Cover Page
Cover Page | 9 Months Ended |
Sep. 30, 2020 | |
Document Information [Line Items] | |
Document Type | S-1 |
Amendment Flag | false |
Entity Registrant Name | American Well Corp |
Entity Central Index Key | 0001393584 |
Entity Filer Category | Non-accelerated Filer |
Entity Small Business | false |
Entity Emerging Growth Company | true |
Entity Ex Transition Period | false |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Sep. 30, 2020 | Dec. 31, 2019 | Dec. 31, 2018 |
Current assets: | |||
Cash and cash equivalents | $ 956,417 | $ 137,673 | $ 47,975 |
Investments | 129,914 | 39,953 | 208,226 |
Restricted cash | 300 | 5,000 | |
Accounts receivable ($1,408 and $2,601 from related parties and net of allowances of $1,333 and $686, respectively) | 39,962 | 32,730 | 30,778 |
Inventories | 7,775 | 3,104 | 2,512 |
Deferred contract acquisition costs | 865 | 1,130 | 867 |
Prepaid expenses and other current assets | 8,408 | 8,937 | 4,809 |
Total current assets | 1,143,641 | 223,527 | 300,167 |
Restricted cash | 795 | 1,143 | 1,095 |
Property and equipment, net | 4,352 | 2,664 | 3,077 |
Goodwill | 193,877 | 193,877 | 127,268 |
Intangible assets, net | 57,718 | 63,535 | 55,392 |
Operating lease right-of-use asset | 8,201 | 11,944 | 1,747 |
Deferred contract acquisition costs, net of current portion | 2,627 | 1,639 | 568 |
Other assets | 1,126 | 1,552 | 489,314 |
Investment in minority owned joint venture | 1,690 | ||
Total assets | 1,414,027 | 499,881 | |
Current liabilities: | |||
Accounts payable | 7,670 | 6,504 | 4,226 |
Accrued expenses and other current liabilities | 38,301 | 27,351 | 19,478 |
Operating lease liability, current | 6,321 | 6,232 | |
Deferred revenue ($6,325 and $12,912 from related parties, respectively) | 54,324 | 66,490 | 64,128 |
Total current liabilities | 106,616 | 106,577 | 87,832 |
Other long-term liabilities | 115 | 309 | 1,008 |
Operating lease liability, net of current portion | 3,056 | 7,164 | |
Deferred revenue, net of current portion ($275 and $1,385 from related parties, respectively) | 7,480 | 10,896 | 29,171 |
Total liabilities | 117,267 | 124,946 | 118,011 |
Commitments and contingencies (Note 12) | |||
Convertible preferred stock, $0.01 par value; no shares authorized, issued or outstanding as of September 30, 2020, and 17,744,445 shares authorized 14,061,508 shares issued and 14,012,935 shares outstanding as of December 31, 2019; aggregate liquidation preference of $0 and $608,449, respectively | 655,799 | 575,713 | |
Stockholders' deficit: | |||
Preferred stock, $0.01 par value; 100,000,000 shares authorized, no shares issued or outstanding as of September 30, 2020, and no shares authorized, issued or outstanding as of December 31, 2019 | |||
Common stock, $0.01 par value; 1,000,000,000 Class A shares authorized, 200,131,318 shares issued and 199,647,646 shares outstanding, 100,000,000 Class B shares authorized, 29,950,326 shares issued and 29,032,042 shares outstanding, 200,000,000 Class C shares authorized 5,555,555 issued and outstanding as of September 30, 2020; and 220,000,000 common stock shares authorized, 42,338,679 shares issued and 42,302,845 shares outstanding as of December 31, 2019 | 2,343 | 423 | 414 |
Treasury stock, 1,401,956 shares and 35,834 shares as of September 30, 2020 and as of December 31, 2019, respectively | (24,320) | (158) | |
Additional paid-in capital | 1,828,395 | 50,289 | 37,127 |
Accumulated other comprehensive income | 50 | 250 | 1,351 |
Accumulated deficit | (532,047) | (357,927) | (270,737) |
Total American Well Corporation stockholders' equity (deficit) | 1,274,421 | (307,123) | (231,845) |
Non-controlling interest | 22,339 | 26,259 | 27,435 |
Total stockholders' equity (deficit) | 1,296,760 | (280,864) | (204,410) |
Total liabilities, convertible preferred stock and stockholders' equity (deficit) | $ 1,414,027 | 499,881 | 489,314 |
Series A convertible preferred stock | |||
Current liabilities: | |||
Convertible preferred stock, $0.01 par value; no shares authorized, issued or outstanding as of September 30, 2020, and 17,744,445 shares authorized 14,061,508 shares issued and 14,012,935 shares outstanding as of December 31, 2019; aggregate liquidation preference of $0 and $608,449, respectively | 28,889 | 28,889 | |
Stockholders' deficit: | |||
Total American Well Corporation stockholders' equity (deficit) | 28,889 | 28,889 | |
Series B convertible preferred stock | |||
Current liabilities: | |||
Convertible preferred stock, $0.01 par value; no shares authorized, issued or outstanding as of September 30, 2020, and 17,744,445 shares authorized 14,061,508 shares issued and 14,012,935 shares outstanding as of December 31, 2019; aggregate liquidation preference of $0 and $608,449, respectively | 23,632 | 23,632 | |
Stockholders' deficit: | |||
Total American Well Corporation stockholders' equity (deficit) | 23,632 | 23,632 | |
Series C convertible preferred stock | |||
Current liabilities: | |||
Convertible preferred stock, $0.01 par value; no shares authorized, issued or outstanding as of September 30, 2020, and 17,744,445 shares authorized 14,061,508 shares issued and 14,012,935 shares outstanding as of December 31, 2019; aggregate liquidation preference of $0 and $608,449, respectively | 603,278 | 523,192 | |
Stockholders' deficit: | |||
Total American Well Corporation stockholders' equity (deficit) | $ 603,278 | $ 523,192 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Sep. 30, 2020 | Dec. 31, 2019 | Dec. 31, 2018 |
Accounts receivable from related parties | $ 1,408 | $ 2,601 | $ 910 |
Accounts receivable net of allowances | 1,333 | 686 | 396 |
Deferred revenue from related parties current | 6,325 | 12,912 | 11,772 |
Deferred revenue from related parties non current | $ 275 | $ 1,385 | $ 5,742 |
Convertible Preferred stock, Par or Stated Value Per Share | $ 0.01 | $ 0.01 | |
Convertible Preferred stock, Shares Authorized | 0 | 17,744,445 | 15,077,778 |
Convertible Preferred stock, Shares Issued | 0 | 14,061,508 | 12,976,122 |
Convertible Preferred stock, Shares Outstanding | 0 | 14,012,935 | 12,927,549 |
Convertible Preferred stock, Liquidation Preference | $ 0 | $ 608,449 | $ 536,426 |
Preferred Stock, Par Value | $ 0.01 | $ 0.01 | |
Preferred Stock, Shares Authorized | 100,000,000 | 0 | |
Preferred Stock, Shares Issued | 0 | 0 | |
Preferred Stock, Shares Outstanding | 0 | 0 | |
Common Stock, Par Value | $ 0.01 | $ 0.01 | |
Common Stock, Shares Authorized | 1,300,000,000 | 220,000,000 | 220,000,000 |
Common Stock, Shares, Issued | 235,637,199 | 42,338,679 | 41,393,622 |
Common Stock, Shares, Outstanding | 234,235,243 | 42,302,845 | 41,393,622 |
Treasury Stock, Shares | 1,401,956 | 35,834 | 0 |
Common Class A [Member] | |||
Common Stock, Par Value | $ 0.01 | $ 0.01 | |
Common Stock, Shares Authorized | 1,000,000,000 | 1,000,000,000 | |
Common Stock, Shares, Issued | 200,131,318 | 200,131,318 | |
Common Stock, Shares, Outstanding | 199,647,646 | 199,647,646 | |
Common Class B [Member] | |||
Common Stock, Par Value | $ 0.01 | $ 0.01 | |
Common Stock, Shares Authorized | 100,000,000 | 100,000,000 | |
Common Stock, Shares, Issued | 29,950,326 | 29,950,326 | |
Common Stock, Shares, Outstanding | 29,032,042 | 29,032,042 | |
Common Class C [Member] | |||
Common Stock, Par Value | $ 0.01 | $ 0.01 | |
Common Stock, Shares Authorized | 200,000,000 | 200,000,000 | |
Common Stock, Shares, Issued | 5,555,555 | 5,555,555 | |
Common Stock, Shares, Outstanding | 5,555,555 | 5,555,555 | |
Common Stock [Member] | |||
Common Stock, Par Value | $ 0.01 | $ 0.01 | |
Common Stock, Shares Authorized | 220,000,000 | 220,000,000 | |
Common Stock, Shares, Issued | 42,338,679 | 42,338,679 | |
Common Stock, Shares, Outstanding | 42,302,845 | 42,302,845 | |
Treasury Stock, Shares | 35,834 | ||
Series A convertible preferred stock | |||
Convertible Preferred stock, Par or Stated Value Per Share | $ 0.01 | ||
Convertible Preferred stock, Shares Authorized | 3,200,000 | 3,200,000 | |
Convertible Preferred stock, Shares Issued | 3,178,650 | 3,178,650 | |
Convertible Preferred stock, Shares Outstanding | 3,130,077 | 3,130,077 | |
Convertible Preferred stock, Liquidation Preference | $ 51,741 | $ 50,176 | |
Series B convertible preferred stock | |||
Convertible Preferred stock, Par or Stated Value Per Share | $ 0.01 | ||
Convertible Preferred stock, Shares Authorized | 833,334 | 833,334 | |
Convertible Preferred stock, Shares Issued | 787,725 | 787,725 | |
Convertible Preferred stock, Shares Outstanding | 787,725 | 787,725 | |
Convertible Preferred stock, Liquidation Preference | $ 37,060 | $ 35,878 | |
Series C convertible preferred stock | |||
Convertible Preferred stock, Par or Stated Value Per Share | $ 0.01 | ||
Convertible Preferred stock, Shares Authorized | 13,711,111 | 11,044,444 | |
Convertible Preferred stock, Shares Issued | 10,095,133 | 9,009,747 | |
Convertible Preferred stock, Shares Outstanding | 10,095,133 | 9,009,747 | |
Convertible Preferred stock, Liquidation Preference | $ 519,648 | $ 450,372 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations And Comprehensive Loss - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | |
Revenue | ||||
($44,028 and $24,404 from related parties, respectively) | $ 184,833 | $ 103,825 | $ 148,857 | $ 113,955 |
Costs and operating expenses: | ||||
Costs of revenue, excluding depreciation and amortization of intangible assets | 118,969 | 55,060 | 79,976 | 58,612 |
Research and development | 57,848 | 39,169 | 53,941 | 36,273 |
Sales and marketing | 39,978 | 33,951 | 47,672 | 31,629 |
General and administrative | 138,537 | 40,189 | 54,211 | 37,217 |
Depreciation and amortization expense | 7,371 | 5,668 | 7,761 | 5,330 |
Total costs and operating expenses | 362,703 | 174,037 | 243,561 | 169,061 |
Loss from operations | (177,870) | (70,212) | (94,704) | (55,106) |
Interest income and other income (expense), net | 1,410 | 4,547 | 5,535 | 2,794 |
Loss before benefit (expense) from income taxes and loss from equity method investment | (176,460) | (65,665) | (89,169) | (52,312) |
Benefit (expense) from income taxes | (330) | 22 | 803 | |
Loss from equity method investment | (1,250) | |||
Net loss | (178,040) | (65,643) | (88,366) | (52,312) |
Net loss attributable to non-controlling interest | (3,920) | (884) | (1,176) | 362 |
Net loss attributable to American Well Corporation | $ (174,120) | $ (64,759) | $ (87,190) | $ (52,674) |
Net loss per share attributable to common stockholders, basic and diluted | $ (3.38) | $ (1.55) | $ (2.12) | $ (1.30) |
Weighted-average common shares outstanding, basic and diluted | 51,492,988 | 41,805,929 | 41,138,798 | 40,583,826 |
Net loss | $ (178,040) | $ (65,643) | $ (88,366) | $ (52,312) |
Other comprehensive loss, net of tax: | ||||
Unrealized loss on available-for-sale investments | (415) | (938) | (874) | 1,324 |
Foreign currency translation | 215 | (188) | (227) | 27 |
Comprehensive loss | (178,240) | (66,769) | (89,467) | (50,961) |
Less: Comprehensive loss attributable to non-controlling interest | (3,920) | (884) | (1,176) | 362 |
Comprehensive loss attributable to American Well Corporation | $ (174,320) | $ (65,885) | $ (88,291) | $ (51,323) |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Operations And Comprehensive Loss (Parenthetical) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | |
Revenue from Related Parties | $ 44,028 | $ 24,404 | $ 36,411 | $ 41,134 |
Condensed Consolidated Statem_3
Condensed Consolidated Statement of Stock Holder's Equity Deficit - USD ($) $ in Thousands | Total | Convertible Preferred Stock [Member] | Common Stock, Class A, Class B and Class C [Member] | Treasury Stock [Member] | Additional Paid-in Capital [Member] | Accumulated Other Comprehensive Income (Loss) [Member] | Accumulated Equity (Deficit) [Member] | American Well Corporation Stockholder Equity (Deficit) [Member] | Noncontrolling Interest [Member] | Series A convertible preferred stock | Series B convertible preferred stock | Series C convertible preferred stock | Series C convertible preferred stockAvizia Inc. | Series C convertible preferred stockAligned Tele-health Inc. |
Beginning balance at Dec. 31, 2017 | $ 403 | $ 28,834 | $ (218,063) | $ (188,826) | $ 27,073 | $ 31,787 | $ 23,632 | $ 170,212 | ||||||
Beginning balance at Dec. 31, 2017 | $ (161,753) | |||||||||||||
Beginning balance (in shares) at Dec. 31, 2017 | 40,269,455 | 3,178,650 | 787,725 | 3,482,765 | ||||||||||
Issuance of Series C convertible preferred stock, net of issuance costs | $ 280,444 | $ 72,536 | ||||||||||||
Issuance of Series C convertible preferred stock, net of issuance costs,Shares | 4,411,048 | 1,115,934 | ||||||||||||
Issuance of Series C convertible preferred stock in connection with Avizia acquisition | $ 280,444 | $ 72,536 | ||||||||||||
Issuance of Series C convertible preferred stock in connection with Avizia acquisition, Shares | 4,411,048 | 1,115,934 | ||||||||||||
Repurchase of Series A convertible preferred stock, net of purchase costs of $20 | (2,898) | $ (2,898) | ||||||||||||
Issuance of Series C convertible preferred stock in connection with Aligned acquisition | $ 280,444 | $ 72,536 | ||||||||||||
Issuance of Series C convertible preferred stock in connection with Aligned acquisition, Shares | 4,411,048 | 1,115,934 | ||||||||||||
Exercise of common stock options | 631 | $ 7 | 624 | 631 | ||||||||||
Exercise of common stock options, Shares | 683,252 | |||||||||||||
Vesting of restricted stock units | $ 4 | $ 4 | 4 | |||||||||||
Vesting of restricted stock units ,Shares | 440,915 | |||||||||||||
Issuance of Class A shares in connection with initial public offering, net of offering costs and underwriting discounts of $53,730, Shares | 4,411,048 | |||||||||||||
Treasury Stock, Shares at Dec. 31, 2018 | 0 | |||||||||||||
Stock-based compensation expense | $ 7,669 | 7,669 | 7,669 | |||||||||||
Currency translation adjustment | 27 | $ 27 | 27 | |||||||||||
Unrealized loss on available-for-sale securities, net of tax | 1,324 | 1,324 | 1,324 | |||||||||||
Net loss | (52,312) | (52,674) | (52,674) | 362 | ||||||||||
Ending balance at Dec. 31, 2018 | (231,845) | $ 575,713 | $ 414 | 37,127 | 1,351 | (270,737) | (231,845) | 27,435 | $ 28,889 | $ 23,632 | $ 523,192 | |||
Ending balance at Dec. 31, 2018 | (204,410) | |||||||||||||
Ending balance, Shares at Dec. 31, 2018 | 12,927,549 | 41,393,622 | 3,130,077 | 787,725 | 9,009,747 | |||||||||
Repurchase of Series A convertible preferred stock, net of purchase costs of $20, Shares | (48,573) | |||||||||||||
Exercise of common stock options | 361 | $ 4 | 357 | 361 | ||||||||||
Exercise of common stock options, Shares | 443,846 | |||||||||||||
Stock-based compensation expense | 2,600 | 2,600 | 2,600 | |||||||||||
Currency translation adjustment | (49) | (49) | (49) | |||||||||||
Unrealized loss on available-for-sale securities, net of tax | (333) | (333) | (333) | |||||||||||
Net loss | (21,515) | (21,131) | (21,131) | (384) | ||||||||||
Ending balance at Mar. 31, 2019 | $ 575,713 | $ 418 | 40,084 | 969 | (291,868) | (250,397) | 27,051 | |||||||
Ending balance at Mar. 31, 2019 | (223,346) | |||||||||||||
Ending balance, Shares at Mar. 31, 2019 | 12,927,549 | 41,837,468 | ||||||||||||
Beginning balance at Dec. 31, 2018 | (231,845) | $ 575,713 | $ 414 | 37,127 | 1,351 | (270,737) | (231,845) | 27,435 | $ 28,889 | $ 23,632 | $ 523,192 | |||
Beginning balance at Dec. 31, 2018 | (204,410) | |||||||||||||
Beginning balance (in shares) at Dec. 31, 2018 | 12,927,549 | 41,393,622 | 3,130,077 | 787,725 | 9,009,747 | |||||||||
Treasury stock at Sep. 30, 2019 | (158) | $ (158) | (158) | |||||||||||
Treasury Stock, Shares at Sep. 30, 2019 | (35,834) | |||||||||||||
Currency translation adjustment | (188) | |||||||||||||
Unrealized loss on available-for-sale securities, net of tax | (938) | |||||||||||||
Net loss | (65,643) | |||||||||||||
Ending balance at Sep. 30, 2019 | $ 575,713 | $ 420 | (158) | 46,406 | 225 | (335,496) | (288,603) | 26,551 | ||||||
Ending balance at Sep. 30, 2019 | (262,052) | |||||||||||||
Ending balance, Shares at Sep. 30, 2019 | 12,927,549 | 42,035,795 | ||||||||||||
Beginning balance at Dec. 31, 2018 | (231,845) | $ 575,713 | $ 414 | 37,127 | 1,351 | (270,737) | (231,845) | 27,435 | $ 28,889 | $ 23,632 | $ 523,192 | |||
Beginning balance at Dec. 31, 2018 | (204,410) | |||||||||||||
Beginning balance (in shares) at Dec. 31, 2018 | 12,927,549 | 41,393,622 | 3,130,077 | 787,725 | 9,009,747 | |||||||||
Issuance of Series C convertible preferred stock, net of issuance costs | $ 45,836 | $ 34,250 | ||||||||||||
Issuance of Series C convertible preferred stock, net of issuance costs,Shares | 628,719 | 456,667 | ||||||||||||
Issuance of Series C convertible preferred stock in connection with Avizia acquisition | $ 45,836 | $ 34,250 | ||||||||||||
Issuance of Series C convertible preferred stock in connection with Avizia acquisition, Shares | 628,719 | 456,667 | ||||||||||||
Issuance of Series C convertible preferred stock in connection with Aligned acquisition | $ 45,836 | $ 34,250 | ||||||||||||
Issuance of Series C convertible preferred stock in connection with Aligned acquisition, Shares | 628,719 | 456,667 | ||||||||||||
Exercise of common stock options | $ 1,034 | $ 7 | 1,027 | 1,034 | ||||||||||
Exercise of common stock options, Shares | 651,120 | 651,120 | ||||||||||||
Vesting of restricted stock units | $ 2 | $ 2 | 2 | |||||||||||
Vesting of restricted stock units ,Shares | 293,937 | |||||||||||||
Issuance of Class A shares in connection with initial public offering, net of offering costs and underwriting discounts of $53,730, Shares | 628,719 | |||||||||||||
Treasury stock at Dec. 31, 2019 | $ (158) | (158) | (158) | |||||||||||
Treasury Stock, Shares at Dec. 31, 2019 | (35,834) | (35,834) | ||||||||||||
Stock-based compensation expense | $ 12,135 | 12,135 | 12,135 | |||||||||||
Currency translation adjustment | (227) | (227) | (227) | |||||||||||
Unrealized loss on available-for-sale securities, net of tax | (874) | (874) | (874) | |||||||||||
Net loss | (88,366) | (87,190) | (87,190) | (1,176) | ||||||||||
Ending balance at Dec. 31, 2019 | (307,123) | $ 655,799 | $ 423 | (158) | 50,289 | 250 | (357,927) | (307,123) | 26,259 | $ 28,889 | $ 23,632 | $ 603,278 | ||
Ending balance at Dec. 31, 2019 | (280,864) | |||||||||||||
Ending balance, Shares at Dec. 31, 2019 | 14,012,935 | 42,302,845 | 3,130,077 | 787,725 | 10,095,133 | |||||||||
Beginning balance at Mar. 31, 2019 | $ 575,713 | $ 418 | 40,084 | 969 | (291,868) | (250,397) | 27,051 | |||||||
Beginning balance at Mar. 31, 2019 | (223,346) | |||||||||||||
Beginning balance (in shares) at Mar. 31, 2019 | 12,927,549 | 41,837,468 | ||||||||||||
Exercise of common stock options | 18 | 18 | 18 | |||||||||||
Exercise of common stock options, Shares | 11,546 | |||||||||||||
Stock-based compensation expense | 2,471 | 2,471 | 2,471 | |||||||||||
Currency translation adjustment | (80) | (80) | (80) | |||||||||||
Unrealized loss on available-for-sale securities, net of tax | (379) | (379) | (379) | |||||||||||
Net loss | (20,057) | (19,613) | (19,613) | (444) | ||||||||||
Ending balance at Jun. 30, 2019 | $ 575,713 | $ 418 | 42,573 | 510 | (311,481) | (267,980) | 26,607 | |||||||
Ending balance at Jun. 30, 2019 | (241,373) | |||||||||||||
Ending balance, Shares at Jun. 30, 2019 | 12,927,549 | 41,849,014 | ||||||||||||
Exercise of common stock options | 230 | $ 1 | 229 | 230 | ||||||||||
Exercise of common stock options, Shares | 75,647 | |||||||||||||
Vesting of restricted stock units | 1 | $ 1 | 1 | |||||||||||
Vesting of restricted stock units ,Shares | 146,968 | |||||||||||||
Treasury stock at Sep. 30, 2019 | (158) | (158) | (158) | |||||||||||
Treasury Stock, Shares at Sep. 30, 2019 | (35,834) | |||||||||||||
Stock-based compensation expense | 3,604 | 3,604 | 3,604 | |||||||||||
Currency translation adjustment | (59) | (59) | (59) | |||||||||||
Unrealized loss on available-for-sale securities, net of tax | (226) | (226) | (226) | |||||||||||
Net loss | (24,071) | (24,015) | (24,015) | (56) | ||||||||||
Ending balance at Sep. 30, 2019 | $ 575,713 | $ 420 | (158) | 46,406 | 225 | (335,496) | (288,603) | 26,551 | ||||||
Ending balance at Sep. 30, 2019 | (262,052) | |||||||||||||
Ending balance, Shares at Sep. 30, 2019 | 12,927,549 | 42,035,795 | ||||||||||||
Beginning balance at Dec. 31, 2019 | (307,123) | $ 655,799 | $ 423 | (158) | 50,289 | 250 | (357,927) | (307,123) | 26,259 | $ 28,889 | $ 23,632 | $ 603,278 | ||
Beginning balance at Dec. 31, 2019 | (280,864) | |||||||||||||
Beginning balance (in shares) at Dec. 31, 2019 | 14,012,935 | 42,302,845 | 3,130,077 | 787,725 | 10,095,133 | |||||||||
Issuance of Series C convertible preferred stock, net of issuance costs | $ 12,489 | |||||||||||||
Issuance of Series C convertible preferred stock, net of issuance costs,Shares | 170,000 | |||||||||||||
Issuance of Series C convertible preferred stock in connection with Avizia acquisition | $ 12,489 | |||||||||||||
Issuance of Series C convertible preferred stock in connection with Avizia acquisition, Shares | 170,000 | |||||||||||||
Issuance of Series C convertible preferred stock in connection with Aligned acquisition | $ 12,489 | |||||||||||||
Issuance of Series C convertible preferred stock in connection with Aligned acquisition, Shares | 170,000 | |||||||||||||
Exercise of common stock options | 2 | 2 | 2 | |||||||||||
Exercise of common stock options, Shares | 7,392 | |||||||||||||
Vesting of restricted stock units | 1 | $ 1 | 1 | |||||||||||
Vesting of restricted stock units ,Shares | 146,969 | |||||||||||||
Stock-based compensation expense | 4,458 | 4,458 | 4,458 | |||||||||||
Retirement of treasury stock | 158 | 158 | ||||||||||||
Currency translation adjustment | (171) | (171) | (171) | |||||||||||
Unrealized loss on available-for-sale securities, net of tax | 43 | 43 | 43 | |||||||||||
Net loss | (25,225) | (24,382) | (24,382) | (843) | ||||||||||
Ending balance at Mar. 31, 2020 | $ 668,288 | $ 424 | 54,591 | 122 | (382,309) | (327,172) | 25,416 | |||||||
Ending balance at Mar. 31, 2020 | (301,756) | |||||||||||||
Ending balance, Shares at Mar. 31, 2020 | 14,182,935 | 42,457,206 | ||||||||||||
Beginning balance at Dec. 31, 2019 | (307,123) | $ 655,799 | $ 423 | (158) | 50,289 | 250 | (357,927) | (307,123) | 26,259 | $ 28,889 | $ 23,632 | $ 603,278 | ||
Beginning balance at Dec. 31, 2019 | (280,864) | |||||||||||||
Beginning balance (in shares) at Dec. 31, 2019 | 14,012,935 | 42,302,845 | 3,130,077 | 787,725 | 10,095,133 | |||||||||
Treasury stock at Sep. 30, 2020 | $ (24,320) | |||||||||||||
Treasury Stock, Shares at Sep. 30, 2020 | (1,401,956) | |||||||||||||
Currency translation adjustment | $ 215 | |||||||||||||
Unrealized loss on available-for-sale securities, net of tax | (415) | |||||||||||||
Net loss | (178,040) | |||||||||||||
Ending balance at Sep. 30, 2020 | 1,274,421 | $ 2,343 | (24,320) | 1,828,395 | 50 | (532,047) | 1,274,421 | 22,339 | ||||||
Ending balance at Sep. 30, 2020 | 1,296,760 | |||||||||||||
Ending balance, Shares at Sep. 30, 2020 | 234,235,243 | |||||||||||||
Beginning balance at Mar. 31, 2020 | $ 668,288 | $ 424 | 54,591 | 122 | (382,309) | (327,172) | 25,416 | |||||||
Beginning balance at Mar. 31, 2020 | (301,756) | |||||||||||||
Beginning balance (in shares) at Mar. 31, 2020 | 14,182,935 | 42,457,206 | ||||||||||||
Issuance of Series C convertible preferred stock, net of issuance costs | $ 133,525 | |||||||||||||
Issuance of Series C convertible preferred stock, net of issuance costs,Shares | 1,342,750 | |||||||||||||
Issuance of Series C convertible preferred stock in connection with Avizia acquisition | $ 133,525 | |||||||||||||
Issuance of Series C convertible preferred stock in connection with Avizia acquisition, Shares | 1,342,750 | |||||||||||||
Issuance of Series C convertible preferred stock in connection with Aligned acquisition | $ 133,525 | |||||||||||||
Issuance of Series C convertible preferred stock in connection with Aligned acquisition, Shares | 1,342,750 | |||||||||||||
Exercise of common stock options | 2,327 | $ 8 | 2,319 | 2,327 | ||||||||||
Exercise of common stock options, Shares | 768,106 | |||||||||||||
Vesting of restricted stock units | 2 | $ 2 | 2 | |||||||||||
Vesting of restricted stock units ,Shares | 204,829 | |||||||||||||
Treasury stock at Jun. 30, 2020 | (163) | (163) | (163) | |||||||||||
Treasury Stock, Shares at Jun. 30, 2020 | (61,600) | |||||||||||||
Stock-based compensation expense | 67,638 | 67,638 | 67,638 | |||||||||||
Currency translation adjustment | 349 | 349 | 349 | |||||||||||
Unrealized loss on available-for-sale securities, net of tax | (323) | (323) | (323) | |||||||||||
Net loss | (88,219) | (86,657) | (86,657) | (1,562) | ||||||||||
Ending balance at Jun. 30, 2020 | $ 801,813 | $ 434 | (163) | 124,548 | 148 | (468,966) | (343,999) | 23,854 | ||||||
Ending balance at Jun. 30, 2020 | (320,145) | |||||||||||||
Ending balance, Shares at Jun. 30, 2020 | 15,525,685 | 43,368,541 | ||||||||||||
Exercise of common stock options | 1,886 | $ 9 | 1,877 | 1,886 | ||||||||||
Exercise of common stock options, Shares | 885,253 | |||||||||||||
Vesting of restricted stock units | $ 34 | (34) | ||||||||||||
Vesting of restricted stock units ,Shares | 3,458,849 | |||||||||||||
Conversion of Series A, Series B, and Series C convertible preferred stock into Class A shares | 801,813 | $ (801,813) | $ 1,366 | 800,447 | 801,813 | |||||||||
Conversion of Series A, Series B, and Series C convertible preferred stock into Class A shares, Shares | (15,525,685) | 136,625,900 | ||||||||||||
Issuance of Class A shares in connection with initial public offering, net of offering costs and underwriting discounts of $53,730 | 768,537 | $ 457 | 768,080 | 768,537 | ||||||||||
Issuance of Class A shares in connection with initial public offering, net of offering costs and underwriting discounts of $53,730, Shares | 45,681,499 | |||||||||||||
Issuance of Class C shares in connection with Google Private Placement, net of offering costs of $900 | 99,100 | $ 56 | 99,044 | 99,100 | ||||||||||
Issuance of Class C shares in connection with Google Private Placement, net of offering costs of $900, Shares | 5,555,555 | |||||||||||||
Class A and Class B shares withheld related to net share settlement of loans | (24,157) | $ (13) | (24,157) | 13 | (24,157) | |||||||||
Class A and Class B shares withheld related to net share settlement of loans, Shares | (1,340,354) | |||||||||||||
Treasury stock at Sep. 30, 2020 | $ (24,320) | |||||||||||||
Treasury Stock, Shares at Sep. 30, 2020 | (1,401,956) | |||||||||||||
Stock-based compensation expense | $ 34,420 | 34,420 | 34,420 | |||||||||||
Currency translation adjustment | 37 | 37 | 37 | |||||||||||
Unrealized loss on available-for-sale securities, net of tax | (135) | (135) | (135) | |||||||||||
Net loss | (64,596) | (63,081) | (63,081) | (1,515) | ||||||||||
Ending balance at Sep. 30, 2020 | 1,274,421 | $ 2,343 | $ (24,320) | $ 1,828,395 | $ 50 | $ (532,047) | $ 1,274,421 | $ 22,339 | ||||||
Ending balance at Sep. 30, 2020 | $ 1,296,760 | |||||||||||||
Ending balance, Shares at Sep. 30, 2020 | 234,235,243 |
Condensed Consolidated Statem_4
Condensed Consolidated Statement of Stock Holder's Equity Deficit (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||
Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Series C Preferred Stock [Member] | |||||
Convertible preferred stock, issuance costs | $ 750 | $ 261 | $ 1,318 | $ 6,274 | |
Common Class C [Member] | |||||
Payments of Stock Issuance Costs | $ 900 | ||||
Convertible preferred stock, Purchase costs | 900 | ||||
Common Class A [Member] | |||||
Offering costs and underwriting discounts | $ 53,730 | ||||
Series A Preferred Stock [Member] | |||||
Payments of Stock Issuance Costs | 20 | ||||
Convertible preferred stock, Purchase costs | $ 20 |
Condensed Consolidated Statem_5
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | |
Cash flows from operating activities | ||||
Net loss | $ (178,040) | $ (65,643) | $ (88,366) | $ (52,312) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||||
Depreciation and amortization expense | 7,371 | 5,668 | 7,761 | 5,330 |
Provisions for doubtful accounts | 1,236 | 621 | 717 | 211 |
Amortization of deferred contract acquisition costs | 852 | 797 | 1,062 | 746 |
Amortization of deferred contract fulfillment costs | 510 | 531 | 707 | 574 |
Deferred rent amortization | (126) | |||
Stock-based compensation expense | 106,516 | 8,675 | 12,135 | 7,669 |
Loss on equity method investment | 1,250 | |||
Write-off of obsolete inventory | 673 | |||
Deferred income taxes | (1,388) | |||
Changes in operating assets and liabilities, net of acquisition: | ||||
Accounts receivable | (8,468) | 11,878 | 803 | (19,471) |
Inventories | (4,671) | (500) | (592) | 1,569 |
Deferred contract acquisition costs | (1,575) | (1,115) | (1,217) | (1,198) |
Prepaid expenses and other current assets | (1) | (797) | (2,698) | (2,913) |
Other assets | 426 | (846) | (977) | (213) |
Accounts payable | (135) | 13 | 1,158 | (787) |
Accrued expenses and other current liabilities | 2,353 | 553 | 5,851 | 2,733 |
Other long-term liabilities | (194) | (902) | (699) | 481 |
Deferred revenue | (15,364) | (25,548) | (16,149) | (16,972) |
Net cash used in operating activities | (87,934) | (66,615) | (81,892) | (74,006) |
Cash flows from investing activities: | ||||
Purchases of property and equipment | (3,261) | (1,098) | (1,338) | (1,911) |
Investment in minority owned joint venture | (2,940) | |||
Purchases of investments | (159,608) | (78,946) | (78,946) | (355,242) |
Proceeds from sales and maturities of investments | 69,132 | 226,509 | 246,033 | 175,601 |
Acquisition of business, net of cash acquired | (45,750) | (64,381) | ||
Net cash (used in) provided by investing activities | (96,677) | 146,465 | 119,999 | (245,933) |
Cash flows from financing activities: | ||||
Proceeds from issuance of Series C convertible preferred stock, net of issuance costs | 146,014 | 45,761 | 280,444 | |
Proceeds from exercise of common stock options | 4,235 | 610 | 1,036 | 635 |
Payments for the purchase of treasury stock | (18,417) | (158) | (158) | |
Proceeds from issuance of common stock in initial public offering, net of underwriting costs and commissions | 772,931 | |||
Proceeds from issuance of common stock to Google | 100,000 | |||
Payment of deferred offering costs | (1,456) | |||
Repurchase of Series A convertible preferred stock, net of costs | (2,898) | |||
Net cash provided by financing activities | 1,003,307 | 452 | 46,639 | 278,181 |
Net increase in cash, cash equivalents, and restricted cash | 818,696 | 80,302 | 84,746 | (41,758) |
Cash, cash equivalents, and restricted cash at beginning of period | 138,816 | 54,070 | 54,070 | 95,828 |
Cash, cash equivalents, and restricted cash at end of period | 957,512 | 134,372 | 138,816 | 54,070 |
Cash, cash equivalents, and restricted cash at end of period: | ||||
Cash and cash equivalents | 956,417 | 133,277 | 137,673 | 47,975 |
Restricted cash | 1,095 | 1,095 | 1,143 | 6,095 |
Total cash, cash equivalents, and restricted cash at end of period | 957,512 | $ 134,372 | 54,070 | 95,828 |
Supplemental disclosure of cash flow information: | ||||
Cash paid for income taxes | 138 | 193 | ||
Supplemental disclosure of non-cash investing and financing activities: | ||||
Additions to property and equipment included in accrued expenses and accounts payable | 19 | 176 | ||
Initial public offering and Google common stock offering costs in accrued expenses | 3,838 | |||
Treasury stock costs in accrued expenses | $ 5,903 | |||
Series C Preferred Stock [Member] | ||||
Supplemental disclosure of non-cash investing and financing activities: | ||||
Unsettled issuance of Series C preferred stock | 75 | |||
Series C Preferred Stock [Member] | Avizia Inc. | ||||
Supplemental disclosure of non-cash investing and financing activities: | ||||
StockIssued1 | $ 72,536 | |||
Series C Preferred Stock [Member] | Aligned Tele-health Inc. | ||||
Supplemental disclosure of non-cash investing and financing activities: | ||||
StockIssued1 | $ 34,250 |
Nature of Business and Basis of
Nature of Business and Basis of Presentation | 12 Months Ended |
Dec. 31, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Nature of Business and Basis of Presentation | 1. Nature of Business and Basis of Presentation American Well Corporation (the “Company”) was incorporated under the laws of the State of Delaware in June 2006. The Company is headquartered in Boston, Massachusetts. The Company is a leading telehealth company that enables the digital distribution and delivery of care for healthcare’s key stakeholders. The Company’s scalable technology is deployed at the enterprise level of clients, embeds into existing offerings and workflows, spans the continuum of care and enables the delivery of this care across a wide variety of clinical, retail, school and home settings. The Company is subject to a number of risks similar to other companies of a similar size in the high technology industry, including, but not limited to, uncertainty of progress in developing technologies, new technological innovations, dependence on key personnel, protection of proprietary technology, uncertainty of market acceptance of telehealth and the need for additional financing. Liquidity and Going Concern In accordance with Accounting Standards Update (“ASU”) No. 2014-15, Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern (Subtopic 205-40), The accompanying consolidated financial statements have been prepared on the basis of continuity of operations, realization of assets, and the satisfaction of liabilities and commitments in the ordinary course of business. Through December 31, 2019, the Company has primarily funded its operations with proceeds from the sales of convertible preferred stock and revenue from customers who purchase access to the Company’s telehealth platform. Since inception, the Company has incurred recurring losses, including net losses of $88,366 for the year ended December 31, 2019. As of December 31, 2019, the Company had an accumulated deficit of $357,927. The Company expects to continue to generate operating losses for the foreseeable future. As of June 1, 2020, the issuance date of the consolidated financial statements for the year ended December 31, 2019, the Company expects that its cash, cash equivalents and investments will be sufficient to fund its operating expenses and capital expenditure requirements for at least twelve months from the issuance date of the consolidated financial statements. The Company is seeking to complete an initial public offering (“IPO”) of its common stock. Upon the completion of a qualified public offering on specified terms (see Note 16) the Company’s outstanding convertible preferred stock will automatically convert into shares of common stock. In the event the Company does not complete an IPO, the Company expects to seek additional funding through private equity financings and/or debt financings. While the Company has historically been successful in obtaining equity financing, there can be no assurance that such additional financing, if necessary, will be available or, if available, that such financings can be obtained on satisfactory terms. Basis of Presentation The consolidated financial statements are prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and include the accounts of American Well Corporation, its wholly-owned subsidiaries, those of professional corporations, which represent variable interest entities in which American Well has an interest and is the primary beneficiary (“PC”) (see Note 3) and National Telehealth Network (“NTN”), an entity in which American Well controls fifty percent or more of the voting shares (see Note 4). Intercompany accounts and transactions have been eliminated in consolidation. For consolidated entities where American Well owns or is exposed to less than 100% of the economics, the net income (loss) attributable to noncontrolling interests is recorded in the consolidated statements of operations and comprehensive loss equal to the percentage of the economic or ownership interest retained in each entity by the respective non-controlling |
Organization and Description of
Organization and Description of Business | 9 Months Ended |
Sep. 30, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization and Description of Business | 1. Organization and Description of Business Description of Business American Well Corporation (the “Company”) was incorporated under the laws of the State of Delaware in June 2006. The Company is headquartered in Boston, Massachusetts. The Company is a leading telehealth company that enables the digital distribution and delivery of care for healthcare’s key stakeholders. The Company’s scalable technology is deployed at the enterprise level of clients, embeds into existing offerings and workflows, spans the continuum of care and enables the delivery of this care across a wide variety of clinical, retail, school and home settings. The Company is subject to a number of risks similar to other companies of a similar size in the high technology industry, including, but not limited to, uncertainty of progress in developing technologies, new technological innovations, dependence on key personnel, protection of proprietary technology, uncertainty of market acceptance of telehealth and the need for additional financing. Initial Public Offering On September 21, 2020, the Company closed on its initial public offering (the “IPO”) in which the Company issued and sold 45,681,499 shares of Class A common stock, including the exercise of an underwriter option to purchase additional shares, at an issuance price of $18.00 per share. The Company received net proceeds of $768,537 after deducting underwriting discounts and commissions of $49,336 as well as other offering costs of $4,394. Upon the closing of the IPO, the Company’s then-outstanding convertible preferred stock converted into an aggregate of 136,625,900 shares of Class A common stock. Google Private Placement On August 22, 2020, the Company entered into a strategic partnership and stock purchase agreement with Google LLC, where the Company agreed to issue Google $100,000 of Class C common stock, with the price per share to be equal to the purchase price in the IPO. Concurrently with the IPO, the Company consummated the private placement offering to Google and issued Google 5,555,555 shares of Class C common stock for $99,100 after deducting offering costs of $900. Stock Split On August 28, 2020 the Company effected an 8.8-for-1.0 Liquidity and Capital Resources The accompanying condensed consolidated financial statements have been prepared on the basis of continuity of operations, realization of assets, and the satisfaction of liabilities and commitments in the ordinary course of business. Through September 30, 2020, the Company has primarily funded its operations with proceeds from the initial public offering, the sales of convertible preferred stock and revenue from customers who purchase access to the Company’s telehealth platform. On September 21, 2020 the Company closed on the IPO raising $822,267 in gross proceeds. On September 21, 2020 the Company closed on a private placement with Google raising $100,000 in gross proceeds. Since inception, the Company has incurred recurring losses. As of September 30, 2020, the Company had an accumulated deficit of $532,047. The Company expects to continue to generate operating losses for the foreseeable future. The Company expects that its cash, cash equivalents and investments will be sufficient to fund its operating expenses and capital expenditure requirements for at least the next twelve months. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 9 Months Ended | 12 Months Ended |
Sep. 30, 2020 | Dec. 31, 2019 | |
Accounting Policies [Abstract] | ||
Summary of Significant Accounting Policies | 2. Summary of Significant Accounting Policies There have been no material changes to the significant accounting policies described in the Company’s final prospectus, as amended, filed on September 18, 2020 with the SEC pursuant to Rule 424(b) under the Securities Act of 1933 (the “Prospectus”) during the nine months ended September 30, 2020. Basis of Presentation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America (“GAAP”) and applicable rules and regulations of the Securities and Exchange Commission (the “SEC”) regarding interim financial reporting. In the opinion of the Company’s management, the accompanying unaudited condensed consolidated financial statements contain all adjustments (consisting of normal recurring accruals and adjustments) necessary for the fair statement of the Company’s the financial position, results of operations and cash flows at the dates and for the periods indicated. The interim results for the nine months ended September 30, 2020 are not necessarily indicative of results for the full 2020 calendar year or any other future interim periods. The information included in the interim financial statements should be read in conjunction with the annual consolidated financial statements and accompanying notes included in the Prospectus. The unaudited condensed consolidated financial statements include the accounts of American Well Corporation, its wholly-owned subsidiaries, those of professional corporations, which represent variable interest entities in which American Well has an interest and is the primary beneficiary (“PC”) and National Telehealth Network (“NTN”), an entity in which American Well controls fifty percent or more of the voting shares (see Note 4). Intercompany accounts and transactions have been eliminated in consolidation. For substantially all of the Company’s subsidiaries the functional currency is the U.S. dollar. Foreign currency denominated monetary assets and liabilities are remeasured into U.S. dollars at current exchange rates and foreign currency denominated nonmonetary assets and liabilities are remeasured into U.S. dollars at historical exchange rates. Gains or losses from foreign currency remeasurement and settlements are included in interest income and other income (expense), net in the condensed consolidated statements of operations and comprehensive loss. For consolidated entities where American Well owns or is exposed to less than 100% of the economics, the net income (loss) attributable to noncontrolling interests is recorded in the condensed consolidated statements of operations and comprehensive loss equal to the percentage of the economic or ownership interest retained in each entity by the respective non-controlling Use of Estimates The preparation of condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the condensed consolidated financial statements and the reported amounts of revenue and expenses during the reported periods. Significant estimates and assumptions reflected in these condensed consolidated financial statements include, but are not limited to, revenue recognition, the estimated customer relationship period that is used in the amortization of deferred contract acquisition costs, the valuation of assets and liabilities acquired in business combinations, the useful lives of intangible assets and property and equipment and the valuation of common stock. The Company bases its estimates on historical experience, known trends, and other market-specific or other relevant factors that it believes to be reasonable under the circumstances. On an ongoing basis, management evaluates its estimates, as there are changes in circumstances, facts and experience. Changes in estimates are recorded in the period in which they become known. Actual results may differ from those estimates or assumptions. Due to the COVID-19 COVID-19 COVID-19 Segment Information The Company’s chief operating decision makers (CODMs), its two Chief Executive Officers, review financial information presented on a consolidated basis for purposes of allocating resources and evaluating financial performance. The Company operates and manages its business as one reportable and operating segment. In addition, substantially all of the Company’s revenue and long-lived assets are attributable to operations in the United States for all periods presented. Variable Interest Entities The Company evaluates its ownership, contractual and other interests in entities to determine if it has any variable interest in a variable interest entity (“VIE”). These evaluations are complex and involve judgment. If the Company determines that an entity in which it holds a contractual or ownership interest is a VIE and that the Company is the primary beneficiary, the Company consolidates such entity in its condensed consolidated financial statements. The primary beneficiary of a VIE is the party that meets both of the following criteria: (i) has the power to make decisions that most significantly affect the economic performance of the VIE; and (ii) has the obligation to absorb losses or the right to receive benefits that in either case could potentially be significant to the VIE. Management performs ongoing reassessments of whether changes in the facts and circumstances regarding the Company’s involvement with a VIE will cause the consolidation conclusion to change. Changes in consolidation status are applied prospectively. The aggregate carrying value of total assets and total liabilities included on the condensed consolidated balance sheets for the PCs after elimination of intercompany transactions were $31,987 and $2,216, respectively, as of September 30, 2020 and $35,714 and $5,777, respectively as of December 31, 2019. Total revenue included on the condensed consolidated statements of operations and comprehensive loss for the PCs after elimination of intercompany transactions was $61,596 and $13,905 for the nine months ended September 30, 2020 and 2019, respectively. Net income included on the condensed consolidated statements of operations and comprehensive loss for the PCs after elimination of intercompany transactions was $42,644 and $13,267 for the nine months ended September 30, 2020 and 2019. Investment in Minority Owned Joint Venture The Company and Cleveland Clinic partnered to form a joint venture, under the name CCAW, JV LLC, to provide broad access to comprehensive and high acuity care services via telehealth. The Company does not have a controlling financial interest in CCAW, JV LLC, but it does have the ability to exercise significant influence over the operating and financial policies of CCAW, JV LLC. Therefore, the Company accounts for its investment in CCAW, JV LLC using the equity method of accounting. The joint venture is considered a variable interest entity under ASC 810-10, During the nine months ended September 30, 2020, the Company contributed $2,940 as its initial investment for a 49% interest in CCAW, JV LLC. The agreement also requires aggregate total capital contributions by the Company up to an additional $11,800 in two phases, which is yet to be defined. For the nine months ended September 30, 2020, the Company recognized a loss of $1,250 as its proportionate share of the joint venture’s results of operations. Accordingly, the carrying value of the equity method investment as of September 30, 2020 was $1,690. Concentrations of Credit Risk and Significant Customers Financial instruments that potentially subject the Company to concentrations of credit risk consist primarily of cash, cash equivalents, investments and accounts receivable. The Company invests its excess cash with large financial institutions that the Company believes are of high credit quality. Cash and cash equivalents are invested in highly rated money market funds. At times the Company’s cash balances with individual banking institutions are in excess of federally insured limits. The Company’s investments are invested in U.S. government agency bonds. The Company has not experienced any losses on its deposits of cash, cash equivalents or investments. The Company does not believe that it is subject to unusual credit risk beyond the normal credit risk associated with commercial banking relationships. The Company performs ongoing assessments and credit evaluations of its customers to assess the collectability of the accounts based on a number of factors, including past transaction experience, age of the accounts receivable, review of the invoicing terms of the contracts, and recent communication with customers. The Company has not experienced significant credit losses from its accounts receivable. As of September 30, 2020 and December 31, 2019, no customer accounted for 10% or greater of outstanding accounts receivable. During the nine months ended September 30, 2020, sales to one related party customer represented 22% of the Company’s total revenue. During the nine months ended September 30, 2019, sales to one related party customer represented 22% of the Company’s total revenue. Emerging Growth Company Status The Company is an emerging growth company, as defined in the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”). Under the JOBS Act, emerging growth companies can delay adopting new or revised accounting standards issued subsequent to the enactment of the JOBS Act until such time as those standards apply to private companies. The Company has elected to use this extended transition period for complying with certain new or revised accounting standards that have different effective dates for public and private companies until the earlier of the date that it is (i) no longer an emerging growth company or (ii) affirmatively and irrevocably opt out of the extended transition period provided in the JOBS Act. As a result, these financial statements may not be comparable to companies that comply with the new or revised accounting pronouncements as of public company effective dates. Recently Adopted Accounting Pronouncements In August 2018, the FASB issued ASU No. 2018-13, Fair Value Measurement (Topic 820): Disclosure Requirements for Fair Value Measurement 2018-13’’), 2018-13 2018-13 In August 2018, the FASB issued ASU 2018-15, Intangibles-Goodwill and Other-Internal-Use 350-40): Arrangement That Is a Service Contract internal-use-software. Recently Issued Accounting Pronouncements In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments 2016-13’’), 2016-13 available-for-sale No. 2018-19, Codification Improvements to Topic 326, Financial Instruments—Credit Losses non-public 2016-13. No. 2019-05, Financial Instruments—Credit Losses (Topic 326): Targeted Transition Relief 2019-05’’). 2019-05 2016-13 2016-13 2016-13 In December 2019, the FASB issued ASU 2019-12, 2019-12”), 2019-12 2019-12 | 2. Summary of Significant Accounting Policies Use of Estimates The preparation of consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenue and expenses during the reported periods. Significant estimates and assumptions reflected in these consolidated financial statements include, but are not limited to, revenue recognition, the estimated customer relationship period that is used in the amortization of deferred contract acquisition costs, the valuation of assets and liabilities acquired in business combinations, the useful lives of intangible assets and property and equipment and the valuation of common stock. The Company bases its estimates on historical experience, known trends, and other market-specific or other relevant factors that it believes to be reasonable under the circumstances. On an ongoing basis, management evaluates its estimates, as there are changes in circumstances, facts and experience. Changes in estimates are recorded in the period in which they become known. Actual results may differ from those estimates or assumptions. Due to the COVID-19 COVID-19 COVID-19 Foreign Currency The Company’s reporting currency is the U.S. dollar. The Company determines the functional currency of each subsidiary based on the currency of the primary economic environment in which each subsidiary operates. Items included in the financial statements of such subsidiaries are measured using that functional currency. For substantially all of the Company’s subsidiaries the functional currency is the U.S. dollar. Foreign currency denominated monetary assets and liabilities are remeasured into U.S. dollars at current exchange rates and foreign currency denominated nonmonetary assets and liabilities are remeasured into U.S. dollars at historical exchange rates. Gains or losses from foreign currency remeasurement and settlements are included in interest income and other income (expense), net in the consolidated statements of operations and comprehensive loss. During the years ended December 31, 2018 and 2019, the Company’s gains or losses from foreign currency remeasurement and settlements were not material. Segment Information The Company’s chief operating decision makers (CODMs), its two Chief Executive Officers, review financial information presented on a consolidated basis for purposes of allocating resources and evaluating financial performance. The Company operates and manages its business as one reportable and operating segment. In addition, substantially all of the Company’s revenue and long-lived assets are attributable to operations in the United States for all periods presented. Variable Interest Entities The Company evaluates its ownership, contractual and other interests in entities to determine if it has any variable interest in a variable interest entity (“VIE”). These evaluations are complex and involve judgment. If the Company determines that an entity in which it holds a contractual or ownership interest is a VIE and that the Company is the primary beneficiary, the Company consolidates such entity in its consolidated financial statements. The primary beneficiary of a VIE is the party that meets both of the following criteria: (i) has the power to make decisions that most significantly affect the economic performance of the VIE; and (ii) has the obligation to absorb losses or the right to receive benefits that in either case could potentially be significant to the VIE. Management performs ongoing reassessments of whether changes in the facts and circumstances regarding the Company’s involvement with a VIE will cause the consolidation conclusion to change. Changes in consolidation status are applied prospectively. Concentrations of Credit Risk and Significant Customers Financial instruments that potentially subject the Company to concentrations of credit risk consist primarily of cash, cash equivalents, investments and accounts receivable. The Company invests its excess cash with large financial institutions that the Company believes are of high credit quality. Cash and cash equivalents are invested in highly rated money market funds. At times the Company’s cash balances with individual banking institutions are in excess of federally insured limits. The Company’s investments are invested in U.S. government agency bonds. The Company has not experienced any losses on its deposits of cash, cash equivalents or investments. The Company does not believe that it is subject to unusual credit risk beyond the normal credit risk associated with commercial banking relationships. The Company performs ongoing assessments and credit evaluations of its customers to assess the collectability of the accounts based on a number of factors, including past transaction experience, age of the accounts receivable, review of the invoicing terms of the contracts, and recent communication with customers. The Company has not experienced significant credit losses from its accounts receivable. As of December 31, 2018, one customer accounted for 18% of outstanding accounts receivable. As of December 31, 2019, no customer accounted for 10% or greater of outstanding accounts receivable. For the year ended December 31, 2018, sales to two related party customers represented 21% and 13% of the Company’s total revenue. For the year ended December 31, 2019, sales to one related party customer represented 23% of the Company’s total revenue. Cash Equivalents The Company considers all highly liquid investments purchased with maturities of three months or less at the date of purchase to be cash equivalents. Restricted Cash As of December 31, 2018 and December 31, 2019, the Company maintained letters of credit totaling $6,095 and $1,143, respectively, for the benefit of the landlord of its leased property and performance surety bonds. The Company has classified $5,000 as current as of December 31, 2018 and $1,095 and $1,143 as non-current Investments The Company’s investments are classified as available-for-sale and available-for-sale Realized gains and losses and declines in value determined to be other than temporary are based on the specific identification method and are included as a component of interest income and other income (expense), net in the consolidated statements of operations and comprehensive loss. The Company periodically evaluates its investments for other-than-temporary impairment. When assessing investments for other-than-temporary declines in value, the Company considers such factors as, among other things, how significant the decline in value is as a percentage of the original cost, how long the market value of the investment has been less than its original cost, the Company’s ability and intent to retain investment for a period of time sufficient to allow for any anticipated recovery in fair value and market conditions in general. If any adjustment to fair value reflects a decline in the value of the investment that the Company considers to be “other than temporary,” the Company reduces the investment through a charge to the consolidated statement of operations and other comprehensive income (loss). No such adjustments were necessary during the periods presented. As of December 31, 2019, there were no investments that had been in a continuous loss position for more than 12 months. Accounts Receivable, Net Accounts receivable primarily consist of amounts billed currently due from customers. Accounts receivable are presented net of an allowance for doubtful accounts, which is an estimate of amounts that may not be collectible. In determining the amount of the allowance at each reporting date, the Company makes judgments about general economic conditions, historical write-off non-recovery Unbilled accounts receivable represents amounts for which the Company has recognized revenue, pursuant to its revenue recognition policy, for professional services already performed but billed in arrears. The unbilled accounts receivable balance was $503 and $1,622 as of December 31, 2018 and 2019, respectively. Inventories The Company values all of its inventories, which consist primarily of raw material hardware components, at the lower of cost or net realizable value on a first-in, first-out basis Property and Equipment Property and equipment are stated at cost, net of accumulated depreciation and amortization. Depreciation and amortization are recognized using the straight-line method over the useful life of the assets. Computer equipment is depreciated over three to four years. Computer software, furniture and fixtures and office equipment are depreciated over three years. Leasehold improvements are amortized over the shorter of the lease term or the estimated useful life of the related asset. Repairs and maintenance costs are expensed as incurred. When assets are sold or retired, the cost and related accumulated depreciation or amortization are removed from the accounts, with any resulting gain or loss recorded in the consolidated statements of operations and comprehensive loss. Business Combinations The Company accounts for business combinations using the acquisition method of accounting. Application of this method of accounting requires that (i) identifiable assets acquired (including identifiable intangible assets) and liabilities assumed generally be measured and recognized at fair value as of the acquisition date and (ii) the excess of the purchase price over the net fair value of identifiable assets acquired and liabilities assumed be recognized as goodwill. Transaction costs related to business combinations are expensed as incurred in general and administrative expense in the consolidated statement of operations and comprehensive loss. Determining the fair value of assets acquired and liabilities assumed, and the allocation of the purchase price requires management to use judgment and estimates, especially with respect to intangible assets. Critical estimates in valuing certain identifiable assets include, but are not limited to, estimates of future revenue and cash flows, expected long-term market growth, future expected operating expenses, and appropriate discount rates. Management’s estimates of fair value are based upon assumptions believed to be reasonable, but which are inherently uncertain and unpredictable and, as a result, actual results may differ from estimates. During the measurement period, the Company may record certain adjustments to the carrying value of the assets acquired and liabilities assumed with the corresponding offset to goodwill. After the measurement period, which could last up to one year after the transaction date, all adjustments are recorded in the consolidated statements of operations and comprehensive loss. Goodwill The Company recognizes the excess of the purchase price over the fair value of identifiable net assets acquired as goodwill. Goodwill is not amortized but is tested for impairment annually on November 30 or more frequently if events or changes in circumstances indicate that the carrying amount of the goodwill may not be recoverable. The Company’s goodwill impairment tests are performed at the enterprise level given the Company’s single reporting unit. The Company’s goodwill impairment analysis first assesses qualitative factors to determine whether events or circumstances existed that would lead the Company to conclude it is more likely than not that the fair value of the reporting unit is below its carrying amount. If the Company determines that it is more likely than not that the fair value of the reporting unit is below the carrying amount, a quantitative goodwill assessment is required. In the quantitative evaluation, the fair value of the reporting unit is determined and compared to the carrying value. If the fair value estimate is less than the carrying value, goodwill is considered impaired for the amount by which the carrying amount exceeds the reporting unit’s fair value with the maximum impairment being equal to the carrying value of goodwill. A charge is reported as impairment of goodwill in the consolidated statements of operations and comprehensive loss. In each of its annual goodwill impairment tests performed as of November 30, 2018 and 2019, the Company performed a quantitative goodwill assessment, and the estimated fair value of the Company’s single reporting unit exceeded its carrying amount. Therefore, during the years ended December 31, 2018 and 2019, the Company did not recognize any impairment charges related to goodwill. Intangible Assets Intangible assets acquired in a business combination are recognized at fair value using generally accepted valuation methods deemed appropriate for the type of intangible asset acquired and reported net of accumulated amortization, separately from goodwill. Finite-lived intangible assets, which primarily consist of customer relationships, contractor relationships, technology and trade name, are stated at historical cost and amortized over the assets’ estimated useful lives. Impairment of Long-Lived Assets Long-lived assets consist primarily of property and equipment and intangible assets. Long-lived assets to be held and used are tested for recoverability whenever events or changes in business circumstances indicate that the carrying amount of the assets may not be fully recoverable. Factors that the Company considers in deciding when to perform an impairment review include significant underperformance of the business in relation to expectations, significant negative industry or economic trends and significant changes or planned changes in the use of the assets, among others. When testing for asset impairment, the Company groups assets and liabilities at the lowest level for which cash flows are separately identifiable. If an impairment review is performed to evaluate a long-lived asset group for recoverability, the Company compares forecasts of undiscounted cash flows expected to result from the use and eventual disposition of the long-lived asset group to its carrying value. An impairment loss would be recognized when estimated undiscounted future cash flows expected to result from the use of an asset group are less than the asset’s carrying amount. The impairment loss would be based on the excess of the carrying value of the impaired asset group over its fair value. To date, the Company has not recorded any impairment losses on long-lived assets. No events or changes in circumstances existed to require an impairment assessment during the years ended December 31, 2018 and 2019. Deferred Offering Costs The Company capitalizes certain legal, professional accounting and other third-party fees that are directly associated with in-process paid-in Advertising Costs Advertising costs are expensed as incurred and are included in sales and marketing expense in the consolidated statement of operations and comprehensive loss. For the years ended December 31, 2018 and 2019, the Company’s advertising expenses were $2,453 and $6,107, respectively. Research and Development Costs Research and development costs are expensed as incurred. Research and development expenses include payroll, employee benefits and other expenses associated with product development. Internal-Use The Company evaluates development costs incurred in connection with its internal-use internal-use internal-use internal-use internal-use Stock-Based Compensation The Company measures all stock options and other stock-based awards granted to employees and directors based on the fair value on the date of the grant and recognizes compensation expense of those awards, net of estimated forfeitures, over the requisite service period, which is generally the vesting period of the respective award. Generally, the Company issues stock options to employees with only service-based vesting conditions and records the expense for these awards using the straight-line method. The Company has periodically issued restricted stock units (“RSU’s”) to employees with only service-based vesting conditions and records the expense for these awards using the straight-line method. The Company classifies stock-based compensation expense in its consolidated statements of operations and comprehensive loss in the same manner in which the award’s recipient’s payroll costs are classified. The Company recognizes compensation expense for only the portion of awards that are expected to vest. In developing a forfeiture rate estimate, the Company has considered its historical experience to estimate pre-vesting The fair value of each stock option grant is estimated on the date of grant using the Black-Scholes option-pricing model. The Company historically has been a private company and lacks company-specific historical and implied volatility information. Therefore, it estimates its expected stock volatility based on the historical volatility of a publicly traded set of peer companies and expects to continue to do so until such time as it has adequate historical data regarding the volatility of its own traded stock price. The expected term of the Company’s stock options has been determined utilizing the “simplified” method for awards that qualify as “plain-vanilla” options. The risk-free interest rate is determined by reference to the U.S. Treasury yield curve in effect at the time of grant of the award for time periods approximately equal to the expected term of the award. The expected dividend yield is based on the fact that the Company has never paid cash dividends and does not expect to pay any cash dividends in the foreseeable future. Deferred Contract Acquisition Costs The Company capitalizes sales commissions and certain parts of the Company bonus that are incremental to the acquisition of customer contracts. These costs are recorded as deferred contract acquisition costs on the consolidated balance sheets. The Company determines whether costs should be deferred based on its sales compensation plans if the commissions are in fact incremental and would not have occurred absent the customer contract. Sales commissions paid upon the initial acquisition of a contract are amortized over an estimated period of benefit of five years. No sales commissions are paid on customer renewals. Amortization is recognized on a straight-line basis commensurate with the pattern of revenue recognition. The Company determined the period of benefit for commissions paid for the acquisition of initial contracts by taking into consideration the commitment term of the customer contract, the nature of the Company’s technology development life cycle, and an estimated customer relationship period. Amortization of deferred contract acquisition costs is included in sales and marketing expenses in the accompanying consolidated statements of operations and comprehensive loss. The Company reviews these deferred costs to determine whether events or changes in circumstances have occurred that could impact the period of benefit of these deferred contract acquisition costs. There were no impairment losses recorded during the periods presented. Deferred Contract Fulfillment Costs The Company capitalizes costs to fulfill contracts with customers in “Prepaid expenses and other current assets” and “Other assets” on its consolidated balance sheet. The Company amortizes these costs to cost of revenue in the consolidated statement of operations and comprehensive loss consistent with the revenue recognition of the performance obligations in the associated contracts. The Company assesses these costs for impairment at the end of each reporting period. There were no impairment losses recorded during the periods presented. Comprehensive Loss Comprehensive loss includes net loss as well as other changes in stockholders’ deficit that result from transactions and economic events other than those with stockholders. Income Taxes The Company accounts for income taxes using the asset and liability method, which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been recognized in the financial statements or in the Company’s tax returns. Deferred tax assets and liabilities are determined based on the difference between the financial statement and tax basis of assets and liabilities using the enacted tax rates in effect for the year in which the differences are expected to reverse. Changes in deferred tax assets and liabilities are recorded in the provision for income taxes. The Company assesses the likelihood that its deferred tax assets will be recovered from future taxable income, and to the extent it believes, based upon the weight of available evidence, that it is more likely than not that all or a portion of the deferred tax assets will not be realized, a valuation allowance is established through a charge to income tax expense. The potential for recovery of deferred tax assets is evaluated by considering taxable income in carryback years, existing taxable temporary differences, prudent and feasible tax planning strategies and estimating the future taxable profits. The Company accounts for uncertainty in income taxes recognized in the financial statements by applying a two-step more-likely-than-not Net Loss per Share The Company follows the two-class two-class two-class 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 for the period. Diluted net loss attributable to common stockholders is computed by adjusting net losses attributable to common stockholders to reallocate undistributed earnings based on the potential impact of dilutive securities. Diluted net loss per share attributable to common stockholders is computed by dividing the diluted net loss attributable to common stockholders by the weighted average number of shares of common stock outstanding for the period, including potential dilutive common shares. The Company’s convertible preferred stock contractually entitles the holders of such shares to participate in dividends, but contractually does not require the holders of such shares to participate in losses of the Company. Accordingly, in periods in which the Company reports a net loss attributable to common stockholders, diluted net loss per share attributable to common stockholders is the same as basic net loss per share attributable to common stockholders since dilutive common shares are not assumed to have been issued, as their effect is anti-dilutive. The Company reported a net loss attributable to common stockholders for the years ended December 31, 2018 and 2019. Revenue Recognition The Company elected to early adopt Accounting Standards Codification Topic 606 (“ASC 606 ”), Revenue from Contracts with Customers The Company applied ASC 606 using practical expedients where: • The measurement of the transaction price excludes all taxes assessed by a governmental authority that are both imposed on and concurrent with a specific revenue transaction and collected by the Company from a customer; • The value of unsatisfied performance obligations for contracts with an original expected length of one year or less has not been disclosed; • The Company recognizes revenue in the amount for which the Company has the right to invoice if the Company has a right to payment from a customer in an amount that corresponds directly with the value of the Company’s performance completed to date; • The Company recognizes the promised amount of consideration without adjusting for the effects of a significant financing component if the Company expects, at contract inception, that the period between the transfer of goods or services to the customer and when the customer pays for that good or service will be one year or less. In accordance with ASC 606, revenue is recognized when a customer obtains control of promised goods or services. The amount of revenue recognized reflects the consideration that the Company expects to be entitled to receive in exchange for the goods or services. To achieve the core principle of ASC 606, the Company applies the following steps: 1. Identify the customer contract The Company considers the terms and conditions of the contract and its customary business practices in identifying its contracts under ASC 606. The Company determines that it has a contract with a customer when the contract is approved, the Company can identify each party’s rights regarding the goods or services to be transferred, the Company can identify the payment terms, the Company has determined the customer has the ability and intent to pay and the contract has commercial substance. The Company applies judgment in determining the customer’s ability and intent to pay, which is based on a variety of factors, including the customer’s historical payment experience or, in the case of a new customer, credit and financial information pertaining to the customer. 2. Identify performance obligations A performance obligation is a promise to provide a distinct good or service or a series of distinct goods or services. A good or service that is promised to a customer is distinct if the customer can benefit from the good or service either on its own or together with other resources that are readily available to the customer, and a company’s promise to transfer the good or service to the customer is separately identifiable from other promises in the contract. 3. Determine the transaction price The transaction price is the amount of consideration to which the Company expects to be entitled in exchange for transferring goods or services to a customer. The Company estimates any variable consideration to which it will be entitled at contract inception and reassesses at each reporting date when determining the transaction price. The Company does not include variable consideration to the extent that it is probable that a significant reversal in the amount of cumulative revenue recognized will occur when any uncertainty associated with the variable consideration is resolved. The Company’s contracts do not contain refund provisions for fees earned related to services performed. However, if the Company’s services do not meet certain service level commitments, customers are entitled to receive service credits, which represents a form of variable consideration. The Company has historically not experienced any significant incidents affecting the defined levels of reliability and performance as required by the Company’s contracts. Accordingly, any estimated credits related to these agreements in the consolidated financial statements are not material during the periods presented. If client performance guarantees are not being achieved, the Company will deduct from revenue an estimate of the amount that will be due at the end of the respective client’s contractual period. Customers may be billed prior to the related goods or services being transferred to the customer. In determining the transaction price, the Company adjusts the promised amount of consideration for a significant financing component if the timing of payments agreed to by the parties in the contract provide the customer a significant benefit of financing. When a contract with a customer includes a significant financing component as a result of an advance payment to the Company, the transaction price is adjusted using the discount rate that would be reflected in a separate financing transaction between the Company and the customer at contract inception. For the years ended December 31, 2018 and 2019, the effect of the financing component is not significant and does not materially change the amount of revenue that would be recognized under a contract. 4. Allocate the transaction price to the distinct performance obligations If the contract contains a single performance obligation, the entire transaction price is allocated to the single performance obligation. Contracts that contain multiple performance obligations require an allocation of the transaction price to each performance obligation based on a relative standalone selling price (“SSP”). The Company determines SSP for its performance obligations using observable inputs. SSP is consistent with the Company’s overall pricing objectives and reflects the amount the Company would charge for that performance obligation if it were sold separately in a standalone sale, and the price the Company would sell to similar customers in similar circumstances. 5. Recognize revenue as the performance obligations are satisfied Revenue is recognized when or as control of the promised goods or service is transferred to the customer, in an amount that reflects the consideration that the Company expects to receive in exchange for those goods or services. Nature of goods and services Platform subscription The Company generates revenue primarily from contracts with customers who purchase subscriptions to access to the Company’s hosted telehealth platform which includes access to the Company’s affiliated medical group. The Company’s customers do not have the right to take possession of the Company’s software operating its telehealth platform at any time. Instead, customers are granted access to the Company’s platform over the contractual period. Access to the platform, including the stand ready obligation to provide access to the affiliated medical group, represents a series of distinct services as the Company continually provides access to and fulfills its obligation to the customer over the contract term. The typical contract term is three years. Most of the Company’s contracts are non-cancelable For customers who purchase access to the enterprise telehealth platform (the “Amwell Platform”), the Company hosts a dedicated instance of the telehealth platform, white-labeled under the customer’s own name, branding, and with customized workflows and operating choices. The implementation services for the Amwell Platform are not distinct within the context of the contract because the Company’s promise to perform the implementation services are not separately identifiable from the access to the Amwell Platform. The implementation services, which customize the customer’s Amwell Platform, are integral to the customer’s ability to derive its intended benefit from the Amwell Platform. The development and implementation services generally span several months and cannot be performed by another entity. Therefore, access to the Amwell Platform and the implementation services are bundled together and represent a single performance obligation. The fixed consideration related to the single performance obligation is generally recognized on a straight-line basis over the contract term beginning on the date access to the Amwell Platform is provided. The Company uses a time-elapsed method to measure progress because the Company transfers control evenly over the contractual period. Customers can also purchase access to the Company’s co-branded In addition to the fixed consideration received from the Amwell Platform and Amwell Practice, the Company can also receive variable consideration based on the number of members serviced (that is, a stated fee per member per month). The Company allocates the per member per month variable consideration to the month that the fee is earned, correlating with the amount of services it is providing, which is consistent with the allocation objective of the series guidance. Revenue recognized from the per member per month variable consideration does not represent a significant portion of total revenue for the years ended December 31, 2018 and 2019. Some contracts with customers contain a renewal option which allows the customer to continue access to the Company’s hosted telehealth platform for a stated price after the initial contractual term has ended. These renewal options are evaluated on a case-by-case Visits The Company also generates revenue when either the Amwell Platform or the Amwell Practice is utilized to conduct a medical visit. In the event of a visit, the fee that is earned upon completion of the visit is allocated to the specific day of performance, as the visit fee meets the criteria to allocate variable consideration to a distinct service within a series of distinct services that comprise the single performance obligation. Therefore, visit fees are recognized when the visits are completed, and the Company has delivered on its stand- |
Revenue
Revenue | 9 Months Ended |
Sep. 30, 2020 | |
Revenue from Contract with Customer [Abstract] | |
Revenue | 3. Revenue The following table presents the Company’s revenues disaggregated by revenue source: Nine Months Ended 2020 2019 Platform subscription $ 72,048 $ 60,849 Visits 90,936 25,681 Other 21,849 17,295 Total Revenue $ 184,833 $ 103,825 Accounts Receivable, Net Accounts receivable primarily consist of amounts billed currently due from customers. Accounts receivable are presented net of an allowance for doubtful accounts, which is an estimate of amounts that may not be collectible. In determining the amount of the allowance at each reporting date, the Company makes judgments about general economic conditions, historical write-off non-recovery Changes in the allowance for doubtful accounts were as follows: Nine Months Year Ended Allowance for doubtful accounts, beginning of the period $ 686 $ 396 Provisions 1,236 717 Write-offs (589 ) (427 ) Allowance for doubtful accounts, end of the period $ 1,333 $ 686 The Company has rights to consideration for services completed but not billed at the reporting date. Unbilled receivables are classified as receivables when the Company has the right to invoice the customer. The amount of unbilled accounts receivable was $3,294 and $1,622 as of September 30, 2020 and December 31, 2019, and has been included within accounts receivable on the condensed consolidated balance sheet. Deferred Revenue Contract liabilities consist of deferred revenue and include billings in advance of performance under the contract. Such amounts are recognized as revenue over the contractual period. For the nine-months ended September 30, 2020, the Company recognized revenue of $61,775 that was included in the corresponding contract liability balance at the beginning of the periods presented. For the nine-months ended September 30, 2019, the Company recognized revenue of $57,128 that was included in the corresponding contract liability balance at the beginning of the period presented. Significant changes in the Company’s deferred revenue balance for the nine months ended September 30, 2020 and the year ended December 31, 2019 were as follows: Nine Months Year Ended Total deferred revenue, beginning of the period $ 77,386 $ 93,299 Additions 56,825 85,167 Recognized (72,407 ) (101,080 ) Total deferred revenue, end of the period $ 61,804 $ 77,386 September 30, December 31, Current deferred revenue 54,324 66,490 Non-current 7,480 10,896 Total deferred revenue, end of the period $ 61,804 $ 77,386 Transaction Price Allocated to Remaining Performance Obligations As of September 30, 2020 and December 31, 2019, the aggregate amount of the transaction price allocated to remaining performance obligations was $170,168 and $162,230, respectively. The substantial majority of the unsatisfied performance obligations will be satisfied over the next three years. As it pertains to the December 31, 2019 amount, the Company expects to recognize 45% of the transaction price in the year ending December 31, 2020 in its condensed consolidated statement of operations and comprehensive loss with the remainder recognized thereafter. As it pertains to the September 30, 2020 amount, the Company expects to recognize 45% of the transaction price in the 12 month period ended September 30, 2021, in its condensed consolidated statement of operations and comprehensive loss with the remainder recognized thereafter. |
Variable Interest Entities
Variable Interest Entities | 12 Months Ended |
Dec. 31, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Variable Interest Entities | 3. Variable Interest Entities The Company provides services pursuant to contracts with PCs which in turn contracts with physicians to provide telehealth medical services. The PC’s collectively represent the Company’s affiliated medical group. The PCs were designed and structured to comply with the relevant laws and regulations governing professional medical practice, which generally prohibits the practice of medicine by lay persons or entities. To satisfy these regulatory requirements, all of the issued and outstanding equity interests of the PCs are owned by a licensed medical professional nominated by the Company (the “Nominee Shareholder”). Upon formation of the PCs, and initial issuance of equity interests, the Nominee Shareholder contributes a nominal amount of capital in exchange for their interest in the PC. The Company then executes with each PC a Business Support Agreement (“BSA”), which provide for various administrative and management services to be provided by the Company to the PC, and a Stock Transfer Agreement (“STA”), which provide for transition of ownership of the PCs. The Company provides all of the necessary capital for the operations of the PCs through loans to the PCs. The Company also has exclusive responsibility for the provision of all nonmedical services including contracting with customers who access the PCs for a medical visit, handling all financial transactions and day-to-day Based upon the provisions of these agreements, the Company determined that the PCs are variable interest entities due to its equity holder having insufficient capital at risk, and the Company has a variable interest in the PCs. The Company consolidated the PCs under the VIE model since the Company has the power to direct activities that most significantly impact the PCs economic performance and the right to receive benefits or the obligation to absorb losses that could potentially be significant to the PCs. Furthermore, as a direct result of nominal initial equity contributions by the Nominee Shareholder, the financial support the Company provides to the PCs (e.g. loans) and the provisions of the STA, the interests held by noncontrolling interest holders lack economic substance and do not provide them with the ability to participate in the residual profits or losses generated by the PCs. Therefore, all income and expenses recognized by the PCs are allocated to the Company’s stockholders. The aggregate carrying value of total assets and total liabilities included on the consolidated balance sheets for the PCs after elimination of intercompany transactions were $13,276 and $12,613, respectively, as of December 31, 2018 and $35,714 and $5,777, respectively as of December 31, 2019. Total revenue included on the consolidated statements of operations and comprehensive loss for the PCs after elimination of intercompany transactions was $14,334 and $23,450 for the years ended December 31, 2018 and 2019, respectively. Net loss included on the consolidated statements of operations and comprehensive loss for the PCs after elimination of intercompany transactions was not material for the years ended December 31, 2018 and 2019. |
National Telehealth Network
National Telehealth Network | 9 Months Ended | 12 Months Ended |
Sep. 30, 2020 | Dec. 31, 2019 | |
Equity Method Investments and Joint Ventures [Abstract] | ||
National Telehealth Network | 4. National Telehealth Network In 2012, the Company and an affiliate of Anthem, Inc. formed NTN to expand the availability and adoption of telemedicine. The Company did not have a controlling financial interest in NTN, but it had the ability to exercise significance influence over the operating and financial policies of NTN. Therefore, the Company accounted for its investment in NTN using the equity method of accounting through December 31, 2015. On January 1, 2016, the Company made an additional investment in NTN, which increased its ownership percentage above 50%. The Company also obtained the right to elect the Chairman of NTN, who has the ability to cast the tie-breaking non-controlling non-controlling The proportionate share of the loss attributed to the non-controlling non-controlling | 4. National Telehealth Network In 2012, the Company and an affiliate of Anthem, Inc. formed NTN to expand the availability and adoption of telemedicine. The Company did not have a controlling financial interest in NTN, but it had the ability to exercise significance influence over the operating and financial policies of NTN. Therefore, the Company accounted for its investment in NTN using the equity method of accounting through December 31, 2015. On January 1, 2016, the Company made an additional investment in NTN, which increased its ownership percentage above 50%. The Company also obtained the right to elect the Chairman of NTN who has the ability to cast the tie-breaking non-controlling non-controlling The proportionate share of the income (loss) attributed to the non-controlling non-controlling |
Fair Value Measurements
Fair Value Measurements | 9 Months Ended | 12 Months Ended |
Sep. 30, 2020 | Dec. 31, 2019 | |
Fair Value Disclosures [Abstract] | ||
Fair Value Measurements | 5. Fair Value Measurements Certain assets and liabilities of the Company are carried at fair value under GAAP. Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Valuation techniques used to measure fair value must maximize the use of observable inputs and minimize the use of unobservable inputs. Financial assets and liabilities carried at fair value are to be classified and disclosed in one of the following three levels of the fair value hierarchy, of which the first two are considered observable and the last is considered unobservable: • Level 1—Quoted prices in active markets for identical assets or liabilities. • Level 2—Observable inputs (other than Level 1 quoted prices), such as quoted prices in active markets for similar assets or liabilities, quoted prices in markets that are not active for identical or similar assets or liabilities, or other inputs that are observable or can be corroborated by observable market data. • Level 3—Unobservable inputs that are supported by little or no market activity and that are significant to determining the fair value of the assets or liabilities, including pricing models, discounted cash flow methodologies and similar techniques. The following tables presents the Company’s fair value hierarchy for its assets and liabilities that are measured at fair value on a recurring basis and indicate the level within the fair value hierarchy of the valuation techniques the Company utilized to determine such fair value: September 30, 2020 Level 1 Level 2 Level 3 Total Money market funds $ 52,955 $ — $ — $ 52,955 Investments — 129,914 — 129,914 52,955 129,914 — $ 182,869 December 31, 2019 Level 1 Level 2 Level 3 Total Money market funds $ 62,113 $ — $ — $ 62,113 Investments — 39,953 — $ 39,953 62,113 39,953 — 102,066 The Company’s cash equivalents were invested in money market funds and were valued based on Level 1 inputs. The Company’s investments consisted of U.S. government agency bonds and were valued based on Level 2 inputs. In determining the fair value of its U.S. government agency bonds, the Company relied on quoted prices for similar securities in active markets or other inputs that are observable or can be corroborated by observable market data. During the nine months ended September 30, 2020, there were no transfers between fair value measurement levels. | 5. Fair Value Measurements Certain assets and liabilities of the Company are carried at fair value under GAAP. Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Valuation techniques used to measure fair value must maximize the use of observable inputs and minimize the use of unobservable inputs. Financial assets and liabilities carried at fair value are to be classified and disclosed in one of the following three levels of the fair value hierarchy, of which the first two are considered observable and the last is considered unobservable: • Level 1—Quoted prices in active markets for identical assets or liabilities. • Level 2—Observable inputs (other than Level 1 quoted prices), such as quoted prices in active markets for similar assets or liabilities, quoted prices in markets that are not active for identical or similar assets or liabilities, or other inputs that are observable or can be corroborated by observable market data. • Level 3—Unobservable inputs that are supported by little or no market activity and that are significant to determining the fair value of the assets or liabilities, including pricing models, discounted cash flow methodologies and similar techniques. The following tables presents the Company’s fair value hierarchy for its assets and liabilities that are measured at fair value on a recurring basis and indicate the level within the fair value hierarchy of the valuation techniques the Company utilized to determine such fair value: December 31, 2018 Level 1 Level 2 Level 3 Total Money market funds $ 29,553 $ — $ — $ 29,553 Investments — 208,226 — $ 208,226 29,553 208,226 — 237,779 December 31, 2019 Level 1 Level 2 Level 3 Total Money market funds $ 62,113 $ — $ — $ 62,113 Investments — 39,953 — $ 39,953 62,113 39,953 — 102,066 As of December 31, 2018 and 2019, the Company’s cash equivalents were invested in money market funds and were valued based on Level 1 inputs. As of December 31, 2018 and 2019, the Company’s investments consisted of U.S. government agency bonds and were valued based on Level 2 inputs. In determining the fair value of its U.S. government agency bonds, the Company relied on quoted prices for similar securities in active markets or other inputs that are observable or can be corroborated by observable market data. During the years ended December 31, 2018 and 2019, there were no transfers between Level 1, Level 2 and Level 3. |
Investments
Investments | 9 Months Ended | 12 Months Ended |
Sep. 30, 2020 | Dec. 31, 2019 | |
Investments, Debt and Equity Securities [Abstract] | ||
Investments | 6. Investments As of September 30, 2020 and December 31, 2019, the fair value of the Company’s investments by type of security was as follows: September 30, 2020 Amortized Gross Gross Fair Value Assets: U.S government securities $ 129,831 $ 83 $ — $ 129,914 129,831 83 — 129,914 December 31, 2019 Amortized Gross Gross Fair Assets: U.S government securities $ 39,355 $ 598 $ — $ 39,953 39,355 598 — 39,953 | 6. Investments As of December 31, 2018 and 2019, the fair value of the Company’s investments by type of security was as follows: December 31, 2018 Amortized Gross Gross Fair Value Assets: U.S government securities $ 206,465 $ 1,761 $ — $ 208,226 206,465 1,761 — 208,226 December 31, 2019 Amortized Gross Gross Fair Value Assets: U.S government securities $ 39,355 $ 598 $ — $ 39,953 39,355 598 — 39,953 |
Allowance for Doubtful Accounts
Allowance for Doubtful Accounts | 12 Months Ended |
Dec. 31, 2019 | |
Receivables [Abstract] | |
Allowance for Doubtful Accounts | 7. Allowance for Doubtful Accounts Changes in the allowance for doubtful accounts were as follows: December 31, 2018 2019 Allowance for doubtful accounts, beginning of the period $ 185 $ 396 Provisions 211 717 Write-offs — (427 ) Allowance for doubtful accounts, end of the period $ 396 $ 686 |
Business Combinations
Business Combinations | 9 Months Ended | 12 Months Ended |
Sep. 30, 2020 | Dec. 31, 2019 | |
Business Combinations [Abstract] | ||
Business Combinations | 7. Business Combinations In November 2019, the Company acquired all the issued and outstanding shares of Aligned Telehealth, Inc. (“Aligned”). This acquisition will combine Aligned’s customer base with the Company’s telehealth platform to increase the number of hospitals and health plans utilizing telehealth. The aggregate consideration paid was $82,948, which consists of (i) 456,667 shares of the Company’s Series C convertible preferred stock valued at $34,250; (ii) $48,688 of cash and (iii) contingent consideration of $10. The Company is obligated to pay an earn-out The acquisition was a stock acquisition for tax purposes and accordingly, the goodwill resulting from this acquisition is not tax deductible. The total acquisition related costs were $1,494 and recognized as general and administrative expense in the condensed consolidated statements of operations and comprehensive loss during the year ended December 31, 2019. The results of operations of Aligned have been included in the Company’s condensed consolidated statements of operations from the acquisition date. Actual revenue and losses of Aligned since the acquisition date as well as pro forma combined results of operations for the Aligned acquisition have not been presented because the effect of the acquisition was not material to the Company’s condensed consolidated financial results for the periods presented. There was no change in the estimated fair value of the contingent consideration during the nine months ended September 30, 2020. The final allocation of the purchase consideration of $82,948 is as follows: Amount Cash $ 2,938 Accounts receivable 3,612 Identifiable intangible assets 14,100 Other assets 179 Total assets acquired 20,829 Current liabilities (3,102 ) Deferred tax liability (1,388 ) Total liabilities assumed (4,490 ) Goodwill 66,609 Total purchase consideration $ 82,948 The following are the identifiable intangible assets acquired and their respective weighted average useful lives, as determined based on final valuations: Amount Weighted Customer relationships $ 13,800 7.0 Trade name 300 7.0 Total $ 14,100 Customer-relationship intangible assets were valued using the multi-period, excess-earnings method, a method that values the intangible asset using the present value of the after-tax | 8. Business Combinations Avizia, Inc. In July 2018, the Company acquired all of the issued and outstanding shares of Avizia, Inc. (“Avizia”), a leading provider of acute care telehealth capability for more than forty clinical specialties, including tele-stroke and tele-behavioral health, through a share purchase agreement. The aggregate consideration paid was $137,804, which was comprised of 1,115,934 shares of the Company’s Series C convertible preferred stock valued at $72,536 and $65,268 of cash. The total acquisition related costs were $1,186 and recognized as general and administrative expense in its consolidated statements of operations and comprehensive loss during the year ended December 31, 2018. The results of operations of Avizia have been included in the Company’s consolidated statements of operations and comprehensive loss from the acquisition date. The Company recorded $10,839 of revenue and $9,725 of net loss from Avizia for the period from July 3, 2018 (date of acquisition) through December 31, 2018. The final allocation of the purchase consideration of $137,804 as follows: Amount Cash $ 887 Accounts receivable 6,372 Inventory 3,768 Identifiable intangible assets 40,273 Other assets 1,398 Total assets acquired 52,698 Current liabilities (4,785 ) Deferred revenue (4,117 ) Other long-term liabilities (351 ) Total liabilities assumed (9,253 ) Goodwill 94,359 Total purchase consideration $ 137,804 The following table sets forth the components of identifiable intangible assets acquired and their estimated useful lives as of the acquisition date: Cost Weighted Developed technology $ 37,064 10.0 Customer relationships 3,209 10.0 Total $ 40,273 The fair value of the developed technology was estimated using the relief-from-royalty method, a form of the income approach, which assumes that, in lieu of ownership, a third party would be willing to pay a royalty in order to exploit the related benefits of these types of assets. The relief-from-royalty method involves two steps: (i) estimation of reasonable royalty rates for the assets and (ii) the application of these royalty rates to a revenue stream and discounting the resulting cash flows to determine a value. The Company multiplied the selected royalty rate by the forecasted net revenue stream to calculate the cost savings (i.e., relief from royalty payment) associated with the developed technology. The cash flows were then discounted to present value by the selected discount rate. Key assumptions used in this model were revenue projections, discount rates and royalty rates, all of which were estimated by management. The fair value of the customer relationship intangible asset was estimated using the replacement method, a form of the cost approach, which estimates the costs to replace the customer base. The Company estimated the time to recreate the customer base and multiplied it by the estimated annual costs, which were based on Avizia’s historical sales and marketing costs and included an overhead allocation. The key assumption in the model was the estimated time to recreate the customer base. Goodwill represents the excess of the purchase consideration over the estimated acquisition date fair value of the net tangible and intangible assets acquired and liabilities assumed. Goodwill is primarily attributable to expected post-acquisition synergies from integrating Avizia’s developed technology into the Company’s telehealth platform. The goodwill recorded as part of the Avizia acquisition is not deductible for U.S. federal income tax purposes. Unaudited Pro Forma Financial Information The following unaudited pro forma information presents the combined results of operations as if the Avizia acquisition had been completed on January 1, 2017, the beginning of the comparable prior annual reporting period. The unaudited pro forma results include adjustments primarily related to the following: (i) removal of interest expense related to the legacy debt of Avizia that was not acquired; (ii) amortization of the acquired intangible assets; (iii) fair value adjustment for deferred revenue; and (iv) the inclusion of acquisition-related costs as if the acquisition-related costs were incurred in 2017. December 31, Revenue $ 130,312 Net loss $ (60,160 ) Net loss per share attributable to common stockholders, basic and diluted $ (13.12 ) Aligned Telehealth, Inc. In November 2019, the Company acquired all the issued and outstanding shares of Aligned Telehealth, Inc. (“Aligned”). This acquisition will combine Aligned’s customer base with the Company’s telehealth platform to increase the number of hospitals and health plans utilizing telehealth. The aggregate consideration paid was $82,948, which consists of (i) 456,667 shares of the Company’s Series C convertible preferred stock valued at $34,250; (ii) $48,688 of cash and (iii) contingent consideration of $10. The Company is obligated to pay an earn-out The acquisition was a stock acquisition for tax purposes and accordingly, the goodwill resulting from this acquisition is not tax deductible. The total acquisition related costs were $1,494 and recognized as general and administrative expense in its consolidated statements of operations and comprehensive loss during the year ended December 31, 2019. The results of operations of Aligned have been included in the Company’s consolidated statements of operations from the acquisition date. Actual revenue and losses of Aligned since the acquisition date as well as pro forma combined results of operations for the Aligned acquisition have not been presented because the effect of the acquisition was not material to the Company’s consolidated financial results for the periods presented. The preliminary allocation of the purchase consideration of $82,948 is as follows: Amount Cash $ 2,938 Accounts receivable 3,612 Identifiable intangible assets 14,100 Other assets 179 Total assets acquired 20,829 Current liabilities (3,102 ) Deferred tax liability (1,388 ) Total liabilities assumed (4,490 ) Goodwill 66,609 Total purchase consideration $ 82,948 The following are the identifiable intangible assets acquired and their respective weighted average useful lives, as determined based on preliminary valuations: Amount Weighted Customer relationships $ 13,800 7.0 Trade name 300 7.0 Total $ 14,100 Customer-relationship intangible assets were valued using the multi-period, excess-earnings method, a method that values the intangible asset using the present value of the after-tax |
Contract Balances
Contract Balances | 12 Months Ended |
Dec. 31, 2019 | |
Contract with Customer, Contract Asset, Contract Liability, and Receivable [Abstract] | |
Contract Balances | 9. Contract Balances The Company has rights to consideration for services completed but not billed at the reporting date. Unbilled receivables are classified as receivables when the Company has the right to invoice the customer. The amount of unbilled receivables at December 31, 2018 and 2019 is $503 and $1,622 and has been included within accounts receivable on the consolidated balance sheet. Contract liabilities consist of deferred revenue and include billings in advance of performance under the contract. Such amounts are recognized as revenue over the contractual period. For the years ended December 31, 2018 and 2019, the Company recognized revenue of $56,516 and $59,006, respectively, that was included in the corresponding contract liability balance at the beginning of the periods presented. The Company receives payments from customers based upon contractual billing schedules. The Company typically invoices its customers annually in advance for their annual software access fee. The Company record accounts receivable when the right to consideration becomes unconditional. Payment terms on invoiced amounts are typically net 30 days. |
Deferred Revenues and Performan
Deferred Revenues and Performance Obligations | 12 Months Ended |
Dec. 31, 2019 | |
Contract with Customer, Contract Asset, Contract Liability, and Receivable [Abstract] | |
Deferred Revenues and Performance Obligations | 10. Deferred Revenues and Performance Obligations Deferred Revenue Significant changes in the Company’s deferred revenue balance for the years ended December 31, 2018 and 2019 were as follows: Year Ended December 31, 2018 2019 Total deferred revenue, beginning of the period $ 106,184 $ 93,299 Additions 67,329 85,167 Recognized (80,214 ) (101,080 ) Total deferred revenue, end of the period $ 93,299 $ 77,386 Current deferred revenue 64,128 66,490 Non-current 29,171 10,896 $93,299 $77,386 Transaction Price Allocated to Remaining Performance Obligations As of December 31, 2018 and 2019, the aggregate amount of the transaction price allocated to remaining performance obligations was $176,109 and $162,230, respectively. The substantial majority of the unsatisfied performance obligations will be satisfied over the next three years. As it pertains to the December 31, 2019 amount, the Company expects to recognize 45% of the transaction price in the year ending December 31, 2020 in its consolidated statement of operations and comprehensive loss with the remainder recognized thereafter. |
Deferred Contract Acquisition a
Deferred Contract Acquisition and Contract Fulfillment Costs | 12 Months Ended |
Dec. 31, 2019 | |
Contract with Customer, Contract Asset, Contract Liability, and Receivable [Abstract] | |
Deferred Contract Acquisition and Contract Fulfillment Costs | 11. Deferred Contract Acquisition and Contract Fulfillment Costs The following table represents a rollforward of the Company’s deferred contract acquisition costs: December 31, 2018 2019 Beginning balance $ 2,162 $ 2,614 Additions to deferred contract acquisition costs 1,198 1,217 Amortization of deferred contract acquisition costs (746 ) (1,062 ) Ending balance $ 2,614 $ 2,769 Deferred contract acquisition costs, current $ 867 $ 1,130 Deferred contract acquisition costs, noncurrent 1,747 1,639 Total $ 2,614 $ 2,769 The following table represents a rollforward of the Company’s deferred contract fulfillment costs: December 31, 2018 2019 Beginning balance $ 700 $ 1,800 Additions to deferred contract fulfillment costs 1,674 993 Amortization of deferred contract fulfillment costs (574 ) (707 ) Ending balance $ 1,800 $ 2,086 Deferred contract fulfillment costs, current $ 1,494 $ 714 Deferred contract fulfillment costs, noncurrent 306 1,372 Total $ 1,800 $ 2,086 |
Property and Equipment, Net
Property and Equipment, Net | 12 Months Ended |
Dec. 31, 2019 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment, Net | 12. Property and Equipment, Net Property and equipment, net consisted of the following: December 31, 2018 2019 Furniture and fixtures $ 930 $ 930 Computer and office equipment 4,336 4,843 Computer software 3,729 4,332 Leasehold improvements 2,148 2,154 11,143 12,259 Less: Accumulated depreciation and amortization (8,066 ) (9,595 ) Property and equipment, net $ 3,077 $ 2,664 Depreciation and amortization expense related to property and equipment was $1,603 and $1,769 for the years ended December 31, 2018 and 2019, respectively. |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 9 Months Ended | 12 Months Ended |
Sep. 30, 2020 | Dec. 31, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Goodwill and Intangible Assets | 8. Goodwill and Intangible Assets Goodwill consisted of the following: Nine Months Year Ended Beginning Balance as of January 1 $ 193,877 $ 127,268 Goodwill acquired (Note 7) — 66,609 Ending Balance $ 193,877 $ 193,877 Identified intangible assets consisted of the following: Gross Accumulated Carrying Weighted December 31, 2019 Customer relationships $ 38,782 $ (7,416 ) $ 31,366 8.0 Contractor relationships 535 (165 ) 370 9.0 Trade name 300 (4 ) 296 6.9 Technology 37,063 (5,560 ) 31,503 8.5 $ 76,680 $ (13,145 ) $ 63,535 Gross Accumulated Carrying Weighted September 30, 2020 Customer relationships $ 38,782 $ (10,390 ) $ 28,392 7.3 Contractor relationships 535 (195 ) 340 8.3 Trade name 300 (38 ) 262 6.1 Technology 37,063 (8,339 ) 28,724 7.8 $ 76,680 $ (18,962 ) $ 57,718 Amortization expense related to intangible assets for the nine months ended September 30, 2020 was $5,817. Amortization expense related to intangible assets for the nine months ended September 30, 2019 was $4,305. Estimated future amortization expense of the identified intangible assets as of September 30, 2020, is as follows: 2020 $ 1,938 2021 7,755 2022 7,755 2023 7,755 2024 7,755 Thereafter 24,760 | 13. Goodwill and Intangible Assets Goodwill consisted of the following: December 31, 2018 2019 Beginning Balance as of January 1 $ 32,909 $ 127,268 Goodwill acquired (Note 8) 94,359 66,609 Ending Balance $ 127,268 $ 193,877 Identified intangible assets consisted of the following: Gross Accumulated Carrying Weighted December 31, 2018 Customer relationships $ 24,947 $ (5,177 ) $ 19,770 9.9 Contractor relationships 535 (123 ) 412 10.0 Trade name — — — — Technology 37,063 (1,853 ) 35,210 9.5 $ 62,545 $ (7,153 ) $ 55,392 Gross Accumulated Carrying Weighted December 31, 2019 Customer relationships $ 38,782 $ (7,416 ) $ 31,366 8.0 Contractor relationships 535 (165 ) 370 9.0 Trade name 300 (4 ) 296 6.9 Technology 37,063 (5,560 ) 31,503 8.5 $ 76,680 $ (13,145 ) $ 63,535 The increase in gross amount of customer relationships and trade name for the year ended December 31, 2019 are related to the acquisition of Aligned (see Note 8). Amortization expense related to intangible assets for the years ended December 31, 2018 and 2019 was $3,727 and $5,992, respectively. Estimated future amortization expense of the identified intangible assets as of December 31, 2019, is as follows: 2020 $ 7,755 2021 7,755 2022 7,755 2023 7,755 2024 7,755 Thereafter 24,760 |
Accrued Expenses And Other Curr
Accrued Expenses And Other Current Liabilities | 9 Months Ended | 12 Months Ended |
Sep. 30, 2020 | Dec. 31, 2019 | |
Payables and Accruals [Abstract] | ||
Accrued Expenses | 9. Accrued Expenses and other current liabilities Accrued expenses and other current liabilities consist of the following: September 30, December 31, Employee compensation, benefits, and payroll taxes $ 18,133 $ 11,698 Professional services 3,805 3,351 Provider services 4,043 2,709 Transaction costs 2,518 — Other 9,802 9,593 Total $ 38,301 $ 27,351 | 14. Accrued Expenses Accrued expenses consist of the following: December 31, 2018 2019 Employee compensation and benefits $ 11,181 $ 11,698 Professional services 1,345 3,351 Provider services 1,772 2,709 Other 5,180 9,593 Total $ 19,478 $ 27,351 |
Line of Credit
Line of Credit | 9 Months Ended | 12 Months Ended |
Sep. 30, 2020 | Dec. 31, 2019 | |
Debt Disclosure [Abstract] | ||
Line of Credit | 10. Line of Credit In January 2011, the Company entered into a credit agreement (the “Line of Credit”) with a financial institution that provides for maximum borrowings in one or more advances of an amount up to $5,000. Borrowings under the Line of Credit accrue interest at the London Interbank Offered Rate plus 1.25%. Borrowings are repayable immediately upon demand by the financial institution. In November 2017, the Line of Credit was amended to increase the maximum borrowings to $7,000. As of September 30, 2020 and December 31, 2019, the Company had no outstanding borrowings under the Line of Credit. During any period that the Line of Credit is in effect, the Company can request the financial institution issue a letter of credit with a maximum maturity not to exceed twelve months. Any letters of credit issued by the financial institution reduce the maximum borrowings available under the Line of Credit. As of September 30, 2020, the maximum borrowing available to the Company is $5,905 based on the outstanding letters of credit of $1,095 that have been issued by the financial institution. As of December 31, 2019, the maximum borrowing available to the Company was $5,857 based on the outstanding letters of credit of $1,143 that have been issued by the financial institution. | 15. Line of Credit In January 2011, the Company entered into a credit agreement (the “Line of Credit”) with a financial institution that provides for maximum borrowings in one or more advances of an amount up to $5,000. Borrowings under the Line of Credit accrue interest at the London Interbank Offered Rate plus 1.25%. Borrowings are repayable immediately upon demand by the financial institution. In November 2017, the Line of Credit was amended to increase the maximum borrowings to $7,000. As of December 31, 2018 and 2019, the Company had no outstanding borrowings under the Line of Credit. During any period that the Line of Credit is in effect, the Company can request the financial institution issue a letter of credit with a maximum maturity not to exceed twelve months. Any letters of credit issued by the financial instrument reduce the maximum borrowings available under the Line of Credit. As of December 31, 2019, the maximum borrowing available to the Company is $5,857 based on the outstanding letters of credit of $1,143 that have been issued by the financial institution. |
Preferred Stock
Preferred Stock | 12 Months Ended |
Dec. 31, 2019 | |
Temporary Equity Disclosure [Abstract] | |
Preferred Stock | 16. Preferred Stock In 2018, the Company’s certificate of incorporation was amended and restated to authorize the Company to issue 15,077,778 shares of $0.01 par value preferred stock. In 2019, the Company’s certificate of incorporation was amended and restated to authorize the Company to issue 17,744,445 shares of $0.01 par value preferred stock. The Company has issued Series A convertible preferred stock (“Series A preferred stock”), Series B convertible preferred stock (“Series B preferred stock”) and Series C convertible preferred stock (“Series C preferred stock”), collectively, the “Preferred Stock.” The Company’s Preferred Stock is classified outside of stockholders’ deficit on the consolidated balance sheets because the holders of such shares have liquidation rights in the event of a deemed liquidation that, in certain situations, is not solely within the control of the Company and would require the redemption of the then-outstanding Preferred Stock. The Preferred Stock is not redeemable, except in the event of a deemed liquidation. Because the occurrence of a deemed liquidation event is not currently probable, the carrying values of the convertible preferred stock are not being accreted to their redemption values. Subsequent adjustments to the carrying values to the convertible preferred stock would be made only when a deemed liquidation event becomes probable. Upon issuance of each class of Preferred Stock, the Company assessed the embedded conversion and liquidation features of the shares and determined that such features did not require the Company to separately account for these features. The Company also concluded that no beneficial conversion feature existed on the issuance date of each class of Preferred Stock. In the year ended December 31, 2018, the Company issued and sold 4,411,048 shares of Series C preferred stock at a price of $65.00 per share for gross proceeds of $286,718. The Company incurred $6,274 of issuance costs in connection with the issuance of the Series C preferred stock. Additionally, the Company issued 1,115,934 shares of Series C preferred stock at a price of $65.00 per share in connection with the acquisition of Avizia (see Note 8). In the year ended December 31, 2019, the Company issued and sold 628,719 shares of Series C preferred stock at a price of $75.00 per share for gross proceeds of $47,154. The Company incurred $1,318 of issuance costs in connection with the issuance of the Series C preferred stock. Additionally, the Company issued 456,667 shares of Series C preferred stock at a price of $75.00 per share in connection with the acquisition of Aligned (see Note 8). As of each balance sheet date, Preferred Stock consisted of the following: December 31, 2018 Preferred Preferred Preferred Carrying Liquidation Common Series A preferred stock 3,200,000 3,178,650 3,130,077 $ 28,889 $ 50,176 27,544,675 Series B preferred stock 833,334 787,725 787,725 23,632 35,878 6,931,965 Series C preferred stock 11,044,444 9,009,747 9,009,747 523,192 450,372 79,285,678 15,077,778 12,976,122 12,927,549 $ 575,713 $ 536,426 113,762,318 December 31, 2019 Preferred Preferred Preferred Carrying Liquidation Common Series A preferred stock 3,200,000 3,178,650 3,130,077 $ 28,889 $ 51,741 27,544,675 Series B preferred stock 833,334 787,725 787,725 23,632 37,060 6,931,965 Series C preferred stock 13,711,111 10,095,133 10,095,133 603,278 519,648 88,837,063 17,744,445 14,061,508 14,012,935 $ 655,799 $ 608,449 123,313,703 The holders of the Preferred Stock have the following rights and preferences: Voting Rights The holders of Preferred Stock are entitled to the number of votes equal to the number of shares of common stock into which such shares of Preferred Stock could convert on the record date for the determination of stockholders entitled to vote. In addition, the holders of the Preferred Stock, voting as a single class, and on an as converted to common stock basis, are entitled to elect one director of the Company. The holders of Preferred Stock, voting as a single class, and on an as converted to common stock basis, and the holders of common stock, voting as a separate class, are entitled to elect three directors of the Company. The holders of the common stock, voting as a separate class, are entitled to elect the remaining directors of the Company. Dividends The holders of the Preferred Stock are entitled to receive noncumulative dividends when, as and if declared by the board of directors. In addition, the holders of shares of Preferred Stock are entitled to participate pro rata on an as-converted-basis Liquidation In the event of a liquidation, voluntary or involuntary, dissolution or winding up of the Company or Deemed Liquidation Event (as defined below), the holders of the Senior Preferred Stock will be entitled to receive, on a pari passu non-compounding After payments have been made in full to the holders of Senior Preferred Stock, then, to the extent available, the remaining assets of the Company available for distribution to its stockholders will be distributed among the holders of Series A preferred stock. The holders of the Series A preferred stock will be entitled to receive (i) an amount per share equal to the applicable Original Issue Price plus (ii) any dividends declared but unpaid plus (iii) a non-compounding After payments have been made in full to the holders of the Senior Preferred Stock and Series A preferred stock, then to the extent available, the holders of common stock are entitled to share ratably in the remaining assets of the Company. Unless the holders of a majority of the Preferred Stock, voting together as a single class, on an as-converted Conversion Each share of Preferred Stock is convertible, at the option of the holder, at any time, or will automatically be converted into shares of common stock at the applicable conversion ratio then in effect (i) upon closing of a qualifying IPO at a price per share to the public of at least $6.82, subject to appropriate adjustments (described below), and with aggregate gross proceeds of at least $25,000 or (ii) upon the vote or written consent of the holders of a majority of the outstanding shares of Preferred Stock, voting together as a single class and on an as-converted The conversion ratio of each series of preferred stock is determined by dividing the Original Issuance Price of each series by the applicable Conversion Price of each series. The Original Issue Price per share is $10.00 for Series A preferred stock, $30.00 for Series B preferred stock and $45.00 for Series C preferred stock, subject to appropriate adjustment in the event of any stock dividend, stock split, combination or other similar recapitalization with respect to the Preferred Stock. The Conversion Price is $1.14 for Series A, $3.41 for Series B and $5.11 for Series C preferred stock. The Conversion Price is subject to appropriate adjustment in the event of any deemed issuance of additional shares, stock dividend, stock split, combination or other similar recapitalization and other adjustments as set forth in the Company’s certificate of incorporation, as amended and restated. As of December 31, 2019, each outstanding share of Preferred Stock was convertible into common stock on a 8.8-for-one |
Common Stock
Common Stock | 12 Months Ended |
Dec. 31, 2019 | |
Common Stock [Abstract] | |
Common Stock | 17. Common Stock As of December 31, 2018 and 2019, the Company’s certificate of incorporation, as amended and restated, authorized the Company to issue 220,000,000 shares, of $0.01 par value common stock. Each share of common stock entitles the holder to vote on all matters submitted to a vote of the Company’s stockholders. Common stockholders are entitled to receive dividends, as may be declared by the board of directors, if any, subject to the preferential dividend right of the preferred stockholders. No dividends have been declared through December 31, 2019. As of December 31, 2018 and 2019, the Company had reserved 142,495,607 and 157,998,948 shares of common stock for the conversion of the outstanding shares of Preferred stock, the exercise of outstanding stock options, the vesting of restricted stock units and the number of shares remaining available for future grant. |
Stockholders' Equity
Stockholders' Equity | 9 Months Ended | 12 Months Ended |
Sep. 30, 2020 | Dec. 31, 2019 | |
Stockholders' Equity Note [Abstract] | ||
Stockholders' Equity | 11. Stockholders’ Equity Convertible Preferred Stock The authorized, issued and outstanding shares, liquidation preference, and carrying value of the Company’s convertible preferred stock as of December 31, 2019 were as follows: Shares Shares Shares Liquidation Carrying Series A 3,200,000 3,178,650 3,130,077 51,741 28,889 Series B 833,334 787,725 787,725 37,060 23,632 Series C 13,711,111 10,095,133 10,095,133 519,648 603,278 17,744,445 14,061,508 14,012,935 608,449 655,799 In the year ended December 31, 2019, the Company issued and sold 628,719 shares of Series C preferred stock at a price of $75 per share for gross proceeds of $47,154. The Company incurred $1,318 of issuance costs in connection with the issuance of the Series C preferred stock. Additionally, the Company issued 456,667 shares of Series C preferred stock at a price of $75 per share in connection with the acquisition of Aligned (see Note 7). In February 2020, the Company issued and sold 170,000 shares of Series C preferred stock at a price of $75 per share for gross proceeds of $12,750. The Company incurred $261 of issuance costs in connection with the issuance of the Series C preferred stock In May 2020, the Company issued and sold 1,342,750 shares of Series C preferred stock at a price of $100 per share for gross proceeds of $134,275. The Company incurred $750 of issuance costs in connection with the issuance of the Series C preferred stock. In conjunction with the Company’s IPO in September 2020, all shares of convertible preferred stock then outstanding, totaling 15,525,685 shares (pre-split), 8.8-to-1.0 In connection with the IPO, the Company filed an Amended and Restated Certificate of Incorporation which authorizes the issuance of 100,000,000 shares of undesignated preferred stock, par value of $0.01 per share, with rights and preferences, including voting rights, designated from time to time by the board of directors. Common Stock In September 2020, upon completion of the IPO, the Company sold 45,681,499 shares of Class A common stock at an offering price of $18.00 per share, including 4,459,277 shares of Class A common stock pursuant to the exercise in full of the underwriters’ option to purchase additional shares. The Company received net proceeds of $768,537, after deducting underwriting discounts and commissions of $49,336 and offering costs of approximately $4,394. In September 2020, the Company sold 5,555,555 shares of Class C common stock in connection with the stock purchase agreement with Google, LLC for net proceeds of $99,100, after deducting offering costs of $900. Concurrently with the IPO, the Company used $24,157 of the proceeds from the IPO to repurchase 1,340,354 shares of Class A and Class B common stock from certain executive officers and other employees, to permit such executive officers and other employees to pay taxes owed in connection with the vesting of equity awards, including the repayment of third party loans incurred to finance the payment of such taxes. In connection with the IPO, the Company filed an Amended and Restated Certificate of Incorporation which authorizes capital stock of 1,000,000,000 shares of Class A common stock, par value $0.01 per share, 100,000,000 shares of Class B common stock, par value $0.01 per share, and 200,000,000 shares of Class C common stock, par value $0.01 per share. Except for the rights noted below, each Class A, Class B and Class C common stock have the same rights, are equal in all respects and are treated by us as one class of shares. Each share of Class A and Class C common stock is entitled to one vote per share on all matters presented for a vote, except that Class C common stock does not have the right to vote for elections of directors. Subject to certain conditions, Class B common stock is collectively entitled to a number of votes equal to the product of (x) 1.0408163 and (y) the total number of votes that would be cast at such time by the holders of the Class A and Class C common stock and any other preferred stock entitled to vote under the certificate of incorporation at such time (resulting in the Class B common stock collectively holding 51% of the total outstanding voting power), and each share of Class B common stock will be entitled to a number of votes equal to the total number of votes held by all Class B common stock divided by the total number of then outstanding shares of Class B common stock. Shares of Class B and Class C common stock will be converted into shares of Class A common stock on a one-for-one As of September 30, 2020 the par value of the Class A, Class B and Class C shares was $1,997, $290, and $56, respectively. Shares Shares Shares Class A 1,000,000,000 200,131,318 199,647,646 Class B 100,000,000 29,950,326 29,032,042 Class C 200,000,000 5,555,555 5,555,555 1,300,000,000 235,637,199 234,235,243 As of September 30, 2020, the Company had reserved 63,226,337 shares of common stock for the exercise of outstanding stock options, the vesting of restricted stock units and the number of shares remaining available for future grant. As of December 31, 2019, the Company had reserved 157,998,948 shares of common stock for the conversion of the outstanding shares of Preferred Stock, the exercise of outstanding stock options, the vesting of restricted stock units and the number of shares remaining available for future grant. Stock Plans and Stock Options The Company maintains the 2006 Employee, Director and Consultant Stock Plan as amended and restated (the “2006 Plan”) and 2020 Equity Incentive Plan (the “2020 Plan” together, the “Plans”) under which it has granted incentive stock options, non-qualified non-employee The 2020 Plan became effective on August 17, 2020. A total of 22,083,184 shares of Class A and Class B common stock were initially reserved for issuance pursuant to the 2020 Plan, which number was increased to 31,275,204 shares immediately following the IPO. In addition, the shares reserved for issuance under the 2020 Plan include 3,710,240 shares that were reserved but unissued under the 2006 Plan as of immediately prior to its termination. The number of shares of common stock available for issuance under the 2020 Plan includes an annual increase on the first day of each year beginning in 2021 and ending in and including 2029, equal to the lesser of (A) 5% of the number of outstanding shares of all classes of common stock on the last day of the immediately preceding fiscal year and (B) such smaller amount as determined by the board of directors. The Company had 27,614,753 shares available for grant as of September 30, 2020. Options issued under the Plans are exercisable for periods not to exceed ten years, and vest and contain such other terms and conditions as specified in the applicable award document. Options to buy common stock are issued under the Plans, with exercise prices equal to the closing price of shares of the Company’s common stock on the New York Stock Exchange on the date of award. Activity under the Plans is as follows: Number Weighted Weighted Aggregate Outstanding as of December 31, 2019 24,917,003 $ 3.90 6.9 $ 79,798 Granted 2,637,220 $ 7.80 Forfeited (1,697,171 ) $ 4.80 Expired (132,001 ) $ 2.16 Exercised (1,660,751 ) $ 2.59 Outstanding as of September 30, 2020 24,064,300 $ 4.35 6.4 $ 610,782 Vested and expected to vest as of December 31, 2019 22,650,355 $ 3.73 6.7 $ 76,321 Vested and expected to vest as of September 30, 2020 22,212,804 $ 4.09 6.2 $ 567,533 Options exercisable as of December 31, 2019 14,685,654 $ 2.83 5.5 $ 62,869 Options exercisable as of September 30, 2020 16,254,829 $ 3.43 5.3 $ 426,049 The weighted-average grant date fair value of common stock options granted during the nine months ended September 30, 2020 and September 30, 2019, was $4.17 and $2.78, respectively. As of September 30, 2020, the unrecognized stock-based compensation expense related to outstanding stock options was $12,688, which is expected to be recognized over a weighted-average period of 2.62 years. Executive Equity Awards In the second quarter of 2020, the Company entered into employment agreements with the Company’s two Chief Executive Officers. Each agreement provided for the acceleration of certain stock option vesting schedules and a grant of 2,860,880 restricted stock units, totaling 5,721,760 restricted stock units. The restricted stock unit grants of 2,860,880 units to each CEO, have no future service period in order to vest and therefore the Company recognized $56,971, the full amount of stock-based compensation expense, in the second quarter of 2020. The employment agreements modified the stock options that had been previously issued, 1,764,884 options each, to accelerate the vesting and to eliminate the future service period. The Company recognized an incremental $5,659, in the aggregate, of stock-based compensation expense associated with the modification in the second quarter of 2020. In addition, each CEO has received, and will receive additional restricted stock units, equaling up to 1.5% of the Company’s fully-diluted outstanding capital stock as a result of the IPO (“IPO RSUs”), 50% of the IPO RSUs (representing 0.75% of the Company’s fully diluted outstanding capital stock immediately prior to the IPO or 3,230,750 shares of Class A common stock) were granted on the closing date of the IPO based on the closing price per share on the IPO closing date, and 50% (representing up to 0.75% of the Company’s fully diluted outstanding capital stock immediately prior to the IPO) will be granted on the 180-day one-third The grant-date fair value of each of the awards issued on the IPO closing date and to be issued on the 180-day Restricted Stock Units During the year ended December 31, 2019, the Company granted 2,616,345 restricted stock units which vest over the service period of two to four years. During the nine months ended September 30, 2020, the Company granted 13,039,392 restricted stock units which were either fully vested upon issuance or vest over the service period of three to four years. Activity for the restricted stock units is as follows: Shares Weighted Unvested as of December 31, 2019 2,322,408 $ 5.79 Granted 13,039,392 13.41 Vested (3,810,645 ) 9.50 Shares Weighted Forfeited (3,871 ) 10.79 Unvested as of September 30, 2020 11,547,284 $ 13.17 The amount of compensation costs recognized for the nine months ended September 30, 2020 and 2019 on the restricted stock units expected to vest was $91,168 and $1,297, respectively. As of September 30, 2020, the unrecognized stock-based compensation expense related to these restricted awards was $39,449, which is expected to be recognized over a weighted-average period of 3.0 years. Stock-Based Compensation The weighted average of assumptions that the Company used to determine the fair value of the common stock options granted to employees and directors were as follows: Nine Month 2020 2019 Risk-free interest rate 1.09 % 2.44 % Expected term (in years) 6.1 6.1 Expected volatility 52 % 50 % Expected dividend yield 0 % 0 % Stock-based compensation expense was classified in the condensed consolidated statements of operations and comprehensive loss as follows: Nine Months Ended 2020 2019 Cost of revenues $ 668 $ 360 Research and development 3,519 1,169 Selling and marketing 2,684 1,848 General and administrative 99,645 5,298 Total $ 106,516 $ 8,675 2020 Employee Stock Purchase Plan In July and August 2020, the Company’s board of directors adopted, and the Company’s stockholders approved, the 2020 Employee Stock Purchase Plan (“ESPP”). A total of 3,084,218 shares of Class A common stock were reserved for issuance under the ESPP. The ESPP is expected to become effective January 1, 2021. Rights granted under the ESPP will be issued only with respect to shares of Class A common stock. Subject to any limitations contained therein, under the ESPP an employee will be permitted to accrue the right to purchase stock under the ESPP up to $25,000 worth of shares during any calendar year. The purchase price of the shares will not be less than 85% of the fair market value of Class A common stock on the lower of the purchase date, which will be the final trading day of the purchase period, or the enrollment date, which will be the first trading day of the offering period. | 18. Equity Award Plan The Company’s 2006 Employee, Director and Consultant Stock Plan, as amended and restated (the “Plan”), provides for the Company to grant incentive stock options, non-qualified Stock options granted under the Plan typically vest over four years and expire ten years after the grant date. The Company has not granted any stock options to non-employees As of December 31, 2019, the total number of shares that may be issued under the Plan was 7,445,835 shares. The following table summarizes the Company’s common stock option activity since December 31, 2018: Number of Weighted Average Weighted Average Aggregate Outstanding at December 31, 2018 23,362,669 $ 3.51 7.4 $ 47,760 Granted 5,011,318 $ 5.64 Forfeited (2,801,464 ) $ 4.25 Expired (4,400 ) $ 1.14 Exercised (651,120 ) $ 1.89 Outstanding at December 31, 2019 24,917,003 $ 3.90 6.9 $ 79,798 Vested and expected to vest at December 31, 2019 22,650,355 $ 3.73 6.7 $ 76,321 Options exercisable at December 31, 2019 14,685,654 $ 2.83 5.5 $ 62,869 The aggregate intrinsic value of common stock options is calculated as the difference between the exercise price of the stock options and the fair value of the Company’s common stock for those stock options that had exercise prices lower than the fair value of the Company’s common stock. The aggregate intrinsic value of stock options exercised during the years ended December 31, 2018 and 2019, was $2,726 and $2,433, respectively. The Company received cash proceeds from the exercise of common stock options of $635 and $1,036 during the years ended December 31, 2018 and 2019, respectively. The weighted-average grant date fair value of common stock options granted during the years ended December 31, 2018 and 2019, was $2.70 and $2.81, respectively. The weighted average of assumptions that the Company used to determine the fair value of the common stock options granted to employees and directors were as follows: Years Ended 2018 2019 Risk-free interest rate 2.96 % 2.17 % Expected term (in years) 6.0 6.0 Expected volatility 47 % 50 % Expected dividend yield 0 % 0 % Restricted Stock Units During the years ended December 31, 2018 and 2019, the Company granted 440,915 and 2,616,345 restricted stock units. The 440,915 restricted stock units granted in 2018 at a grant date fair value of $5.56 were fully vested upon issuance. The 2,616,345 restricted stock units granted in 2019 vest over the service period of two to four years. The following table summarizes the unvested restricted stock unit activity for the year ended December 31, 2019: Shares Weighted Average Grant Unvested at December 31, 2018 — $ — Granted 2,616,345 5.78 Vested (293,937 ) 5.77 Forfeited — — Unvested at December 31, 2019 2,322,408 $ 5.79 The amount of compensation costs recognized for the years ended December 31, 2018 and 2019 on the restricted stock units expected to vest were $2,448 and $2,282, respectively. The aggregate intrinsic value of restricted stock units vested for the years ended December 31, 2018 and 2019, was $2,448 and $1,693, respectively. Stock-Based Compensation Stock-based compensation expense was classified in the consolidated statements of operations and comprehensive loss as follows: Year Ended 2018 2019 Cost of revenues $ 611 $ 536 Research and development 866 1,477 Selling and marketing 1,881 2,418 General and administrative 4,311 7,704 Total $ 7,669 $ 12,135 As of December 31, 2018 and 2019, total unrecognized compensation cost related to the unvested common stock-based awards was $20,135 and $31,581, respectively, which is expected to be recognized over weighted-average periods of 3.40 years and 2.87 years, respectively. |
Leases
Leases | 12 Months Ended |
Dec. 31, 2019 | |
Leases [Abstract] | |
Leases | 19. Leases The Company’s primary lease represents the lease for its corporate headquarters in Boston, Massachusetts which it entered into in December 2010 and expires in November 2021. Rent expense for the year ended December 31, 2018 was $4,100. At inception of a contract, the Company determines if a contact meets the definition of a lease. A lease is a contract, or part of a contract, that conveys the right to control the use of identified property, plant, or equipment (an identified asset) for a period of time in exchange for consideration. The Company assesses throughout the period of use whether the Company has both of the following: i) the right to obtain substantially all of the economic benefits from use of the identified asset, and ii) the right to direct the use of the identified asset. This determination is reassessed if the terms of the contract are changed. Leases are classified as operating or finance leases based on the terms of the lease agreement and certain characteristics of the identified asset. Right-of-use The carrying value of the Company’s right-of-use Certain lease agreements contain options to terminate the lease before maturity. The Company does not have any lease contracts with the option to purchase as of December 31, 2019. Payments to be made in option periods are recognized as part of the right-of-use Year Ended December 31, 2019 The components of lease cost under ASC 842 were as follows: Operating lease cost $ 6,649 Short-term lease cost — Variable lease cost — Total lease cost $ 6,649 Year Ended December 31, 2019 Supplemental cash flow information: Cash paid for amounts included in measurement of lease liabilities: Operating cash flows from operating leases $ 6,480 Non-cash Right-of-use Operating leases $ 355 December 31, 2019 Supplemental balance sheet information related to leases is as follows: Operating leases Operating lease right-of-use $ 11,944 Total operating right-of-use $ 11,944 Operating lease liabilities, current 6,232 Operating lease liabilities, net of current portion 7,164 Total operating lease liabilities $ 13,396 Weighted-average remaining lease term (in years) 2.0 years Weighted-average discount rate 3.3 % As of December 31, 2019, minimum future lease payments for these operating leases were as follows: Year ending December 31, 2019 2020 $ 6,925 2021 6,102 2022 583 2023 230 2024 — Thereafter — Total lease payments $ 13,840 Less imputed interest 444 Total present value of lease liabilities $ 13,396 As of December 31, 2018, minimum future lease payments for these operating leases under ASC 840 were as follows: Year ending December 31, 2018 Operating 2019 $ 6,609 2020 6,925 2021 6,102 2022 583 2023 230 Total lease payments $ 20,449 |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended | 12 Months Ended |
Sep. 30, 2020 | Dec. 31, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | ||
Commitments and Contingencies | 12. Commitments and Contingencies Indemnification The Company’s arrangements generally include certain provisions for indemnifying customers against third-party claims asserting infringement of certain intellectual property rights in the ordinary course of business. The Company also regularly indemnifies customers against third-party claims that the company’s products or services breach applicable law or regulation or from claims resulting from a breach of the business associate agreement in place with the customer. In addition, the Company indemnifies its officers, directors and certain key employees while they are serving in good faith in their capacities. Through September 30, 2020 and December 31, 2019, there have been no claims under any indemnification provisions. Litigation From time to time, and in the ordinary course of business, the Company may be subject to various claims, charges, and litigation. On September 14, 2020, the Company received a letter from Teladoc Health, Inc. alleging that certain of the Company’s cart products and associated peripherals infringe upon their patents. On October 12, 2020, Teladoc Health, Inc filed a claim against the Company related to these allegations. The Company believes that these claims lack merit and intends to defend against them vigorously. As of September 30, 2020 and December 31, 2019, the Company did not have any pending claims, charges or litigation that it expects would have a material adverse effect on its consolidated financial position, results of operations or cash flows. | 20. Commitments and Contingencies Indemnification The Company’s arrangements generally include certain provisions for indemnifying customers against third-party claims asserting infringement of certain intellectual property rights in the ordinary course of business. The Company also regularly indemnifies customers against third-party claims that the company’s products or services breach applicable law or regulation or from claims resulting from a breach of the business associate agreement in place with the customer. In addition, the Company indemnifies its officers, directors and certain key employees while they are serving in good faith in their capacities. Through December 31, 2019, there have been no Litigation From time to time, and in the ordinary course of business, the Company may be subject to various claims, charges, and litigation. As of December 31, 2019, the Company did no |
Income Taxes
Income Taxes | 9 Months Ended | 12 Months Ended |
Sep. 30, 2020 | Dec. 31, 2019 | |
Income Tax Disclosure [Abstract] | ||
Income Taxes | 13. Income Taxes As a result of the Company’s history of net operating losses (“NOL”), the Company has provided for a full valuation allowance against its deferred tax assets. For the nine months ended September 30, 2020, the Company recognized an income tax expense of $330, primarily due to the amortization of acquired intangibles and stock compensation deductions. For the nine months ended September 30, 2019, the Company recognized an income tax benefit of $22, related to certain United States and foreign income, as well as amortization of tax-deductible | 21. Income Taxes During the year ended December 31, 2018, the Company recorded no income tax benefits for the net losses incurred and the research and development tax credits earned in each year, due to its uncertainty of realizing a benefit from those items. During the year ended December 31, 2019, an income tax benefit of $ 803 1,388 pre-acquisition For the years ended December 31, 2018 and 2019, the Company’s loss before income taxes is primarily generated in the United States as the pre-tax A reconciliation of the U.S. federal statutory income tax rate to the Company’s effective income tax rate is as follows: Year Ended December 31, 2018 2019 Federal statutory income tax rate 21.0 % 21.0 % State taxes, net of federal benefit (2.8 ) 3.0 Change in deferred tax asset valuation allowance (16.1 ) (21.3 ) Stock-based compensation (1.0 ) (1.1 ) Other (1.1 ) (0.7 ) Effective income tax rate 0.0 % 0.9 % Net deferred tax assets as of December 31, 2018 and 2019 consisted of the following: Year Ended December 31, 2018 2019 Deferred tax assets: Net operating loss carryforwards $ 63,840 $ 85,979 Research and development credit carryforwards 2,550 2,527 Deferred revenue 11,138 8,450 Stock-based compensation 4,442 5,043 Startup costs 350 250 Operating lease liabilities — 3,297 Other 782 932 Total deferred tax assets 83,102 106,478 Deferred tax liabilities: Investment basis difference in NTN (2,196 ) (1,875 ) Intangibles (9,871 ) (11,821 ) Operating lease right-of-use — (2,940 ) Other (1,602 ) (1,343 ) Total deferred tax liabilities (13,669 ) (17,979 ) Valuation allowance (69,433 ) (88,499 ) Net deferred tax assets $ — $ — The Company has evaluated the positive and negative evidence bearing upon its ability to realize the deferred tax assets. Management has considered the Company’s history of cumulative net losses incurred since inception and has concluded that it is more likely than not that the Company will not realize the benefits of the deferred tax assets. Accordingly, a full valuation allowance has been established against the net deferred tax assets as of December 31, 2018 and 2019. Management reevaluates the positive and negative evidence at each reporting period. Changes in the valuation allowance for deferred tax assets during the years ended December 31, 2018 and 2019 related primarily to the increase in net operating loss carryforwards and research and development tax credit carryforwards in 2018 and 2019 and were as follows: Year Ended December 31, 2018 2019 Valuation allowance as of beginning of the year $ 61,029 $ 69,433 Increases recorded to income tax provision 8,404 20,454 Decreases recorded as a benefit to income tax provision — (1,388 ) Valuation allowance as of end of year $ 69,433 $ 88,499 As of December 31, 2019, the Company has federal net operating loss carryforwards of approximately $343,241, which begin to expire in 2026. The Company has state net operating losses of approximately $234,924, which began to expire in 2020. The Company’s federal net operating losses generated for the years ended December 31, 2019 and 2018, which amounted to a total of $109,759 can be carried forward indefinitely. In addition, the Company has federal and state and research and development tax credit carryforwards of $1,602 and $924, which begin to expire in 2027 and 2023, respectively. Utilization of the Company’s net operating loss (“NOL”) carryforwards and research and development (“R&D”) credit carryforwards may be subject to a substantial annual limitation due to ownership change limitations that have occurred previously or that could occur in the future in accordance with Section 382 of the Internal Revenue Code of 1986 (“Section 382”) as well as similar state provisions. These ownership changes may limit the amount of NOL and R&D credit carryforwards that can be utilized annually to offset future taxable income and taxes, respectively. In general, an ownership changes as defined by Section 382 results from transactions increasing the ownership of certain shareholders or public groups in the stock of a corporation by more than 50% over a three-year period. Since its formation, the Company has raised capital through the issuance of capital stock on several occasions. These financings, combined with the purchasing shareholders’ subsequent disposition of those shares, could result in a change of control as defined by Section 382. The Company conducted an analysis under Section 382 to determine if historical changes in ownership through December 31, 2019, would limit or otherwise restrict its ability to utilize its NOL and R&D credit carryforwards. As a result of this analysis, the Company does not believe there are any significant limitations on its ability to utilize these carryforwards generated through December 31, 2019. However, changes in ownership occurring after December 31, 2019, could affect the limitation in future years, and any limitation may result in expiration of a portion of the NOL or R&D credit carryforwards before utilization. The Company recognizes both accrued interest and penalties related to unrecognized tax benefits in income tax expense. The Company has not recorded any interest and penalties since it has not had any unrecognized tax benefits since its inception. The tax years 2006 through 2019 remain open to examination by major taxing jurisdictions to which the Company is subject, which is primarily in the United States (U.S.), as carryforward attributes generated in prior years may still be adjusted upon examination by the Internal Revenue Service (IRS) or state tax authorities if they have or will be used in a future period. The Company files income tax returns in the U.S. federal and various state jurisdictions. There are currently no federal or state audits in progress by the IRS or any other jurisdictions for any tax years. |
Related-Party Transactions
Related-Party Transactions | 9 Months Ended | 12 Months Ended |
Sep. 30, 2020 | Dec. 31, 2019 | |
Related Party Transactions [Abstract] | ||
Related-Party Transactions | 14. Related-Party Transactions Teva Pharmaceuticals, Industries Ltd Teva Pharmaceuticals, Industries Ltd (“Teva”) is a related party because a member of the Company’s board of directors is the Executive Vice President and Head of Teva Pharmaceuticals’ North America Commercial. In addition, Teva is a shareholder of the Company. As of September 30, 2020 and December 31, 2019, short-term and long-term deferred revenue from this customer was not material. As of September 30, 2020 and December 31, 2019, there were no amounts due from Teva. During the nine months ended September 30, 2020 and 2019, revenues recognized from this customer were not material. Philips Holding USA, Inc. Philips Holding USA, Inc. (“Philips”) is a related party because a member of the Company’s board of directors is the Business Leader of Philips Population Health Management. In addition, Philips is a shareholder of the Company. As of September 30, 2020 and December 31, 2019, the Company held short-term and long-term deferred revenue of $1,195 and $2,549, respectively from contracts with this customer. As of September 30, 2020 and December 31, 2019, amounts due from Philips were not material. During the nine months ended September 30, 2020 and 2019, the Company recognized revenue of $1,126 and $372, respectively from contracts with this customer. Anthem Inc. Anthem Inc. (“Anthem”) is a related party because a member of the Company’s board of directors is a Vice President of Anthem. In addition, Anthem is a shareholder of the Company. As of September 30, 2020 and December 31, 2019, the Company held short-term and long-term deferred revenue of $4,671 and $11,561, respectively from contracts with this customer. As of September 30, 2020 and December 31, 2019, amounts due from Anthem were $1,178 and $2,499, respectively. During the nine months ended September 30, 2020 and 2019, the Company recognized revenue of $40,677 and $23,120, respectively from contracts with this customer. Cleveland Clinic Cleveland Clinic is a related party because a member of the Company’s board of directors is an executive advisor to Cleveland Clinic. As of September 30, 2020 and December 31, 2019, the Company held short-term and long-term deferred revenue of $457 and $180, respectively from contracts with this customer. As of September 30, 2020, amounts due from Cleveland Clinic were $205. As of December 31, 2019, amounts due from Cleveland Clinic were not material. During the nine months ended September 30, 2020 and 2019, the Company recognized revenue of $1,004 and $889, respectively, from contracts with this customer. CCAW, JV LLC CCAW, JV LLC is a related party because it is a joint venture formed between the Company and Cleveland Clinic for which the Company has a minority owned interest in. During the nine months ended September 30, 2020 the Company made an initial investment in CCAW, JV LLC of $2,940 for its less than 50% interest in the joint venture. During the nine months ended September 30, 2020 the Company recognized revenue of $1,190 from contracts with this customer. As of September 30, 2020, the Company held short and long term deferred revenue of $277 from contracts with this customer. As of September 30, 2020, amounts due from CCAW, JV LLC were not material. Loans to Officers During the year ended December 31, 2019, the Company entered into secured promissory notes with the Company’s Chief Financial Officer in the amount of $1,781. During 2020, the Company entered into additional secured promissory notes with the Chief Financial Officer and other executive officers in the amount of $16,441. These loans were to fund the taxes associated with the restricted stock units and were collateralized by all of the capital stock of the Company that the employee owned or would own in the future and the employees’ personal assets. These loans are recorded within prepaids and other current assets in the Company’s condensed consolidated balance sheet. All outstanding loans with officers were repaid in August 2020 prior to the Company’s IPO. | 22. Related-Party Transactions Teva Pharmaceuticals, Industries Ltd Teva Pharmaceuticals, Industries Ltd (“Teva”) is a related party because it is a principal stockholder of the Company. In addition, a member of the Company’s board of directors is the Executive Vice President and Head of Teva Pharmaceuticals’ North America Commercial business. In 2015, the Company sold Teva a total of 1,212,122 shares of its Series C preferred stock, at the same price paid by all other investors, which resulted in gross proceeds to the Company of $60,000. During the years ended December 31, 2018 and 2019, the Company recognized revenue of $14,561 and $33, respectively from contracts with this customer. As of December 31, 2018 and 2019, short-term and long-term deferred revenue from this customer was not material. As of December 31, 2018 and 2019, there were no amounts due from Teva. Philips Holding USA, Inc. Philips Holding USA, Inc. (“Philips”) is a related party because it is a principal stockholder of the Company. In addition, a member of the Company’s board of directors is the Business Leader of Philips Population Health Management. In 2015, the Company sold Philips a total of 923,076 shares of its Series C preferred stock, at the same price paid by all other investors, which resulted in gross proceeds to the Company of $60,000. During the years ended December 31, 2018 and 2019, the Company recognized revenue of $719 and $1,021, respectively from contracts with this customer. As of December 31, 2018 and 2019, the Company held short-term and long-term deferred revenue of $3,692 and $2,549, respectively from contracts with this customer. As of December 31, 2018 and 2019, amounts due from Philips were not material. Anthem Inc. Anthem Inc. (“Anthem”) is a related party because it is a principal stockholder of the Company. In addition, a member of the Company’s board of directors is a Vice President of Anthem. In 2012 and 2014, the Company sold Anthem a total of 708,890 shares of its Series C preferred stock, at the same price paid by all other investors, which resulted in gross proceeds to the Company of $31,900. During the years ended December 31, 2018 and 2019, the Company recognized revenue of $24,381 and $34,095, respectively from contracts with this customer. As of December 31, 2018 and 2019, the Company held short-term and long-term deferred revenue of $16,852 and $11,561, respectively from contracts with this customer. As of December 31, 2018 and 2019, amounts due from Anthem were $910 and $2,499, respectively. Cleveland Clinic Cleveland Clinic is a related party because a member of the Company’s board of directors is an executive advisor to Cleveland Clinic. During the years ended December 31, 2018 and 2019, the Company recognized revenue of $1,473 and $1,262, respectively from contracts with this customer. As of December 31, 2018 and 2019, the Company held short-term and long-term deferred revenue of $478 and $180, respectively from contracts with this customer. As of December 31, 2018 and 2019, amounts due from Cleveland Clinic were not material. Loan to Officer During the year ended December 31, 2019, the Company entered into secured promissory notes with the Company’s Chief Financial Officer in the amount of $1,781 at stated interest rates of approximately 1.6%, compounded annually. These loans were to fund the taxes associated with the restricted stock units and are collateralized by all of the capital stock of the Company that the employee owned or would own in the future and the employees’ personal assets. These loans are recorded within prepaids and other current assets in the Company’s consolidated balance sheet. The loans outstanding will be repaid at the earlier of the contractually stated term of one year from the date it was signed or immediately prior to issuance of an initial public offering. |
Employee Benefit Plan
Employee Benefit Plan | 12 Months Ended |
Dec. 31, 2019 | |
Retirement Benefits [Abstract] | |
Employee Benefit Plan | 23. Employee Benefit Plan The Company has established a defined contribution savings plan under Section 401(k) of the Internal Revenue Code. This plan covers substantially all employees who meet minimum age and service requirements and allows participants to defer a portion of their annual compensation on a pretax basis, subject to legal limitations. Company contributions to the plan may be made at the discretion of the Company’s board of directors. The Company contributed a total of $1,349 and $1,966 to the plan for the years ended December 31, 2018 and 2019, respectively. |
Net Loss per Share
Net Loss per Share | 9 Months Ended | 12 Months Ended |
Sep. 30, 2020 | Dec. 31, 2019 | |
Earnings Per Share [Abstract] | ||
Net Loss per Share | 15. Net Loss per Share Basic and diluted net loss per share attributable to common stockholders was calculated as follows: Nine Months Ended 2020 2019 Numerator: Net loss $ (178,040 ) $ (65,643 ) Net income (loss) attributable to non-controlling (3,920 ) (884 ) Net loss attributable to American Well Corporation $ (174,120 ) $ (64,759 ) Denominator: Weighted-average common shares outstanding—basic and diluted 51,492,988 41,805,929 Net loss per share attributable to common stockholders—basic and diluted $ (3.38 ) $ (1.55 ) The Company’s potential dilutive securities, which include stock options, convertible preferred stock and unvested restricted stock units, have been excluded from the computation of diluted net loss per share as the effect would be to reduce the net loss per share. Therefore, the weighted-average number of common shares outstanding used to calculate both basic and diluted net loss per share attributable to common stockholders is the same. The Company excluded the following potential common shares equivalents presented based on amounts outstanding at each period end, from the computation of diluted net loss per share attributable to common stockholders for the periods indicated because including them would have had an anti-dilutive effect: Nine Months Ended 2020 2019 Convertible preferred stock (as converted to common stock) — 113,762,320 Unvested restricted stock units 5,455,654 — Options to purchase shares of common stock 24,064,300 23,712,967 29,519,954 137,475,287 | 24. Net Loss per Share Basic and diluted net loss per share attributable to common stockholders was calculated as follows: Year Ended 2018 2019 Numerator: Net loss $ (52,312 ) $ (88,366 ) Net income (loss) attributable to non-controlling 362 (1,176 ) Net loss attributable to American Well Corporation $ (52,674 ) $ (87,190 ) Denominator: Weighted-average common shares outstanding—basic and diluted 40,583,826 41,138,798 Net loss per share attributable to common stockholders—basic and diluted $ (1.30 ) $ (2.12 ) The Company’s potential dilutive securities, which include stock options, convertible preferred stock and unvested restricted stock units, have been excluded from the computation of diluted net loss per share as the effect would be to reduce the net loss per share. Therefore, the weighted-average number of common shares outstanding used to calculate both basic and diluted net loss per share attributable to common stockholders is the same. The Company excluded the following potential common shares equivalents presented based on amounts outstanding at each period end, from the computation of diluted net loss per share attributable to common stockholders for the periods indicated because including them would have had an anti-dilutive effect: Year Ended 2018 2019 Convertible preferred stock (as converted to common stock) 113,762,318 123,313,703 Unvested restricted stock units — 2,322,408 Options to purchase shares of common stock 23,362,669 24,917,003 137,124,987 150,553,114 |
Subsequent Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2019 | |
Subsequent Events [Abstract] | |
Subsequent Events | 25. Subsequent Events For its consolidated financial statements as of and for the year ended December 31, 2019, the Company evaluated subsequent events through June 1, 2020, the date on which those financial statements were issued, and, with respect to the stock split described below, through September 8, 2020. Stock Loans The Company entered into additional secured promissory notes with the Company’s Chief Financial Officer in the amount of $497 at stated interest rates of 1.5%-1.6% Issuance of Preferred Stock In the first quarter of 2020, the Company issued 170,000 shares of Series C preferred stock to various investors at a per share price of $75 resulting in gross proceeds of $12,750. In the second quarter of 2020, the Company issued 1,342,750 shares of Series C preferred stock to various investors at a per share price of $100 resulting in gross proceeds of $134,275. Stock Split On August 28, 2020 the Company effected an 8.8-for-1.0 |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2020 | Dec. 31, 2019 | |
Accounting Policies [Abstract] | ||
Basis of Presentation | Basis of Presentation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America (“GAAP”) and applicable rules and regulations of the Securities and Exchange Commission (the “SEC”) regarding interim financial reporting. In the opinion of the Company’s management, the accompanying unaudited condensed consolidated financial statements contain all adjustments (consisting of normal recurring accruals and adjustments) necessary for the fair statement of the Company’s the financial position, results of operations and cash flows at the dates and for the periods indicated. The interim results for the nine months ended September 30, 2020 are not necessarily indicative of results for the full 2020 calendar year or any other future interim periods. The information included in the interim financial statements should be read in conjunction with the annual consolidated financial statements and accompanying notes included in the Prospectus. The unaudited condensed consolidated financial statements include the accounts of American Well Corporation, its wholly-owned subsidiaries, those of professional corporations, which represent variable interest entities in which American Well has an interest and is the primary beneficiary (“PC”) and National Telehealth Network (“NTN”), an entity in which American Well controls fifty percent or more of the voting shares (see Note 4). Intercompany accounts and transactions have been eliminated in consolidation. For substantially all of the Company’s subsidiaries the functional currency is the U.S. dollar. Foreign currency denominated monetary assets and liabilities are remeasured into U.S. dollars at current exchange rates and foreign currency denominated nonmonetary assets and liabilities are remeasured into U.S. dollars at historical exchange rates. Gains or losses from foreign currency remeasurement and settlements are included in interest income and other income (expense), net in the condensed consolidated statements of operations and comprehensive loss. For consolidated entities where American Well owns or is exposed to less than 100% of the economics, the net income (loss) attributable to noncontrolling interests is recorded in the condensed consolidated statements of operations and comprehensive loss equal to the percentage of the economic or ownership interest retained in each entity by the respective non-controlling | |
Use of Estimates | Use of Estimates The preparation of condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the condensed consolidated financial statements and the reported amounts of revenue and expenses during the reported periods. Significant estimates and assumptions reflected in these condensed consolidated financial statements include, but are not limited to, revenue recognition, the estimated customer relationship period that is used in the amortization of deferred contract acquisition costs, the valuation of assets and liabilities acquired in business combinations, the useful lives of intangible assets and property and equipment and the valuation of common stock. The Company bases its estimates on historical experience, known trends, and other market-specific or other relevant factors that it believes to be reasonable under the circumstances. On an ongoing basis, management evaluates its estimates, as there are changes in circumstances, facts and experience. Changes in estimates are recorded in the period in which they become known. Actual results may differ from those estimates or assumptions. Due to the COVID-19 COVID-19 COVID-19 | Use of Estimates The preparation of consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenue and expenses during the reported periods. Significant estimates and assumptions reflected in these consolidated financial statements include, but are not limited to, revenue recognition, the estimated customer relationship period that is used in the amortization of deferred contract acquisition costs, the valuation of assets and liabilities acquired in business combinations, the useful lives of intangible assets and property and equipment and the valuation of common stock. The Company bases its estimates on historical experience, known trends, and other market-specific or other relevant factors that it believes to be reasonable under the circumstances. On an ongoing basis, management evaluates its estimates, as there are changes in circumstances, facts and experience. Changes in estimates are recorded in the period in which they become known. Actual results may differ from those estimates or assumptions. Due to the COVID-19 COVID-19 COVID-19 |
Segment Information | Segment Information The Company’s chief operating decision makers (CODMs), its two Chief Executive Officers, review financial information presented on a consolidated basis for purposes of allocating resources and evaluating financial performance. The Company operates and manages its business as one reportable and operating segment. In addition, substantially all of the Company’s revenue and long-lived assets are attributable to operations in the United States for all periods presented. | Segment Information The Company’s chief operating decision makers (CODMs), its two Chief Executive Officers, review financial information presented on a consolidated basis for purposes of allocating resources and evaluating financial performance. The Company operates and manages its business as one reportable and operating segment. In addition, substantially all of the Company’s revenue and long-lived assets are attributable to operations in the United States for all periods presented. |
Variable Interest Entities | Variable Interest Entities The Company evaluates its ownership, contractual and other interests in entities to determine if it has any variable interest in a variable interest entity (“VIE”). These evaluations are complex and involve judgment. If the Company determines that an entity in which it holds a contractual or ownership interest is a VIE and that the Company is the primary beneficiary, the Company consolidates such entity in its condensed consolidated financial statements. The primary beneficiary of a VIE is the party that meets both of the following criteria: (i) has the power to make decisions that most significantly affect the economic performance of the VIE; and (ii) has the obligation to absorb losses or the right to receive benefits that in either case could potentially be significant to the VIE. Management performs ongoing reassessments of whether changes in the facts and circumstances regarding the Company’s involvement with a VIE will cause the consolidation conclusion to change. Changes in consolidation status are applied prospectively. The aggregate carrying value of total assets and total liabilities included on the condensed consolidated balance sheets for the PCs after elimination of intercompany transactions were $31,987 and $2,216, respectively, as of September 30, 2020 and $35,714 and $5,777, respectively as of December 31, 2019. Total revenue included on the condensed consolidated statements of operations and comprehensive loss for the PCs after elimination of intercompany transactions was $61,596 and $13,905 for the nine months ended September 30, 2020 and 2019, respectively. Net income included on the condensed consolidated statements of operations and comprehensive loss for the PCs after elimination of intercompany transactions was $42,644 and $13,267 for the nine months ended September 30, 2020 and 2019. | Variable Interest Entities The Company evaluates its ownership, contractual and other interests in entities to determine if it has any variable interest in a variable interest entity (“VIE”). These evaluations are complex and involve judgment. If the Company determines that an entity in which it holds a contractual or ownership interest is a VIE and that the Company is the primary beneficiary, the Company consolidates such entity in its consolidated financial statements. The primary beneficiary of a VIE is the party that meets both of the following criteria: (i) has the power to make decisions that most significantly affect the economic performance of the VIE; and (ii) has the obligation to absorb losses or the right to receive benefits that in either case could potentially be significant to the VIE. Management performs ongoing reassessments of whether changes in the facts and circumstances regarding the Company’s involvement with a VIE will cause the consolidation conclusion to change. Changes in consolidation status are applied prospectively. |
Investment in Minority Owned Joint Venture | Investment in Minority Owned Joint Venture The Company and Cleveland Clinic partnered to form a joint venture, under the name CCAW, JV LLC, to provide broad access to comprehensive and high acuity care services via telehealth. The Company does not have a controlling financial interest in CCAW, JV LLC, but it does have the ability to exercise significant influence over the operating and financial policies of CCAW, JV LLC. Therefore, the Company accounts for its investment in CCAW, JV LLC using the equity method of accounting. The joint venture is considered a variable interest entity under ASC 810-10, During the nine months ended September 30, 2020, the Company contributed $2,940 as its initial investment for a 49% interest in CCAW, JV LLC. The agreement also requires aggregate total capital contributions by the Company up to an additional $11,800 in two phases, which is yet to be defined. For the nine months ended September 30, 2020, the Company recognized a loss of $1,250 as its proportionate share of the joint venture’s results of operations. Accordingly, the carrying value of the equity method investment as of September 30, 2020 was $1,690. | |
Concentrations of Credit Risk and Significant Customers | Concentrations of Credit Risk and Significant Customers Financial instruments that potentially subject the Company to concentrations of credit risk consist primarily of cash, cash equivalents, investments and accounts receivable. The Company invests its excess cash with large financial institutions that the Company believes are of high credit quality. Cash and cash equivalents are invested in highly rated money market funds. At times the Company’s cash balances with individual banking institutions are in excess of federally insured limits. The Company’s investments are invested in U.S. government agency bonds. The Company has not experienced any losses on its deposits of cash, cash equivalents or investments. The Company does not believe that it is subject to unusual credit risk beyond the normal credit risk associated with commercial banking relationships. The Company performs ongoing assessments and credit evaluations of its customers to assess the collectability of the accounts based on a number of factors, including past transaction experience, age of the accounts receivable, review of the invoicing terms of the contracts, and recent communication with customers. The Company has not experienced significant credit losses from its accounts receivable. As of September 30, 2020 and December 31, 2019, no customer accounted for 10% or greater of outstanding accounts receivable. During the nine months ended September 30, 2020, sales to one related party customer represented 22% of the Company’s total revenue. During the nine months ended September 30, 2019, sales to one related party customer represented 22% of the Company’s total revenue. | Concentrations of Credit Risk and Significant Customers Financial instruments that potentially subject the Company to concentrations of credit risk consist primarily of cash, cash equivalents, investments and accounts receivable. The Company invests its excess cash with large financial institutions that the Company believes are of high credit quality. Cash and cash equivalents are invested in highly rated money market funds. At times the Company’s cash balances with individual banking institutions are in excess of federally insured limits. The Company’s investments are invested in U.S. government agency bonds. The Company has not experienced any losses on its deposits of cash, cash equivalents or investments. The Company does not believe that it is subject to unusual credit risk beyond the normal credit risk associated with commercial banking relationships. The Company performs ongoing assessments and credit evaluations of its customers to assess the collectability of the accounts based on a number of factors, including past transaction experience, age of the accounts receivable, review of the invoicing terms of the contracts, and recent communication with customers. The Company has not experienced significant credit losses from its accounts receivable. As of December 31, 2018, one customer accounted for 18% of outstanding accounts receivable. As of December 31, 2019, no customer accounted for 10% or greater of outstanding accounts receivable. For the year ended December 31, 2018, sales to two related party customers represented 21% and 13% of the Company’s total revenue. For the year ended December 31, 2019, sales to one related party customer represented 23% of the Company’s total revenue. |
Emerging Growth Company Status | Emerging Growth Company Status The Company is an emerging growth company, as defined in the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”). Under the JOBS Act, emerging growth companies can delay adopting new or revised accounting standards issued subsequent to the enactment of the JOBS Act until such time as those standards apply to private companies. The Company has elected to use this extended transition period for complying with certain new or revised accounting standards that have different effective dates for public and private companies until the earlier of the date that it is (i) no longer an emerging growth company or (ii) affirmatively and irrevocably opt out of the extended transition period provided in the JOBS Act. As a result, these financial statements may not be comparable to companies that comply with the new or revised accounting pronouncements as of public company effective dates. | |
Recently Adopted Accounting Pronouncements | Recently Adopted Accounting Pronouncements In August 2018, the FASB issued ASU No. 2018-13, Fair Value Measurement (Topic 820): Disclosure Requirements for Fair Value Measurement 2018-13’’), 2018-13 2018-13 In August 2018, the FASB issued ASU 2018-15, Intangibles-Goodwill and Other-Internal-Use 350-40): Arrangement That Is a Service Contract internal-use-software. | Recently Adopted Accounting Pronouncements In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842) 2016-02”), right-of-use No. 2018-11, Leases (Topic 842), 2016-02 non-public The Company adopted ASC 842 effective January 1, 2019, using the modified retrospective transition method. The transition method allows entities to apply the transition requirements at the effective date rather than at the beginning of the earliest comparative period presented. Accordingly, the Company did not restate the comparative period and its reporting for the comparative period is presented in accordance with ASC 840. Upon its adoption of ASC 842, the Company elected to apply the package of practical expedients permitted under the transition guidance to its entire lease portfolio as of January 1, 2019. As a result, the Company was not required to reassess (i) whether any expired or existing contracts are or contain leases, (ii) the lease classification for any expired or existing leases, and (iii) whether the initial direct costs for any existing leases met the new definition of initial direct costs at the initial application date. In connection with the adoption of ASC 842, the Company recorded an impact of $17,022 on its assets and $18,446 on its liabilities for the recognition of operating lease right-of-use-assets In August 2016, the FASB issued ASU 2016-15, Statement of Cash Flows: Classification of Certain Cash Receipts and Cash Payments, (Topic 230) In January 2017, the FASB issued ASU No. 2017-01, Business Combinations (Topic 805): Clarifying the Definition of a Business In January 2017, the FASB issued ASU No. 2017-04, Intangibles—Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment the two-step impairment any tax-deductible goodwill In May 2017, the FASB issued ASU No. 2017-09, Compensation—Stock Compensation (Topic 718): Scope of Modification Accounting In June 2018, the FASB issued ASU No. 2018-07 , Compensation-Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting non-employees non-employee 2018-07 In August 2018, the FASB issued ASU No. 2018-13, Fair Value Measurement (Topic 820): Disclosure Requirements for Fair Value Measurement 2018-13’’), 2018-13 2018-13 2018-13 In August 2018, the FASB issued ASU 2018-15, Intangibles-Goodwill and Other-Internal-Use 350-40): Arrangement That Is a Service Contract internal-use-software. 2018-15 |
Recently Issued Accounting Pronouncements | Recently Issued Accounting Pronouncements In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments 2016-13’’), 2016-13 available-for-sale No. 2018-19, Codification Improvements to Topic 326, Financial Instruments—Credit Losses non-public 2016-13. No. 2019-05, Financial Instruments—Credit Losses (Topic 326): Targeted Transition Relief 2019-05’’). 2019-05 2016-13 2016-13 2016-13 In December 2019, the FASB issued ASU 2019-12, 2019-12”), 2019-12 2019-12 | Recently Issued Accounting Pronouncements From time to time, new accounting pronouncements are issued by the FASB or other standard setting bodies that the Company adopts as of the specified effective date. The Company is an emerging growth company, as defined in the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”). Under the JOBS Act, emerging growth companies can delay adopting new or revised accounting standards issued subsequent to the enactment of the JOBS Act until such time as those standards apply to private companies. The Company has elected to use this extended transition period for complying with new or revised accounting standards that have different effective dates for public and private companies until the earlier of the date that it is (i) no longer an emerging growth company or (ii) affirmatively and irrevocably opt out of the extended transition period provided in the JOBS Act. As a result, these financial statements may not be comparable to companies that comply with the new or revised accounting pronouncements as of public company effective dates. In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments 2016-13”), 2016-13 available-for-sale No. 2018-19, Codification Improvements to Topic 326, Financial Instruments—Credit Losses non-public 2016-13. No. 2019-05, Financial Instruments—Credit Losses (Topic 326): Targeted Transition Relief 2019-05”). 2019-05 2016-13 2016-13 2016-13 |
Accounts Receivable, Net | Accounts Receivable, Net Accounts receivable primarily consist of amounts billed currently due from customers. Accounts receivable are presented net of an allowance for doubtful accounts, which is an estimate of amounts that may not be collectible. In determining the amount of the allowance at each reporting date, the Company makes judgments about general economic conditions, historical write-off non-recovery | Accounts Receivable, Net Accounts receivable primarily consist of amounts billed currently due from customers. Accounts receivable are presented net of an allowance for doubtful accounts, which is an estimate of amounts that may not be collectible. In determining the amount of the allowance at each reporting date, the Company makes judgments about general economic conditions, historical write-off non-recovery Unbilled accounts receivable represents amounts for which the Company has recognized revenue, pursuant to its revenue recognition policy, for professional services already performed but billed in arrears. The unbilled accounts receivable balance was $503 and $1,622 as of December 31, 2018 and 2019, respectively. |
Foreign Currency | Foreign Currency The Company’s reporting currency is the U.S. dollar. The Company determines the functional currency of each subsidiary based on the currency of the primary economic environment in which each subsidiary operates. Items included in the financial statements of such subsidiaries are measured using that functional currency. For substantially all of the Company’s subsidiaries the functional currency is the U.S. dollar. Foreign currency denominated monetary assets and liabilities are remeasured into U.S. dollars at current exchange rates and foreign currency denominated nonmonetary assets and liabilities are remeasured into U.S. dollars at historical exchange rates. Gains or losses from foreign currency remeasurement and settlements are included in interest income and other income (expense), net in the consolidated statements of operations and comprehensive loss. During the years ended December 31, 2018 and 2019, the Company’s gains or losses from foreign currency remeasurement and settlements were not material. | |
Cash Equivalents | Cash Equivalents The Company considers all highly liquid investments purchased with maturities of three months or less at the date of purchase to be cash equivalents. | |
Restricted Cash | Restricted Cash As of December 31, 2018 and December 31, 2019, the Company maintained letters of credit totaling $6,095 and $1,143, respectively, for the benefit of the landlord of its leased property and performance surety bonds. The Company has classified $5,000 as current as of December 31, 2018 and $1,095 and $1,143 as non-current | |
Investments | Investments The Company’s investments are classified as available-for-sale and available-for-sale Realized gains and losses and declines in value determined to be other than temporary are based on the specific identification method and are included as a component of interest income and other income (expense), net in the consolidated statements of operations and comprehensive loss. The Company periodically evaluates its investments for other-than-temporary impairment. When assessing investments for other-than-temporary declines in value, the Company considers such factors as, among other things, how significant the decline in value is as a percentage of the original cost, how long the market value of the investment has been less than its original cost, the Company’s ability and intent to retain investment for a period of time sufficient to allow for any anticipated recovery in fair value and market conditions in general. If any adjustment to fair value reflects a decline in the value of the investment that the Company considers to be “other than temporary,” the Company reduces the investment through a charge to the consolidated statement of operations and other comprehensive income (loss). No such adjustments were necessary during the periods presented. As of December 31, 2019, there were no investments that had been in a continuous loss position for more than 12 months. | |
Inventories | Inventories The Company values all of its inventories, which consist primarily of raw material hardware components, at the lower of cost or net realizable value on a first-in, first-out basis | |
Property and Equipment | Property and Equipment Property and equipment are stated at cost, net of accumulated depreciation and amortization. Depreciation and amortization are recognized using the straight-line method over the useful life of the assets. Computer equipment is depreciated over three to four years. Computer software, furniture and fixtures and office equipment are depreciated over three years. Leasehold improvements are amortized over the shorter of the lease term or the estimated useful life of the related asset. Repairs and maintenance costs are expensed as incurred. When assets are sold or retired, the cost and related accumulated depreciation or amortization are removed from the accounts, with any resulting gain or loss recorded in the consolidated statements of operations and comprehensive loss. | |
Business Combinations | Business Combinations The Company accounts for business combinations using the acquisition method of accounting. Application of this method of accounting requires that (i) identifiable assets acquired (including identifiable intangible assets) and liabilities assumed generally be measured and recognized at fair value as of the acquisition date and (ii) the excess of the purchase price over the net fair value of identifiable assets acquired and liabilities assumed be recognized as goodwill. Transaction costs related to business combinations are expensed as incurred in general and administrative expense in the consolidated statement of operations and comprehensive loss. Determining the fair value of assets acquired and liabilities assumed, and the allocation of the purchase price requires management to use judgment and estimates, especially with respect to intangible assets. Critical estimates in valuing certain identifiable assets include, but are not limited to, estimates of future revenue and cash flows, expected long-term market growth, future expected operating expenses, and appropriate discount rates. Management’s estimates of fair value are based upon assumptions believed to be reasonable, but which are inherently uncertain and unpredictable and, as a result, actual results may differ from estimates. During the measurement period, the Company may record certain adjustments to the carrying value of the assets acquired and liabilities assumed with the corresponding offset to goodwill. After the measurement period, which could last up to one year after the transaction date, all adjustments are recorded in the consolidated statements of operations and comprehensive loss. | |
Goodwill | Goodwill The Company recognizes the excess of the purchase price over the fair value of identifiable net assets acquired as goodwill. Goodwill is not amortized but is tested for impairment annually on November 30 or more frequently if events or changes in circumstances indicate that the carrying amount of the goodwill may not be recoverable. The Company’s goodwill impairment tests are performed at the enterprise level given the Company’s single reporting unit. The Company’s goodwill impairment analysis first assesses qualitative factors to determine whether events or circumstances existed that would lead the Company to conclude it is more likely than not that the fair value of the reporting unit is below its carrying amount. If the Company determines that it is more likely than not that the fair value of the reporting unit is below the carrying amount, a quantitative goodwill assessment is required. In the quantitative evaluation, the fair value of the reporting unit is determined and compared to the carrying value. If the fair value estimate is less than the carrying value, goodwill is considered impaired for the amount by which the carrying amount exceeds the reporting unit’s fair value with the maximum impairment being equal to the carrying value of goodwill. A charge is reported as impairment of goodwill in the consolidated statements of operations and comprehensive loss. In each of its annual goodwill impairment tests performed as of November 30, 2018 and 2019, the Company performed a quantitative goodwill assessment, and the estimated fair value of the Company’s single reporting unit exceeded its carrying amount. Therefore, during the years ended December 31, 2018 and 2019, the Company did not recognize any impairment charges related to goodwill. | |
Intangible Assets | Intangible Assets Intangible assets acquired in a business combination are recognized at fair value using generally accepted valuation methods deemed appropriate for the type of intangible asset acquired and reported net of accumulated amortization, separately from goodwill. Finite-lived intangible assets, which primarily consist of customer relationships, contractor relationships, technology and trade name, are stated at historical cost and amortized over the assets’ estimated useful lives. | |
Impairment of Long-Lived Assets | Impairment of Long-Lived Assets Long-lived assets consist primarily of property and equipment and intangible assets. Long-lived assets to be held and used are tested for recoverability whenever events or changes in business circumstances indicate that the carrying amount of the assets may not be fully recoverable. Factors that the Company considers in deciding when to perform an impairment review include significant underperformance of the business in relation to expectations, significant negative industry or economic trends and significant changes or planned changes in the use of the assets, among others. When testing for asset impairment, the Company groups assets and liabilities at the lowest level for which cash flows are separately identifiable. If an impairment review is performed to evaluate a long-lived asset group for recoverability, the Company compares forecasts of undiscounted cash flows expected to result from the use and eventual disposition of the long-lived asset group to its carrying value. An impairment loss would be recognized when estimated undiscounted future cash flows expected to result from the use of an asset group are less than the asset’s carrying amount. The impairment loss would be based on the excess of the carrying value of the impaired asset group over its fair value. To date, the Company has not recorded any impairment losses on long-lived assets. No events or changes in circumstances existed to require an impairment assessment during the years ended December 31, 2018 and 2019. | |
Deferred Offering Costs | Deferred Offering Costs The Company capitalizes certain legal, professional accounting and other third-party fees that are directly associated with in-process paid-in | |
Advertising Costs | Advertising Costs Advertising costs are expensed as incurred and are included in sales and marketing expense in the consolidated statement of operations and comprehensive loss. For the years ended December 31, 2018 and 2019, the Company’s advertising expenses were $2,453 and $6,107, respectively. | |
Research and Development Costs | Research and Development Costs Research and development costs are expensed as incurred. Research and development expenses include payroll, employee benefits and other expenses associated with product development. | |
Internal-Use Software | Internal-Use The Company evaluates development costs incurred in connection with its internal-use internal-use internal-use internal-use internal-use | |
Stock-Based Compensation | Stock-Based Compensation The Company measures all stock options and other stock-based awards granted to employees and directors based on the fair value on the date of the grant and recognizes compensation expense of those awards, net of estimated forfeitures, over the requisite service period, which is generally the vesting period of the respective award. Generally, the Company issues stock options to employees with only service-based vesting conditions and records the expense for these awards using the straight-line method. The Company has periodically issued restricted stock units (“RSU’s”) to employees with only service-based vesting conditions and records the expense for these awards using the straight-line method. The Company classifies stock-based compensation expense in its consolidated statements of operations and comprehensive loss in the same manner in which the award’s recipient’s payroll costs are classified. The Company recognizes compensation expense for only the portion of awards that are expected to vest. In developing a forfeiture rate estimate, the Company has considered its historical experience to estimate pre-vesting The fair value of each stock option grant is estimated on the date of grant using the Black-Scholes option-pricing model. The Company historically has been a private company and lacks company-specific historical and implied volatility information. Therefore, it estimates its expected stock volatility based on the historical volatility of a publicly traded set of peer companies and expects to continue to do so until such time as it has adequate historical data regarding the volatility of its own traded stock price. The expected term of the Company’s stock options has been determined utilizing the “simplified” method for awards that qualify as “plain-vanilla” options. The risk-free interest rate is determined by reference to the U.S. Treasury yield curve in effect at the time of grant of the award for time periods approximately equal to the expected term of the award. The expected dividend yield is based on the fact that the Company has never paid cash dividends and does not expect to pay any cash dividends in the foreseeable future. | |
Deferred Contract Acquisition Costs | Deferred Contract Acquisition Costs The Company capitalizes sales commissions and certain parts of the Company bonus that are incremental to the acquisition of customer contracts. These costs are recorded as deferred contract acquisition costs on the consolidated balance sheets. The Company determines whether costs should be deferred based on its sales compensation plans if the commissions are in fact incremental and would not have occurred absent the customer contract. Sales commissions paid upon the initial acquisition of a contract are amortized over an estimated period of benefit of five years. No sales commissions are paid on customer renewals. Amortization is recognized on a straight-line basis commensurate with the pattern of revenue recognition. The Company determined the period of benefit for commissions paid for the acquisition of initial contracts by taking into consideration the commitment term of the customer contract, the nature of the Company’s technology development life cycle, and an estimated customer relationship period. Amortization of deferred contract acquisition costs is included in sales and marketing expenses in the accompanying consolidated statements of operations and comprehensive loss. The Company reviews these deferred costs to determine whether events or changes in circumstances have occurred that could impact the period of benefit of these deferred contract acquisition costs. There were no impairment losses recorded during the periods presented. | |
Deferred Contract Fulfillment Costs | Deferred Contract Fulfillment Costs The Company capitalizes costs to fulfill contracts with customers in “Prepaid expenses and other current assets” and “Other assets” on its consolidated balance sheet. The Company amortizes these costs to cost of revenue in the consolidated statement of operations and comprehensive loss consistent with the revenue recognition of the performance obligations in the associated contracts. The Company assesses these costs for impairment at the end of each reporting period. There were no impairment losses recorded during the periods presented. | |
Comprehensive Loss | Comprehensive Loss Comprehensive loss includes net loss as well as other changes in stockholders’ deficit that result from transactions and economic events other than those with stockholders. | |
Income Taxes | Income Taxes The Company accounts for income taxes using the asset and liability method, which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been recognized in the financial statements or in the Company’s tax returns. Deferred tax assets and liabilities are determined based on the difference between the financial statement and tax basis of assets and liabilities using the enacted tax rates in effect for the year in which the differences are expected to reverse. Changes in deferred tax assets and liabilities are recorded in the provision for income taxes. The Company assesses the likelihood that its deferred tax assets will be recovered from future taxable income, and to the extent it believes, based upon the weight of available evidence, that it is more likely than not that all or a portion of the deferred tax assets will not be realized, a valuation allowance is established through a charge to income tax expense. The potential for recovery of deferred tax assets is evaluated by considering taxable income in carryback years, existing taxable temporary differences, prudent and feasible tax planning strategies and estimating the future taxable profits. The Company accounts for uncertainty in income taxes recognized in the financial statements by applying a two-step more-likely-than-not | |
Net Loss per Share | Net Loss per Share The Company follows the two-class two-class two-class 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 for the period. Diluted net loss attributable to common stockholders is computed by adjusting net losses attributable to common stockholders to reallocate undistributed earnings based on the potential impact of dilutive securities. Diluted net loss per share attributable to common stockholders is computed by dividing the diluted net loss attributable to common stockholders by the weighted average number of shares of common stock outstanding for the period, including potential dilutive common shares. The Company’s convertible preferred stock contractually entitles the holders of such shares to participate in dividends, but contractually does not require the holders of such shares to participate in losses of the Company. Accordingly, in periods in which the Company reports a net loss attributable to common stockholders, diluted net loss per share attributable to common stockholders is the same as basic net loss per share attributable to common stockholders since dilutive common shares are not assumed to have been issued, as their effect is anti-dilutive. The Company reported a net loss attributable to common stockholders for the years ended December 31, 2018 and 2019. | |
Revenue Recognition | Revenue Recognition The Company elected to early adopt Accounting Standards Codification Topic 606 (“ASC 606 ”), Revenue from Contracts with Customers The Company applied ASC 606 using practical expedients where: • The measurement of the transaction price excludes all taxes assessed by a governmental authority that are both imposed on and concurrent with a specific revenue transaction and collected by the Company from a customer; • The value of unsatisfied performance obligations for contracts with an original expected length of one year or less has not been disclosed; • The Company recognizes revenue in the amount for which the Company has the right to invoice if the Company has a right to payment from a customer in an amount that corresponds directly with the value of the Company’s performance completed to date; • The Company recognizes the promised amount of consideration without adjusting for the effects of a significant financing component if the Company expects, at contract inception, that the period between the transfer of goods or services to the customer and when the customer pays for that good or service will be one year or less. In accordance with ASC 606, revenue is recognized when a customer obtains control of promised goods or services. The amount of revenue recognized reflects the consideration that the Company expects to be entitled to receive in exchange for the goods or services. To achieve the core principle of ASC 606, the Company applies the following steps: 1. Identify the customer contract The Company considers the terms and conditions of the contract and its customary business practices in identifying its contracts under ASC 606. The Company determines that it has a contract with a customer when the contract is approved, the Company can identify each party’s rights regarding the goods or services to be transferred, the Company can identify the payment terms, the Company has determined the customer has the ability and intent to pay and the contract has commercial substance. The Company applies judgment in determining the customer’s ability and intent to pay, which is based on a variety of factors, including the customer’s historical payment experience or, in the case of a new customer, credit and financial information pertaining to the customer. 2. Identify performance obligations A performance obligation is a promise to provide a distinct good or service or a series of distinct goods or services. A good or service that is promised to a customer is distinct if the customer can benefit from the good or service either on its own or together with other resources that are readily available to the customer, and a company’s promise to transfer the good or service to the customer is separately identifiable from other promises in the contract. 3. Determine the transaction price The transaction price is the amount of consideration to which the Company expects to be entitled in exchange for transferring goods or services to a customer. The Company estimates any variable consideration to which it will be entitled at contract inception and reassesses at each reporting date when determining the transaction price. The Company does not include variable consideration to the extent that it is probable that a significant reversal in the amount of cumulative revenue recognized will occur when any uncertainty associated with the variable consideration is resolved. The Company’s contracts do not contain refund provisions for fees earned related to services performed. However, if the Company’s services do not meet certain service level commitments, customers are entitled to receive service credits, which represents a form of variable consideration. The Company has historically not experienced any significant incidents affecting the defined levels of reliability and performance as required by the Company’s contracts. Accordingly, any estimated credits related to these agreements in the consolidated financial statements are not material during the periods presented. If client performance guarantees are not being achieved, the Company will deduct from revenue an estimate of the amount that will be due at the end of the respective client’s contractual period. Customers may be billed prior to the related goods or services being transferred to the customer. In determining the transaction price, the Company adjusts the promised amount of consideration for a significant financing component if the timing of payments agreed to by the parties in the contract provide the customer a significant benefit of financing. When a contract with a customer includes a significant financing component as a result of an advance payment to the Company, the transaction price is adjusted using the discount rate that would be reflected in a separate financing transaction between the Company and the customer at contract inception. For the years ended December 31, 2018 and 2019, the effect of the financing component is not significant and does not materially change the amount of revenue that would be recognized under a contract. 4. Allocate the transaction price to the distinct performance obligations If the contract contains a single performance obligation, the entire transaction price is allocated to the single performance obligation. Contracts that contain multiple performance obligations require an allocation of the transaction price to each performance obligation based on a relative standalone selling price (“SSP”). The Company determines SSP for its performance obligations using observable inputs. SSP is consistent with the Company’s overall pricing objectives and reflects the amount the Company would charge for that performance obligation if it were sold separately in a standalone sale, and the price the Company would sell to similar customers in similar circumstances. 5. Recognize revenue as the performance obligations are satisfied Revenue is recognized when or as control of the promised goods or service is transferred to the customer, in an amount that reflects the consideration that the Company expects to receive in exchange for those goods or services. Nature of goods and services Platform subscription The Company generates revenue primarily from contracts with customers who purchase subscriptions to access to the Company’s hosted telehealth platform which includes access to the Company’s affiliated medical group. The Company’s customers do not have the right to take possession of the Company’s software operating its telehealth platform at any time. Instead, customers are granted access to the Company’s platform over the contractual period. Access to the platform, including the stand ready obligation to provide access to the affiliated medical group, represents a series of distinct services as the Company continually provides access to and fulfills its obligation to the customer over the contract term. The typical contract term is three years. Most of the Company’s contracts are non-cancelable For customers who purchase access to the enterprise telehealth platform (the “Amwell Platform”), the Company hosts a dedicated instance of the telehealth platform, white-labeled under the customer’s own name, branding, and with customized workflows and operating choices. The implementation services for the Amwell Platform are not distinct within the context of the contract because the Company’s promise to perform the implementation services are not separately identifiable from the access to the Amwell Platform. The implementation services, which customize the customer’s Amwell Platform, are integral to the customer’s ability to derive its intended benefit from the Amwell Platform. The development and implementation services generally span several months and cannot be performed by another entity. Therefore, access to the Amwell Platform and the implementation services are bundled together and represent a single performance obligation. The fixed consideration related to the single performance obligation is generally recognized on a straight-line basis over the contract term beginning on the date access to the Amwell Platform is provided. The Company uses a time-elapsed method to measure progress because the Company transfers control evenly over the contractual period. Customers can also purchase access to the Company’s co-branded In addition to the fixed consideration received from the Amwell Platform and Amwell Practice, the Company can also receive variable consideration based on the number of members serviced (that is, a stated fee per member per month). The Company allocates the per member per month variable consideration to the month that the fee is earned, correlating with the amount of services it is providing, which is consistent with the allocation objective of the series guidance. Revenue recognized from the per member per month variable consideration does not represent a significant portion of total revenue for the years ended December 31, 2018 and 2019. Some contracts with customers contain a renewal option which allows the customer to continue access to the Company’s hosted telehealth platform for a stated price after the initial contractual term has ended. These renewal options are evaluated on a case-by-case Visits The Company also generates revenue when either the Amwell Platform or the Amwell Practice is utilized to conduct a medical visit. In the event of a visit, the fee that is earned upon completion of the visit is allocated to the specific day of performance, as the visit fee meets the criteria to allocate variable consideration to a distinct service within a series of distinct services that comprise the single performance obligation. Therefore, visit fees are recognized when the visits are completed, and the Company has delivered on its stand-ready obligation to provide access to the medical professional. In addition, customers can visit with the Company’s affiliated medical group without purchasing access to an Amwell Platform or Amwell Practice. These direct-to-consumer Other Other revenue primarily represents professional services associated with the Company’s hosted telehealth platform. After implementation of the hosted telehealth platform has been completed, some customers purchase other professional services, which are designed to help customers enhance their ability to use the Company’s telehealth platform. For the majority of arrangements, the Company prices these professional services on a time and material basis, has standalone selling price for these services, and recognizes revenue as services are performed. Other revenue also includes sale of hardware products, such as the Company’s telehealth carts and kiosks. Revenue from the sale of hardware products to customers is recognized upon the transfer of control, which occurs upon shipment of the product. The following table presents the Company’s revenues disaggregated by revenue source: Year Ended 2018 2019 Platform subscription $ 69,208 $ 83,705 Visits 26,539 40,701 Other 18,208 24,451 Total Revenue $ 113,955 $ 148,857 | |
Deferred Revenue | Deferred Revenue Deferred revenue includes amounts collected or billed in excess of revenue recognized. Deferred revenue is recognized as revenue as the related performance obligations are satisfied. Deferred revenue that will be recognized during the succeeding twelve-month period is recorded as a current liability and the remaining portion is recorded as a noncurrent liability on the consolidated balance sheet. | |
Leases | Leases Accounting under ASC 840 The Company leases its corporate headquarters under noncancelable lease agreements which are accounted for as operating leases. Rent expense is recorded on a straight-line basis over the lease term. Certain of the operating lease agreements contain rent holidays and rent escalation provisions. For these leases, the Company recognizes the related rent expense on a straight-line basis over the lease term. The difference between cash rent payments and the recognition of straight-line rent expense is recorded as deferred rent and amortized over the lease term. The Company records deferred rent in accrued expenses on the consolidated balance sheets. Accounting under ASC 842 Prior to January 1, 2019, the Company accounted for leases under ASC 840, Leases (‘‘ASC 840’’). The Company adopted ASC 842, Leases (‘‘ASC 842’’), effective January 1, 2019 using the modified retrospective transition method. Under this method, financial statements for reporting periods after adoption are presented in accordance with ASC 842 and prior-period financial statements continue to be presented in accordance with ASC 840, the accounting standard originally in effect for such periods. In accordance with ASC 842, the Company determines at the inception of a contract if such arrangement is or contains a lease. A contract is or contains a lease if the contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration. The Company classifies leases at the lease commencement date as operating or finance leases and records a right-of-use The Company’s contracts may contain both lease and non-lease Non-lease non-lease right-of-use Lease liabilities and their corresponding right-of-use Certain of the Company’s leases include options to extend or terminate the lease. The amounts determined for the Company’s right-of-use |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2020 | Dec. 31, 2019 | |
Accounting Policies [Abstract] | ||
Summary of Disaggregation of Revenue | The following table presents the Company’s revenues disaggregated by revenue source: Nine Months Ended 2020 2019 Platform subscription $ 72,048 $ 60,849 Visits 90,936 25,681 Other 21,849 17,295 Total Revenue $ 184,833 $ 103,825 | The following table presents the Company’s revenues disaggregated by revenue source: Year Ended 2018 2019 Platform subscription $ 69,208 $ 83,705 Visits 26,539 40,701 Other 18,208 24,451 Total Revenue $ 113,955 $ 148,857 |
Revenue (Tables)
Revenue (Tables) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2020 | Dec. 31, 2019 | |
Revenue from Contract with Customer [Abstract] | ||
Summary of Disaggregation of Revenue | The following table presents the Company’s revenues disaggregated by revenue source: Nine Months Ended 2020 2019 Platform subscription $ 72,048 $ 60,849 Visits 90,936 25,681 Other 21,849 17,295 Total Revenue $ 184,833 $ 103,825 | The following table presents the Company’s revenues disaggregated by revenue source: Year Ended 2018 2019 Platform subscription $ 69,208 $ 83,705 Visits 26,539 40,701 Other 18,208 24,451 Total Revenue $ 113,955 $ 148,857 |
Summary of Changes in the Allowance for Doubtful Accounts | Changes in the allowance for doubtful accounts were as follows: Nine Months Year Ended Allowance for doubtful accounts, beginning of the period $ 686 $ 396 Provisions 1,236 717 Write-offs (589 ) (427 ) Allowance for doubtful accounts, end of the period $ 1,333 $ 686 | Changes in the allowance for doubtful accounts were as follows: December 31, 2018 2019 Allowance for doubtful accounts, beginning of the period $ 185 $ 396 Provisions 211 717 Write-offs — (427 ) Allowance for doubtful accounts, end of the period $ 396 $ 686 |
Summary of Significant Changes in the Company's Deferred Revenue | Significant changes in the Company’s deferred revenue balance for the nine months ended September 30, 2020 and the year ended December 31, 2019 were as follows: Nine Months Year Ended Total deferred revenue, beginning of the period $ 77,386 $ 93,299 Additions 56,825 85,167 Recognized (72,407 ) (101,080 ) Total deferred revenue, end of the period $ 61,804 $ 77,386 | Significant changes in the Company’s deferred revenue balance for the years ended December 31, 2018 and 2019 were as follows: Year Ended December 31, 2018 2019 Total deferred revenue, beginning of the period $ 106,184 $ 93,299 Additions 67,329 85,167 Recognized (80,214 ) (101,080 ) Total deferred revenue, end of the period $ 93,299 $ 77,386 Current deferred revenue 64,128 66,490 Non-current 29,171 10,896 $93,299 $77,386 |
Summary of Contract with Customer Liability Current and Non Current | September 30, December 31, Current deferred revenue 54,324 66,490 Non-current 7,480 10,896 Total deferred revenue, end of the period $ 61,804 $ 77,386 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2020 | Dec. 31, 2019 | |
Fair Value Disclosures [Abstract] | ||
Fair Value Measurements | The following tables presents the Company’s fair value hierarchy for its assets and liabilities that are measured at fair value on a recurring basis and indicate the level within the fair value hierarchy of the valuation techniques the Company utilized to determine such fair value: September 30, 2020 Level 1 Level 2 Level 3 Total Money market funds $ 52,955 $ — $ — $ 52,955 Investments — 129,914 — 129,914 52,955 129,914 — $ 182,869 December 31, 2019 Level 1 Level 2 Level 3 Total Money market funds $ 62,113 $ — $ — $ 62,113 Investments — 39,953 — $ 39,953 62,113 39,953 — 102,066 | The following tables presents the Company’s fair value hierarchy for its assets and liabilities that are measured at fair value on a recurring basis and indicate the level within the fair value hierarchy of the valuation techniques the Company utilized to determine such fair value: December 31, 2018 Level 1 Level 2 Level 3 Total Money market funds $ 29,553 $ — $ — $ 29,553 Investments — 208,226 — $ 208,226 29,553 208,226 — 237,779 December 31, 2019 Level 1 Level 2 Level 3 Total Money market funds $ 62,113 $ — $ — $ 62,113 Investments — 39,953 — $ 39,953 62,113 39,953 — 102,066 |
Investments (Tables)
Investments (Tables) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2020 | Dec. 31, 2019 | |
Investments, Debt and Equity Securities [Abstract] | ||
Debt securities, available-for-sale | As of September 30, 2020 and December 31, 2019, the fair value of the Company’s investments by type of security was as follows: September 30, 2020 Amortized Gross Gross Fair Value Assets: U.S government securities $ 129,831 $ 83 $ — $ 129,914 129,831 83 — 129,914 December 31, 2019 Amortized Gross Gross Fair Assets: U.S government securities $ 39,355 $ 598 $ — $ 39,953 39,355 598 — 39,953 | As of December 31, 2018 and 2019, the fair value of the Company’s investments by type of security was as follows: December 31, 2018 Amortized Gross Gross Fair Value Assets: U.S government securities $ 206,465 $ 1,761 $ — $ 208,226 206,465 1,761 — 208,226 December 31, 2019 Amortized Gross Gross Fair Value Assets: U.S government securities $ 39,355 $ 598 $ — $ 39,953 39,355 598 — 39,953 |
Allowance for Doubtful Accoun_2
Allowance for Doubtful Accounts (Tables) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2020 | Dec. 31, 2019 | |
Receivables [Abstract] | ||
Summary of Changes in the Allowance for Doubtful Accounts | Changes in the allowance for doubtful accounts were as follows: Nine Months Year Ended Allowance for doubtful accounts, beginning of the period $ 686 $ 396 Provisions 1,236 717 Write-offs (589 ) (427 ) Allowance for doubtful accounts, end of the period $ 1,333 $ 686 | Changes in the allowance for doubtful accounts were as follows: December 31, 2018 2019 Allowance for doubtful accounts, beginning of the period $ 185 $ 396 Provisions 211 717 Write-offs — (427 ) Allowance for doubtful accounts, end of the period $ 396 $ 686 |
Business Combinations (Tables)
Business Combinations (Tables) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2020 | Dec. 31, 2019 | |
Business Acquisition [Line Items] | ||
Summary of Final Allocation of Assets Acquired and Liabilities Assumed | The final allocation of the purchase consideration of $82,948 is as follows: Amount Cash $ 2,938 Accounts receivable 3,612 Identifiable intangible assets 14,100 Other assets 179 Total assets acquired 20,829 Current liabilities (3,102 ) Deferred tax liability (1,388 ) Total liabilities assumed (4,490 ) Goodwill 66,609 Total purchase consideration $ 82,948 | |
Summary of Identifiable Intangible Assets Acquired and Weighted Average Useful Lives | The following are the identifiable intangible assets acquired and their respective weighted average useful lives, as determined based on final valuations: Amount Weighted Customer relationships $ 13,800 7.0 Trade name 300 7.0 Total $ 14,100 | |
Avizia Inc [Member] | ||
Business Acquisition [Line Items] | ||
Summary of Final Allocation of Assets Acquired and Liabilities Assumed | The final allocation of the purchase consideration of $137,804 as follows: Amount Cash $ 887 Accounts receivable 6,372 Inventory 3,768 Identifiable intangible assets 40,273 Other assets 1,398 Total assets acquired 52,698 Current liabilities (4,785 ) Deferred revenue (4,117 ) Other long-term liabilities (351 ) Total liabilities assumed (9,253 ) Goodwill 94,359 Total purchase consideration $ 137,804 | |
Summary of Identifiable Intangible Assets Acquired and Weighted Average Useful Lives | The following table sets forth the components of identifiable intangible assets acquired and their estimated useful lives as of the acquisition date: Cost Weighted Developed technology $ 37,064 10.0 Customer relationships 3,209 10.0 Total $ 40,273 | |
Summary of Unaudited Pro Forma Financial Information | The following unaudited pro forma information presents the combined results of operations as if the Avizia acquisition had been completed on January 1, 2017, the beginning of the comparable prior annual reporting period. The unaudited pro forma results include adjustments primarily related to the following: (i) removal of interest expense related to the legacy debt of Avizia that was not acquired; (ii) amortization of the acquired intangible assets; (iii) fair value adjustment for deferred revenue; and (iv) the inclusion of acquisition-related costs as if the acquisition-related costs were incurred in 2017. December 31, Revenue $ 130,312 Net loss $ (60,160 ) Net loss per share attributable to common stockholders, basic and diluted $ (13.12 ) | |
Aligned Telehealth Inc [Member] | ||
Business Acquisition [Line Items] | ||
Summary of Final Allocation of Assets Acquired and Liabilities Assumed | The preliminary allocation of the purchase consideration of $82,948 is as follows: Amount Cash $ 2,938 Accounts receivable 3,612 Identifiable intangible assets 14,100 Other assets 179 Total assets acquired 20,829 Current liabilities (3,102 ) Deferred tax liability (1,388 ) Total liabilities assumed (4,490 ) Goodwill 66,609 Total purchase consideration $ 82,948 | |
Summary of Identifiable Intangible Assets Acquired and Weighted Average Useful Lives | The following are the identifiable intangible assets acquired and their respective weighted average useful lives, as determined based on preliminary valuations: Amount Weighted Customer relationships $ 13,800 7.0 Trade name 300 7.0 Total $ 14,100 |
Deferred Revenues and Perform_2
Deferred Revenues and Performance Obligations (Tables) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2020 | Dec. 31, 2019 | |
Contract with Customer, Contract Asset, Contract Liability, and Receivable [Abstract] | ||
Summary of Significant Changes in the Company's Deferred Revenue | Significant changes in the Company’s deferred revenue balance for the nine months ended September 30, 2020 and the year ended December 31, 2019 were as follows: Nine Months Year Ended Total deferred revenue, beginning of the period $ 77,386 $ 93,299 Additions 56,825 85,167 Recognized (72,407 ) (101,080 ) Total deferred revenue, end of the period $ 61,804 $ 77,386 | Significant changes in the Company’s deferred revenue balance for the years ended December 31, 2018 and 2019 were as follows: Year Ended December 31, 2018 2019 Total deferred revenue, beginning of the period $ 106,184 $ 93,299 Additions 67,329 85,167 Recognized (80,214 ) (101,080 ) Total deferred revenue, end of the period $ 93,299 $ 77,386 Current deferred revenue 64,128 66,490 Non-current 29,171 10,896 $93,299 $77,386 |
Deferred Contract Acquisition_2
Deferred Contract Acquisition and Contract Fulfillment Costs (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Contract Acquisition Cost [Member] | |
Capitalized Contract Cost [Line Items] | |
Capitalized Contract Cost | The following table represents a rollforward of the Company’s deferred contract acquisition costs: December 31, 2018 2019 Beginning balance $ 2,162 $ 2,614 Additions to deferred contract acquisition costs 1,198 1,217 Amortization of deferred contract acquisition costs (746 ) (1,062 ) Ending balance $ 2,614 $ 2,769 Deferred contract acquisition costs, current $ 867 $ 1,130 Deferred contract acquisition costs, noncurrent 1,747 1,639 Total $ 2,614 $ 2,769 |
Contract Fulfillment Cost [Member] | |
Capitalized Contract Cost [Line Items] | |
Capitalized Contract Cost | The following table represents a rollforward of the Company’s deferred contract fulfillment costs: December 31, 2018 2019 Beginning balance $ 700 $ 1,800 Additions to deferred contract fulfillment costs 1,674 993 Amortization of deferred contract fulfillment costs (574 ) (707 ) Ending balance $ 1,800 $ 2,086 Deferred contract fulfillment costs, current $ 1,494 $ 714 Deferred contract fulfillment costs, noncurrent 306 1,372 Total $ 1,800 $ 2,086 |
Property and Equipment, Net (Ta
Property and Equipment, Net (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment, Net | Property and equipment, net consisted of the following: December 31, 2018 2019 Furniture and fixtures $ 930 $ 930 Computer and office equipment 4,336 4,843 Computer software 3,729 4,332 Leasehold improvements 2,148 2,154 11,143 12,259 Less: Accumulated depreciation and amortization (8,066 ) (9,595 ) Property and equipment, net $ 3,077 $ 2,664 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2020 | Dec. 31, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Schedule of Goodwill | Goodwill consisted of the following: Nine Months Year Ended Beginning Balance as of January 1 $ 193,877 $ 127,268 Goodwill acquired (Note 7) — 66,609 Ending Balance $ 193,877 $ 193,877 | Goodwill consisted of the following: December 31, 2018 2019 Beginning Balance as of January 1 $ 32,909 $ 127,268 Goodwill acquired (Note 8) 94,359 66,609 Ending Balance $ 127,268 $ 193,877 |
Schedule of Finite-Lived Intangible Assets | Identified intangible assets consisted of the following: Gross Accumulated Carrying Weighted December 31, 2019 Customer relationships $ 38,782 $ (7,416 ) $ 31,366 8.0 Contractor relationships 535 (165 ) 370 9.0 Trade name 300 (4 ) 296 6.9 Technology 37,063 (5,560 ) 31,503 8.5 $ 76,680 $ (13,145 ) $ 63,535 Gross Accumulated Carrying Weighted September 30, 2020 Customer relationships $ 38,782 $ (10,390 ) $ 28,392 7.3 Contractor relationships 535 (195 ) 340 8.3 Trade name 300 (38 ) 262 6.1 Technology 37,063 (8,339 ) 28,724 7.8 $ 76,680 $ (18,962 ) $ 57,718 | Identified intangible assets consisted of the following: Gross Accumulated Carrying Weighted December 31, 2018 Customer relationships $ 24,947 $ (5,177 ) $ 19,770 9.9 Contractor relationships 535 (123 ) 412 10.0 Trade name — — — — Technology 37,063 (1,853 ) 35,210 9.5 $ 62,545 $ (7,153 ) $ 55,392 Gross Accumulated Carrying Weighted December 31, 2019 Customer relationships $ 38,782 $ (7,416 ) $ 31,366 8.0 Contractor relationships 535 (165 ) 370 9.0 Trade name 300 (4 ) 296 6.9 Technology 37,063 (5,560 ) 31,503 8.5 $ 76,680 $ (13,145 ) $ 63,535 |
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense | Estimated future amortization expense of the identified intangible assets as of September 30, 2020, is as follows: 2020 $ 1,938 2021 7,755 2022 7,755 2023 7,755 2024 7,755 Thereafter 24,760 | Estimated future amortization expense of the identified intangible assets as of December 31, 2019, is as follows: 2020 $ 7,755 2021 7,755 2022 7,755 2023 7,755 2024 7,755 Thereafter 24,760 |
Accrued Expenses And Other Cu_2
Accrued Expenses And Other Current Liabilities (Tables) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2020 | Dec. 31, 2019 | |
Payables and Accruals [Abstract] | ||
summary of Accrued Expenses | Accrued expenses and other current liabilities consist of the following: September 30, December 31, Employee compensation, benefits, and payroll taxes $ 18,133 $ 11,698 Professional services 3,805 3,351 Provider services 4,043 2,709 Transaction costs 2,518 — Other 9,802 9,593 Total $ 38,301 $ 27,351 | Accrued expenses consist of the following: December 31, 2018 2019 Employee compensation and benefits $ 11,181 $ 11,698 Professional services 1,345 3,351 Provider services 1,772 2,709 Other 5,180 9,593 Total $ 19,478 $ 27,351 |
Preferred Stock (Tables)
Preferred Stock (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Temporary Equity Disclosure [Abstract] | |
Summary of Preferred Stock | As of each balance sheet date, Preferred Stock consisted of the following: December 31, 2018 Preferred Preferred Preferred Carrying Liquidation Common Series A preferred stock 3,200,000 3,178,650 3,130,077 $ 28,889 $ 50,176 27,544,675 Series B preferred stock 833,334 787,725 787,725 23,632 35,878 6,931,965 Series C preferred stock 11,044,444 9,009,747 9,009,747 523,192 450,372 79,285,678 15,077,778 12,976,122 12,927,549 $ 575,713 $ 536,426 113,762,318 December 31, 2019 Preferred Preferred Preferred Carrying Liquidation Common Series A preferred stock 3,200,000 3,178,650 3,130,077 $ 28,889 $ 51,741 27,544,675 Series B preferred stock 833,334 787,725 787,725 23,632 37,060 6,931,965 Series C preferred stock 13,711,111 10,095,133 10,095,133 603,278 519,648 88,837,063 17,744,445 14,061,508 14,012,935 $ 655,799 $ 608,449 123,313,703 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2020 | Dec. 31, 2019 | |
Stockholders' Equity Note [Abstract] | ||
Schedule of Preferred Stock by Class Not Redeemable Noncontrolling Interest | The authorized, issued and outstanding shares, liquidation preference, and carrying value of the Company’s convertible preferred stock as of December 31, 2019 were as follows: Shares Shares Shares Liquidation Carrying Series A 3,200,000 3,178,650 3,130,077 51,741 28,889 Series B 833,334 787,725 787,725 37,060 23,632 Series C 13,711,111 10,095,133 10,095,133 519,648 603,278 17,744,445 14,061,508 14,012,935 608,449 655,799 | |
Schedule of Stock by Class | As of September 30, 2020 the par value of the Class A, Class B and Class C shares was $1,997, $290, and $56, respectively. Shares Shares Shares Class A 1,000,000,000 200,131,318 199,647,646 Class B 100,000,000 29,950,326 29,032,042 Class C 200,000,000 5,555,555 5,555,555 1,300,000,000 235,637,199 234,235,243 | |
Disclosure of Share-based Compensation Arrangements by Share-based Payment Award | Activity under the Plans is as follows: Number Weighted Weighted Aggregate Outstanding as of December 31, 2019 24,917,003 $ 3.90 6.9 $ 79,798 Granted 2,637,220 $ 7.80 Forfeited (1,697,171 ) $ 4.80 Expired (132,001 ) $ 2.16 Exercised (1,660,751 ) $ 2.59 Outstanding as of September 30, 2020 24,064,300 $ 4.35 6.4 $ 610,782 Vested and expected to vest as of December 31, 2019 22,650,355 $ 3.73 6.7 $ 76,321 Vested and expected to vest as of September 30, 2020 22,212,804 $ 4.09 6.2 $ 567,533 Options exercisable as of December 31, 2019 14,685,654 $ 2.83 5.5 $ 62,869 Options exercisable as of September 30, 2020 16,254,829 $ 3.43 5.3 $ 426,049 | The following table summarizes the Company’s common stock option activity since December 31, 2018: Number of Weighted Average Weighted Average Aggregate Outstanding at December 31, 2018 23,362,669 $ 3.51 7.4 $ 47,760 Granted 5,011,318 $ 5.64 Forfeited (2,801,464 ) $ 4.25 Expired (4,400 ) $ 1.14 Exercised (651,120 ) $ 1.89 Outstanding at December 31, 2019 24,917,003 $ 3.90 6.9 $ 79,798 Vested and expected to vest at December 31, 2019 22,650,355 $ 3.73 6.7 $ 76,321 Options exercisable at December 31, 2019 14,685,654 $ 2.83 5.5 $ 62,869 |
Schedule of Nonvested Restricted Stock Units Activity | Activity for the restricted stock units is as follows: Shares Weighted Unvested as of December 31, 2019 2,322,408 $ 5.79 Granted 13,039,392 13.41 Vested (3,810,645 ) 9.50 Shares Weighted Forfeited (3,871 ) 10.79 Unvested as of September 30, 2020 11,547,284 $ 13.17 | The following table summarizes the unvested restricted stock unit activity for the year ended December 31, 2019: Shares Weighted Average Grant Unvested at December 31, 2018 — $ — Granted 2,616,345 5.78 Vested (293,937 ) 5.77 Forfeited — — Unvested at December 31, 2019 2,322,408 $ 5.79 |
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions | The weighted average of assumptions that the Company used to determine the fair value of the common stock options granted to employees and directors were as follows: Nine Month 2020 2019 Risk-free interest rate 1.09 % 2.44 % Expected term (in years) 6.1 6.1 Expected volatility 52 % 50 % Expected dividend yield 0 % 0 % | The weighted average of assumptions that the Company used to determine the fair value of the common stock options granted to employees and directors were as follows: Years Ended 2018 2019 Risk-free interest rate 2.96 % 2.17 % Expected term (in years) 6.0 6.0 Expected volatility 47 % 50 % Expected dividend yield 0 % 0 % |
Share-based Payment Arrangement, Expensed and Capitalized, Amount | Stock-based compensation expense was classified in the condensed consolidated statements of operations and comprehensive loss as follows: Nine Months Ended 2020 2019 Cost of revenues $ 668 $ 360 Research and development 3,519 1,169 Selling and marketing 2,684 1,848 General and administrative 99,645 5,298 Total $ 106,516 $ 8,675 | Stock-based compensation expense was classified in the consolidated statements of operations and comprehensive loss as follows: Year Ended 2018 2019 Cost of revenues $ 611 $ 536 Research and development 866 1,477 Selling and marketing 1,881 2,418 General and administrative 4,311 7,704 Total $ 7,669 $ 12,135 |
Leases (Tables)
Leases (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Leases [Abstract] | |
Summary of lease cost | Year Ended December 31, 2019 The components of lease cost under ASC 842 were as follows: Operating lease cost $ 6,649 Short-term lease cost — Variable lease cost — Total lease cost $ 6,649 Year Ended December 31, 2019 Supplemental cash flow information: Cash paid for amounts included in measurement of lease liabilities: Operating cash flows from operating leases $ 6,480 Non-cash Right-of-use Operating leases $ 355 December 31, 2019 Supplemental balance sheet information related to leases is as follows: Operating leases Operating lease right-of-use $ 11,944 Total operating right-of-use $ 11,944 Operating lease liabilities, current 6,232 Operating lease liabilities, net of current portion 7,164 Total operating lease liabilities $ 13,396 Weighted-average remaining lease term (in years) 2.0 years Weighted-average discount rate 3.3 % |
Summary of minimum future lease payments for these operating leases | As of December 31, 2019, minimum future lease payments for these operating leases were as follows: Year ending December 31, 2019 2020 $ 6,925 2021 6,102 2022 583 2023 230 2024 — Thereafter — Total lease payments $ 13,840 Less imputed interest 444 Total present value of lease liabilities $ 13,396 As of December 31, 2018, minimum future lease payments for these operating leases under ASC 840 were as follows: Year ending December 31, 2018 Operating 2019 $ 6,609 2020 6,925 2021 6,102 2022 583 2023 230 Total lease payments $ 20,449 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Income Tax Disclosure [Abstract] | |
Summary of reconciliation of the U.S. federal statutory income tax rate | A reconciliation of the U.S. federal statutory income tax rate to the Company’s effective income tax rate is as follows: Year Ended December 31, 2018 2019 Federal statutory income tax rate 21.0 % 21.0 % State taxes, net of federal benefit (2.8 ) 3.0 Change in deferred tax asset valuation allowance (16.1 ) (21.3 ) Stock-based compensation (1.0 ) (1.1 ) Other (1.1 ) (0.7 ) Effective income tax rate 0.0 % 0.9 % |
Summary of Net deferred tax assets | Net deferred tax assets as of December 31, 2018 and 2019 consisted of the following: Year Ended December 31, 2018 2019 Deferred tax assets: Net operating loss carryforwards $ 63,840 $ 85,979 Research and development credit carryforwards 2,550 2,527 Deferred revenue 11,138 8,450 Stock-based compensation 4,442 5,043 Startup costs 350 250 Operating lease liabilities — 3,297 Other 782 932 Total deferred tax assets 83,102 106,478 Deferred tax liabilities: Investment basis difference in NTN (2,196 ) (1,875 ) Intangibles (9,871 ) (11,821 ) Operating lease right-of-use — (2,940 ) Other (1,602 ) (1,343 ) Total deferred tax liabilities (13,669 ) (17,979 ) Valuation allowance (69,433 ) (88,499 ) Net deferred tax assets $ — $ — |
Summary of changes in the valuation allowance for deferred tax assets | Changes in the valuation allowance for deferred tax assets during the years ended December 31, 2018 and 2019 related primarily to the increase in net operating loss carryforwards and research and development tax credit carryforwards in 2018 and 2019 and were as follows: Year Ended December 31, 2018 2019 Valuation allowance as of beginning of the year $ 61,029 $ 69,433 Increases recorded to income tax provision 8,404 20,454 Decreases recorded as a benefit to income tax provision — (1,388 ) Valuation allowance as of end of year $ 69,433 $ 88,499 |
Net Loss per Share (Tables)
Net Loss per Share (Tables) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2020 | Dec. 31, 2019 | |
Earnings Per Share [Abstract] | ||
Summary of Basic and Diluted Net Loss Per Share Attributable To Common Stockholders | Basic and diluted net loss per share attributable to common stockholders was calculated as follows: Nine Months Ended 2020 2019 Numerator: Net loss $ (178,040 ) $ (65,643 ) Net income (loss) attributable to non-controlling (3,920 ) (884 ) Net loss attributable to American Well Corporation $ (174,120 ) $ (64,759 ) Denominator: Weighted-average common shares outstanding—basic and diluted 51,492,988 41,805,929 Net loss per share attributable to common stockholders—basic and diluted $ (3.38 ) $ (1.55 ) | Basic and diluted net loss per share attributable to common stockholders was calculated as follows: Year Ended 2018 2019 Numerator: Net loss $ (52,312 ) $ (88,366 ) Net income (loss) attributable to non-controlling 362 (1,176 ) Net loss attributable to American Well Corporation $ (52,674 ) $ (87,190 ) Denominator: Weighted-average common shares outstanding—basic and diluted 40,583,826 41,138,798 Net loss per share attributable to common stockholders—basic and diluted $ (1.30 ) $ (2.12 ) |
Summary of Antidilutive Securities Excluded From Computation of Net Loss Per Share | The Company excluded the following potential common shares equivalents presented based on amounts outstanding at each period end, from the computation of diluted net loss per share attributable to common stockholders for the periods indicated because including them would have had an anti-dilutive effect: Nine Months Ended 2020 2019 Convertible preferred stock (as converted to common stock) — 113,762,320 Unvested restricted stock units 5,455,654 — Options to purchase shares of common stock 24,064,300 23,712,967 29,519,954 137,475,287 | The Company excluded the following potential common shares equivalents presented based on amounts outstanding at each period end, from the computation of diluted net loss per share attributable to common stockholders for the periods indicated because including them would have had an anti-dilutive effect: Year Ended 2018 2019 Convertible preferred stock (as converted to common stock) 113,762,318 123,313,703 Unvested restricted stock units — 2,322,408 Options to purchase shares of common stock 23,362,669 24,917,003 137,124,987 150,553,114 |
Nature of Business and Basis _2
Nature of Business and Basis of Presentation - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Sep. 30, 2020 | Dec. 31, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||
Recurring losses., including net losses | $ 88,366 | ||
Accumulated deficit | $ (357,927) | $ (532,047) | $ (270,737) |
Organization and Description _2
Organization and Description of Business - Additional information (Detail) - USD ($) | Sep. 21, 2020 | Aug. 28, 2020 | Aug. 22, 2020 | Sep. 30, 2020 | Sep. 30, 2020 | Dec. 31, 2019 | Dec. 31, 2018 |
Organization Consolidation And Presentation Of Financial Statements Disclosure [Line Items] | |||||||
Proceeds from issuance of common stock | $ 100,000,000 | ||||||
Accumulated deficit | $ (532,047,000) | (532,047,000) | $ (357,927,000) | $ (270,737,000) | |||
Underwriting discounts and commissions | $ 49,336,000 | ||||||
Convertible preferred stock, shares issued upon conversion | 123,313,703 | 113,762,318 | |||||
Issuance of Class C shares in connection with Google Private Placement | 99,100,000 | ||||||
Description of the stock split arrangement | 8.8-for-1.0 | ||||||
Common Class A [Member] | |||||||
Organization Consolidation And Presentation Of Financial Statements Disclosure [Line Items] | |||||||
Issue of common stocks, Initial public offering | 45,681,499 | ||||||
Net proceeds from Ipo | $ 768,537,000 | ||||||
Retained Earnings [member] | |||||||
Organization Consolidation And Presentation Of Financial Statements Disclosure [Line Items] | |||||||
Accumulated deficit | 532,047,000 | $ 532,047,000 | |||||
Common Class C [Member] | |||||||
Organization Consolidation And Presentation Of Financial Statements Disclosure [Line Items] | |||||||
Issue of common stocks, Initial public offering | 5,555,555 | ||||||
Issuance of Class C shares in connection with Google Private Placement | $ 100,000 | $ 99,100,000 | |||||
Issuance of Class C shares in connection with Google Private Placement, Shares | 5,555,555 | ||||||
Payments of Stock Issuance Costs | $ 900,000 | $ 900,000 | $ 900,000 | ||||
IPO [Member] | |||||||
Organization Consolidation And Presentation Of Financial Statements Disclosure [Line Items] | |||||||
Proceeds from issuance of common stock | $ 822,267,000 | ||||||
IPO [Member] | Common Class A [Member] | |||||||
Organization Consolidation And Presentation Of Financial Statements Disclosure [Line Items] | |||||||
Issue of common stocks, Initial public offering | 45,681,499 | ||||||
Shares issued, price per share | $ 18 | ||||||
Net proceeds from Ipo | $ 768,537,000 | ||||||
Underwriting discounts and commissions | 49,336,000 | ||||||
Other Offering Costs | $ 4,394,000 | ||||||
Convertible preferred stock, shares issued upon conversion | 136,625,900 | ||||||
Private Placement [Member] | |||||||
Organization Consolidation And Presentation Of Financial Statements Disclosure [Line Items] | |||||||
Proceeds from private placement | $ 100,000,000 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Additional Information (Detail) - USD ($) | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||||||||
Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | Jan. 01, 2019 | |
Summary Of Significant Accounting Policies [Line Items] | |||||||||||
Total assets | $ 1,414,027,000 | $ 1,414,027,000 | $ 499,881,000 | ||||||||
Total liabilities | 117,267,000 | 117,267,000 | 124,946,000 | $ 118,011,000 | |||||||
Total revenue | 184,833,000 | $ 103,825,000 | 148,857,000 | 113,955,000 | |||||||
Net income loss | (64,596,000) | $ (88,219,000) | $ (25,225,000) | $ (24,071,000) | $ (20,057,000) | $ (21,515,000) | (178,040,000) | (65,643,000) | (88,366,000) | (52,312,000) | |
Payment to acquire interest in joint venture | 2,940,000 | ||||||||||
Share of the net profit loss in the operations of joint venture | (1,250,000) | ||||||||||
Letter of credit, Total | 1,095,000 | 1,095,000 | 1,143,000 | 6,095,000 | |||||||
Restricted Cash, Noncurrent | 795,000 | 795,000 | 1,143,000 | 1,095,000 | |||||||
Restricted Cash, Current | 300,000 | 300,000 | 5,000,000 | ||||||||
Investments in a continuous unrealised loss position for more than twelve months | 0 | ||||||||||
Impairment loss on goodwill | 0 | 0 | |||||||||
Deferred offering costs | 0 | 0 | |||||||||
Advertising expenses | $ 6,107,000 | $ 2,453,000 | |||||||||
Percentage of uncertain income taxes to be realised for recognising in the income statement | 50.00% | 50.00% | |||||||||
Operating lease right-of-use assets | 8,201,000 | 8,201,000 | $ 11,944,000 | $ 1,747,000 | |||||||
Operating lease liabilities | 13,396,000 | ||||||||||
Boston Massauchets | Accounting Standards Update 2014-09 [Member] | |||||||||||
Summary Of Significant Accounting Policies [Line Items] | |||||||||||
Operating lease right-of-use assets | $ 17,022,000 | ||||||||||
Operating lease liabilities | $ 18,446,000 | ||||||||||
Unbilled Revenues [Member] | |||||||||||
Summary Of Significant Accounting Policies [Line Items] | |||||||||||
Unbilled accounts receivable | 3,294,000 | 3,294,000 | $ 1,622,000 | $ 503,000 | |||||||
Consolidation, Eliminations [Member] | |||||||||||
Summary Of Significant Accounting Policies [Line Items] | |||||||||||
Net income loss | $ 13,267,000 | $ 13,267,000 | |||||||||
Revenue Benchmark [Member] | Related Party Customer [Member] | |||||||||||
Summary Of Significant Accounting Policies [Line Items] | |||||||||||
Percentage of net total revenue | 22.00% | 22.00% | 23.00% | ||||||||
Revenue Benchmark [Member] | Related Party Customer One [Member] | |||||||||||
Summary Of Significant Accounting Policies [Line Items] | |||||||||||
Percentage of net total revenue | 21.00% | ||||||||||
Revenue Benchmark [Member] | Related Party Customer Two [Member] | |||||||||||
Summary Of Significant Accounting Policies [Line Items] | |||||||||||
Percentage of net total revenue | 13.00% | ||||||||||
Minimum [Member] | Accounts Receivable [Member] | |||||||||||
Summary Of Significant Accounting Policies [Line Items] | |||||||||||
Percentage of net total revenue | 10.00% | 10.00% | 18.00% | ||||||||
Consolidated Entity, Excluding VIE [Member] | Maximum [Member] | |||||||||||
Summary Of Significant Accounting Policies [Line Items] | |||||||||||
Percentage of economic or ownership interest in consolidated entities | 100.00% | 100.00% | |||||||||
Variable Interest Entity, Primary Beneficiary [Member] | |||||||||||
Summary Of Significant Accounting Policies [Line Items] | |||||||||||
Net income loss | $ 42,644,000 | $ 42,644,000 | |||||||||
Variable Interest Entity, Primary Beneficiary [Member] | Consolidation, Eliminations [Member] | |||||||||||
Summary Of Significant Accounting Policies [Line Items] | |||||||||||
Total assets | 31,987,000 | 31,987,000 | $ 35,714,000 | ||||||||
Total liabilities | $ 2,216,000 | 2,216,000 | $ 5,777,000 | ||||||||
Total revenue | 61,596,000 | 61,596,000 | |||||||||
Comprehensive income loss | 13,905,000 | $ 13,905,000 | |||||||||
Variable Interest Entity, Primary Beneficiary [Member] | CCACV JV LLC [Member] | |||||||||||
Summary Of Significant Accounting Policies [Line Items] | |||||||||||
Payment to acquire interest in joint venture | $ 2,940,000 | ||||||||||
Percentage of ownership interest in joint venture | 49.00% | 49.00% | |||||||||
Estimated additional total capital contributions necessary | $ 11,800,000 | $ 11,800,000 | |||||||||
Share of the net profit loss in the operations of joint venture | 1,250,000 | ||||||||||
Equity method investment carrying value | $ 1,690,000 | $ 1,690,000 |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Summary of Disaggregation of Revenue (Detail) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | |
Total revenue | $ 184,833 | $ 103,825 | $ 148,857 | $ 113,955 |
Platform Subscription [Member] | ||||
Total revenue | 72,048 | 60,849 | 83,705 | 69,208 |
Visits [Member] | ||||
Total revenue | 90,936 | 25,681 | 40,701 | 26,539 |
Others [Member] | ||||
Total revenue | $ 21,849 | $ 17,295 | $ 24,451 | $ 18,208 |
Revenue - Summary of Disaggrega
Revenue - Summary of Disaggregation of Revenue (Detail) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | |
Disaggregation of Revenue [Line Items] | ||||
Total Revenue | $ 184,833 | $ 103,825 | $ 148,857 | $ 113,955 |
Platform Subscription [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Total Revenue | 72,048 | 60,849 | 83,705 | 69,208 |
Visits [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Total Revenue | 90,936 | 25,681 | 40,701 | 26,539 |
Others [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Total Revenue | $ 21,849 | $ 17,295 | $ 24,451 | $ 18,208 |
Revenue - Summary of Accounts R
Revenue - Summary of Accounts Receivable Allowance for Credit Loss (Detail) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | |
Revenue from Contract with Customer [Abstract] | ||||
Allowance for doubtful accounts, beginning of the period | $ 686 | $ 396 | $ 396 | $ 185 |
Provisions | 1,236 | $ 621 | 717 | 211 |
Write-offs | (589) | (427) | ||
Allowance for doubtful accounts, end of the period | $ 1,333 | $ 686 | $ 396 |
Revenue - Additional Informatio
Revenue - Additional Information (Detail) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | |
Revenue From Contract With Customer Line Items [Line Items] | ||||
Contract liability revenue recognised | $ 61,775 | $ 57,128 | $ 59,006 | $ 56,516 |
Transaction price allocated to remaining performance obligations | $ 170,168 | $ 162,230 | 176,109 | |
Performance obligation percentage of transaction price to recognised in the next twelve months | 45.00% | 45.00% | ||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-12-31 | ||||
Revenue From Contract With Customer Line Items [Line Items] | ||||
Revenue remaining performance obligation expected timing of satisfaction | 3 years | 3 years | ||
Unbilled Revenues [Member] | ||||
Revenue From Contract With Customer Line Items [Line Items] | ||||
Unbilled accounts receivable | $ 3,294 | $ 1,622 | $ 503 |
Revenue - Summary of Contract w
Revenue - Summary of Contract with Customer Asset and Liability (Detail) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended | |
Sep. 30, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Revenue from Contract with Customer [Abstract] | |||
Total deferred revenue, beginning of the period | $ 77,386 | $ 93,299 | $ 106,184 |
Additions | 56,825 | 85,167 | 67,329 |
Recognized | (72,407) | (101,080) | (80,214) |
Total deferred revenue, end of the period | $ 61,804 | $ 77,386 | $ 93,299 |
Revenue - Summary of Contract_2
Revenue - Summary of Contract with Customer Liability Current and Non Current (Detail) - USD ($) $ in Thousands | Sep. 30, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 |
Revenue from Contract with Customer [Abstract] | ||||
Current deferred revenue | $ 54,324 | $ 66,490 | $ 64,128 | |
Non-current deferred revenue | 7,480 | 10,896 | 29,171 | |
Total deferred revenue, end of the period | $ 61,804 | $ 77,386 | $ 93,299 | $ 106,184 |
Variable Interest Entities - Ad
Variable Interest Entities - Additional Information (Detail) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | |
Variable Interest Entity [Line Items] | ||||
Total assets | $ 1,414,027 | $ 499,881 | ||
Total liabilities | 117,267 | 124,946 | $ 118,011 | |
Total revenue | $ 184,833 | $ 103,825 | 148,857 | 113,955 |
Variable Interest Entity, Primary Beneficiary [Member] | After Intercompany Elimination | ||||
Variable Interest Entity [Line Items] | ||||
Total assets | 35,714 | 13,276 | ||
Total liabilities | 5,777 | 12,613 | ||
Total revenue | 14,334 | 14,334 | ||
Comprehensive income loss | $ 23,450 | $ 23,450 |
National Telehealth Network - A
National Telehealth Network - Additional Information (Detail) - NTN [Member] - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended | |||
Sep. 30, 2020 | Sep. 30, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | Jan. 01, 2016 | |
Schedule of Equity Method Investments [Line Items] | |||||
Income (loss) from equity method investments | $ 3,920 | $ 884 | $ 1,176 | $ 362 | |
Noncontrolling Interest [Member] | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Non controlling interest carrying value | $ 22,339 | $ 26,259 | $ 27,435 | ||
Maximum [Member] | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Business combination step acquisition equity interest in acquiree including subsequent acquisition percentage | 100.00% | ||||
Minimum [Member] | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Business combination step acquisition equity interest in acquiree including subsequent acquisition percentage | 50.00% |
Fair Value Measurements - Fair
Fair Value Measurements - Fair Value of Assets and Liabilities Measured on Recurring Basis (Detail) - Fair Value, Recurring [Member] - USD ($) $ in Thousands | Sep. 30, 2020 | Dec. 31, 2019 | Dec. 31, 2018 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Assets, Fair Value Disclosure | $ 182,869 | $ 102,066 | $ 237,779 |
Money Market Funds [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Assets, Fair Value Disclosure | 52,955 | 62,113 | 29,553 |
Investments [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Assets, Fair Value Disclosure | 129,914 | 39,953 | 208,226 |
Fair Value, Inputs, Level 1 [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Assets, Fair Value Disclosure | 52,955 | 62,113 | 29,553 |
Fair Value, Inputs, Level 1 [Member] | Money Market Funds [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Assets, Fair Value Disclosure | 52,955 | 62,113 | 29,553 |
Fair Value, Inputs, Level 2 [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Assets, Fair Value Disclosure | 129,914 | 39,953 | 208,226 |
Fair Value, Inputs, Level 2 [Member] | Investments [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Assets, Fair Value Disclosure | $ 129,914 | $ 39,953 | $ 208,226 |
Fair Value Measurements - Addit
Fair Value Measurements - Additional Information (Detail) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended | |
Sep. 30, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Transfer from level one to level two fair value assets | $ 0 | $ 0 | $ 0 |
Transfer from level one to level three fair value assets | 0 | 0 | 0 |
Transfer from level two to level one fair value assets | 0 | 0 | 0 |
Transfer from level three to level one fair value assets | $ 0 | $ 0 | $ 0 |
Investments - Debt Securites, A
Investments - Debt Securites, Available-For-Sale (Detail) - USD ($) $ in Thousands | Sep. 30, 2020 | Dec. 31, 2019 | Dec. 31, 2018 |
Debt Securities, Available-for-sale [Line Items] | |||
Amortized Cost | $ 129,831 | $ 39,355 | $ 206,465 |
Gross Unrealized Gains | 83 | 598 | 1,761 |
Fair Value | 129,914 | 39,953 | 208,226 |
U.S government securities [Member] | |||
Debt Securities, Available-for-sale [Line Items] | |||
Amortized Cost | 129,831 | 39,355 | 206,465 |
Gross Unrealized Gains | 83 | 598 | 1,761 |
Fair Value | $ 129,914 | $ 39,953 | $ 208,226 |
Allowance for Doubtful Accoun_3
Allowance for Doubtful Accounts - Summary of Accounts Receivable Allowance for Credit Loss (Detail) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | |
Revenue from Contract with Customer [Abstract] | ||||
Allowance for doubtful accounts, beginning of the period | $ 686 | $ 396 | $ 396 | $ 185 |
Provisions | 1,236 | $ 621 | 717 | 211 |
Write-offs | (589) | (427) | ||
Allowance for doubtful accounts, end of the period | $ 1,333 | $ 686 | $ 396 |
Business Combinations - Summary
Business Combinations - Summary of Final Allocation of Assets Acquired and Liabilities Assumed (Detail) - USD ($) $ in Thousands | Sep. 30, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 |
Business Acquisition [Line Items] | ||||
Goodwill | $ 193,877 | $ 193,877 | $ 127,268 | $ 32,909 |
Avizia, Inc. [Member] | ||||
Business Acquisition [Line Items] | ||||
Cash | 887 | |||
Accounts receivable | 6,372 | |||
Inventory | 3,768 | |||
Identifiable intangible assets | 40,273 | |||
Other assets | 1,398 | |||
Total assets acquired | 52,698 | |||
Current liabilities | (4,785) | |||
Deferred revenue | (4,117) | |||
Other long-term liabilities | (351) | |||
Total liabilities assumed | (9,253) | |||
Goodwill | 94,359 | |||
Total purchase consideration | 137,804 | |||
Aligned Telehealth Inc [Member] | ||||
Business Acquisition [Line Items] | ||||
Cash | 2,938 | 2,938 | ||
Accounts receivable | 3,612 | 3,612 | ||
Identifiable intangible assets | 14,100 | 14,100 | ||
Other assets | 179 | 179 | ||
Total assets acquired | 20,829 | 20,829 | ||
Current liabilities | (3,102) | (3,102) | ||
Deferred tax liability | (1,388) | (1,388) | ||
Total liabilities assumed | (4,490) | (4,490) | ||
Goodwill | 66,609 | 66,609 | ||
Total purchase consideration | $ 82,948 | $ 82,948 |
Business Combinations - Summa_2
Business Combinations - Summary of Identifiable Intangible Assets Acquired and Weighted Average Useful Lives (Detail) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended |
Sep. 30, 2020 | Dec. 31, 2019 | |
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Amount | $ 14,100 | |
Avizia, Inc. [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Amount | $ 40,273 | |
Aligned Telehealth Inc [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Amount | 14,100 | |
Developed technology [Member] | Avizia, Inc. [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Amount | $ 37,064 | |
Weighted Average Life(Years) | 10 years | |
Customer relationships [Member] | Avizia, Inc. [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Amount | $ 3,209 | |
Weighted Average Life(Years) | 10 years | |
Customer relationships [Member] | Aligned Telehealth Inc [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Amount | $ 13,800 | $ 13,800 |
Weighted Average Life(Years) | 7 years | 7 years |
Trade name [Member] | Aligned Telehealth Inc [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Amount | $ 300 | $ 300 |
Weighted Average Life(Years) | 7 years | 7 years |
Business Combinations - Summa_3
Business Combinations - Summary of Unaudited Pro Forma Financial Information (Detail) $ / shares in Units, $ in Thousands | 12 Months Ended |
Dec. 31, 2018USD ($)$ / shares | |
Business Acquisition [Line Items] | |
Revenue | $ 130,312 |
Net loss | $ (60,160) |
Net loss per share attributable to common stockholders, basic and diluted | $ / shares | $ (13.12) |
Business Combinations - Additio
Business Combinations - Additional Information (Detail) - USD ($) $ in Thousands | Nov. 30, 2019 | Jul. 31, 2018 | Nov. 30, 2019 | Jul. 31, 2018 | Dec. 31, 2018 | Sep. 30, 2020 | Dec. 31, 2019 | Dec. 31, 2018 |
Business Acquisition [Line Items] | ||||||||
Revenue | $ 130,312 | |||||||
Net loss | (60,160) | |||||||
Aligned Telehealth Inc [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Business Combination, Consideration Transferred | $ 82,948 | $ 82,948 | ||||||
Payment to acquire busineesses | $ 48,688 | |||||||
Business combination contingent consideration transferred | $ 10 | |||||||
Business combination contingent consideration payable | $ 70,000 | 70,000 | ||||||
Business combination acquisition costs expensed | 1,494 | |||||||
Aligned Telehealth Inc [Member] | Series C Redeemable Convertible Preferred Stock [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Business combination consideration in shares issued or issuable | 456,667 | |||||||
Business combination equity interests issued or issuable | $ 34,250 | $ 34,250 | ||||||
Avizia, Inc. [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Business Combination, Consideration Transferred | $ 137,804 | |||||||
Payment to acquire busineesses | $ 65,268 | |||||||
Business combination acquisition costs expensed | $ 1,186 | |||||||
Revenue | $ 10,839 | |||||||
Net loss | $ 9,725 | |||||||
Avizia, Inc. [Member] | Series C Redeemable Convertible Preferred Stock [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Business combination consideration in shares issued or issuable | 1,115,934 | |||||||
Business combination equity interests issued or issuable | $ 72,536 | $ 72,536 |
Contract Balances - Additional
Contract Balances - Additional Information (Detail) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | |
Contract With Customer Asset And Liability [Line Items] | ||||
Contract liability revenue recognised | $ 61,775 | $ 57,128 | $ 59,006 | $ 56,516 |
Period within which payment is due from customer | 30 days | |||
Unbilled Revenues [Member] | ||||
Contract With Customer Asset And Liability [Line Items] | ||||
Unbilled accounts receivable | $ 3,294 | $ 1,622 | $ 503 |
Deferred Revenues and Perform_3
Deferred Revenues and Performance Obligations - Summary of Contract with Customer Asset and Liability (Detail) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended | |
Sep. 30, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Contract with Customer, Contract Asset, Contract Liability, and Receivable [Abstract] | |||
Total deferred revenue, beginning of the period | $ 77,386 | $ 93,299 | $ 106,184 |
Additions | 56,825 | 85,167 | 67,329 |
Recognized | (72,407) | (101,080) | (80,214) |
Total deferred revenue, end of the period | $ 61,804 | $ 77,386 | $ 93,299 |
Deferred Revenues and Perform_4
Deferred Revenues and Performance Obligations - Summary of Contract with Customer Liability Current and Non Current (Detail) - USD ($) $ in Thousands | Sep. 30, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 |
Contract with Customer, Contract Asset, Contract Liability, and Receivable [Abstract] | ||||
Current deferred revenue | $ 54,324 | $ 66,490 | $ 64,128 | |
Non-current deferred revenue | 7,480 | 10,896 | 29,171 | |
Total deferred revenue, end of the period | $ 61,804 | $ 77,386 | $ 93,299 | $ 106,184 |
Deferred Revenues and Perform_5
Deferred Revenues and Performance Obligations - Additional Information (Detail) - USD ($) $ in Thousands | Dec. 31, 2020 | Sep. 30, 2020 | Dec. 31, 2019 | Dec. 31, 2018 |
Revenue From Contract With Customer Line Items [Line Items] | ||||
Transaction price allocated to remaining performance obligations | $ 170,168 | $ 162,230 | $ 176,109 | |
Performance obligation percentage of transaction price to recognised in the next twelve months | 45.00% | 45.00% | ||
Subsequent Event [Member] | ||||
Revenue From Contract With Customer Line Items [Line Items] | ||||
Performance obligation percentage of transaction price to recognised in the next twelve months | 45.00% | |||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-12-31 | ||||
Revenue From Contract With Customer Line Items [Line Items] | ||||
Revenue remaining performance obligation expected timing of satisfaction | 3 years | 3 years |
Deferred Contract Acquisition_3
Deferred Contract Acquisition and Contract Fulfillment Costs - Summary of Capitalized Contract Cost (Detail) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | |
Contract Acquisition Cost [Member] | ||||
Capitalized Contract Cost [Line Items] | ||||
Beginning balance | $ 2,614 | $ 2,162 | ||
Additions to deferred contract acquisition costs | 1,217 | 1,198 | ||
Amortization of deferred contract acquisition costs | (1,062) | (746) | ||
Ending balance | 2,769 | 2,614 | ||
Deferred contract acquisition costs, current | $ 1,130 | $ 867 | ||
Deferred contract acquisition costs, noncurrent | 1,639 | 1,747 | ||
Total | 2,769 | 2,614 | 2,769 | 2,614 |
Contract Fulfillment Cost [Member] | ||||
Capitalized Contract Cost [Line Items] | ||||
Beginning balance | 1,800 | 700 | ||
Additions to deferred contract acquisition costs | 993 | 1,674 | ||
Amortization of deferred contract acquisition costs | (707) | (574) | ||
Ending balance | 2,086 | 1,800 | ||
Deferred contract acquisition costs, current | 714 | 1,494 | ||
Deferred contract acquisition costs, noncurrent | 1,372 | 306 | ||
Total | $ 2,086 | $ 1,800 | $ 2,086 | $ 1,800 |
Property and Equipment, Net - S
Property and Equipment, Net - Summary of Property and Equipment, Net (Detail) - USD ($) $ in Thousands | Sep. 30, 2020 | Dec. 31, 2019 | Dec. 31, 2018 |
Property, Plant and Equipment [Line Items] | |||
Property and Equipment, Gross | $ 12,259 | $ 11,143 | |
Less: Accumulated depreciation and amortization | (9,595) | (8,066) | |
Property and equipment, net | $ 4,352 | 2,664 | 3,077 |
Furniture and fixtures [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property and Equipment, Gross | 930 | 930 | |
Computer and office equipment [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property and Equipment, Gross | 4,843 | 4,336 | |
Computer software [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property and Equipment, Gross | 4,332 | 3,729 | |
Leasehold Improvements [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property and Equipment, Gross | $ 2,154 | $ 2,148 |
Property and Equipment, Net - A
Property and Equipment, Net - Additional Information (Detail) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | |
Property, Plant and Equipment [Line Items] | ||||
Depreciation and amortization expense | $ 7,371 | $ 5,668 | $ 7,761 | $ 5,330 |
Property, Plant and Equipment [Member] | ||||
Property, Plant and Equipment [Line Items] | ||||
Depreciation and amortization expense | $ 1,769 | $ 1,603 |
Goodwill and Intangible Asset_2
Goodwill and Intangible Assets - Schedule of Goodwill (Detail) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended | |
Sep. 30, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |||
Beginning Balance as of January 1 | $ 193,877 | $ 127,268 | $ 32,909 |
Goodwill acquired (Note 7) | 66,609 | 94,359 | |
Ending Balance | $ 193,877 | $ 193,877 | $ 127,268 |
Goodwill and Intangible Asset_3
Goodwill and Intangible Assets - Schedule of finite lived Intangible Assets (Detail) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended | |
Sep. 30, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Finite-Lived Intangible Assets [Line Items] | |||
Gross Amount | $ 76,680 | $ 76,680 | $ 62,545 |
Accumulated Amortization | (18,962) | (13,145) | (7,153) |
Carrying Value | 57,718 | 63,535 | 55,392 |
Customer relationships [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Gross Amount | 38,782 | 38,782 | 24,947 |
Accumulated Amortization | (10,390) | (7,416) | (5,177) |
Carrying Value | $ 28,392 | $ 31,366 | $ 19,770 |
Weighted Average Remaining Life | 7 years 3 months 18 days | 8 years | 9 years 10 months 24 days |
Contractor relationships [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Gross Amount | $ 535 | $ 535 | $ 535 |
Accumulated Amortization | (195) | (165) | (123) |
Carrying Value | $ 340 | $ 370 | $ 412 |
Weighted Average Remaining Life | 8 years 3 months 18 days | 9 years | 10 years |
Trade name [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Gross Amount | $ 300 | $ 300 | $ 0 |
Accumulated Amortization | (38) | (4) | 0 |
Carrying Value | $ 262 | $ 296 | $ 0 |
Weighted Average Remaining Life | 6 years 1 month 6 days | 6 years 10 months 24 days | 0 years |
Technology [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Gross Amount | $ 37,063 | $ 37,063 | $ 37,063 |
Accumulated Amortization | (8,339) | (5,560) | (1,853) |
Carrying Value | $ 28,724 | $ 31,503 | $ 35,210 |
Weighted Average Remaining Life | 7 years 9 months 18 days | 8 years 6 months | 9 years 6 months |
Goodwill and Intangible Asset_4
Goodwill and Intangible Assets - Schedule of Finite Lived Intangible Assets Future Amortization Expense (Detail) - USD ($) $ in Thousands | Sep. 30, 2020 | Dec. 31, 2019 |
Acquired Finite-Lived Intangible Assets [Line Items] | ||
2020 | $ 1,938 | $ 7,755 |
2021 | 7,755 | 7,755 |
2022 | 7,755 | 7,755 |
2023 | 7,755 | 7,755 |
2024 | 7,755 | 7,755 |
Thereafter | $ 24,760 | $ 24,760 |
Goodwill and Intangible Asset_5
Goodwill and Intangible Assets - Additional Information (Detail) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||||
Amortization of intangible assets | $ 5,817 | $ 4,305 | $ 5,992 | $ 3,727 |
Accrued Expenses And Other Cu_3
Accrued Expenses And Other Current Liabilities - Summary of Accrued Expenses (Detail) - USD ($) $ in Thousands | Sep. 30, 2020 | Dec. 31, 2019 | Dec. 31, 2018 |
Payables and Accruals [Abstract] | |||
Employee compensation, benefits, and payroll taxes | $ 18,133 | $ 11,698 | $ 11,181 |
Professional services | 3,805 | 3,351 | 1,345 |
Provider services | 4,043 | 2,709 | 1,772 |
Transaction costs | 2,518 | ||
Other | 9,802 | 9,593 | 5,180 |
Total | $ 38,301 | $ 27,351 | $ 19,478 |
Line of Credit - Additional Inf
Line of Credit - Additional Information (Detail) - USD ($) | Jan. 31, 2011 | Sep. 30, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | Nov. 30, 2017 |
Line of Credit Facility [Line Items] | |||||
Letter of credit outstanding | $ 1,095,000 | $ 1,143,000 | $ 6,095,000 | ||
Two Thousand And Eleven Line Of Credit Facility [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Line of credit maximum borrowing capacity | $ 5,000,000 | ||||
Two Thousand And Eleven Line Of Credit Facility [Member] | London Interbank Offered Rate (LIBOR) [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Debt instrument varirable interest rate spread | 1.25% | ||||
Two Thousand And Seventeen Amended Line Of Credit Facility [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Line of credit maximum borrowing capacity | $ 7,000,000 | ||||
Line of credit net of current portion outstanding | 0 | 0 | $ 0 | ||
Line of credit remaining borrowing capacity | $ 5,905,000 | $ 5,857,000 |
Preferred Stock - Summary of Pr
Preferred Stock - Summary of Preferred Stock (Detail) - USD ($) $ in Thousands | Sep. 30, 2020 | Dec. 31, 2019 | Dec. 31, 2018 |
Temporary Equity [Line Items] | |||
Shares Authorized | 0 | 17,744,445 | 15,077,778 |
Shares Issued | 0 | 14,061,508 | 12,976,122 |
Shares Outstanding | 0 | 14,012,935 | 12,927,549 |
Carrying Value | $ 655,799 | $ 575,713 | |
Liquidation Preference | $ 0 | $ 608,449 | $ 536,426 |
Common Stock Issuable Upon Conversion | 123,313,703 | 113,762,318 | |
Series A Preferred Stock [Member] | |||
Temporary Equity [Line Items] | |||
Shares Authorized | 3,200,000 | 3,200,000 | |
Shares Issued | 3,178,650 | 3,178,650 | |
Shares Outstanding | 3,130,077 | 3,130,077 | |
Carrying Value | $ 28,889 | $ 28,889 | |
Liquidation Preference | $ 51,741 | $ 50,176 | |
Common Stock Issuable Upon Conversion | 27,544,675 | 27,544,675 | |
Series B Preferred Stock [Member] | |||
Temporary Equity [Line Items] | |||
Shares Authorized | 833,334 | 833,334 | |
Shares Issued | 787,725 | 787,725 | |
Shares Outstanding | 787,725 | 787,725 | |
Carrying Value | $ 23,632 | $ 23,632 | |
Liquidation Preference | $ 37,060 | $ 35,878 | |
Common Stock Issuable Upon Conversion | 6,931,965 | 6,931,965 | |
Series C Preferred Stock [Member] | |||
Temporary Equity [Line Items] | |||
Shares Authorized | 13,711,111 | 11,044,444 | |
Shares Issued | 10,095,133 | 9,009,747 | |
Shares Outstanding | 10,095,133 | 9,009,747 | |
Carrying Value | $ 603,278 | $ 523,192 | |
Liquidation Preference | $ 519,648 | $ 450,372 | |
Common Stock Issuable Upon Conversion | 88,837,063 | 79,285,678 |
Preferred Stock - Additional In
Preferred Stock - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Thousands | 1 Months Ended | 12 Months Ended | |||
May 31, 2020 | Feb. 29, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2020 | |
Temporary Equity [Line Items] | |||||
Temporary equity shares authorised | 17,744,445 | 15,077,778 | 0 | ||
Temporary equity par or stated value per share | $ 0.01 | $ 0.01 | |||
Common stock per share | $ 0.01 | $ 0.01 | |||
Certificate Of Incorporation Amended [Member] | |||||
Temporary Equity [Line Items] | |||||
Temporary equity shares authorised | 17,744,445 | 15,077,778 | |||
Temporary equity par or stated value per share | $ 0.01 | $ 0.01 | |||
Series A Preferred Stock [Member] | |||||
Temporary Equity [Line Items] | |||||
Temporary equity shares authorised | 3,200,000 | 3,200,000 | |||
Temporary equity par or stated value per share | $ 0.01 | ||||
Convertible Price Per Share | $ 1.14 | ||||
Series A Preferred Stock [Member] | Original Issue Price | |||||
Temporary Equity [Line Items] | |||||
Shares issued, price per share | $ 10 | ||||
Series B Preferred Stock [Member] | |||||
Temporary Equity [Line Items] | |||||
Temporary equity shares authorised | 833,334 | 833,334 | |||
Temporary equity par or stated value per share | $ 0.01 | ||||
Convertible Price Per Share | $ 3.41 | ||||
Series B Preferred Stock [Member] | Original Issue Price | |||||
Temporary Equity [Line Items] | |||||
Shares issued, price per share | $ 30 | ||||
Series C Preferred Stock [Member] | |||||
Temporary Equity [Line Items] | |||||
Temporary equity shares authorised | 13,711,111 | 11,044,444 | |||
Temporary equity par or stated value per share | $ 0.01 | ||||
Stock Issued During Period, Shares, New Issues | 1,342,750 | 170,000 | 628,719 | 4,411,048 | |
Shares issued, price per share | $ 100 | $ 75 | $ 75 | $ 65 | |
Proceeds from stock issuance | $ 134,275 | $ 12,750 | $ 47,154 | $ 286,718 | |
Issurance cost | $ 1,318 | $ 6,274 | |||
Stock issued during period, shares, acquisitions | 456,667 | 1,115,934 | |||
Convertible Price Per Share | $ 5.11 | ||||
Series C Preferred Stock [Member] | Avizia Inc. | |||||
Temporary Equity [Line Items] | |||||
Shares issued, price per share | $ 65 | ||||
Series C Preferred Stock [Member] | Aligned Tele-health Inc. | |||||
Temporary Equity [Line Items] | |||||
Shares issued, price per share | 75 | ||||
Series C Preferred Stock [Member] | Original Issue Price | |||||
Temporary Equity [Line Items] | |||||
Shares issued, price per share | 45 | ||||
Convertible Preferred Stock [Member] | |||||
Temporary Equity [Line Items] | |||||
Common stock per share | $ 6.82 | ||||
Proceeds from issuance of convertible preferred stock | $ 25,000 | ||||
Preferred stock conversion basis | 8.8 |
Common Stock - Additional Infor
Common Stock - Additional Information (Detail) - $ / shares | Sep. 30, 2020 | Dec. 31, 2019 | Dec. 31, 2018 |
Common Stock [Abstract] | |||
Common stock authorized | 1,300,000,000 | 220,000,000 | 220,000,000 |
Common stock per share | $ 0.01 | $ 0.01 | |
Common stock reserve for issuance | 63,226,337 | 157,998,948 | 142,495,607 |
Stockholders' Equity - Converti
Stockholders' Equity - Convertible Preferred Stock (Detail) - USD ($) $ in Thousands | Sep. 30, 2020 | Dec. 31, 2019 | Dec. 31, 2018 |
Redeemable Noncontrolling Interest [Line Items] | |||
Shares Authorized | 0 | 17,744,445 | 15,077,778 |
Shares Issued | 0 | 14,061,508 | 12,976,122 |
Shares Outstanding | 0 | 14,012,935 | 12,927,549 |
Liquidation Preference | $ 0 | $ 608,449 | $ 536,426 |
Carrying Value | $ 655,799 | $ 575,713 | |
Series A [Member] | |||
Redeemable Noncontrolling Interest [Line Items] | |||
Shares Authorized | 3,200,000 | ||
Shares Issued | 3,178,650 | ||
Shares Outstanding | 3,130,077 | ||
Liquidation Preference | $ 51,741 | ||
Carrying Value | $ 28,889 | ||
Series B [Member] | |||
Redeemable Noncontrolling Interest [Line Items] | |||
Shares Authorized | 833,334 | ||
Shares Issued | 787,725 | ||
Shares Outstanding | 787,725 | ||
Liquidation Preference | $ 37,060 | ||
Carrying Value | $ 23,632 | ||
Series C [Member] | |||
Redeemable Noncontrolling Interest [Line Items] | |||
Shares Authorized | 13,711,111 | ||
Shares Issued | 10,095,133 | ||
Shares Outstanding | 10,095,133 | ||
Liquidation Preference | $ 519,648 | ||
Carrying Value | $ 603,278 |
Stockholders' Equity - Schedule
Stockholders' Equity - Schedule of Common Stock (Detail) - shares | Sep. 30, 2020 | Dec. 31, 2019 | Dec. 31, 2018 |
Class of Stock [Line Items] | |||
Shares Authorized | 1,300,000,000 | 220,000,000 | 220,000,000 |
Shares Issued | 235,637,199 | 42,338,679 | 41,393,622 |
Shares Outstanding | 234,235,243 | 42,302,845 | 41,393,622 |
Class A [Member] | |||
Class of Stock [Line Items] | |||
Shares Authorized | 1,000,000,000 | 1,000,000,000 | |
Shares Issued | 200,131,318 | 200,131,318 | |
Shares Outstanding | 199,647,646 | 199,647,646 | |
Class B [Member] | |||
Class of Stock [Line Items] | |||
Shares Authorized | 100,000,000 | 100,000,000 | |
Shares Issued | 29,950,326 | 29,950,326 | |
Shares Outstanding | 29,032,042 | 29,032,042 | |
Class C [Member] | |||
Class of Stock [Line Items] | |||
Shares Authorized | 200,000,000 | 200,000,000 | |
Shares Issued | 5,555,555 | 5,555,555 | |
Shares Outstanding | 5,555,555 | 5,555,555 |
Stockholders' Equity - Schedu_2
Stockholders' Equity - Schedule of Common Stock (Parenthetical) (Detail) | Sep. 30, 2020$ / shares |
Class A [Member] | |
Class of Stock [Line Items] | |
Common Stock, Par Value | $ 1,997 |
Class B [Member] | |
Class of Stock [Line Items] | |
Common Stock, Par Value | 290 |
Class C [Member] | |
Class of Stock [Line Items] | |
Common Stock, Par Value | $ 56 |
Stockholders' Equity - Schedu_3
Stockholders' Equity - Schedule of Share Based Compensation Arrangements By Share Based Payment Award (Detail) - USD ($) | 9 Months Ended | 12 Months Ended | |
Sep. 30, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Outstanding, beginning of period | 24,917,003 | 23,362,669 | |
Granted | 5,011,318 | ||
Forfeited | (2,801,464) | ||
Expired | (4,400) | ||
Exercised | (651,120) | ||
Outstanding, end of period | 24,917,003 | 23,362,669 | |
Vested and expected to vest | 22,650,355 | ||
Options exercisable | 14,685,654 | ||
Outstanding, beginning of period | $ 3.90 | $ 3.51 | |
Granted | 5.64 | ||
Forfeited | 4.25 | ||
Expired | 1.14 | ||
Exercised | 1.89 | ||
Outstanding, end of period | 3.90 | $ 3.51 | |
Vested and expected to vest, Weighted average exercise price | 3.73 | ||
Options exercisable, Weighted average exercise price | $ 2.83 | ||
Weighted average contractual term(Years) | 6 years 10 months 24 days | 7 years 4 months 24 days | |
Weighted average contractual term(Years) | 6 years 8 months 12 days | ||
Weighted average contractual term(Years) | 5 years 6 months | ||
Aggregate intrinsic value | $ 79,798 | $ 47,760 | |
Vested and expected to vest, Aggregate intrinsic value | 76,321 | ||
Options exercisable, Aggregate intrinsic value | $ 62,869 | ||
2020 Equity Incentive Plan [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Outstanding, beginning of period | 24,917,003 | ||
Granted | 2,637,220 | ||
Forfeited | (1,697,171) | ||
Expired | (132,001) | ||
Exercised | (1,660,751) | ||
Outstanding, end of period | 24,064,300 | 24,917,003 | |
Vested and expected to vest | 22,212,804 | 22,650,355 | |
Options exercisable | 16,254,829 | 14,685,654 | |
Outstanding, beginning of period | $ 3.90 | ||
Granted | 7.80 | ||
Forfeited | 4.80 | ||
Expired | 2.16 | ||
Exercised | 2.59 | ||
Outstanding, end of period | 4.35 | $ 3.90 | |
Vested and expected to vest, Weighted average exercise price | 4.09 | 3.73 | |
Options exercisable, Weighted average exercise price | $ 3.43 | $ 2.83 | |
Weighted average contractual term(Years) | 6 years 4 months 24 days | 6 years 10 months 24 days | |
Weighted average contractual term(Years) | 6 years 2 months 12 days | 6 years 8 months 12 days | |
Weighted average contractual term(Years) | 5 years 3 months 18 days | 5 years 6 months | |
Aggregate intrinsic value | $ 610,782,000 | $ 79,798,000 | |
Vested and expected to vest, Aggregate intrinsic value | 567,533,000 | 76,321,000 | |
Options exercisable, Aggregate intrinsic value | $ 426,049,000 | $ 62,869,000 |
Stockholders' Equity - Schedu_4
Stockholders' Equity - Schedule of Nonvested Restricted Stock Units Activity (Detail) - $ / shares | 3 Months Ended | 9 Months Ended | 12 Months Ended | |
Jun. 30, 2020 | Sep. 30, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Class of Stock [Line Items] | ||||
Granted | 2,860,880 | 2,616,345 | 440,915 | |
Restricted Stock Units (RSUs) [Member] | ||||
Class of Stock [Line Items] | ||||
Unvested as of December 31, 2019 | 2,322,408 | |||
Granted | 13,039,392 | 2,616,345 | ||
Vested | (3,810,645) | (293,937) | ||
Forfeited | (3,871) | |||
Unvested as of September 30, 2020 | 11,547,284 | 2,322,408 | ||
Unvested as of December 31, 2019 | $ 5.79 | |||
Granted | 13.41 | $ 5.78 | ||
Vested | 9.50 | 5.77 | ||
Forfeited | 10.79 | |||
Unvested as of September 30, 2020 | $ 13.17 | $ 5.79 |
Stockholders' Equity - Schedu_5
Stockholders' Equity - Schedule of Share Based Payment Award Stock Options Valuation Assumptions (Detail) | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | |
Stockholders' Equity Note [Abstract] | ||||
Risk-free interest rate | 1.09% | 2.44% | 2.17% | 2.96% |
Expected term (in years) | 6 years 1 month 6 days | 6 years 1 month 6 days | 6 years | 6 years |
Expected volatility | 52.00% | 50.00% | 50.00% | 47.00% |
Expected dividend yield | 0.00% | 0.00% | 0.00% | 0.00% |
Stockholders' Equity - Schedu_6
Stockholders' Equity - Schedule of Employee Service Share Based Compensation Allocation Of Recognized Period Costs (Detail) - USD ($) | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | |
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Stock-based compensation expenses | $ 106,516 | $ 8,675 | $ 12,135 | $ 7,669 |
Cost of revenues [Member] | ||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Stock-based compensation expenses | 668 | 360 | 536 | 611 |
Research and development [Member] | ||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Stock-based compensation expenses | 3,519 | 1,169 | 1,477 | 866 |
Selling and marketing [Member] | ||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Stock-based compensation expenses | 2,684 | 1,848 | 2,418 | 1,881 |
General and administrative [Member] | ||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Stock-based compensation expenses | $ 99,645 | $ 5,298 | $ 7,704 | $ 4,311 |
Stockholders' Equity - Addition
Stockholders' Equity - Additional Information (Detail) - USD ($) | Sep. 21, 2020 | Aug. 22, 2020 | May 31, 2020 | Feb. 29, 2020 | Sep. 30, 2020 | Jun. 30, 2020 | Sep. 30, 2020 | Sep. 30, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | Aug. 17, 2020 |
Temporary Equity [Line Items] | |||||||||||
Convertible preferred stock then outstanding | 123,313,703 | 113,762,318 | |||||||||
Preferred stock authorized | 100,000,000 | 100,000,000 | 0 | ||||||||
Preferred stock per share | $ 0.01 | $ 0.01 | $ 0.01 | ||||||||
Deffered offering cost | $ 0 | $ 0 | |||||||||
Common stock authorized | 1,300,000,000 | 1,300,000,000 | 220,000,000 | 220,000,000 | |||||||
Common stock per share | $ 0.01 | $ 0.01 | |||||||||
Weighted-average grant date fair value of common stock | $ 5.56 | ||||||||||
Stock-based compensation expenses | $ 106,516 | $ 8,675 | $ 12,135 | $ 7,669 | |||||||
Common stock reserve for issuance | 63,226,337 | 63,226,337 | 157,998,948 | 142,495,607 | |||||||
Restricted stock units | 2,860,880 | 2,616,345 | 440,915 | ||||||||
Underwriting discounts and commissions | $ 49,336,000 | ||||||||||
Common stock issued | 27,614,753 | 27,614,753 | |||||||||
Expected Volatility Rate | (52.00%) | (50.00%) | (50.00%) | (47.00%) | |||||||
Stock Issued During Period Value For Private Placement | $ 99,100,000 | ||||||||||
Sharebased Payment Arrangement Adjustment for Tax Withholding Obligation | 24,157,000 | ||||||||||
Proceeds from issuance of common stock | $ 100,000,000 | ||||||||||
IPO [Member] | |||||||||||
Temporary Equity [Line Items] | |||||||||||
Sharebased Payment Arrangement Adjustment for Tax Withholding Obligation | 24,157,000 | ||||||||||
Proceeds from issuance of common stock | $ 822,267,000 | ||||||||||
Restricted Stock [Member] | |||||||||||
Temporary Equity [Line Items] | |||||||||||
Unrecognized stock-based compensation | 39,449,000 | $ 39,449,000 | |||||||||
Restricted stock units | 13,039,392 | 2,616,345 | 440,915 | ||||||||
weighted-average period | 3 years | ||||||||||
Stock based compensation expected to vest | $ 91,168,000 | $ 1,297,000 | $ 2,282,000 | $ 2,448,000 | |||||||
Aggregate Intrinsic value of stock options Vested | $ 1,693,000 | $ 2,448,000 | |||||||||
Restricted Stock [Member] | Minimum [Member] | |||||||||||
Temporary Equity [Line Items] | |||||||||||
Award Requisite Service Period | 3 years | 2 years | |||||||||
Restricted Stock [Member] | Maximum [Member] | |||||||||||
Temporary Equity [Line Items] | |||||||||||
Award Requisite Service Period | 4 years | 4 years | |||||||||
2020 Equity Incentive Plan [Member] | |||||||||||
Temporary Equity [Line Items] | |||||||||||
Weighted-average grant date fair value of common stock | $ 4.17 | $ 2.78 | |||||||||
Unrecognized stock-based compensation | $ 12,688,000 | $ 12,688,000 | |||||||||
weighted-average period | 2 years 7 months 13 days | ||||||||||
Common stock, capital shares addition reserved for future issuance | 3,710,240 | ||||||||||
2020 Equity Incentive Plan [Member] | IPO [Member] | |||||||||||
Temporary Equity [Line Items] | |||||||||||
Common stock reserve for issuance | 31,275,204 | ||||||||||
2020 Employee Stock Purchase Plan [member] | |||||||||||
Temporary Equity [Line Items] | |||||||||||
Common stock reserve for issuance | 3,084,218 | 3,084,218 | |||||||||
Share-based compensation arrangement by share-based payment award, maximum employee subscription amount | $ 25,000,000 | $ 25,000,000 | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Discount from Market Price, Purchase Date | 85.00% | ||||||||||
Executive Equity Awards [Member] | |||||||||||
Temporary Equity [Line Items] | |||||||||||
Share-based payment arrangement, accelerated cost | $ 5,659,000 | ||||||||||
Expected stock based compensation | $ 23,644,000 | ||||||||||
Executive Equity Awards [Member] | Chief Executive Officer [Member] | |||||||||||
Temporary Equity [Line Items] | |||||||||||
Stock options modified to accelerate the vesting and to eliminate the future service period | 1,764,884 | ||||||||||
Executive Equity Awards [Member] | Restricted Stock [Member] | Chief Executive Officer [Member] | |||||||||||
Temporary Equity [Line Items] | |||||||||||
Stock-based compensation expenses | $ 56,971,000 | ||||||||||
Restricted stock units | 5,721,760 | ||||||||||
Number of restricted stock units issued | 3,230,750 | ||||||||||
Share Based Payment Award Percentage Of Outstanding Stock Maximum | 1.50% | ||||||||||
Share Price | $ 9.96 | $ 9.96 | |||||||||
Expected Volatility Rate | (60.00%) | ||||||||||
Executive Equity Awards [Member] | Restricted Stock [Member] | Chief Executive Officer Two [Member] | |||||||||||
Temporary Equity [Line Items] | |||||||||||
Restricted stock units | 2,860,880 | ||||||||||
Executive Equity Awards [Member] | Restricted Stock [Member] | Share-based Payment Arrangement, Tranche One [Member] | Chief Executive Officer [Member] | |||||||||||
Temporary Equity [Line Items] | |||||||||||
Percentage of fully-diluted outstanding capital stock | 50.00% | ||||||||||
Share Based Payment Award Percentage Of Outstanding Stock Maximum | 0.75% | ||||||||||
Executive Equity Awards [Member] | Restricted Stock [Member] | Share-based Payment Arrangement, Tranche Two [Member] | Chief Executive Officer [Member] | |||||||||||
Temporary Equity [Line Items] | |||||||||||
Percentage of fully-diluted outstanding capital stock | 50.00% | ||||||||||
Share Based Payment Award Percentage Of Outstanding Stock Maximum | 0.75% | ||||||||||
Equity Award Plan [Member] | |||||||||||
Temporary Equity [Line Items] | |||||||||||
weighted-average period | 2 years 10 months 13 days | 3 years 4 months 24 days | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Discount from Market Price, Purchase Date | 85.00% | ||||||||||
Number of shares authorized | 7,445,835 | ||||||||||
Intrinsic value of stock options exercised | $ 2,433,000 | $ 2,726,000 | |||||||||
Proceeds from issuance of common stock | 1,036,000 | 635,000 | |||||||||
Common Stock [Member] | Equity Award Plan [Member] | |||||||||||
Temporary Equity [Line Items] | |||||||||||
Unrecognized stock-based compensation | $ 31,581,000 | $ 20,135,000 | |||||||||
weighted-average grant date fair value of common stock | $ 2.81 | $ 2.70 | |||||||||
Convertible Preferred Stock [Member] | |||||||||||
Temporary Equity [Line Items] | |||||||||||
Convertible preferred stock then outstanding | 15,525,685 | 15,525,685 | |||||||||
Common stock per share | $ 6.82 | ||||||||||
Value of convertible preferred stock | $ 801,813,000 | $ 801,813,000 | |||||||||
Common Class A [Member] | |||||||||||
Temporary Equity [Line Items] | |||||||||||
Number of new stock issued | 45,681,499 | ||||||||||
Common stock per share | $ 18 | $ 18 | |||||||||
Deffered offering cost | $ 4,394,000 | $ 4,394,000 | |||||||||
Common stock authorized | 1,000,000,000 | 1,000,000,000 | 1,000,000,000 | ||||||||
Common stock per share | $ 0.01 | $ 0.01 | $ 0.01 | ||||||||
Shares of common stock pursuant to the exercise of options | 4,459,277 | ||||||||||
Sale of Stock, Consideration Received on Transaction | $ 768,537,000 | ||||||||||
Common Class A [Member] | IPO [Member] | |||||||||||
Temporary Equity [Line Items] | |||||||||||
Convertible preferred stock then outstanding | 136,625,900 | ||||||||||
Shares issued, price per share | $ 18 | ||||||||||
Number of new stock issued | 45,681,499 | ||||||||||
Underwriting discounts and commissions | $ 49,336,000 | ||||||||||
Sale of Stock, Consideration Received on Transaction | $ 768,537,000 | ||||||||||
Common Class B [Member] | |||||||||||
Temporary Equity [Line Items] | |||||||||||
Common stock authorized | 100,000,000 | 100,000,000 | 100,000,000 | ||||||||
Common stock per share | $ 0.01 | $ 0.01 | $ 0.01 | ||||||||
Common stock, voting rights | (x) 1.0408163 and (y) the total number of votes that would be cast at such time by the holders of the Class A and Class C common stock and any other preferred stock entitled to vote under the certificate of incorporation at such time (resulting in the Class B common stock collectively holding 51% of the total outstanding voting power) | ||||||||||
Common Class C [Member] | |||||||||||
Temporary Equity [Line Items] | |||||||||||
Number of new stock issued | 5,555,555 | ||||||||||
Common stock authorized | 200,000,000 | 200,000,000 | 200,000,000 | ||||||||
Common stock per share | $ 0.01 | $ 0.01 | $ 0.01 | ||||||||
Stock Issued During Period Value For Private Placement | $ 100,000 | $ 99,100,000 | |||||||||
Payments of Stock Issuance Costs | $ 900,000 | $ 900,000 | $ 900,000 | ||||||||
Preferred Stock [Member] | |||||||||||
Temporary Equity [Line Items] | |||||||||||
Preferred stock authorized | 100,000,000 | 100,000,000 | |||||||||
Preferred stock per share | $ 0.01 | $ 0.01 | |||||||||
Series C Preferred Stock [Member] | |||||||||||
Temporary Equity [Line Items] | |||||||||||
Convertible preferred stock then outstanding | 88,837,063 | 79,285,678 | |||||||||
Shares issued, price per share | $ 100 | $ 75 | $ 75 | $ 65 | |||||||
Number of new stock issued | 1,342,750 | 170,000 | 628,719 | 4,411,048 | |||||||
Proceeds from stock issuance | $ 134,275,000 | $ 12,750,000 | $ 47,154,000 | $ 286,718,000 | |||||||
Issurance cost | $ 750,000 | $ 261,000 | $ 1,318,000 | ||||||||
Stock issued during period, shares, acquisitions | 456,667 | 1,115,934 | |||||||||
Common Stock Class A And Class B [Member] | IPO [Member] | |||||||||||
Temporary Equity [Line Items] | |||||||||||
Sharebased Payment Arrangement Shares Withheld for Tax Withholding Obligations | 1,340,354 | ||||||||||
Common Stock Class A And Class B [Member] | 2020 Equity Incentive Plan [Member] | |||||||||||
Temporary Equity [Line Items] | |||||||||||
Common stock reserve for issuance | 22,083,184 |
Leases - Summary of lease cost
Leases - Summary of lease cost (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Sep. 30, 2020 | Dec. 31, 2018 | |
Lease, Cost [Abstract] | |||
Operating lease cost | $ 6,649 | ||
Short-term lease cost | 0 | ||
Variable lease cost | 0 | ||
Total lease cost | 6,649 | ||
Cash paid for amounts included in measurement of lease liabilities: | |||
Operating cash flows from operating leases | 6,480 | ||
Right-of-use lease assets obtained in exchange for new operating lease liability: | |||
Operating leases | 355 | ||
Operating lease right-of-use assets | |||
Operating lease right-of-use assets | 11,944 | $ 8,201 | $ 1,747 |
Total operating right-of-use lease assets | 11,944 | 8,201 | $ 1,747 |
Operating lease liabilities, current | 6,232 | 6,321 | |
Operating lease liabilities, net of current portion | 7,164 | $ 3,056 | |
Total operating lease liabilities | $ 13,396 | ||
Weighted-average remaining lease term (in years) | 2 years | ||
Weighted-average discount rate | 3.30% |
Leases - Summary of minimum fut
Leases - Summary of minimum future lease payments for these operating leases (Detail) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Schedule Of Operating Leases Minimum Future Lease Payments [Abstract] | ||
2020 | $ 6,925 | $ 6,609 |
2021 | 6,102 | 6,925 |
2022 | 583 | 6,102 |
2023 | 230 | 583 |
2024 | 230 | |
Thereafter | $ 20,449 | |
Total lease payments | 13,840 | |
Less imputed interest | 444 | |
Total operating lease liabilities | $ 13,396 |
Leases - Additional Informatio
Leases - Additional Information (Detail) $ in Thousands | 12 Months Ended |
Dec. 31, 2018USD ($) | |
Leases [Abstract] | |
Operating Leases, Rent Expense | $ 4,100 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Detail) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2020 | Dec. 31, 2019 | |
Loss Contingencies [Line Items] | ||
New Claims Filed, Number | 0 | |
Pending Litigation [Member] | ||
Loss Contingencies [Line Items] | ||
Pending Claims Number | 0 | 0 |
Indemnification Agreement [Member] | ||
Loss Contingencies [Line Items] | ||
New Claims Filed, Number | 0 | 0 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2020 | Sep. 30, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | |
Income Tax Expense (Benefit) | $ 78 | $ 330 | $ (22) | $ (803) | |
Pre-acquisition deferred tax assets | $ 1,388 | ||||
Percentage of change in ownership | 50.00% | ||||
Federal Income Tax Authority [Member] | |||||
Net operating loss carry forwards | $ 343,241 | ||||
Operating Loss Carry forwards, Expiration Year | 2026 | ||||
State and Local Jurisdiction [Member] | |||||
Net operating loss carry forwards | $ 234,924 | ||||
Operating Loss Carry forwards, Expiration Year | 2020 | ||||
Federal and state research and development tax credit carry forwards [Member] | |||||
Operating loss Carryforward indefinitely | $ 109,759 | $ 109,759 | |||
Tax Credit Carryforward, Amount | $ 1,602 | $ 924 | |||
Tax Credit Carryforward, Expiration year | 2027 | 2023 |
Income Taxes - Summary of recon
Income Taxes - Summary of reconciliation of the U.S. federal statutory income tax rate (Detail) | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Federal statutory income tax rate | 21.00% | 21.00% |
State taxes, net of federal benefit | 3.00% | (2.80%) |
Change in deferred tax asset valuation allowance | (21.30%) | (16.10%) |
Stock-based compensation | (1.10%) | (1.00%) |
Other | (0.70%) | (1.10%) |
Effective income tax rate | 0.90% | 0.00% |
Income Taxes - Summary of Net d
Income Taxes - Summary of Net deferred tax assets (Detail) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Deferred tax assets: | ||
Net operating loss carryforwards | $ 85,979 | $ 63,840 |
Research and development credit carryforwards | 2,527 | 2,550 |
Deferred revenue | 8,450 | 11,138 |
Stock-based compensation | 5,043 | 4,442 |
Startup costs | 250 | 350 |
Operating lease liabilities | 3,297 | |
Other | 932 | 782 |
Total deferred tax assets | 106,478 | 83,102 |
Deferred tax liabilities: | ||
Investment basis difference in NTN | (1,875) | (2,196) |
Intangibles | (11,821) | (9,871) |
Operating lease right-of-use assets | (2,940) | |
Other | (1,343) | (1,602) |
Total deferred tax liabilities | (17,979) | (13,669) |
Valuation allowance | $ (88,499) | $ (69,433) |
Income Taxes - Summary of chang
Income Taxes - Summary of changes in the valuation allowance for deferred tax assets (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Valuation Allowance [Line Items] | ||
Valuation allowance as of beginning of the year | $ 69,433 | $ 61,029 |
Increases recorded to income tax provision | 20,454 | 8,404 |
Decreases recorded as a benefit to income tax provision | (1,388) | |
Valuation allowance as of end of year | $ 88,499 | $ 69,433 |
Related-Party Transactions - Ad
Related-Party Transactions - Additional Information (Detail) - USD ($) | 1 Months Ended | 9 Months Ended | 12 Months Ended | |||||
May 31, 2020 | Feb. 29, 2020 | Sep. 30, 2020 | Sep. 30, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2015 | Dec. 31, 2017 | |
Related Party Transaction [Line Items] | ||||||||
Revenues recognized from related party | $ (72,407,000) | $ (101,080,000) | $ (80,214,000) | |||||
Payment to acquire interest in joint venture | 2,940,000 | |||||||
Short-term and long-term deferred revenue | 61,804,000 | $ 77,386,000 | $ 93,299,000 | $ 106,184,000 | ||||
Payment to executive officers for stock tax loans | 16,441,000 | |||||||
Secured Promissory Notes [Member] | ||||||||
Related Party Transaction [Line Items] | ||||||||
Debt Instrument, Interest Rate | 1.60% | |||||||
Series C Preferred Stock [Member] | ||||||||
Related Party Transaction [Line Items] | ||||||||
Number of new stock issued | 1,342,750 | 170,000 | 628,719 | 4,411,048 | ||||
Proceeds from stock issuance | $ 134,275,000 | $ 12,750,000 | $ 47,154,000 | $ 286,718,000 | ||||
Teva Pharmaceuticals Industries Ltd [Member] | ||||||||
Related Party Transaction [Line Items] | ||||||||
Total deferred revenue | 0 | 0 | 0 | |||||
Due from related parties | 0 | 0 | 0 | |||||
Revenues recognized from related party | 33,000 | 14,561,000 | ||||||
Teva Pharmaceuticals Industries Ltd [Member] | Series C Preferred Stock [Member] | ||||||||
Related Party Transaction [Line Items] | ||||||||
Number of new stock issued | 1,212,122 | |||||||
Proceeds from stock issuance | $ 60,000,000 | |||||||
Philips Holding USA Inc [Member] | ||||||||
Related Party Transaction [Line Items] | ||||||||
Total deferred revenue | 1,195,000 | 2,549,000 | 3,692,000 | |||||
Due from related parties | 0 | 0 | 0 | |||||
Revenues recognized from related party | 1,126,000 | $ 372,000 | 1,021,000 | 719,000 | ||||
Philips Holding USA Inc [Member] | Series C Preferred Stock [Member] | ||||||||
Related Party Transaction [Line Items] | ||||||||
Number of new stock issued | 923,076 | |||||||
Anthem Inc [Member] | ||||||||
Related Party Transaction [Line Items] | ||||||||
Total deferred revenue | 4,671,000 | 11,561,000 | 16,852,000 | |||||
Due from related parties | 1,178,000 | 2,499,000 | 910,000 | |||||
Revenues recognized from related party | 40,677,000 | 23,120,000 | 34,095,000 | 24,381,000 | ||||
Anthem Inc [Member] | Series C Preferred Stock [Member] | ||||||||
Related Party Transaction [Line Items] | ||||||||
Number of new stock issued | 708,890 | |||||||
Proceeds from stock issuance | $ 31,900 | |||||||
Cleveland Clinic [Member] | ||||||||
Related Party Transaction [Line Items] | ||||||||
Total deferred revenue | 457,000 | 180,000 | 478,000 | |||||
Due from related parties | 205,000 | 0 | 0 | |||||
Revenues recognized from related party | 1,004,000 | $ 889,000 | 1,262,000 | $ 1,473,000 | ||||
CCAW JV LLC [Member] | ||||||||
Related Party Transaction [Line Items] | ||||||||
Due from related parties | 0 | |||||||
Revenues recognized from related party | $ 1,190,000 | |||||||
Equity Method Investment, Ownership Percentage | 50.00% | |||||||
Payment to acquire interest in joint venture | $ 2,940,000 | |||||||
Short-term and long-term deferred revenue | $ 277,000 | |||||||
CFO and Other Executive Officers [Member] | ||||||||
Related Party Transaction [Line Items] | ||||||||
Promissory notes with chief financial officer | $ 1,781,000 |
Employee Benefit Plan - Additio
Employee Benefit Plan - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Retirement Benefits [Abstract] | ||
Annual contributions per employee, amount | $ 1,966 | $ 1,349 |
Net Loss per Share - Schedule o
Net Loss per Share - Schedule of Earnings Per Share (Detail) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||||||
Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | |
Numerator: | ||||||||||
Net loss | $ (64,596) | $ (88,219) | $ (25,225) | $ (24,071) | $ (20,057) | $ (21,515) | $ (178,040) | $ (65,643) | $ (88,366) | $ (52,312) |
Net income (loss) attributable to non-controlling interest | (3,920) | (884) | (1,176) | 362 | ||||||
Net loss attributable to American Well Corporation | $ (174,120) | $ (64,759) | $ (87,190) | $ (52,674) | ||||||
Denominator: | ||||||||||
Weighted-average common shares outstanding—basic and diluted | 51,492,988 | 41,805,929 | 41,138,798 | 40,583,826 | ||||||
Net loss per share attributable to common stockholders—basic and diluted | $ (3.38) | $ (1.55) | $ (2.12) | $ (1.30) |
Net Loss per Share - Schedule_2
Net Loss per Share - Schedule of Antidilutive Securities Excluded From Computation of Earning Per Share (Detail) - shares | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities excluded from computation of earnings per share, amount | 29,519,954 | 137,475,287 | 150,553,114 | 137,124,987 |
Convertible preferred stock [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities excluded from computation of earnings per share, amount | 113,762,320 | 123,313,703 | 113,762,318 | |
Unvested restricted stock units Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities excluded from computation of earnings per share, amount | 5,455,654 | 2,322,408 | ||
Options to purchase shares of common stock [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities excluded from computation of earnings per share, amount | 24,064,300 | 23,712,967 | 24,917,003 | 23,362,669 |
Subsequent Events - Additional
Subsequent Events - Additional Information (Detail) - USD ($) | Aug. 28, 2020 | May 31, 2020 | Feb. 29, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | Sep. 08, 2020 |
Series C Preferred Stock [Member] | ||||||||
Subsequent Event [Line Items] | ||||||||
Number of new stock issued | 1,342,750 | 170,000 | 628,719 | 4,411,048 | ||||
Shares issued, price per share | $ 100 | $ 75 | $ 75 | $ 65 | ||||
Proceeds from stock issuance | $ 134,275,000 | $ 12,750,000 | $ 47,154,000 | $ 286,718,000 | ||||
Convertible Preferred Stock [Member] | ||||||||
Subsequent Event [Line Items] | ||||||||
Preferred stock conversion basis | 8.8 | |||||||
Subsequent Event [member] | Series C Preferred Stock [Member] | ||||||||
Subsequent Event [Line Items] | ||||||||
Number of new stock issued | 1,342,750 | 170,000 | ||||||
Shares issued, price per share | $ 100 | $ 75 | ||||||
Proceeds from stock issuance | $ 134,275 | $ 12,750,000 | ||||||
Subsequent Event [member] | Convertible Preferred Stock [Member] | ||||||||
Subsequent Event [Line Items] | ||||||||
Preferred stock conversion basis | 8.8 | |||||||
Secured Promissory Notes [Member] | ||||||||
Subsequent Event [Line Items] | ||||||||
Debt Instrument, Interest Rate, Stated Percentage | 1.60% | |||||||
Secured Promissory Notes [Member] | Subsequent Event [member] | Chief Financial Officer [Member] | ||||||||
Subsequent Event [Line Items] | ||||||||
Debt Instrument, face amount | $ 497,000 | |||||||
Secured Promissory Notes [Member] | Minimum [Member] | Subsequent Event [member] | ||||||||
Subsequent Event [Line Items] | ||||||||
Debt Instrument, Interest Rate, Stated Percentage | 1.50% | |||||||
Secured Promissory Notes [Member] | Maximum [Member] | Subsequent Event [member] | ||||||||
Subsequent Event [Line Items] | ||||||||
Debt Instrument, Interest Rate, Stated Percentage | 1.60% |