverse change in those factors could affect the Company’s estimate of allowance for doubtful accounts. The allowance for uncollectible receivables at March 31, 2023, and December 31, 2022, was $0.6 million and $0.5 million, respectively.

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

Goodwill

The Company tests 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. The Company has the option to perform a qualitative assessment to determine if an impairment is more likely than not to have occurred. If the Company 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, the Company would not need to perform a quantitative impairment test. If the Company cannot support such a conclusion or the Company does not elect to perform the qualitative assessment, the

Company performs a quantitative assessment. If a quantitative goodwill impairment assessment is performed, the Company utilizes 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 fair value of the reporting unit is less than its carrying value. The Company has selected October 1 as the date to perform its annual impairment test.

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 estimation 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 14% to 20%.

​

During the first quarter of 2023, management identified various qualitative factors that collectively, indicated that the Company had 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 and insurance industries. The Company performed a valuation of both 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 results of the quantitative impairment assessment indicated that the estimated fair values of the

reporting units exceeded their carrying values. As such, the Company determined that the goodwill allocated to its reporting units was not impaired as of March 31, 2023.
Impairment of Long-Lived Assets

Impairment of Long-Lived Assets

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

During the first quarter of 2023, management identified various qualitative factors that collectively indicated that the Company had trigger 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. The Company used an income approach to determine that the estimated fair value of a certain asset group was less than its carrying value, which resulted in impairment charges of $2.0 million, primarily related to acquired technology, trademarks and tradenames, and customer relationships for certain businesses within its Vertical Software segment. Impairment charges are included in impairment loss on intangible assets and goodwill in the consolidated statements of operations.
Deferred Policy Acquisition Costs

Deferred Policy Acquisition Costs

The Company capitalizes 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 the Company’s 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 March 31, 2023, and December 31, 2022, DAC of $17.7 million and $8.7 million is included in prepaid expenses and other current assets. Amortized deferred acquisition costs included in sales and marketing expense, amounted to $9.3 million and $3.0 million, for the three months ended March 31, 2023 and 2022, respectively.
Fair Value of Financial Instruments

Fair Value of Financial Instruments

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

Level 1

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

Level 2

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

Level 3

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

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

Other Insurance Liabilities, Current

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

​

​

​

​

​

​

​

​

​

    

As of March 31, 2023

    

As of December 31, 2022

Ceded reinsurance premiums payable

​

$

39,162

​

$

29,204

Commissions payable, reinsurers and agents

​

​

20,703

​

​

21,045

Advance premiums

​

 

15,537

​

 

8,668

Funds held under reinsurance treaty

​

 

1,875

​

 

1,851

General and accrued expenses payable

​

​

1,145

​

​

942

Other insurance liabilities, current

​

$

78,422

​

$

61,710

​
Income Taxes

Income Taxes

Provisions for income taxes for the three months ended March 31, 2023, and 2022 were a $0.1 million benefit and a $0.2 million benefit, respectively, and the effective tax rates for these periods were 0.3% benefit and 1.9% benefit, respectively. The difference between the Company’s effective tax rates for the 2023 and 2022 periods and the U.S. statutory rate of 21% was primarily due to a full valuation allowance related to the Company’s net deferred tax assets.
v3.23.1
Description of Business and Summary of Significant Accounting Policies (Tables)
 3 Months Ended
Mar. 31, 2023
Description of Business and Summary of Significant Accounting Policies  
Schedule of cash, cash equivalents and restricted cash

​

​

​

​

​

​

​

​

​

    

March 31, 2023

    

December 31, 2022

​

​

​

​

​

​

​

Cash and cash equivalents

​

$

179,357

​

$

215,060

Restricted cash and restricted cash equivalents - current

​

 

14,796

​

 

13,545

Cash, cash equivalents and restricted cash

​

$

194,153

​

$

228,605

​
Schedule of components of other insurance liabilities, current

​

​

​

​

​

​

​

​

​

    

As of March 31, 2023

    

As of December 31, 2022

Ceded reinsurance premiums payable

​

$

39,162

​

$

29,204

Commissions payable, reinsurers and agents

​

​

20,703

​

​

21,045

Advance premiums

​

 

15,537

​

 

8,668

Funds held under reinsurance treaty

​

 

1,875

​

 

1,851

General and accrued expenses payable

​

​

1,145

​

​

942

Other insurance liabilities, current

​

$

78,422

​

$

61,710

​
v3.23.1
Revenue (Tables)
 3 Months Ended
Mar. 31, 2023
Revenue  
Schedule of disaggregation of revenue

​

​

​

​

​

​

​

​

​

​

Three Months Ended March 31, 

​

​

2023

​

2022

Vertical Software segment

​

​

​

​

​

​

Software and service subscriptions

​

$

16,809

​

$

17,681

Move-related transactions

​

​

7,769

​

​

12,193

Post-move transactions

​

​

4,049

​

​

4,530

Total Vertical Software segment revenue

​

​

28,627

​

​

34,404

​

​

​

​

​

​

​

Insurance segment

​

​

​

​

​

​

Insurance and warranty premiums, commissions and policy fees

​

​

58,742

​

​

29,163

Total Insurance segment revenue

​

​

58,742

​

​

29,163

​

​

​

​

​

​

​

Total revenue(1)

​

$

87,369

​

$

63,567

​

(1) Revenue recognized during the three months ended March 31, 2023 and 2022, includes revenue of $51.0 million and $20.8 million, respectively, which is accounted for separately from the revenue from contracts with customers.
Summary of the activity impacting the contract assets

​

​

​

​

​

​

    

Contract Assets

Balance at December 31, 2022

​

$

15,521

Estimated lifetime value of commissions on insurance policies sold by carriers

​

 

2,018

Cash receipts

​

 

(1,062)

Balance at March 31, 2023

​

$

16,477

​
Summary of the activity impacting deferred revenue

​

​

​

​

​

​

​

Vertical Software

​

    

Deferred Revenue

Balance at December 31, 2022

​

$

3,874

Revenue recognized

​

​

(4,237)

Additional amounts deferred

​

​

4,693

Balance at March 31, 2023

​

$

4,330

​
v3.23.1
Investments (Tables)
 3 Months Ended
Mar. 31, 2023
Investments  
Schedule of gain and losses on investments

​

​

​

​

​

​

​

​

​

​

Three Months Ended March 31, 

​

​

2023

    

2022

Investment income, net of investment expenses

​

$

825

​

$

265

Realized gains on investments

​

​

4

​

​

2

Realized losses on investments

​

​

(71)

​

​

(70)

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

​

$

758

​

$

197

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

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

As of March 31, 2023

​

​

​

​

​

Gross Unrealized

​

​

​

​

    

Amortized Cost

    

Gains

    

Losses

    

Fair Value

U.S. Treasuries

​

$

34,637

​

$

12

​

$

(226)

​

$

34,423

Obligations of states, municipalities and political subdivisions

​

​

11,304

​

​

13

​

​

(1,054)

​

​

10,263

Corporate bonds

​

 

34,549

​

 

96

​

 

(2,610)

​

 

32,035

Residential and commercial mortgage-backed securities

​

​

11,527

​

​

11

​

​

(1,162)

​

​

10,376

Other loan-backed and structured securities

​

​

6,398

​

​

14

​

​

(390)

​

​

6,022

Total investment securities

​

$

98,415

​

$

146

​

$

(5,442)

​

$

93,119

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

As of December 31, 2022

​

​

​

​

​

Gross Unrealized

​

​

​

​

    

Amortized Cost

    

Gains

    

Losses

    

Fair Value

U.S. Treasuries

​

$

35,637

​

$

5

​

$

(320)

​

$

35,322

Obligations of states, municipalities and political subdivisions

​

​

11,549

​

​

2

​

​

(1,326)

​

​

10,225

Corporate bonds

​

 

31,032

​

 

32

​

 

(2,837)

​

 

28,227

Residential and commercial mortgage-backed securities

​

​

12,790

​

​

11

​

​

(1,268)

​

​

11,533

Other loan-backed and structured securities

​

​

6,804

​

​

6

​

​

(476)

​

​

6,334

Total investment securities

​

$

97,812

​

$

56

​

$

(6,227)

​

$

91,641

​
Summary of remaining time to maturity

​

​

​

​

​

​

​

​

​

​

As of March 31, 2023

Remaining Time to Maturity

    

Amortized Cost

    

Fair Value

Due in one year or less

​

$

33,719

​

$

33,640

Due after one year through five years

​

​

18,734

​

​

17,303

Due after five years through ten years

​

​

21,836

​

​

20,099

Due after ten years

​

 

6,201

​

 

5,679

Residential and commercial mortgage-backed securities

​

​

11,527

​

​

10,376

Other loan-backed and structured securities

​

​

6,398

​

​

6,022

Total

​

$

98,415

​

$

93,119

​
Summary of securities with gross unrealized loss position

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Less Than Twelve Months

​

Twelve Months or Greater

​

Total

​

​

Gross

​

​

​

Gross

​

​

​

Gross

​

​

​

​

Unrealized

​

Fair

​

Unrealized

​

Fair

​

Unrealized

​

Fair

At March 31, 2023

​

Loss

​

Value

    

Loss

​

Value

    

Loss

​

Value

U.S. Treasuries

​

$

(66)

​

$

16,320

​

$

(160)

​

$

2,251

​

$

(226)

​

$

18,571

Obligations of states, municipalities and political subdivisions

​

​

(48)

​

​

1,936

​

​

(1,006)

​

​

7,852

​

​

(1,054)

​

​

9,788

Corporate bonds

​

​

(617)

​

​

12,375

​

​

(1,993)

​

​

15,615

​

​

(2,610)

​

​

27,990

Residential and commercial mortgage-backed securities

​

​

(260)

​

​

3,190

​

​

(902)

​

​

7,149

​

​

(1,162)

​

​

10,339

Other loan-backed and structured securities

​

​

(149)

​

​

1,712

​

​

(241)

​

​

3,696

​

​

(390)

​

​

5,408

Total securities

​

$

(1,140)

​

$

35,533

​

$

(4,302)

​

$

36,563

​

$

(5,442)

​

$

72,096

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Less Than Twelve Months

​

Twelve Months or Greater

​

Total

​

​

Gross

​

​

​

Gross

​

​

​

Gross

​

​

​

​

Unrealized

​

Fair

​

Unrealized

​

Fair

​

Unrealized

​

Fair

At December 31, 2022

​

Loss

​

Value

    

Loss

​

Value

    

Loss

​

Value

U.S. Treasuries

​

$

(127)

​

$

10,748

​

$

(193)

​

$

9,824

​

$

(320)

​

$

20,572

Obligations of states, municipalities and political subdivisions

​

​

(929)

​

​

6,258

​

​

(397)

​

​

3,504

​

​

(1,326)

​

​

9,762

Corporate bonds

​

​

(1,623)

​

​

16,531

​

​

(1,214)

​

​

10,328

​

​

(2,837)

​

​

26,859

Residential and commercial mortgage-backed securities

​

​

(687)

​

​

6,565

​

​

(581)

​

​

4,952

​

​

(1,268)

​

​

11,517

Other loan-backed and structured securities

​

​

(359)

​

​

4,633

​

​

(117)

​

​

1,094

​

​

(476)

​

​

5,727

Total securities

​

$

(3,725)

​

$

44,735

​

$

(2,502)

​

$

29,702

​

$

(6,227)

​

$

74,437

​
v3.23.1
Fair Value (Tables)
 3 Months Ended
Mar. 31, 2023
Fair Value  
Schedule of fair value measurements of liabilities measured at fair value on recurring basis

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

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Fair Value Measurement as of March 31, 2023

​

​

​

​

​

​

​

​

​

​

​

Total 

​

​

Level 1

​

Level 2

    

Level 3

    

Fair Value

Assets

​

​

​

​

​

​

​

​

​

​

​

​

Money market mutual funds

​

$

33,443

​

$

—

​

$

—

​

$

33,443

Debt securities:

​

​

​

​

​

​

​

​

​

​

​

​

U.S. Treasuries

​

​

34,423

​

​

—

​

​

—

​

​

34,423

Obligations of states and municipalities

​

​

—

​

​

10,263

​

​

—

​

​

10,263

Corporate bonds

​

​

—

​

​

32,035

​

​

—

​

​

32,035

Residential and commercial mortgage-backed securities

​

​

—

​

​

10,376

​

​

—

​

​

10,376

Other loan-backed and structured securities

​

​

—

​

​

6,022

​

​

—

​

​

6,022

​

​

$

67,866

​

$

58,696

​

$

—

​

$

126,562

Liabilities

​

​

​

​

​

​

​

​

​

​

​

​

Contingent consideration - business combinations

​

$

—

​

$

—

​

$

24,198

    

$

24,198

Contingent consideration - earnout

​

 

—

​

 

—

​

 

44

    

​

44

Private warrant liability

​

​

—

​

 

—

​

​

362

​

​

362

​

​

$

—

​

$

—

​

$

24,604

​

$

24,604

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Fair Value Measurement as of December 31, 2022

​

​

​

​

​

​

​

​

​

​

​

Total 

​

​

Level 1

    

Level 2

    

Level 3

    

Fair Value

Assets

​

​

​

​

​

​

​

​

​

​

​

​

Money market mutual funds

​

$

6,619

​

$

—

​

$

—

​

$

6,619

Debt securities:

​

​

​

​

​

​

​

​

​

​

​

​

U.S. Treasuries

​

​

35,322

​

​

—

​

​

—

​

​

35,322

Obligations of states and municipalities

​

​

—

​

​

10,225

​

​

—

​

​

10,225

Corporate bonds

​

​

—

​

​

28,227

​

​

—

​

​

28,227

Residential and commercial mortgage-backed securities

​

​

—

​

​

11,533

​

​

—

​

​

11,533

Other loan-backed and structured securities

​

​

—

​

​

6,334

​

​

—

​

​

6,334

​

​

$

41,941

​

$

56,319

​

$

—

​

$

98,260

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Liabilities

​

​

​

​

​

​

​

​

​

​

​

​

Contingent consideration - business combinations

​

$

—

​

$

—

​

$

24,546

​

$

24,546

Contingent consideration - earnout

​

 

—

​

 

—

​

 

44

​

 

44

Private warrant liability

​

​

—

​

 

—

​

​

707

​

​

707

​

​

$

—

​

$

—

​

$

25,297

​

$

25,297

​
Schedule of Level 3 items measured at fair value on a recurring basis

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Contingent 

​

​

​

​

Contingent 

​

Consideration -

​

Private

​

​

Consideration -

​

Business

​

Warrant

​

    

Earnout

    

Combinations

    

Liability

Fair value as of December 31, 2022

​

$

44

​

$

24,546

​

$

707

Additions

​

​

—

​

​

—

​

​

—

Settlements

​

​

—

​

​

(194)

​

​

—

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

​

​

—

​

​

(154)

​

​

(345)

Fair value as of March 31, 2023

​

$

44

​

$

24,198

​

$

362

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Contingent

​

​

​

​

Contingent

​

Consideration -

​

Private

​

​

Consideration -

​

Business

​

Warrant

​

    

Earnout

    

Combinations

    

Liability

Fair value as of December 31, 2021

​

$

13,866

​

$

9,617

​

$

15,193

Additions

​

​

—

​

 

—

​

​

—

Settlements

​

​

—

​

​

—

​

​

—

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

​

​

(11,179)

​

​

3,205

​

​

(10,189)

Fair value as of March 31, 2022

​

$

2,687

​

$

12,822

​

$

5,004

​

(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.
v3.23.1
Property, Equipment, and Software (Tables)
 3 Months Ended
Mar. 31, 2023
Property, Equipment, and Software  
Schedule of property, equipment, and software net

​

​

​

​

​

​

​

​

​

    

March 31, 

​

December 31, 

​

​

2023

    

2022

Software and computer equipment

​

$

8,680

​

$

8,326

Furniture, office equipment, and other

​

 

2,115

​

 

2,118

Internally developed software

​

 

19,400

​

 

17,128

Leasehold improvements

​

 

1,178

​

 

1,178

​

​

 

31,373

​

 

28,750

Less: Accumulated depreciation and amortization

​

 

(17,646)

​

 

(16,510)

Property, equipment, and software, net

​

$

13,727

​

$

12,240

​
v3.23.1
Intangible Assets and Goodwill (Tables)
 3 Months Ended
Mar. 31, 2023
Intangible Assets and Goodwill  
Schedule of intangible assets

Intangible assets are stated at cost or acquisition-date fair value less accumulated amortization and impairment, and consist of the following, as of March 31, 2023:

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Weighted

    

​

​

​

Accumulated

​

​

​

​

​

Average 

​

Intangible

​

Amortization

​

Intangible 

​

​

Useful Life 

​

Assets,

​

And

​

Assets, 

​

    

(in years)

    

gross

    

Impairment

    

Net

Customer relationships

 

9.0

​

$

69,505

​

$

(17,164)

​

$

52,341

Acquired technology

 

5.0

​

 

36,041

​

​

(17,486)

​

 

18,555

Trademarks and tradenames

 

10.0

​

 

23,443

​

​

(5,038)

​

 

18,405

Non-compete agreements

​

3.0

​

​

616

​

​

(419)

​

​

197

Value of business acquired

​

1.0

​

​

400

​

​

(400)

​

​

—

Renewal rights

​

6.0

​

​

9,734

​

​

(2,439)

​

​

7,295

Insurance licenses

​

Indefinite

​

​

4,960

​

​

—

​

​

4,960

Total intangible assets

 

​

​

$

144,699

​

$

(42,946)

​

$

101,753

​

Intangible assets consist of the following as of December 31, 2022:

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Weighted

    

​

​

    

​

​

    

​

​

​

​

Average 

​

Intangible

​

​

​

​

Intangible 

​

​

Useful Life 

​

Assets,

​

Accumulated 

​

Assets, 

​

    

(in years)

    

gross

    

Amortization

    

Net

Customer relationships

 

9.0

​

$

69,730

​

$

(15,079)

​

$

54,651

Acquired technology

 

5.0

​

 

37,932

​

​

(16,468)

​

 

21,464

Trademarks and tradenames

 

10.0

​

 

25,071

​

​

(5,724)

​

 

19,347

Non-compete agreements

​

3.0

​

​

619

​

​

(407)

​

​

212

Value of business acquired

​

1.0

​

​

400

​

​

(400)

​

​

—

Renewal rights

​

6.0

​

​

9,734

​

​

(2,113)

​

​

7,621

Insurance licenses

​

Indefinite

​

​

4,960

​

​

—

​

​

4,960

Total intangible assets

 

​

​

$

148,446

​

$

(40,191)

​

$

108,255

​
Summary of changes in the carrying amount of goodwill

​

​

​

​

​

​

    

Goodwill

Balance as of December 31, 2022

​

$

244,697

Acquisitions

​

 

2,421

Balance as of March 31, 2023

​

$

247,118
v3.23.1
Debt (Tables)
 3 Months Ended
Mar. 31, 2023
Debt  
Schedule of debt

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

    

​

​

    

​

​

    

Debt 

    

​

​

​

​

​

​

 

Unaccreted

 

Issuance 

 

Carrying 

​

​

Principal

​

Discount

 

Costs

​

Value

Convertible senior notes, due 2026

​

$

425,000

​

$

—

​

$

(7,947)

​

$

417,053

Advance funding arrangement

​

​

9,255

​

​

(408)

​

​

—

​

​

8,847

Term loan facility, due 2029

​

​

9,651

​

​

—

​

​

—

​

​

9,651

Other notes

​

 

300

​

 

(76)

​

 

—

​

 

224

​

​

$

444,206

​

$

(484)

​

$

(7,947)

​

$

435,775

​
v3.23.1
Equity and Warrants (Tables)
 3 Months Ended
Mar. 31, 2023
Equity and Warrants  
Summary of fully diluted capital structure

​

​

​

​

​

​

March 31, 

​

​

2023

Issued and outstanding common shares

    

94,968,032

Earnout shares

 

2,050,000

Total common shares issued and outstanding

​

97,018,032

Common shares reserved for future issuance:

​

​

Private warrants

​

1,795,700

Stock options (Note 9)

 

3,735,134

Restricted and performance stock units and awards (Note 9)

 

6,216,509

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

 

11,325,306

Convertible senior notes, due 2026(1)

​

16,998,130

Contingently issuable shares in connection with acquisitions(2)

​

13,957,569

Total shares of common stock outstanding and reserved for future issuance

 

151,046,380

(1)In connection with the September 16, 2021 issuance of the 2026 Notes, the Company used a portion of the proceeds to pay for the capped call transactions, which are expected to generally reduce the potential dilution to the Company’s common stock. The capped call transactions impact the number of shares that may be issued by effectively increasing the conversion price for the Company from $25 per share to approximately $37.74 per share, which would result in 11,261,261 potentially dilutive shares instead of the shares reported in this table.

​

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

​
Schedule of warrant activity

​

​

​

​

​

​

​

​

​

​

​

​

Number of 

​

​

​

Number of 

 

Common

​

​

​

Warrants

 

Shares Issued

Balances as of December 31, 2022

 

 

1,795,700

​

11,521,412

Exercised

 

 

—

​

—

Canceled

​

​

—

​

—

Balances as of March 31, 2023

 

 

1,795,700

​

11,521,412
v3.23.1
Stock-Based Compensation (Tables)
 3 Months Ended
Mar. 31, 2023
Stock-Based Compensation  
Schedule of related to stock option, RSU and PRSU activity

​

​

​

​

​

​

​

​

​

    

​

    

​

​

Number of 

​

​

​

​

Number of 

​

Performance

​

 

Number of 

 

Restricted 

​

Restricted 

​

 

Options 

 

Stock Units

​

Stock Awards

Balances as of December 31, 2022

 

3,862,918

 

5,309,241

​

920,924

Granted

 

—

 

123,292

​

301,598

Vested

 

—

 

(295,414)

​

—

Exercised

​

(4,519)

​

—

​

—

Forfeited, canceled or expired

 

(123,265)

 

(143,132)

​

—

Balances as of March 31, 2023

 

3,735,134

 

4,993,987

​

1,222,522
v3.23.1
Reinsurance (Tables)
 3 Months Ended
Mar. 31, 2023
Reinsurance  
Schedule of effects of reinsurance on premiums written, earned, incurred losses and LAE

The effects of reinsurance on premiums written and earned for the three months ended March 31, 2023, and 2022 were as follows:

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Three Months Ended March 31, 

​

​

2023

​

2022

​

​

Written

​

Earned

​

Written

​

Earned

Direct premiums

​

$

96,873

​

$

114,824

​

$

87,123

​

$

84,318

Ceded premiums

​

 

2,266

​

 

(74,674)

​

 

(60,636)

​

 

(71,727)

Net premiums

​

$

99,139

​

$

40,150

​

$

26,487

​

$

12,591

​

The effects of reinsurance on incurred losses and loss adjustment expense (“LAE”) for the three months ended March 31, 2023, and 2022 were as follows:

​

​

​

​

​

​

​

​

​

Three Months Ended March 31, 

​

​

2023

​

2022

Direct losses and LAE

​

$

90,015

​

$

68,221

Ceded losses and LAE

​

​

(47,156)

​

​

(54,946)

Net losses and LAE

​

$

42,859

​

$

13,275

​
Schedule of reinsurance balances due

​

​

​

​

​

​

​

​

​

​

March 31, 2023

​

December 31, 2022

Ceded unearned premium

​

$

169,360

​

$

203,157

Losses and LAE reserve

​

​

74,043

​

​

76,999

Reinsurance recoverable

​

​

49,281

​

​

18,765

Other

​

​

91

​

​

139

Reinsurance balance due

​

$

292,775

​

$

299,060

​
v3.23.1
Unpaid Losses and Loss Adjustment Reserve (Tables)
 3 Months Ended
Mar. 31, 2023
Unpaid Losses and Loss Adjustment Reserve  
Schedule of rollforward of the beginning and ending reserve balances for unpaid losses and LAE, gross of reinsurance

​

​

​

​

​

​

    

2023

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

​

$

100,632

Reinsurance recoverables on losses and LAE

​

 

(76,999)

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

​

​

23,633

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

​

​

​

Current year

​

​

43,464

Prior years

​

​

(605)

Net incurred losses and LAE during the current year

​

​

42,859

Deduct payments for losses and LAE occurring in:

​

​

​

Current year

​

​

(14,015)

Prior years

​

​

(10,993)

Net claim and LAE payments during the current year

​

​

(25,008)

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

​

​

41,484

Reinsurance recoverables on losses and LAE

​

​

74,043

Reserve for unpaid losses and LAE at March 31, 2023

​

​

115,527

​
v3.23.1
Segment Information (Tables)
 3 Months Ended
Mar. 31, 2023
Segment Information  
Schedule of revenue by segment

​

​

​

​

​

​

​

​

​

    

Three Months Ended March 31, 

​

    

2023

    

2022

Segment revenues:

​

​

​

​

​

​

Vertical Software

​

$

28,627

​

$

34,404

Insurance

​

​

58,742

​

​

29,163

Total segment revenue

​

$

87,369

​

$

63,567

​
Schedule of financial information of reportable segments and reconciliations to consolidated financial information

The following tables provide financial information for the two reportable segments and reconciliations to consolidated financial information for the periods presented:

​

​

​

​

​

​

​

​

    

Three Months Ended March 31, 

​

    

2023

    

2022

Segment adjusted EBITDA (loss):

​

​

​

​

​

​

Vertical Software

​

$

(396)

​

$

2,884

Insurance

​

 

(7,185)

​

 

216

Corporate and Other

​

 

(14,301)

​

 

(13,527)

Total segment adjusted EBITDA (loss)

​

 

(21,882)

​

 

(10,427)

Reconciling items:

​

​

​

​

​

​

Depreciation and amortization

​

​

(6,015)

​

​

(6,483)

Non-cash stock-based compensation expense

​

​

(6,894)

​

​

(5,854)

Acquisition and other transaction costs

​

​

(1,112)

​

​

(895)

Impairment loss on intangible assets and goodwill

​

​

(2,021)

​

​

—

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

​

​

—

​

​

(69)

Revaluation of contingent consideration

​

​

154

​

​

(3,205)

Investment income and realized gains

​

​

(758)

​

​

(197)

Non-cash bonus expense

​

​

—

​

​

(1,526)

Operating loss

​

$

(38,528)

​

$

(28,656)

​
v3.23.1
Basic and Diluted Net Loss Per Share (Tables)
 3 Months Ended
Mar. 31, 2023
Basic and Diluted Net Loss Per Share  
Schedule of earnings per share, basic and diluted

​

​

​

​

​

​

​

​

​

​

Three Months Ended March 31, 

​

    

2023

    

2022

Numerator:

 

​

  

 

​

  

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

​

$

(38,740)

​

$

(9,285)

​

​

​

​

​

​

​

Denominator:

​

 

  

​

 

  

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

​

 

95,209,819

​

 

96,074,527

​

​

​

​

​

​

​

Loss per share - basic and diluted

​

$

(0.41)

​

$

(0.10)

​
Schedule of antidilutive securities excluded from computation of earnings per share

​

​

​

​

​

​

​

    

Three Months Ended March 31, 

​

​

2023

    

2022

Stock options

 

3,735,134

 

4,569,743

Restricted stock units and awards

​

4,993,987

​

4,188,802

Performance restricted stock units

​

1,222,522

​

37,184

Public and private warrants

 

1,795,700

 

1,795,700

Earnout shares

​

2,050,000

​

2,050,000

Convertible debt(1)

​

16,998,130

​

16,998,130

Contingently issuable shares in connection with acquisitions(2)

​

13,957,569

​

2,792,457

​

(1) In connection with the September 16, 2021 issuance of the 2026 Notes, the Company used a portion of the proceeds to pay for the capped call transactions, which are expected to generally reduce the potential dilution to the Company’s common stock. The capped call transactions impact the number of shares that may be issued by effectively increasing the conversion price for the Company from $25 per share to approximately $37.74 per share, which would result in 11,261,261 potentially dilutive shares instead of the shares reported in this table as of March 31, 2023.

(2) In connection with the acquisitions of Floify and HOA, the Company provided an obligation to issue a certain amount of common stock to the extent specified market conditions are met in the future. Contingently issuable shares are calculated in accordance with the purchase agreement, assuming they would be issuable if the end of the reporting periods were the end of the contingency period.
v3.23.1
Description of Business and Summary of Significant Accounting Policies - Description of Business (Details)
Mar. 31, 2023
company
item
Common Stock and Redeemable Convertible Preferred Stock  
Number of Companies, service provided 30,600
Minimum  
Common Stock and Redeemable Convertible Preferred Stock  
Number of insurance and warranty policies in force 376,000
Number of Insurance Companies served | company 20
v3.23.1
Description of Business and Summary of Significant Accounting Policies - Concentrations (Details)
$ in Millions
 3 Months Ended
Mar. 31, 2023
USD ($)
item
New Accounting Pronouncements or Change in Accounting Principle [Line Items]  
Number of commercial banks 3
Cash and Cash Equivalents  
New Accounting Pronouncements or Change in Accounting Principle [Line Items]  
Cash in bank | $ $ 136.1
Accounts Receivable | Customer Concentration Risk  
New Accounting Pronouncements or Change in Accounting Principle [Line Items]  
Number of reinsurers 1
Revenue Benchmark | Geographic Concentration Risk | Customers in Texas  
New Accounting Pronouncements or Change in Accounting Principle [Line Items]  
Insurance related revenues percentage 60.00%
v3.23.1
Description of Business and Summary of Significant Accounting Policies - Cash and cash equivalents (Details)
$ in Thousands
Mar. 31, 2023
USD ($)
state
Dec. 31, 2022
USD ($)
state
Mar. 31, 2022
USD ($)
Dec. 31, 2021
USD ($)
Description of Business and Summary of Significant Accounting Policies        
Restricted cash pledged as collateral $ 5,200 $ 5,100    
Restricted cash pledged against obligations to policyholders and creditors 1,300 1,000    
Restricted funds held for payment of possible warranty claims $ 6,000 $ 5,000    
Number of states regulatory guidelines of warranty claims | state 17 19    
Indemnification hold back cost $ 2,400 $ 2,400    
Cash and cash equivalents 179,357 215,060    
Restricted cash and restricted cash equivalents - current 14,796 13,545    
Cash, cash equivalents and restricted cash $ 194,153 $ 228,605 $ 303,035 $ 324,792
v3.23.1
Description of Business and Summary of Significant Accounting Policies - Accounts Receivable and Long term Insurance Commissions Receivable (Details) - USD ($)
$ in Millions
 3 Months Ended
Mar. 31, 2023
Mar. 31, 2022
Dec. 31, 2022
Movement Analysis of Deferred Policy Acquisition Costs [Roll Forward]      
Allowance for uncollectible receivables $ 0.6   $ 0.5
Deferred policy acquisition costs 17.7   $ 8.7
Amortized deferred acquisition costs $ 9.3 $ 3.0  
v3.23.1
Description of Business and Summary of Significant Accounting Policies - Goodwill and Impairment (Details)
$ in Millions
 3 Months Ended
Mar. 31, 2023
USD ($)
Property, Plant and Equipment [Line Items]  
Impairment of intangible assets $ 2.0
Impairment, Intangible Asset, Finite-Lived, Statement of Income or Comprehensive Income [Extensible Enumeration] Goodwill and Intangible Asset Impairment
Minimum  
Property, Plant and Equipment [Line Items]  
Weighted average cost of capital for impairment test 14.00%
Maximum  
Property, Plant and Equipment [Line Items]  
Weighted average cost of capital for impairment test 20.00%
v3.23.1
Description of Business and Summary of Significant Accounting Policies - Components of Other Insurance Liabilities, Current (Details) - USD ($)
$ in Thousands
Mar. 31, 2023
Dec. 31, 2022
Description of Business and Summary of Significant Accounting Policies    
Ceded reinsurance premiums payable $ 39,162 $ 29,204
Commissions payable, reinsurers and agents 20,703 21,045
Advance premiums 15,537 8,668
Funds held under reinsurance treaty 1,875 1,851
General and accrued expenses payable 1,145 942
Other insurance liabilities, current $ 78,422 $ 61,710
v3.23.1
Description of Business and Summary of Significant Accounting Policies - Income Taxes (Details) - USD ($)
$ in Thousands
 3 Months Ended
Mar. 31, 2023
Mar. 31, 2022
Description of Business and Summary of Significant Accounting Policies    
Income tax expense (benefit) $ (111) $ (177)
Effective income tax rate (0.30%) (1.90%)
U.S. federal statutory tax rate 21.00% 21.00%
v3.23.1
Revenue - Disaggregation of Revenue (Details) - USD ($)
$ in Thousands
 3 Months Ended
Mar. 31, 2023
Mar. 31, 2022
Disaggregation of Revenue [Line Items]    
Total revenue $ 87,369 $ 63,567
Vertical Software    
Disaggregation of Revenue [Line Items]    
Total revenue 28,627 34,404
Insurance    
Disaggregation of Revenue [Line Items]    
Total revenue 58,742 29,163
Software and service subscriptions | Vertical Software    
Disaggregation of Revenue [Line Items]    
Total revenue 16,809 17,681
Move-related transactions | Vertical Software    
Disaggregation of Revenue [Line Items]    
Total revenue 7,769 12,193
Post-move transactions | Vertical Software    
Disaggregation of Revenue [Line Items]    
Total revenue 4,049 4,530
Insurance and warranty premiums, commissions and policy fees | Insurance    
Disaggregation of Revenue [Line Items]    
Total revenue 58,742 29,163
Revenue Not from Contract with Customer $ 51,000 $ 20,800
v3.23.1
Revenue - Contract Assets (Details)
$ in Thousands
 3 Months Ended
Mar. 31, 2023
USD ($)
Change in Contract with Customer, Asset [Abstract]  
Balance at beginning of the year $ 15,521
Estimated lifetime value of commissions on insurance policies sold by carriers 2,018
Cash receipts (1,062)
Balance at end of the year 16,477
Long-term accounts receivable 13,100
Accounts Receivable Current  
Change in Contract with Customer, Asset [Abstract]  
Balance at end of the year $ 3,300
v3.23.1
Revenue - Contract Liabilities - Activity Impacting Deferred Revenue (Details)
$ in Thousands
 3 Months Ended
Mar. 31, 2023
USD ($)
Vertical Software  
Change in Contract with Customer, Liability  
Beginning balance $ 3,874
Revenue recognized (4,237)
Additional amounts deferred 4,693
Ending balance 4,330
Insurance  
Change in Contract with Customer, Liability  
Beginning balance 266,800
Ending balance $ 242,200
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-01-01  
Change in Contract with Customer, Liability  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period 12 months
v3.23.1
Revenue - Contract Liabilities - Warranty Revenue and Related Balance Sheet Disclosures (Details) - USD ($)
$ in Millions
 3 Months Ended
Mar. 31, 2023
Mar. 31, 2022
Dec. 31, 2022
Disaggregation of Revenue [Line Items]      
Current refundable customer deposits related to outstanding extended service contracts $ 20.8   $ 20.0
Refundable Customer Deposits Related To Amounts Received In Advance Of Warranty Services Provided, Current 3.8   4.4
Refundable Customer Deposits Related To Amounts Received In Advance Of Warranty Services Provided, Noncurrent 2.5   $ 1.9
Warranty Claims Expense $ 1.2 $ 0.3  
v3.23.1
Investments - Investment Income, Realized and Unrealized Gains and Losses on Investments (Details) - USD ($)
$ in Thousands
 3 Months Ended
Mar. 31, 2023
Mar. 31, 2022
Investments    
Investment income, net of investment expenses $ 825 $ 265
Realized gains on investments 4 2
Realized losses on investments (71) (70)
Investment income and realized gains (losses), net of investment expenses $ 758 $ 197
v3.23.1
Investments - Amortized Cost, Fair Value and Unrealized Gains and (Losses) (Details) - USD ($)
$ in Thousands
Mar. 31, 2023
Dec. 31, 2022
Net Investment Income [Line Items]    
Amortized Cost $ 98,415 $ 97,812
Gross Unrealized, Gains 146 56
Gross Unrealized, Losses (5,442) (6,227)
Fair value 93,119 91,641
U.S. Treasuries    
Net Investment Income [Line Items]    
Amortized Cost 34,637 35,637
Gross Unrealized, Gains 12 5
Gross Unrealized, Losses (226) (320)
Fair value 34,423 35,322
Obligations of states, municipalities and political subdivisions    
Net Investment Income [Line Items]    
Amortized Cost 11,304 11,549
Gross Unrealized, Gains 13 2
Gross Unrealized, Losses (1,054) (1,326)
Fair value 10,263 10,225
Corporate bonds.    
Net Investment Income [Line Items]    
Amortized Cost 34,549 31,032
Gross Unrealized, Gains 96 32
Gross Unrealized, Losses (2,610) (2,837)
Fair value 32,035 28,227
Residential and commercial mortgage-backed securities    
Net Investment Income [Line Items]    
Amortized Cost 11,527 12,790
Gross Unrealized, Gains 11 11
Gross Unrealized, Losses (1,162) (1,268)
Fair value 10,376 11,533
Other loan-backed and structured securities    
Net Investment Income [Line Items]    
Amortized Cost 6,398 6,804
Gross Unrealized, Gains 14 6
Gross Unrealized, Losses (390) (476)
Fair value $ 6,022 $ 6,334
v3.23.1
Investments - Amortized Cost and Fair Value of Securities by Contractual Maturity (Details) - USD ($)
$ in Thousands
Mar. 31, 2023
Dec. 31, 2022
Amortized Cost    
Due in one year or less $ 33,719  
Due after one year through five years 18,734  
Due after five years through ten years 21,836  
Due after ten years 6,201  
Amortized Cost 98,415 $ 97,812
Fair Value    
Due in one year or less 33,640  
Due after one year through five years 17,303  
Due after five years through ten years 20,099  
Due after ten years 5,679  
Fair value 93,119 91,641
Residential and commercial mortgage-backed securities    
Amortized Cost    
Without single maturity date 11,527  
Amortized Cost 11,527 12,790
Fair Value    
Without single maturity date 10,376  
Fair value 10,376 11,533
Other loan-backed and structured securities    
Amortized Cost    
Without single maturity date 6,398  
Amortized Cost 6,398 6,804
Fair Value    
Without single maturity date 6,022  
Fair value $ 6,022 $ 6,334
v3.23.1
Investments - Securities with Gross Unrealized Loss Position (Details)
$ in Thousands
Mar. 31, 2023
USD ($)
item
security
Dec. 31, 2022
USD ($)
security
Net Investment Income [Line Items]    
Less Than Twelve Months, Gross Unrealized Loss $ (1,140) $ (3,725)
Less Than Twelve Months, Fair Value 35,533 44,735
Twelve Months or Greater, Gross Unrealized Loss (4,302) (2,502)
Twelve Months or Greater, Fair Value 36,563 29,702
Total, Gross Unrealized Loss (5,442) (6,227)
Total, Fair Value $ 72,096 $ 74,437
Number of securities in an unrealized loss position | security 452 483
Unrealized loss position for 12 months or longer | item 363  
U.S. Treasuries    
Net Investment Income [Line Items]    
Less Than Twelve Months, Gross Unrealized Loss $ (66) $ (127)
Less Than Twelve Months, Fair Value 16,320 10,748
Twelve Months or Greater, Gross Unrealized Loss (160) (193)
Twelve Months or Greater, Fair Value 2,251 9,824
Total, Gross Unrealized Loss (226) (320)
Total, Fair Value 18,571 20,572
Obligations of states, municipalities and political subdivisions    
Net Investment Income [Line Items]    
Less Than Twelve Months, Gross Unrealized Loss (48) (929)
Less Than Twelve Months, Fair Value 1,936 6,258
Twelve Months or Greater, Gross Unrealized Loss (1,006) (397)
Twelve Months or Greater, Fair Value 7,852 3,504
Total, Gross Unrealized Loss (1,054) (1,326)
Total, Fair Value 9,788 9,762
Corporate Bonds    
Net Investment Income [Line Items]    
Less Than Twelve Months, Gross Unrealized Loss (617) (1,623)
Less Than Twelve Months, Fair Value 12,375 16,531
Twelve Months or Greater, Gross Unrealized Loss (1,993) (1,214)
Twelve Months or Greater, Fair Value 15,615 10,328
Total, Gross Unrealized Loss (2,610) (2,837)
Total, Fair Value 27,990 26,859
Residential and commercial mortgage-backed securities    
Net Investment Income [Line Items]    
Less Than Twelve Months, Gross Unrealized Loss (260) (687)
Less Than Twelve Months, Fair Value 3,190 6,565
Twelve Months or Greater, Gross Unrealized Loss (902) (581)
Twelve Months or Greater, Fair Value 7,149 4,952
Total, Gross Unrealized Loss (1,162) (1,268)
Total, Fair Value 10,339 11,517
Other loan-backed and structured securities    
Net Investment Income [Line Items]    
Less Than Twelve Months, Gross Unrealized Loss (149) (359)
Less Than Twelve Months, Fair Value 1,712 4,633
Twelve Months or Greater, Gross Unrealized Loss (241) (117)
Twelve Months or Greater, Fair Value 3,696 1,094
Total, Gross Unrealized Loss (390) (476)
Total, Fair Value $ 5,408 $ 5,727
v3.23.1
Fair Value - Schedule of Fair Value Measurements of Liabilities Measured at Fair Value on Recurring Basis (Details) - USD ($)
$ in Thousands
Mar. 31, 2023
Dec. 31, 2022
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Debt securities, fair value disclosure $ 93,119 $ 91,641
Monte Carlo simulation method | Contingent consideration - earnout    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Liabilities, fair value disclosure 100  
Recurring    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Assets, fair value disclosure 126,562 98,260
Liabilities, fair value disclosure 24,604 25,297
Recurring | U.S. Treasuries    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Debt securities, fair value disclosure 34,423 35,322
Recurring | Obligations of states, municipalities and political subdivisions    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Debt securities, fair value disclosure 10,263 10,225
Recurring | Corporate Bonds    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Debt securities, fair value disclosure 32,035 28,227
Recurring | Residential and commercial mortgage-backed securities    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Debt securities, fair value disclosure 10,376 11,533
Recurring | Other loan-backed and structured securities    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Debt securities, fair value disclosure 6,022 6,334
Recurring | Contingently issuable shares in connection with acquisitions    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Liabilities, fair value disclosure 24,198 24,546
Recurring | Contingent consideration - earnout    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Liabilities, fair value disclosure 44 44
Recurring | Private warrant liability    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Liabilities, fair value disclosure 362 707
Recurring | Level 1    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Assets, fair value disclosure 67,866 41,941
Recurring | Level 1 | U.S. Treasuries    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Debt securities, fair value disclosure 34,423 35,322
Recurring | Level 2    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Assets, fair value disclosure 58,696 56,319
Recurring | Level 2 | Obligations of states, municipalities and political subdivisions    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Debt securities, fair value disclosure 10,263 10,225
Recurring | Level 2 | Corporate Bonds    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Debt securities, fair value disclosure 32,035 28,227
Recurring | Level 2 | Residential and commercial mortgage-backed securities    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Debt securities, fair value disclosure 10,376 11,533
Recurring | Level 2 | Other loan-backed and structured securities    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Debt securities, fair value disclosure 6,022 6,334
Recurring | Level 3    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Liabilities, fair value disclosure 24,604 25,297
Recurring | Level 3 | Contingently issuable shares in connection with acquisitions    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Liabilities, fair value disclosure 24,198 24,546
Recurring | Level 3 | Contingent consideration - earnout    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Liabilities, fair value disclosure 44 44
Recurring | Level 3 | Private warrant liability    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Liabilities, fair value disclosure 362 707
Recurring | Money market mutual funds    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Assets, fair value disclosure 33,443 6,619
Recurring | Money market mutual funds | Level 1    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Assets, fair value disclosure $ 33,443 $ 6,619
v3.23.1
Fair Value - Additional Information (Details)
$ in Thousands
 3 Months Ended
Mar. 31, 2023
USD ($)
$ / shares
Mar. 17, 2023
USD ($)
Dec. 31, 2022
USD ($)
$ / shares
Fair Value Measurement Inputs and Valuation Techniques [Line Items]      
Assets, level 1 to 2 transfer $ 0    
Assets, level 2 to 1 transfer 0    
Convertible senior notes, fair value 234,000   $ 238,600
Decrease in stock price $ 4,600    
Current stock price | Private warrant liability      
Fair Value Measurement Inputs and Valuation Techniques [Line Items]      
Warrants, measurement input | $ / shares 1.43   1.88
Exercise Price | Private warrant liability      
Fair Value Measurement Inputs and Valuation Techniques [Line Items]      
Warrants, measurement input | $ / shares 11.50   11.50
Volatility | Private warrant liability      
Fair Value Measurement Inputs and Valuation Techniques [Line Items]      
Warrants, measurement input 0.90   0.90
Expected term | Private warrant liability      
Fair Value Measurement Inputs and Valuation Techniques [Line Items]      
Warrants term 2 years 8 months 23 days   2 years 11 months 23 days
Residential Warranty Services      
Fair Value Measurement Inputs and Valuation Techniques [Line Items]      
Business combination contingent consideration   $ 2,100  
Discounted cashflows method | Residential Warranty Services      
Fair Value Measurement Inputs and Valuation Techniques [Line Items]      
Business combination contingent consideration $ 9,000   $ 9,000
Discounted cashflows method | Residential Warranty Services | Discount rate      
Fair Value Measurement Inputs and Valuation Techniques [Line Items]      
Business combination contingent consideration, measurement input 0.16   0.17
Monte Carlo simulation method | Contingent consideration - earnout      
Fair Value Measurement Inputs and Valuation Techniques [Line Items]      
Liabilities, fair value disclosure $ 100    
Monte Carlo simulation method | Current stock price      
Fair Value Measurement Inputs and Valuation Techniques [Line Items]      
Contingent consideration earnout, measurement input | $ / shares 1.43   1.88
Monte Carlo simulation method | Exercise Price      
Fair Value Measurement Inputs and Valuation Techniques [Line Items]      
Contingent consideration earnout, measurement input | $ / shares 22.00   22.00
Monte Carlo simulation method | Volatility      
Fair Value Measurement Inputs and Valuation Techniques [Line Items]      
Contingent consideration earnout, measurement input 1   1
Monte Carlo simulation method | Forfeiture Rate      
Fair Value Measurement Inputs and Valuation Techniques [Line Items]      
Contingent consideration earnout, measurement input 0.15   0.15
Monte Carlo simulation method | Floify      
Fair Value Measurement Inputs and Valuation Techniques [Line Items]      
Business combination contingent consideration $ 15,100   $ 15,500
Monte Carlo simulation method | Floify | Discount rate      
Fair Value Measurement Inputs and Valuation Techniques [Line Items]      
Business combination contingent consideration, measurement input 0.144   0.103
Monte Carlo simulation method | Floify | Current stock price      
Fair Value Measurement Inputs and Valuation Techniques [Line Items]      
Business combination contingent consideration, measurement input | $ / shares 1.43   1.88
Monte Carlo simulation method | Floify | Strike price      
Fair Value Measurement Inputs and Valuation Techniques [Line Items]      
Business combination contingent consideration, measurement input | $ / shares 36.00   36.00
Monte Carlo simulation method | Floify | Volatility      
Fair Value Measurement Inputs and Valuation Techniques [Line Items]      
Business combination contingent consideration, measurement input 1   0.95
v3.23.1
Fair Value - Level 3 (Details) - USD ($)
$ in Thousands
 3 Months Ended
Mar. 31, 2023
Mar. 31, 2022
Contingent consideration - earnout    
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]    
Beginning balance $ 44 $ 13,866
Change in fair value, loss (gain) included in net loss   (11,179)
Ending balance 44 2,687
Contingently issuable shares in connection with acquisitions    
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]    
Beginning balance 24,546 9,617
Settlements (194)  
Change in fair value, loss (gain) included in net loss (154) 3,205
Ending balance 24,198 12,822
Private warrant liability    
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]    
Beginning balance 707 15,193
Change in fair value, loss (gain) included in net loss (345) (10,189)
Ending balance $ 362 $ 5,004
v3.23.1
Property, Equipment, and Software (Details) - USD ($)
$ in Thousands
 3 Months Ended
Mar. 31, 2023
Mar. 31, 2022
Dec. 31, 2022
Property, Plant and Equipment [Line Items]      
Property, equipment, and software, Gross $ 31,373   $ 28,750
Less: Accumulated depreciation and amortization (17,646)   (16,510)
Property, equipment, and software, net 13,727   12,240
Depreciation and amortization 6,015 $ 6,483  
Software and computer equipment      
Property, Plant and Equipment [Line Items]      
Property, equipment, and software, Gross 8,680   8,326
Furniture, office equipment and other      
Property, Plant and Equipment [Line Items]      
Property, equipment, and software, Gross 2,115   2,118
Internally developed software      
Property, Plant and Equipment [Line Items]      
Property, equipment, and software, Gross 19,400   17,128
Leasehold improvements      
Property, Plant and Equipment [Line Items]      
Property, equipment, and software, Gross 1,178   $ 1,178
Property equipment software      
Property, Plant and Equipment [Line Items]      
Depreciation and amortization $ 1,200 $ 1,000  
v3.23.1
Intangible Assets and Goodwill (Details) - USD ($)
$ in Thousands
 3 Months Ended 12 Months Ended
Mar. 31, 2023
Mar. 31, 2022
Dec. 31, 2022
Intangible Assets and Goodwill      
Accumulated Amortization And Impairment $ (42,946)    
Accumulated Amortization     $ (40,191)
Intangible assets, Gross 144,699   148,446
Intangible assets, net 101,753   108,255
Aggregate amortization expense 4,900 $ 5,500  
Impairment of intangible assets 2,000    
Insurance licenses      
Intangible Assets and Goodwill      
Indefinite-lived intangible assets 4,960   4,960
Customer relationships      
Intangible Assets and Goodwill      
Finite lived Intangible Assets, gross 69,505   69,730
Accumulated Amortization And Impairment (17,164)    
Accumulated Amortization     (15,079)
Finite lived Intangible Assets, Net $ 52,341   $ 54,651
Weighted Average Useful Life (in years) 9 years   9 years
Acquired technology      
Intangible Assets and Goodwill      
Finite lived Intangible Assets, gross $ 36,041   $ 37,932
Accumulated Amortization And Impairment (17,486)    
Accumulated Amortization     (16,468)
Finite lived Intangible Assets, Net $ 18,555   $ 21,464
Weighted Average Useful Life (in years) 5 years   5 years
Trademarks and tradenames      
Intangible Assets and Goodwill      
Finite lived Intangible Assets, gross $ 23,443   $ 25,071
Accumulated Amortization And Impairment (5,038)    
Accumulated Amortization     (5,724)
Finite lived Intangible Assets, Net $ 18,405   $ 19,347
Weighted Average Useful Life (in years) 10 years   10 years
Non-compete agreements      
Intangible Assets and Goodwill      
Finite lived Intangible Assets, gross $ 616   $ 619
Accumulated Amortization And Impairment (419)    
Accumulated Amortization     (407)
Finite lived Intangible Assets, Net $ 197   $ 212
Weighted Average Useful Life (in years) 3 years   3 years
Value of business acquired      
Intangible Assets and Goodwill      
Finite lived Intangible Assets, gross $ 400   $ 400
Accumulated Amortization And Impairment $ (400)    
Accumulated Amortization     $ (400)
Weighted Average Useful Life (in years) 1 year   1 year
Renewal rights      
Intangible Assets and Goodwill      
Finite lived Intangible Assets, gross $ 9,734   $ 9,734
Accumulated Amortization And Impairment (2,439)    
Accumulated Amortization     (2,113)
Finite lived Intangible Assets, Net $ 7,295   $ 7,621
Weighted Average Useful Life (in years) 6 years   6 years
v3.23.1
Intangible Assets and Goodwill - Changes in Carrying Amount of Goodwill (Details)
$ in Thousands
 3 Months Ended
Mar. 31, 2023
USD ($)
Goodwill [Roll Forward]  
Goodwill, Beginning Balance $ 244,697
Acquisitions 2,421
Goodwill, Ending Balance $ 247,118
v3.23.1
Debt (Details)
$ in Thousands
Mar. 31, 2023
USD ($)
Debt  
Principal $ 444,206
Unaccreted Discount (484)
Debt Issuance Costs (7,947)
Carrying Value 435,775
Convertible senior notes, due 2026  
Debt  
Principal 425,000
Debt Issuance Costs (7,947)
Carrying Value 417,053
Advance funding arrangement  
Debt  
Principal 9,255
Unaccreted Discount (408)
Carrying Value 8,847
Term loan facility, due 2029  
Debt  
Principal 9,651
Carrying Value 9,651
Other notes  
Debt  
Principal 300
Unaccreted Discount (76)
Carrying Value $ 224
v3.23.1
Debt - Convertible Senior Notes (Details) - USD ($)
$ in Millions
 1 Months Ended 3 Months Ended
Apr. 20, 2023
Apr. 30, 2023
Mar. 31, 2023
Mar. 31, 2022
Convertible senior notes, due 2026        
Debt        
Interest rate (stated)     0.75%  
Interest expense     $ 1.4 $ 1.4
Convertible senior notes, due 2026 | Subsequent Events        
Debt        
Debt Instrument, repurchased face amount $ 200.0 $ 200.0    
Senior Secured Convertible Notes 6.75% due 2028 | Subsequent Events        
Debt        
Interest rate (stated) 6.75% 6.75%    
Amount borrowed $ 333.0 $ 333.0    
Term Loan Facility, Due 2029        
Debt        
Amount borrowed     $ 9.7  
Term Loan Facility, Due 2029 | Subsequent Events        
Debt        
Repayment amount $ 9.7 $ 9.7    
v3.23.1
Debt - Advance Funding Arrangement (Details) - USD ($)
$ in Thousands
 3 Months Ended
Mar. 31, 2023
Mar. 31, 2022
Debt Instrument [Line Items]    
Interest Expense $ 2,188 $ 2,427
Advance Funding Arrangement    
Debt Instrument [Line Items]    
Interest rate (stated) 14.00%  
Interest Expense $ 500 $ 1,000
v3.23.1
Debt - Term Loan Facility (Details)
$ in Millions
Mar. 31, 2023
USD ($)
Term loan facility, due 2029  
Debt Instrument [Line Items]  
Amount borrowed $ 9.7
v3.23.1
Equity and Warrants - Common Shares Outstanding and Common Stock Equivalents (Details) - $ / shares
Sep. 16, 2021
Mar. 31, 2023
Dec. 31, 2022
Sep. 15, 2021
Class of Stock [Line Items]        
Issued and outstanding common shares   94,968,032    
Earnout shares   2,050,000    
Total common shares issued and outstanding   97,018,032 98,455,838  
Common shares reserved for future issuance:        
Total shares of common stock outstanding and reserved for future issuance   151,046,380    
Convertible senior notes, due 2026        
Common shares reserved for future issuance:        
Total shares of common stock outstanding and reserved for future issuance   16,998,130    
Conversion price (per unit) $ 37.74     $ 25
Potentially dilutive shares 11,261,261      
Contingently issuable shares in connection with acquisitions        
Common shares reserved for future issuance:        
Shares reserved for future issuance   13,957,569    
Restricted stock units        
Common shares reserved for future issuance:        
Total shares of common stock outstanding and reserved for future issuance   6,216,509    
2020 Stock Incentive Plan        
Common shares reserved for future issuance:        
Total shares of common stock outstanding and reserved for future issuance   11,325,306    
Private Warrants        
Common shares reserved for future issuance:        
Total shares of common stock outstanding and reserved for future issuance   1,795,700    
Common stock warrants        
Common shares reserved for future issuance:        
Total shares of common stock outstanding and reserved for future issuance   3,735,134    
v3.23.1
Equity and Warrants - Repurchase of shares, Warrants (Details) - USD ($)
$ in Thousands
 3 Months Ended
Mar. 31, 2023
Apr. 30, 2023
Apr. 20, 2023
Oct. 31, 2022
Class of Stock [Line Items]        
Value of shares authorized to repurchase       $ 15,000
Repurchases of common stock $ 3,101      
Repurchase and retirement of common stock (in shares) 1,396,158      
Proceeds from issuance of common stock $ 191      
Accumulated Deficit        
Class of Stock [Line Items]        
Repurchases of common stock $ 3,101      
Subsequent Events | Convertible senior notes, due 2026        
Class of Stock [Line Items]        
Debt Instrument, repurchased face amount   $ 200,000 $ 200,000  
v3.23.1
Equity and Warrants - Public and private warrant activity (Details)
 3 Months Ended
Mar. 31, 2023
shares
Equity and Warrants  
Beginning balance 1,795,700
Exercised
Canceled
Ending balance 1,795,700
Beginning balance 11,521,412
Ending Balance 11,521,412
v3.23.1
Stock-Based Compensation - Plan (Details) - USD ($)
$ in Thousands
 3 Months Ended
Mar. 31, 2023
Mar. 31, 2022
Stock-Based Compensation    
Stock based compensation expense $ 6,894 $ 5,854
2020 Stock Incentive Plan    
Stock-Based Compensation    
Stock based compensation expense $ 6,900 $ 5,900
v3.23.1
Stock-Based Compensation - RSU and PRSU Activity (Details)
 3 Months Ended
Mar. 31, 2023
shares
Stock options  
Number of Options Outstanding  
Beginning balance 3,862,918
Exercised (4,519)
Forfeited, canceled or expired (123,265)
Ending balance 3,735,134
Restricted stock units  
Number of Restricted Stock Awards  
Beginning Balance 5,309,241
Granted 123,292
Vested (295,414)
Forfeited, canceled or expired (143,132)
Ending Balance 4,993,987
Restricted stock  
Number of Restricted Stock Awards  
Beginning Balance 920,924
Granted 301,598
Ending Balance 1,222,522
v3.23.1
Reinsurance - Additional information (Details)
$ in Millions
 3 Months Ended
Mar. 31, 2023
USD ($)
item
Dec. 31, 2022
item
Reinsurance Quota Share Program    
Reinsurance Retention Policy [Line Items]    
Number of placements for reinsurance programs | item 3  
Reinsurance Quota Share Program | South Carolina    
Reinsurance Retention Policy [Line Items]    
Reinsured risk percentage 7.30%  
Reinsurance Quota Share Program | Texas    
Reinsurance Retention Policy [Line Items]    
Reinsured risk percentage 42.05%  
Reinsurance Quota Share Program | Combined Program    
Reinsurance Retention Policy [Line Items]    
Reinsured risk percentage 5.00%  
Reinsurance Quota Share Program | Core Program    
Reinsurance Retention Policy [Line Items]    
Reinsured risk percentage 49.50%  
Reinsurance Quota Share Program | Core Locations outside of Texas    
Reinsurance Retention Policy [Line Items]    
Reinsured risk percentage 48.00%  
Reinsurance Property Catastrophe Treaties    
Reinsurance Retention Policy [Line Items]    
Number of retention layers for reinsurance policy | item 5 3
Amount retained | $ $ 4  
Excess amount retained | $ $ 440  
v3.23.1
Reinsurance - Effects of reinsurance on premiums written and earned (Details) - USD ($)
$ in Thousands
 3 Months Ended
Mar. 31, 2023
Mar. 31, 2022
Reinsurance    
Direct premiums, written $ 96,873 $ 87,123
Ceded premiums, written   (60,636)
Ceded premiums, written 2,266  
Net premiums, written 99,139 26,487
Direct premiums, earned 114,824 84,318
Ceded premiums, earned (74,674) (71,727)
Net premiums, earned $ 40,150 $ 12,591
v3.23.1
Reinsurance - Effects of reinsurance on incurred losses and LAE (Details) - USD ($)
$ in Thousands
 3 Months Ended
Mar. 31, 2023
Mar. 31, 2022
Reinsurance    
Direct losses and LAE $ 90,015 $ 68,221
Ceded losses and LAE (47,156) (54,946)
Net losses and LAE $ 42,859 $ 13,275
v3.23.1
Reinsurance - Detail of reinsurance balances due (Details) - USD ($)
$ in Thousands
Mar. 31, 2023
Dec. 31, 2022
Reinsurance balances due:    
Ceded unearned premium $ 169,360 $ 203,157
Losses and LAE reserve 74,043 76,999
Reinsurance recoverable 49,281 18,765
Other 91 139
Reinsurance balance due $ 292,775 $ 299,060
v3.23.1
Unpaid Losses and Loss Adjustment Reserve - Unpaid Losses and LAE Gross (Details) - USD ($)
$ in Thousands
 3 Months Ended
Mar. 31, 2023
Dec. 31, 2022
Unpaid Losses and Loss Adjustment Reserve    
Reserve for unpaid losses and LAE $ 100,632  
Reinsurance recoverable on losses and LAE (74,043) $ (76,999)
Reserve for unpaid losses and LAE reserve, net of reinsurance recoverables 23,633  
Add provisions (reductions) for losses and LAE occurring in:    
Current year 43,464  
Prior years (605)  
Net incurred losses and LAE during the current year 42,859  
Deduct payments for losses and LAE occurring in:    
Current year (14,015)  
Prior years (10,993)  
Net claim and LAE payments during the current year (25,008)  
Reserve for unpaid losses and LAE, net of reinsurance recoverable, at end of period 41,484  
Reinsurance recoverable on losses and LAE 74,043  
Reserve for unpaid losses and LAE $ 115,527  
v3.23.1
Commitments and Contingencies - Additional Information (Details)
$ in Millions
 1 Months Ended
Jul. 31, 2022
USD ($)
Kandela, LLC case  
Legal fees and costs $ 1.4
v3.23.1
Business Combinations - Fair value and useful lives of intangible assets, Amortization period (Details) - USD ($)
$ in Millions
 3 Months Ended 12 Months Ended
Mar. 17, 2023
Mar. 31, 2023
Dec. 31, 2022
General and administrative      
Business Acquisition [Line Items]      
Business Acquisition, Transaction Costs   $ 0.1  
Customer relationships      
Business Acquisition [Line Items]      
Estimated Useful Life (in years)   9 years 9 years
Acquired technology      
Business Acquisition [Line Items]      
Estimated Useful Life (in years)   5 years 5 years
Trademarks and tradenames      
Business Acquisition [Line Items]      
Estimated Useful Life (in years)   10 years 10 years
Non-compete agreements      
Business Acquisition [Line Items]      
Estimated Useful Life (in years)   3 years 3 years
Value of business acquired      
Business Acquisition [Line Items]      
Estimated Useful Life (in years)   1 year 1 year
Renewal rights      
Business Acquisition [Line Items]      
Estimated Useful Life (in years)   6 years 6 years
Residential Warranty Services      
Business Acquisition [Line Items]      
Contingent consideration $ 2.1    
Cash and current assets 0.2    
Residential Warranty Services | Customer relationships      
Business Acquisition [Line Items]      
Intangible assets $ 0.2    
Weighted Average Useful Life (in years) 3 years    
v3.23.1
Segment Information - Revenue (Details) - USD ($)
$ in Thousands
 3 Months Ended
Mar. 31, 2023
Mar. 31, 2022
Segment Reporting Information [Line Items]    
Total revenue $ 87,369 $ 63,567
Operating Segments    
Segment Reporting Information [Line Items]    
Total revenue 87,369 63,567
Vertical Software    
Segment Reporting Information [Line Items]    
Total revenue 28,627 34,404
Vertical Software | Operating Segments    
Segment Reporting Information [Line Items]    
Total revenue 28,627 34,404
Insurance    
Segment Reporting Information [Line Items]    
Total revenue 58,742 29,163
Insurance | Operating Segments    
Segment Reporting Information [Line Items]    
Total revenue $ 58,742 $ 29,163
v3.23.1
Segment Information - Consolidated Financial Information (Details)
$ in Thousands
 3 Months Ended
Mar. 31, 2023
USD ($)
segment
Mar. 31, 2022
USD ($)
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items]    
Number of reportable segments | segment 2  
Total segment adjusted EBITDA (loss) $ (21,882) $ (10,427)
Reconciling items:    
Depreciation and amortization (6,015) (6,483)
Non-cash stock-based compensation expense (6,894) (5,854)
Acquisition and other transaction costs (1,112) (895)
Impairment loss on intangible assets and goodwill (2,021)  
Non-cash losses and impairment of property, equipment and software   (69)
Revaluation of contingent consideration 154 (3,205)
Investment income and realized gains (758) (197)
Non-cash bonus expense   (1,526)
Operating loss (38,528) (28,656)
Vertical Software | Operating Segments    
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items]    
Total segment adjusted EBITDA (loss) (396) 2,884
Insurance | Operating Segments    
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items]    
Total segment adjusted EBITDA (loss) (7,185) 216
Corporate and Other | Operating Segments    
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items]    
Total segment adjusted EBITDA (loss) $ (14,301) $ (13,527)
v3.23.1
Basic and Diluted Net Loss Per Share (Details) - USD ($)
$ / shares in Units, $ in Thousands
 3 Months Ended
Mar. 31, 2023
Mar. 31, 2022
Numerator:    
Net loss used to compute net loss per share - basic $ (38,740) $ (9,285)
Net loss used to compute net loss per share - diluted $ (38,740) $ (9,285)
Denominator:    
Weighted average shares outstanding used to compute loss per share - basic 95,209,819 96,074,527
Weighted average shares outstanding used to compute loss per share - diluted 95,209,819 96,074,527
Loss per share - basic $ (0.41) $ (0.10)
Loss per share - diluted $ (0.41) $ (0.10)
v3.23.1
Basic and Diluted Net Loss Per Share - Computation of diluted net loss per antidilutive (Details) - $ / shares
 3 Months Ended
Sep. 16, 2021
Mar. 31, 2023
Mar. 31, 2022
Sep. 15, 2021
Stock options        
Basic and Diluted Net Loss Per Share        
Antidilutive securities excluded from computation of earnings per share, amount   3,735,134 4,569,743  
Restricted stock units and awards        
Basic and Diluted Net Loss Per Share        
Antidilutive securities excluded from computation of earnings per share, amount   4,993,987 4,188,802  
Performance restricted stock units        
Basic and Diluted Net Loss Per Share        
Antidilutive securities excluded from computation of earnings per share, amount   1,222,522 37,184  
Public and private warrants        
Basic and Diluted Net Loss Per Share        
Antidilutive securities excluded from computation of earnings per share, amount   1,795,700 1,795,700  
Earnout shares        
Basic and Diluted Net Loss Per Share        
Antidilutive securities excluded from computation of earnings per share, amount   2,050,000 2,050,000  
Convertible debt.        
Basic and Diluted Net Loss Per Share        
Antidilutive securities excluded from computation of earnings per share, amount   16,998,130 16,998,130  
Conversion price (per unit) $ 37.74     $ 25
Potentially dilutive shares 11,261,261      
Contingently issuable shares in connection with acquisitions        
Basic and Diluted Net Loss Per Share        
Antidilutive securities excluded from computation of earnings per share, amount   13,957,569 2,792,457  
v3.23.1
Subsequent Events (Details)
 1 Months Ended
Apr. 20, 2023
USD ($)
$ / shares
Apr. 30, 2023
USD ($)
Mar. 31, 2023
USD ($)
Sep. 16, 2021
$ / shares
Sep. 15, 2021
$ / shares
Convertible senior notes, due 2026          
Subsequent Events          
Interest rate (stated)     0.75%    
Conversion price (per share) | $ / shares       $ 37.74 $ 25
Term Loan Facility, Due 2029          
Subsequent Events          
Principal amount of debt     $ 9,700,000    
Subsequent Events | Senior Secured Convertible Notes 6.75% due 2028          
Subsequent Events          
Principal amount of debt $ 333,000,000 $ 333,000,000      
Interest rate (stated) 6.75% 6.75%      
Conversion ratio 39.9956        
Principal amount denomination for conversion $ 1,000        
Conversion price (per share) | $ / shares $ 25.00        
Debt instrument, issue price, percent 95.00%        
Subsequent Events | Convertible senior notes, due 2026          
Subsequent Events          
Debt Instrument, repurchased face amount $ 200,000,000 $ 200,000,000      
Subsequent Events | Term Loan Facility, Due 2029          
Subsequent Events          
Repayment amount $ 9,700,000 $ 9,700,000