Document And Entity Information
Document And Entity Information - shares | 6 Months Ended | |
Jun. 30, 2021 | Aug. 06, 2021 | |
Document Information Line Items | ||
Entity Registrant Name | METROMILE, INC. | |
Trading Symbol | MILE | |
Document Type | 10-Q | |
Current Fiscal Year End Date | --12-31 | |
Entity Common Stock, Shares Outstanding | 126,727,134 | |
Amendment Flag | false | |
Entity Central Index Key | 0001819035 | |
Entity Current Reporting Status | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Document Period End Date | Jun. 30, 2021 | |
Document Fiscal Year Focus | 2021 | |
Document Fiscal Period Focus | Q2 | |
Entity Small Business | true | |
Entity Emerging Growth Company | true | |
Entity Shell Company | false | |
Entity Ex Transition Period | false | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Entity File Number | 001-39484 | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 84-4916134 | |
Entity Address, Address Line One | 425 Market Street #700 | |
Entity Address, City or Town | San Francisco | |
Entity Address, State or Province | CA | |
Entity Address, Postal Zip Code | 94105 | |
City Area Code | (888) | |
Local Phone Number | 242-5204 | |
Title of 12(b) Security | Common Stock | |
Security Exchange Name | NASDAQ | |
Entity Interactive Data Current | Yes |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
Investments | ||
Marketable securities - restricted | $ 46,637 | $ 24,651 |
Total investments | 46,637 | 24,651 |
Cash and cash equivalents | 202,584 | 19,150 |
Restricted cash and cash equivalents | 41,335 | 31,038 |
Receivable for securities | 754 | |
Premiums receivable | 18,410 | 16,329 |
Accounts receivable | 1,542 | 4,999 |
Reinsurance recoverable on paid loss | 8,475 | |
Reinsurance recoverable on unpaid loss | 33,941 | |
Prepaid reinsurance premium | 13,668 | |
Prepaid expenses and other assets | 7,803 | 7,059 |
Deferred transaction costs | 3,581 | |
Deferred policy acquisition costs, net | 1,615 | 656 |
Telematics devices, improvements and equipment, net | 13,045 | 12,716 |
Website and software development costs, net | 18,957 | 18,401 |
Digital assets, net | 919 | |
Intangible assets | 7,500 | 7,500 |
Total assets | 361,101 | 202,164 |
Liabilities, Convertible Preferred Stock and Stockholders’ Deficit | ||
Loss and loss adjustment expense reserves | 65,476 | 57,093 |
Ceded reinsurance premium payable | 27,000 | |
Payable to carriers - premiums and LAE, net | 595 | 849 |
Unearned premium reserve | 16,820 | 16,070 |
Deferred revenue | 5,658 | 5,817 |
Accounts payable and accrued expenses | 8,879 | 8,222 |
Notes payable | 51,934 | |
Warrant liability | 17,714 | 83,652 |
Other liabilities | 10,443 | 8,554 |
Total liabilities | 125,585 | 259,191 |
Commitments and contingencies | ||
Convertible preferred stock, $0.0001 par value; 89,775,268 and 10,000,000 shares authorized as of December 31, 2020, and June 30, 2021, respectively; 68,776,614 and no shares issued and outstanding as of December 31, 2020, and June 30, 2021, respectively; liquidation preference of $302,397 and $0 as of December 31, 2020, and June 30, 2021, respectively | 304,469 | |
Stockholders’ equity (deficit): | ||
Common stock, $0.0001 par value; 111,702,628 and 640,000,000 shares authorized as of December 31, 2020, and June 30, 2021, respectively; 8,992,039 and 126,727,134 shares issued and outstanding as of December 31, 2020 and June 30, 2021, respectively | 12 | 1 |
Accumulated paid-in capital | 746,981 | 5,482 |
Note receivable from executive | (415) | |
Accumulated other comprehensive gain/(loss) | (15) | 11 |
Accumulated deficit | (511,462) | (366,575) |
Total stockholders’ (deficit) equity | 235,516 | (361,496) |
Total liabilities, convertible preferred stock and stockholders’ deficit | $ 361,101 | $ 202,164 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parentheticals) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
Statement of Financial Position [Abstract] | ||
Convertible preferred stock, par value (in Dollars per share) | $ 0.0001 | $ 0.0001 |
Convertible preferred stock, shares authorized | 10,000,000 | 89,775,268 |
Convertible preferred stock, shares issued | 68,776,614 | |
Convertible preferred stock, shares outstanding | 68,776,614 | |
Liquidation preference (in Dollars) | $ 0 | $ 302,397 |
Common stock par value (in Dollars per share) | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 640,000,000 | 111,702,628 |
Common stock, shares issued | 126,727,134 | 8,992,039 |
Common stock, shares outstanding | 126,727,134 | 8,992,039 |
Consolidated Statements of Oper
Consolidated Statements of Operations (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Revenue | ||||
Premiums earned, net | $ 18,049 | $ 2,794 | $ 19,174 | $ 6,221 |
Investment income | 19 | 139 | 55 | 419 |
Other revenue | 10,030 | 4,785 | 26,145 | 9,768 |
Total revenue | 28,098 | 7,718 | 45,374 | 16,408 |
Costs and expenses | ||||
Losses and loss adjustment expenses | 22,640 | 2,366 | 34,903 | 7,771 |
Policy servicing expense and other | 5,055 | 4,056 | 9,498 | 8,684 |
Sales, marketing and other acquisition costs | 25,926 | (300) | 73,220 | 3,588 |
Research and development | 3,118 | 2,173 | 6,768 | 4,836 |
Amortization of capitalized software | 2,701 | 2,799 | 5,352 | 5,496 |
Other operating expenses | 16,738 | 3,965 | 25,327 | 9,214 |
Total costs and expenses | 76,178 | 15,059 | 155,068 | 39,589 |
Loss from operations | (48,080) | (7,341) | (109,694) | (23,181) |
Other expense | ||||
Interest expense | 98 | 1,201 | 15,974 | 1,940 |
Impairment on digital asset | 66 | 66 | ||
Increase (decrease) in fair value of stock warrant liability | (6,984) | 356 | 19,153 | 666 |
Total other expense | (6,820) | 1,557 | 35,193 | 2,606 |
Net loss before taxes | (41,260) | (8,898) | (144,887) | (25,787) |
Net loss after taxes | $ (41,260) | $ (8,898) | $ (144,887) | $ (25,787) |
Net loss per share, basic and diluted (in Dollars per share) | $ (0.33) | $ (1) | $ (1.43) | $ (2.90) |
Weighted-average shares used in computing basic and diluted net loss per share (in Shares) | 126,693,218 | 8,886,421 | 101,236,461 | 8,878,928 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Loss (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Statement of Comprehensive Income [Abstract] | ||||
Net loss | $ (41,260) | $ (8,898) | $ (144,887) | $ (25,787) |
Unrealized net gain (loss) on marketable securities | (17) | 36 | (26) | 31 |
Total comprehensive loss | $ (41,277) | $ (8,862) | $ (144,913) | $ (25,756) |
Consolidated Statements of Conv
Consolidated Statements of Convertible Preferred Stock and Stockholders’ (Deficit) Equity - USD ($) $ in Thousands | Convertible Preferred Stock | Common Stock | APIC | Note Receivable | Accumulated Other Comprehensive Income | Accumulated Deficit | Total |
Balance at Dec. 31, 2019 | $ 304,469 | $ 1 | $ 3,816 | $ (408) | $ 60 | $ (246,478) | $ (243,009) |
Balance (in Shares) at Dec. 31, 2019 | 67,728,286 | 8,730,377 | |||||
Retroactive application of recapitalization | |||||||
Retroactive application of recapitalization (in Shares) | 1,048,328 | 135,133 | |||||
As adjusted, beginning of period | $ 304,469 | $ 1 | 3,816 | (408) | 60 | (246,478) | (243,009) |
As adjusted, beginning of period (in Shares) | 68,776,614 | 8,865,510 | |||||
Exercises and vested portion of common stock options | 47 | 47 | |||||
Exercises and vested portion of common stock options (in Shares) | 17,875 | ||||||
Stock-based compensation | 423 | 423 | |||||
Interest on stock purchase promissory note | (3) | (3) | |||||
Unrealized net gain(loss) on marketable securities | (5) | (5) | |||||
Net loss | (16,889) | (16,889) | |||||
Balance at Mar. 31, 2020 | $ 304,469 | $ 1 | 4,286 | (411) | 55 | (263,367) | (259,436) |
Balance (in Shares) at Mar. 31, 2020 | 68,776,614 | 8,883,385 | |||||
Vested portion of common stock options | 3 | 3 | |||||
Vested portion of common stock options (in Shares) | 2,577 | ||||||
Stock-based compensation | 132 | 132 | |||||
Interest on stock purchase promissory note | (3) | (3) | |||||
Unrealized net gain(loss) on marketable securities | 36 | 36 | |||||
Net loss | (8,898) | (8,898) | |||||
Balance at Jun. 30, 2020 | $ 304,469 | $ 1 | 4,421 | (414) | 91 | (272,265) | (268,167) |
Balance (in Shares) at Jun. 30, 2020 | 68,776,614 | 8,885,962 | |||||
Balance at Dec. 31, 2020 | $ 304,469 | $ 1 | 5,482 | (415) | 11 | (366,575) | (361,496) |
Balance (in Shares) at Dec. 31, 2020 | 67,728,286 | 8,854,978 | |||||
Retroactive application of recapitalization | |||||||
Retroactive application of recapitalization (in Shares) | 1,048,328 | 137,061 | |||||
As adjusted, beginning of period | $ 304,469 | $ 1 | 5,482 | (415) | 11 | (366,575) | (361,496) |
As adjusted, beginning of period (in Shares) | 68,776,614 | 8,992,039 | |||||
Exercises and vested portion of common stock options | 2,059 | 2,059 | |||||
Exercises and vested portion of common stock options (in Shares) | 1,089,670 | ||||||
Conversion of promissory note | (415) | 415 | |||||
RSUs withheld for tax purposes | (422) | (422) | |||||
Stock-based compensation | 3,208 | 3,208 | |||||
Unrealized net gain(loss) on marketable securities | (9) | (9) | |||||
Exercise of convertible preferred stock warrants | $ 132,718 | ||||||
Exercise of convertible preferred stock warrants (in Shares) | 3,974,655 | ||||||
Conversion of preferred stock to common | $ (437,187) | $ 7 | 437,187 | 437,194 | |||
Conversion of preferred stock to common (in Shares) | (72,751,269) | 72,751,269 | |||||
Business Combination and PIPE financing | $ 4 | 290,953 | 290,957 | ||||
Business Combination and PIPE financing (in Shares) | 43,894,156 | ||||||
Net loss | (103,627) | (103,627) | |||||
Balance at Mar. 31, 2021 | $ 12 | 738,052 | 2 | (470,202) | 267,864 | ||
Balance (in Shares) at Mar. 31, 2021 | 126,727,134 | ||||||
Vested portion of common stock options | 116 | 116 | |||||
Stock-based compensation | 8,813 | 8,813 | |||||
Unrealized net gain(loss) on marketable securities | (17) | (17) | |||||
Net loss | (41,260) | (41,260) | |||||
Balance at Jun. 30, 2021 | $ 12 | $ 746,981 | $ (15) | $ (511,462) | $ 235,516 | ||
Balance (in Shares) at Jun. 30, 2021 | 126,727,134 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2021 | Jun. 30, 2020 | |
Cash flows from operating activities: | ||
Net loss | $ (144,887) | $ (25,787) |
Adjustments to reconcile net loss to cash used in operating activities | ||
Depreciation and amortization | 8,189 | 8,281 |
Stock-based compensation | 12,021 | 555 |
Change in fair value of warrant liability | 19,153 | 666 |
Telematic devices unreturned | 710 | 497 |
Amortization of debt issuance costs | 11,695 | 166 |
Noncash interest and other expense | 3,872 | 340 |
Changes in operating assets and liabilities | ||
Premiums receivable | (2,081) | 189 |
Accounts receivable | 3,457 | (975) |
Reinsurance recoverable on paid loss | 8,475 | (4,169) |
Reinsurance recoverable on unpaid loss | 33,941 | (1,413) |
Prepaid reinsurance premium | 13,668 | (763) |
Prepaid expenses and other assets | (938) | 1,266 |
Deferred transaction costs | 3,581 | |
Deferred policy acquisition costs, net | (1,665) | (328) |
Digital assets, net | (985) | |
Accounts payable and accrued expenses | 535 | (3,775) |
Ceded reinsurance premium payable | (27,000) | 2,374 |
Loss and loss adjustment expense reserves | 8,383 | (1,779) |
Payable to carriers - premiums and LAE, net | (254) | (1,769) |
Unearned premium reserve | 750 | 898 |
Deferred revenue | (159) | 1,230 |
Other liabilities | 2,005 | 1,294 |
Net cash used in operating activities | (47,534) | (23,002) |
Cash flows from investing activities: | ||
Purchases of telematics devices, improvements, and equipment | (3,170) | (4,583) |
Payments relating to capitalized website and software development costs | (6,182) | (7,368) |
Net change in payable/(receivable) for securities | (754) | 8,228 |
Purchase of securities | (32,626) | (3,004) |
Sales and maturities of marketable securities | 10,515 | 28,760 |
Net cash provided by (used in) investing activities | (32,217) | 22,033 |
Cash flow from financing activities: | ||
Proceeds from notes payable | 2,015 | 25,880 |
Payment on notes payable | (69,351) | |
Proceeds from merger with INSU II, net of issuance costs | 336,469 | |
Proceeds from exercise of common stock options and warrants | 4,349 | 49 |
Net cash provided by financing activities | 273,482 | 25,929 |
Net increase in cash, cash equivalents, restricted cash and restricted cash equivalents | 193,731 | 24,960 |
Cash, cash equivalents, restricted cash and restricted cash equivalents at beginning of period | 50,188 | 42,887 |
Cash, cash equivalents, restricted cash and restricted cash equivalents at end of period | 243,919 | 67,847 |
Supplemental cash flow data: | ||
Cash paid for interest | 3,164 | 1,082 |
Non-cash investing and financing transactions: | ||
Net liabilities assumed in the Business Combination | 45,516 | |
Net exercise of preferred stock warrants | 56,160 | |
Net exercise of promissory note | 415 | |
Capitalized website and software development costs included in accrued liabilities at period end | 274 | |
Capitalized stock-based compensation | 373 | 196 |
Reclassification of liability to equity for vesting of stock options | $ 169 | $ 11 |
Overview and Basis of Presentat
Overview and Basis of Presentation | 6 Months Ended |
Jun. 30, 2021 | |
Accounting Policies [Abstract] | |
Overview and Basis of Presentation | 1. Overview and Basis of Presentation Metromile, Inc. (together with its consolidated subsidiaries, the “Company”) formerly known as INSU Acquisition Corp. II (“INSU”), was incorporated in Delaware on October 11, 2018. INSU was formed for the purpose of effecting a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination with one or more businesses. The registration statement for INSU’s initial public offering (“IPO”) was declared effective on September 2, 2020. On September 8, 2020 INSU consummated the IPO of 23,000,000 units (“Units”), and, with respect to the shares of Class A common stock, par value $0.0001 (the “Class A Common Stock”) included in the Units sold (the “Public Shares”), which included the full exercise by the underwriters of their over-allotment option in the amount of 3,000,000 Units, at $10.00 per Unit, generating gross proceeds of $230.0 million. Simultaneously with the closing of the IPO, INSU consummated the sale of 540,000 units (the “Placement Units”), at a price of $10.00 per Placement Unit in a private placement to the sponsor and Cantor Fitzgerald & Co. (“Cantor”), generating gross proceeds of $5.4 million. Transaction costs amounted to $14.2 million, consisting of $4.0 million in cash underwriting fees, $9.8 million of deferred underwriting fees and $0.4 million of other offering costs. Following the closing of the IPO on September 8, 2020, $230.0 million ($10.00 per Unit) from the net proceeds of the sale of the Units in the IPO and the sale of the Placement Units was placed in a trust account (the “Trust Account”), which was invested in U.S. government securities, within the meaning set forth in Section 2(a)(16) of the Investment Company Act of 1940, as amended (the “Investment Company Act”), with a maturity of 185 days or less, or in money market funds meeting certain conditions under Rule 2a-7 of the Investment Company Act, as determined by INSU. Business Combination On February 9, 2021, the Company consummated a merger pursuant to that certain Agreement and Plan of Merger and Reorganization, dated November 24, 2020, and as amended on January 12, 2021 and February 8, 2021 (the “Merger Agreement”), by and among INSU, INSU II Merger Sub Corp., a Delaware corporation and a direct wholly owned subsidiary of INSU (“Merger Sub”) and MetroMile, Inc., a Delaware corporation (“Legacy Metromile”), pursuant to which, among other things, Merger Sub merged with and into Legacy Metromile, with Legacy Metromile surviving the merger as a wholly owned subsidiary of the Company (the “Merger,” and together with the other transactions contemplated by the Merger Agreement, the “Business Combination”). In connection with the closing of the Business Combination (the “Closing”), the Company changed its name to Metromile, Inc., and Legacy Metromile changed its name to Metromile Operating Company. Unless the context indicates otherwise, references to “INSU” refer to the historical operations of INSU prior to the Closing, and references to the “Company,” “Metromile” and “Metromile Operating Company” refer to the historical operations of Legacy Metromile and its consolidated subsidiaries prior to the Closing and the business of the combined company and its subsidiaries following the Closing. The Merger was accounted for as a reverse recapitalization in accordance with accounting principles generally accepted in the United States (“GAAP”). Under this method of accounting, INSU, who was the legal acquirer, is treated as the “acquired” company for financial reporting purposes and Metromile Operating Company is treated as the accounting acquirer. This determination was primarily based on the fact that Metromile Operating Company’s stockholders prior to the Merger have a majority of the voting power of the Company, Metromile Operating Company’s senior management now comprise substantially all of the senior management of the Company, the relative size of Metromile Operating Company compared to the Company, and that Metromile Operating Company’s operations comprise the ongoing operations of the Company. Accordingly, for accounting purposes, the Merger is treated as the equivalent of a capital transaction in which Metromile Operating Company issued stock for the net assets of INSU, which are stated at historical cost, with no goodwill or other intangible assets recorded, and Metromile Operating Company’s financial statements became those of the Company. Pursuant to the Amended and Restated Certificate of Incorporation of the Company, at the closing, each share of INSU’s Class B Common Stock, par value $0.0001 per share (the “Class B Common Stock”), converted into one share of INSU’s Class A Common Stock. After the Closing and following the effectiveness of the Second Amended and Restated Certificate of Incorporation of the Company, each share of Class A Common Stock was automatically reclassified, redesignated and changed into one validly issued, fully paid and non-assessable share of the Company’s Common Stock, par value $0.0001 per share (the “Common Stock”), without any further action by the Company or any stockholder thereof. On February 9, 2021, a number of purchasers (each, a “Subscriber”) purchased from the Company an aggregate of 17,000,000 shares of Common Stock (the “PIPE Shares”), for a purchase price of $10.00 per share and an aggregate purchase price of $170.0 million, pursuant to separate subscription agreements (each, a “Subscription Agreement”) entered into effective as of November 24, 2020. Pursuant to the Subscription Agreements, the Company gave certain registration rights to the Subscribers with respect to the PIPE Shares. The sale of PIPE Shares was consummated concurrently with the Closing. Description of Business after the Business Combination The Company, through Metromile Operating Company and its wholly owned subsidiary, Metromile Insurance Services LLC (the “GA Subsidiary”), sells pay-per-mile auto insurance to consumers in eight states: California, Washington, Oregon, Illinois, Pennsylvania, Virginia, New Jersey, and Arizona. Metromile Operating Company has a wholly owned subsidiary, Metromile Insurance Company (the “Insurance Company”), which focuses on property and casualty insurance. In January 2019, Metromile Operating Company formed Metromile Enterprise Solutions, LLC (“Enterprise”), a wholly owned subsidiary, which focuses on selling its insurance solution technology to third party customers. The Insurance Company provides auto insurance to customers with premiums based on a flat rate plus an adjustable rate based on actual miles driven. To record miles driven, the GA Subsidiary may provide drivers with a telematics device, the Metromile Pulse, which plugs into a car’s on-board diagnostic system to capture mileage. The GA Subsidiary acts as a full-service insurance General Agent (“GA”). As a full-service GA, the subsidiary provides all policy pricing, binding, and servicing (payments and customer service) for the policyholders. Until late 2016, the GA Subsidiary underwriting carrier was National General Insurance (“NGI”) and its related carriers. The GA Subsidiary began transitioning NGI-issued policies upon renewal in late 2016 to the Insurance Company and has only a small number of policies with NGI as of June 30, 2021. Policies underwritten by the Insurance Company are binded by the GA as well as through a network of independent agents. NGI handles claims for the GA Subsidiary’s policies underwritten by NGI and its related carriers, for which it pays NGI a fee for the LAE. NGI bears the risk of loss under these policies. Accordingly, the Company has no exposure to claims that would require an accrual for those NGI-related losses. The Insurance Company bears risk of loss under all insurance policies it underwrites. The financial statements include reserves for future claims based on actuarial estimates for the Insurance Company. The Loss and LAE reserves as of December 31, 2020 and June 30, 2021 (unaudited) were $57.1 million and $65.5 million, respectively. Basis of Presentation The accompanying interim unaudited consolidated financial statements have been prepared in accordance GAAP and in accordance with the rules and regulations of the U.S. Securities and Exchange Commission (“SEC”). References to the Accounting Standard Codification (“ASC”) and Accounting Standard Updates (“ASU”) included hereinafter refer to the Accounting Standards Codification and Updates established by the Financial Accounting Standards Board (“FASB”) as the source of authoritative GAAP. The consolidated financial statements include the accounts of Metromile, Inc. and its subsidiaries, all of which are wholly owned. All intercompany accounts and transactions have been eliminated in consolidation. These unaudited consolidated financial statements should be read in conjunction with the Company’s audited consolidated financial statements and notes thereto for the year ended December 31, 2020, which are included in the Company’s Post-Effective Amendment No. 1 to Form S-1 filed with the SEC on August 9, 2021. Liquidity and Capital Resources The Company’s consolidated financial statements have been prepared assuming the Company will continue as a going concern. The Company has had recurring losses and an accumulated deficit since its inception, related primarily to the development of its website, technology, customer acquisition, insurance losses and other operations. The Company obtained additional funding of $310 million in 2021 in connection with the Business Combination to support its ongoing operations and fund future growth of the Company. Management has concluded that substantial doubt regarding the Company’s ability to continue as a going concern for the period August 2021 through September 2022 has been alleviated based upon the recent funding and future operational improvement plans. In the first quarter of 2020, the global pandemic caused by COVID-19 breached the U.S. and resulted in Shelter-In-Place orders across the country and insurance department bulletins limiting the actions that insurance carriers may take and reducing the amount of premiums that will be promptly received in the short term. These factors resulted in a significant decline in both revenues and losses of the Insurance Company. In addition, in response to these events, the Company performed a temporary reduction in force of 125 employees to further align costs with revenue during the second quarter of 2020. The Company will continue to monitor the situation closely, but given the uncertainty about the duration or magnitude of the pandemic, management cannot estimate the impact on its financial condition, operations, and workforce. Unaudited interim financial information The accompanying interim consolidated balance sheet as of June 30, 2021, the interim consolidated statements of operations, comprehensive loss, convertible preferred stock and stockholders’ (deficit) equity for the three months and six months ended June 30, 2020 and 2021, and cash flows for the six months ended June 30, 2020 and 2021 are unaudited. These unaudited interim consolidated financial statements are presented in accordance with the rules and regulations of the SEC and do not include all disclosures normally required in annual consolidated financial statements prepared in accordance with GAAP. In management’s opinion, the unaudited interim consolidated financial statements have been prepared on the same basis as the annual financial statements and include all adjustments, which include only normal recurring adjustments, necessary for the fair presentation of the Company’s financial position as of June 30, 2021 and the Company’s consolidated results of operations for the three months and six months ended June 30, 2020 and 2021, and cash flows for the six months ended June 30, 2020 and 2021. The results of operations for the periods presented are not necessarily indicative of the results to be expected for the full fiscal year or any other future interim or annual periods. Use of Estimates The preparation of consolidated financial statements in accordance with GAAP requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and the accompanying notes. The Company’s principal estimates include unpaid losses and LAE reserves; the fair value of investments; the fair value of stock-based awards; the fair value of the warrant liability; premium refunds to policyholders; reinsurance recoverable on unpaid loss; and the valuation allowance for income taxes. Because of uncertainties associated with estimating the amounts, timing and likelihood of possible outcomes, actual results could differ materially from these estimates. There have been no material changes to our significant accounting policies from our audited consolidated financial statements included in the Company’s Post-Effective Amendment No. 1 to Form S-1 filed with the SEC on August 9, 2021. Digital Assets, Net During the six months ended June 30, 2021, the Company purchased an aggregate of $1.0 million in digital assets, comprised solely of bitcoin. The Company currently accounts for these digital assets as indefinite-lived intangible assets in accordance with ASC 350, Intangibles—Goodwill and Other. The Company has ownership of and control over the purchased bitcoin asset and uses third-party custodial services to secure it. The digital assets are initially recorded at cost and are subsequently remeasured on the consolidated balance sheets at cost, net of any impairment losses incurred since acquisition. An impairment analysis is performed at each reporting period to identify whether events or changes in circumstances, in particular decreases in the quoted prices on active exchanges, indicate that it is more likely than not that digital assets held by the Company are impaired. The fair value of digital assets is determined on a nonrecurring basis in accordance with ASC 820, Fair Value Measurement, based on quoted prices on the active exchange(s) that the Company has determined is its principal market for bitcoin (Level 1 inputs). If the carrying value of the digital asset exceeds the fair value based on the lowest price quoted in the active exchanges during the period, an impairment loss has occurred with respect to those digital assets in the amount equal to the difference between their carrying values and the price determined. Impairment losses are recognized within Other expense in the consolidated statements of operations in the period in which the impairment is identified. The impaired digital assets are written down to their fair value at the time of impairment and this new cost basis will not be adjusted upward for any subsequent increase in fair value. Gains are not recorded until realized upon sale. There were no digital assets sales during the six months ended June 30, 2021. Recent Issued Accounting Pronouncements As an emerging growth company (“EGC”), the Jumpstart Our Business Startups Act (the “JOBS Act”) allows the Company to delay adoption of new or revised accounting pronouncements applicable to public companies until such pronouncements are applicable to private companies. The Company has elected to use this extended transition period under the JOBS Act until such time as the Company is no longer considered to be an EGC. The adoption dates discussed below reflect this election. In February 2016, FASB issued ASU 2016-02, Leases In June 2016, FASB issued ASU 2016-13, Financial Instruments-Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments In March 2020, FASB issued ASU 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting |
Fair Value of Financial Instrum
Fair Value of Financial Instruments | 6 Months Ended |
Jun. 30, 2021 | |
Fair Value Disclosures [Abstract] | |
Fair Value of Financial Instruments | 2. Fair Value of Financial Instruments Topic 820, Fair Value Measurements Level 1 — Quoted prices in active markets for identical assets or liabilities. Level 2 — Observable inputs other than Level 1 prices such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. Level 3 — Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. An asset’s or liability’s fair value measurement level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. Valuation techniques used need to maximize the use of observable inputs and minimize the use of unobservable inputs. The following is a description of the valuation methodologies used for instruments measured at fair value on a recurring basis and recognized in the accompanying consolidated balance sheet, as well as the general classification of such instruments pursuant to the valuation hierarchy. Cash and Cash Equivalents The Company’s cash and cash equivalents are demand and money market accounts and other highly liquid investments with an original maturity of three months or less. Demand and money market accounts are at stated values. Fair values for other cash equivalents are classified as Level 1 and are based upon appropriate valuation methodology. Marketable Securities — Available-for-sale The Company classifies highly liquid money market funds, U.S. Treasury bonds and certificates of deposit within Level 1 of the fair value hierarchy because they are valued based on quoted market prices in active markets and upon models that take into consideration such market-based factors as recent sales, risk-free yield curves, and prices of similarly rated bonds. Commercial paper, corporate bonds, corporate debt securities, repurchase agreements, and asset backed securities are classified within Level 2 because they are valued using inputs other than quoted prices that are directly or indirectly observable in the market, including readily available pricing sources for the identical underlying security which may not be actively traded. The Company did not hold any securities classified within Level 3 as of December 31, 2020 and June 30, 2021 (unaudited). Assets measured on a recurring basis at fair value, primarily related to marketable securities, included in the consolidated balance sheets as of December 31, 2020 and June 30, 2021 (unaudited) (in thousands) are set forth below: Fair Value Measurement at Level 1 Level 2 Level 3 Total Cash equivalents Money market accounts $ 6,771 $ - $ - $ 6,771 Total cash equivalents 6,771 - - 6,771 Restricted cash equivalents Money market accounts 6,201 - - 6,201 Certificates of deposits 3,331 - - 3,331 Total restricted cash equivalents 9,532 - - 9,532 Marketable securities - restricted Corporate debt securities - 5,955 - 5,955 U.S. treasury securities 6,994 - - 6,994 Commercial paper - 8,791 - 8,791 Asset backed securities - 2,911 - 2,911 Total marketable securities - restricted $ 6,994 $ 17,657 $ - $ 24,651 Fair Value Measurement at Level 1 Level 2 Level 3 Total Cash equivalents Money market accounts $ 196,296 $ - $ - $ 196,296 Total cash equivalents 196,296 - - 196,296 Restricted cash equivalents Money market accounts 23,962 - - 23,962 Certificates of deposits 3,331 - - 3,331 Total restricted cash equivalents 27,293 - - 27,293 Marketable securities - restricted Corporate debt securities - 4,473 - 4,473 U.S. treasury and agency securities 20,313 1,995 - 22,308 Commercial paper - 14,681 - 14,681 Asset backed securities - 5,175 - 5,175 Total marketable securities - restricted $ 20,313 $ 26,324 $ - $ 46,637 Public and Private Warrants At the Closing, Metromile Operating Company acquired the net liabilities from INSU, including warrants exercisable for common stock. The Company estimated the fair value of warrants exercisable for common stock measured at fair value on a recurring basis at the respective dates using the public trading price, for the Public warrants, and the Black-Scholes option valuation model, for the Private placement warrants (together with the public warrants, the “Warrants”), respectively. The Black-Scholes option valuation model inputs are based on the estimated fair value of the underlying common stock at the valuation measurement date, the remaining contractual term of the warrant, the risk-free interest rates, the expected dividends, and the expected volatility of the price of the Company’s underlying stock. These estimates, especially the expected volatility, are highly judgmental and could differ materially in the future. The methods described above may produce a fair value calculation that may not be indicative of net realizable value or reflective of future fair values. We consider our Public warrants to be Level 1 liabilities as we use publicly and readily available information to measure the fair value of the warrants. For our Private placement warrants, while the Company believes its valuation methods are appropriate and consistent with other market participants, the use of different methodologies or assumptions to determine the fair value of certain financial instruments could result in a different fair value measurement at the reporting date and as such are classified as Level 2 liabilities. The table below sets forth a summary of changes in the fair value of the Company’s Level 1, Level 2, and Level 3 liabilities for the years ended December 31, 2020 and the six months ended June 30, 2021 (unaudited) (in thousands): Balance at December 31, 2019 $ 1,738 Issuance of warrant on Series E convertible preferred stock 12,620 Increase in fair value of warrant 69,294 Balance at December 31, 2020 $ 83,652 Increase in fair value of warrants 47,062 Exercise of preferred stock warrants prior to Business Combination (130,714 ) Public and Private placement Warrants acquired in Business Combination 45,623 Decrease in fair value of Public and Private placement Warrants (27,909 ) Balance at June 30, 2021 $ 17,714 The fair value of the Private placement warrants was determined using the Black-Scholes option valuation model using the following assumptions for values as of June 30, 2021: Estimated Fair Value of Warrants as of Risk-Free Expected June 30, Exercise Dividend Interest Term 2021 Price Yield Volatility Rate (in Years) Private placement warrants $ 770 $ 11.50 0 % 65.00 % 0.79 % 4.6 In connection with the Merger, each of the Metromile Operating Company convertible preferred stock warrants outstanding as of December 31, 2020 was exercised for shares of Metromile Operating Company common stock. Therefore, there were no convertible preferred stock warrants outstanding after the Closing. Through the three months and six months ended June 30, 2020 and 2021 (unaudited), there were no transfers to or from any Level. The carrying amounts of accounts payable, accrued expenses and notes payable approximate their fair values because of the relatively short periods until they mature or are required to be settled. |
Marketable Securities
Marketable Securities | 6 Months Ended |
Jun. 30, 2021 | |
Marketable Securities Disclosure [Abstract] | |
Marketable Securities | 3. Marketable Securities The Company has investments in certain debt securities that have been classified as available-for-sale and recorded at fair value. These investments are included in both assets for securities with a maturity of one-year or less and assets for securities with a maturity of more than one-year. These securities are held in the Insurance Company and shown as restricted given that the transfer of these assets is subject to the approval of the state regulators. As of December 31, 2020 and June 30, 2021 (unaudited), deposits with various states consisted of bonds with carrying values of $4.9 million and $5.2 million, respectively. When evaluating an investment for other-than-temporary impairment, the Company reviews factors such as the length of time and extent to which fair value has been below its cost basis, the financial condition of the issuer and any changes thereto, changes in market interest rates and the Company’s intent to sell, or whether it is more likely than not it will be required to sell the investment before recovery of the investment’s cost basis. As of December 31, 2020 and June 30, 2021 (unaudited), the Company does not consider any of its investments to be other-than-temporarily impaired. Unrealized gains and losses arising from the revaluation of available-for-sale securities are included in the consolidated statements of other comprehensive loss. Realized gains and losses on sales of investments are generally determined using the specific identification method and are included in the consolidated statements of operations. The cost basis and fair value of available-for-sale securities as of December 31, 2020 and June 30, 2021 (unaudited) are presented below (in thousands): As of December 31, 2020 Amortized Unrealized Unrealized Estimated Cost Gain Loss Fair Value Marketable securities - restricted Corporate debt securities $ 5,938 $ 17 $ - $ 5,955 U.S. treasury securities 6,994 - - 6,994 Commercial paper 8,791 - - 8,791 Asset backed securities 2,911 - - 2,911 Total marketable securities - restricted $ 24,634 $ 17 $ - $ 24,651 As of June 30, 2021 Amortized Unrealized Unrealized Estimated Cost Gain Loss Fair Value Marketable securities - restricted Corporate debt securities $ 4,473 $ - $ - $ 4,473 U.S. treasury and agency securities 22,319 - (11 ) 22,308 Commercial paper 14,681 - - 14,681 Asset backed securities 5,175 - - 5,175 Total marketable securities - restricted $ 46,648 $ - $ (11 ) $ 46,637 The amortized cost and estimated fair value of marketable securities as of December 31, 2020 and June 30, 2021 (unaudited) are shown below by contractual maturity (in thousands): As of December 31, Amortized Estimated Cost Fair Value Due within one year $ 21,603 $ 21,629 Due between one to five years 3,031 3,022 $ 24,634 $ 24,651 As of June 30, Amortized Estimated Cost Fair Value Due within one year $ 45,898 $ 45,893 Due between one to five years 750 744 $ 46,648 $ 46,637 |
Business Combination
Business Combination | 6 Months Ended |
Jun. 30, 2021 | |
Business Combinations [Abstract] | |
Business Combination | 4. Business Combination As described in Note 1, the Business Combination was consummated on February 9, 2021 (the “Closing Date”). For financial accounting and reporting purposes under GAAP, the Business Combination was accounted for as a reverse acquisition and recapitalization, with no goodwill or other intangible asset recorded. As a result, the historical operations of Metromile Operating Company are deemed to be those of the Company. Thus, the financial statements included in this report reflect (i) the historical operating results of Metromile Operating Company prior to the Business Combination; (ii) the combined results of the Company and Metromile Operating Company following the Business Combination; (iii) the assets and liabilities of Metromile Operating Company at their historical cost; and (iv) the Company’s equity structure for all periods presented. In accordance with guidance applicable to these circumstances, the equity structure has been restated in all comparative periods up to the Closing Date, to reflect the number of shares of the Company’s common stock issued to Metromile Operating Company stockholders in connection with the recapitalization transaction. As such, the shares and corresponding capital amounts and earnings per share related to Metromile Operating Company redeemable convertible preferred stock and Metromile Operating Company common stock prior to the Business Combination have been retroactively restated as shares reflecting the exchange ratio established in the Merger Agreement. Activity within the statement of stockholder’s equity for the issuances and repurchases of Metromile Operating Company redeemable preferred stock, were also retroactively converted to Metromile Operating Company common stock. The following table reconciles the elements of the Business Combination to the consolidated statement of cash flows and the consolidated statement of stockholders’ equity for the six months ended June 30, 2021 (dollars in thousands). Recapitalization Cash – INSU’s trust and cash (net of redemptions) $ 229,925 Cash – PIPE 170,000 Less transaction costs and advisory fees paid 31,456 Less cash payments to Metromile Operating Company stockholders 32,000 Net Business Combination and PIPE financing 336,469 Less non-cash net liabilities assumed from INSU 45,516 Net contributions from Business Combination and PIPE Financing $ 290,953 Number of Shares INSU Class A Common stock, outstanding prior to Business Combination 23,540,000 INSU Class B Common stock, outstanding prior to Business Combination 6,669,667 Less redemption of INSU shares 8,372 Common stock of INSU 30,201,295 Shares issued in PIPE 17,000,000 Business Combination and PIPE financing shares 47,201,295 Metromile Operating Company shares (1) 79,525,839 Total shares of common stock immediately after Business Combination 126,727,134 (1) The number of Metromile Operating Company shares was determined from the 78,313,665 shares of Metromile Operating Company common and preferred stock outstanding immediately prior to the closing of the Business Combination, which are presented net of the common and preferred stock redeemed, converted at the Exchange Ratio of 1.01547844. All fractional shares were rounded down. |
Deferred Policy Acquisition Cos
Deferred Policy Acquisition Costs, Net | 6 Months Ended |
Jun. 30, 2021 | |
Deferred Policy Acquisition Costs Disclosures [Abstract] | |
Deferred Policy Acquisition Costs, Net | 5. Deferred Policy Acquisition Costs, Net DPAC consists of the following (in thousands): December 31, June 30, 2020 2021 (unaudited) Deferred policy acquisition costs $ 10,511 $ 11,069 Less deferred ceding commission (1,202 ) (95 ) Less accumulated amortization (8,653 ) (9,359 ) Deferred policy acquisition costs, net $ 656 $ 1,615 For the three months ended June 30, 2020 and 2021 (unaudited), total amortization expense was approximately $0.4 million and $0.3 million, respectively. For the six months ended June 30, 2020 and 2021 (unaudited), total amortization expense was approximately $0.8 million and $0.7 million, respectively. During all periods presented the amortization expense was included as part of sales, marketing and other acquisition costs in the Company’s consolidated statements of operations. |
Digital Assets, Net
Digital Assets, Net | 6 Months Ended |
Jun. 30, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Digital Assets, Net | 6. Digital Assets, Net In June 2021, the Company purchased and received $1.0 million of bitcoin. During the three months and six months ended June 30, 2021, the Company recorded $0.1 million of impairment losses on bitcoin. There were no realized gains or losses recognized during the three months and six months ended June 30, 2021. As of June 30, 2021, the carrying value of the Company’s bitcoin digital assets held was $0.9 million, which reflects cumulative impairments of $0.1 million. The fair market value of bitcoin held as of June 30, 2021 was $0.9 million. |
Loss and Loss Adjustment Expens
Loss and Loss Adjustment Expense Reserves | 6 Months Ended |
Jun. 30, 2021 | |
Insurance [Abstract] | |
Loss and Loss Adjustment Expense Reserves | 7. Loss and Loss Adjustment Expense Reserves The following table provides a reconciliation of the beginning and ending reserve balances for losses and LAE, net of reinsurance recoverable, for the six months ended June 30, 2020 and 2021 (unaudited) (in thousands): Six Months Ended 2020 2021 (unaudited) Balance at January 1 $ 52,222 $ 57,093 Less reinsurance recoverable (28,837 ) (33,941 ) Net balance at January 1 23,385 23,152 Incurred related to: Current year 6,928 33,727 Prior years 738 1,108 Total incurred 7,666 34,835 Paid related to: Current year 2,324 9,760 Prior years 8,534 (17,249 ) Total paid 10,858 (7,489 ) Net balance at end of period 20,193 65,476 Plus reinsurance recoverable 30,250 - Balance at end of period $ 50,443 $ 65,476 These reserve estimates are generally the result of ongoing analysis of recent loss development trends and emerging historical experience. Original estimates are increased or decreased as additional information becomes known regarding individual claims. In setting reserves, the Company reviewed its loss data to estimate expected loss development. Management believes that the use of sound actuarial methodology applied to its analyses of historical experience provides a reasonable estimate of future losses. However, actual future losses may differ from the Company’s estimates, and future events beyond the control of management, such as changes in law, judicial interpretations of law and inflation, may favorably or unfavorably impact the ultimate settlement of the Company’s losses and LAE. The anticipated effect of inflation is implicitly considered when estimating liabilities for losses and LAE. While anticipated price increases due to inflation are considered in estimating the ultimate claim costs, the increase in average severities of claims is caused by a number of factors that vary with the individual type of policy written. Future average severities are projected based on historical trends adjusted for implemented changes in underwriting standards, policy provisions, and general economic trends. The estimation of unpaid losses and LAE reserves is based on existing factors at the date of estimation. Accordingly, future events may result in ultimate losses and LAE significantly varying from a reasonable provision as of the date of estimation. Unfavorable development of claims in future years could result in a significant negative impact on operations, stockholders’ surplus, and RBC. Such development, if not offset by other increases in stockholders’ surplus, could result in the insurance departments of the state of domicile taking regulatory actions against the Insurance Company. During the six months ended June 30, 2021, the Company experienced unfavorable development on losses and LAE from prior accident years as a result of higher severity for the injury coverages. The Company has not had any unfavorable prior year claim experience on retrospectively rated policies. However, the business to which the development relates is subject to premium adjustments. In 2020, the Company experienced unfavorable development on losses and LAE from prior accident years as a result of adverse LAE development. The Company has not had any unfavorable prior year claim experience on retrospectively rated policies. However, the business to which the development relates is subject to premium adjustments. |
Reinsurance
Reinsurance | 6 Months Ended |
Jun. 30, 2021 | |
Reinsurance Disclosures [Abstract] | |
Reinsurance | 8. Reinsurance During the periods presented, the Company used reinsurance contracts to protect itself from losses due to concentration of risk and to manage its operating leverage ratios. As of June 30, 2021, the Company has commuted all of its reinsurance agreements. In February 2021, Metromile Insurance Company entered into a settlement agreement with Horseshoe Re Limited (“Horseshoe”) to commute the reinsurance agreements with effective dates beginning May 1, 2017, May 1, 2018, and May 1, 2019. Pursuant to the agreement, Metromile Insurance Company paid approximately $9 million, net, for commutation of the underlying agreements. In June and July 2021, Metromile Insurance Company entered into settlement agreements with Horseshoe, Partner Reinsurance Company of the U.S. (“Partner”), Topsail Reinsurance SPC Ltd. (“Topsail”), The Cincinnati Insurance Company (“Cincinnati”) and Mapfre Re (“Mapfre”) to commute the reinsurance agreements between the parties with effective dates beginning May 1, 2017, May 1, 2018, May 1, 2019, and May 1, 2020. The commutations were effective April 30, 2021. Pursuant to the settlements, Metromile Insurance Company paid approximately $6.2 million, net, for commutation of the underlying agreements out of which $4.1 million was settled with reinsurers in July 2021 and included as part of other liabilities in the Company’s consolidated balance sheets as of June 30, 2021 Prior to the above-mentioned reinsurance agreement commutations, the Company had several reinsurance agreements in place. Effective May 1, 2017, two quota-share reinsurance agreements were entered into under which 85% of the Company’s premiums and losses related to its renewal business occurring May 1, 2017 through April 30, 2018 were ceded to two unaffiliated reinsurers. Effective May 1, 2018, three quota-share reinsurance agreements were in place whereby 85% of the Company’s premiums and losses related to its second term renewal business occurring May 1, 2018 through April 30, 2019, but not covered by the earlier quota-share agreements, were ceded to three unaffiliated reinsurers. Effective May 1, 2019, four quota-share reinsurance agreements were in place whereby 85% of the Company’s premiums and losses, subject to a loss corridor, related to its new and renewal business occurring May 1, 2019 through April 30, 2020, but not covered by the earlier quota-share agreements, were ceded to four unaffiliated reinsurers. Effective May 1, 2020, five quota-share reinsurance agreements were in place whereby 85% of the Company’s premiums and losses, subject to a loss corridor for one agreement, related to its new and renewal business occurring May 1, 2020 through April 30, 2021, but not covered by the earlier quota-share agreements, were ceded to five unaffiliated reinsurers. In addition, under the reinsurance agreements effective May 1, 2017 and May 1, 2018, LAE was ceded at a fixed rate of 3% of ceded earned premium. Under the reinsurance agreement effective May 1, 2019, LAE was ceded at a fixed rate of 6% of ceded earned premium. Under the reinsurance agreement effective May 1, 2020, LAE was ceded at a fixed rate of 4.75 – 6.0% of ceded earned premium. For the reinsurance agreements effective May 1, 2017 and May 1, 2018, the Company received a 10.2% ceding commission, sliding based on loss ratios of the ceded business. For the reinsurance agreement effective May 1, 2019, the Company received a 10.0% ceding commission. For the reinsurance agreement effective May 1, 2020, the Company received a 10.0 – 11.75% ceding commission, sliding based on loss performance of the ceded business. In addition, the Company received revenue from the reinsurers related to the acquisition costs incurred related to the ceded policies. The revenue was based on the number of policies newly ceded to the reinsurers. During the three months ended June 30, 2020 and 2021 (unaudited) the Company received $2.6 million and $1.1 million, respectively, for acquisition costs from the reinsurers, pursuant to the existing reinsurance agreements. During the six months ended June 30, 2020 and 2021 (unaudited) the Company received $7.0 million and $4.7 million, respectively, for acquisition costs from the reinsurers, pursuant to the existing reinsurance agreements. This revenue is recorded in other revenue on the consolidated statements of operations. The insurance company was not relieved of its primary obligations to policyholders as a result of any reinsurance agreements. The credit risk associated with the Company’s reinsurance contracts was mitigated by using a diverse group of reinsurers and monitoring their financial strength ratings. The former reinsurance counterparties and their A.M. Best financial strength ratings are as follows: Mapfre (A), Cincinnati (A+), Partner (A+), Horseshoe (not rated), and Topsail (not rated). For reinsurance counterparties not rated, adequate levels of collateral were required either in the form of a letter of credit or funded trust account. The effect of the Company’s reinsurance agreements on premiums, loss and LAE related to the insurance company for the year ended December 31, 2020 and the six months ended June 30, 2021 (unaudited) is as follows (in thousands): December 31, 2020 Premium Premium Unearned Losses and LAE Loss and LAE Written Earned Premium Incurred Reserves Direct $ 100,611 $ 99,712 $ 16,070 $ 74,943 $ 57,093 Ceded (85,504 ) (84,740 ) (13,668 ) (54,010 ) (33,941 ) Net $ 15,107 $ 14,972 $ 2,402 $ 20,933 $ 23,152 June 30, 2021 Premium Premium Unearned Losses and LAE Loss and LAE Written Earned Premium Incurred Reserves Direct $ 54,330 $ 53,580 $ 16,820 $ 49,536 $ 65,476 Ceded (19,411 ) (33,080 ) - (14,701 ) - Net $ 34,919 $ 20,500 $ 16,820 $ 34,835 $ 65,476 |
Notes Payable, net
Notes Payable, net | 6 Months Ended |
Jun. 30, 2021 | |
Debt Disclosure [Abstract] | |
Notes Payable, net | 9. Notes Payable, net The following table summarizes the Company’s debt outstanding, net of issuance costs (in thousands): December 31, June 30, 2020 2021 (unaudited) 2019 Loan and Security Agreement $ 25,000 $ - Subordinated Note Purchase and Security Agreement 32,461 - Paycheck Protection Program Loan 5,880 - Principal Amount Due 63,341 - Less: Unamortized debt issuance costs and discounts (11,407 ) - Notes payable, net $ 51,934 $ - Paycheck Protection Program Loan In April 2020, the Company was granted a loan under the Paycheck Protection Program offered by the Small Business Administration under the Coronavirus Aid, Relief, and Economic Security Act (“CARES Act”), section 7(a)(36) of the Small Business Act for approximately $5,900,000. The loan was evidenced by a promissory note and bore interest at 1% with payments deferred for 10 months after the covered period of 24 weeks. Monthly payments of principal and interest of approximately $330,000 would have begun in September 2021 and continued through maturity in April 2022, if required. The loan was subject to partial or full forgiveness if the Company: used all proceeds for eligible purposes; maintained certain employment levels; and maintained certain compensation levels in accordance with and subject to the CARES Act and the rules, regulations and guidance. This loan was repaid in February 2021 and is no longer outstanding. Subordinated Note Purchase and Security Agreement In April 2020, the Company entered into that certain Note Purchase and Security Agreement (as amended, the “Note Purchase Agreement”) with us, as issuer, certain of our subsidiaries, as guarantors, and certain affiliates of Hudson Structured Capital Management (collectively, “Hudson”) with borrowings totaling $31.6 million through December 31, 2020 in the aggregate, along with $0.9 million of capitalized payment in kind (“PIK”) interest. The transaction further provided for additional funds up to $15.0 million over time, from Hudson, the timing of which was subject to reinsurance settlement timing. The outstanding principal under the Note Purchase Agreement was due in April 2025 and bore interest at the following rates: 2% per annum payable quarterly in arrears in cash, and a varying interest rate of 9.0% to 11.0% of PIK interest. The PIK interest was based on the aggregate outstanding principal balance as follows: (i) 11.0% if the outstanding balance was less than $5.0 million; (ii) 10.0% if the outstanding balance was greater than or equal to $5.0 million but less than $10.0 million; and (iii) 9.0% if the outstanding balance was greater than or equal to $10.0 million. PIK interest represents contractually deferred interest that is added to the principal balance outstanding and due at maturity. The loan was secured by substantially all assets of the Company. As of December 31, 2020, the outstanding principal and capitalized PIK interest on the Note Purchase Agreement was $32.5 million, along with $0.6 million of accrued PIK interest not subject to capitalization as of such date. The loan was able to be prepaid in an amount equal to the outstanding principal, accrued cash and PIK interest, and the end of term fee equal to 1% of the principal amount being prepaid. This loan was repaid in March 2021 and is no longer outstanding. As part of the Note Purchase and Security Agreement, the Company issued warrants for up to 8,669,076 of Series E convertible preferred shares, which the Company estimated to have a fair value of $12.5 million at issuance which was recorded as a discount to the debt and was amortized to interest expense over the term of the debt. These warrants were exercised in February 2021 and are no longer outstanding. 2019 Loan and Security Agreement In December 2019, the Company entered into a Loan and Security Agreement (the “2019 Loan and Security Agreement”) with a group of lenders for a term loan in the amount of $25.0 million. Minimum payments of interest were due monthly through December 2021. Beginning in January 2022, equal payments of principal would have been due monthly in an amount necessary to fully amortize the loan by June 5, 2024. An end of term payment of $0.6 million was due at maturity or date of any prepayment. At the time of origination, the lender was granted a warrant to purchase Series E convertible preferred stock, estimated to have a fair value of $0.5 million at issuance. The warrants were exercised in February 2021 and are no longer outstanding. The loan was secured by substantially all assets of the Company. The Company was required to obtain the lender’s consent regarding certain dispositions, and changes in business, management, or ownership including mergers and acquisitions, as more fully described in the 2019 Loan Agreement. The balance outstanding net of debt issuance costs for the 2019 Loan Agreement was $24.3 million as of December 31, 2020. The loan was prepaid in February 2021 and is no longer outstanding. The loan was able to be prepaid in an amount equal to the outstanding principal, accrued interest, and the end of term fee, plus a prepayment charge of 3% if paid in the first year after the effective date, 2% if paid in the second year after the effective date, or 1% if prepaid after the second year subsequent to the effective date. |
Commitments
Commitments | 6 Months Ended |
Jun. 30, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments | 10. Commitments The Company leases facilities in San Francisco, California, which is the corporate headquarters, Tempe, Arizona and Boston, Massachusetts, as well as certain equipment. The leases are non-cancellable operating leases that expire on various dates through 2030. Future minimum lease payments relating to these agreements as of June 30, 2021 (unaudited), are as follows (in thousands): As of June 30, 2021 Purchase Obligations Leases Total 2021 (remaining six months) $ 3,055 $ 1,646 $ 4,701 2022 - 3,093 3,093 2023 - 3,181 3,181 2024 - 3,190 3,190 2025 - 2,433 2,433 Thereafter - 11,186 11,186 Total minimum lease payments $ 3,055 $ 24,729 $ 27,784 For the three months ended June 30, 2020 and 2021 (unaudited), rent expense was approximately $0.7 million. For the six months ended June 30, 2020 and 2021 (unaudited), rent expense was approximately $1.5 million and $1.4 million, respectively. It was included as part of other operating expenses on the Company’s consolidated statements of operations. The Company was not a party to any material litigation, regulatory actions, or arbitration other than what is routinely encountered in claims activity and routine regulatory examinations, none of which is expected by the Company to have a materially adverse effect on the Company’s financial position or operations and/or cash flow as of December 31, 2020 and June 30, 2021 (unaudited). |
Stockholders_ Equity
Stockholders’ Equity | 6 Months Ended |
Jun. 30, 2021 | |
Stockholders' Equity Note [Abstract] | |
Stockholders’ Equity | 11. Stockholders’ Equity Common Stock As of June 30, 2021, the Company had authorized a total of 640,000,000 shares for issuance as common stock. As of June 30, 2021, the Company had 126,727,134 shares of common stock issued and outstanding. Preferred Stock As of June 30, 2021, the Company had authorized a total of 10,000,000 shares for issuance as preferred stock. The Company’s board of directors has the authority to issue preferred stock and to determine the rights, privileges, preferences, restrictions, and voting rights of those shares. As of June 30, 2021, the Company had no shares of preferred stock outstanding. |
Public and Private Warrants
Public and Private Warrants | 6 Months Ended |
Jun. 30, 2021 | |
Public and Private Warrants [Abstract] | |
Public and Private Warrants | 12. Public and Private Warrants As of June 30, 2021, the Company had 7,666,646 public warrants and 180,000 private placement warrants outstanding. Each whole warrant entitles the registered holder to purchase one share of common stock at a price of $11.50 per share, subject to adjustment, at any time commencing on September 8, 2021, which is the later of 30 days after the completion of the Business Combination or 12 months from INSU’s IPO closing date. The public warrants will expire on the fifth anniversary of the Business Combination, or earlier upon redemption or liquidation. The Company may call the public warrants for redemption: ● in whole or in part; ● at a price of $0.01 per warrant; ● upon a minimum of 30 days’ prior written notice of redemption; and ● if, and only if, the last reported closing price of the ordinary shares equals of exceeds $18.00 per share for any 20 trading days within a 30-trading day period on the third trading day prior to the date on which the Company sends the notice of redemption to the warrant holders. If the Company calls the public warrants for redemption, management will have the option to require all holders that wish to exercise the public warrants to do so on a “cashless basis,” as described in the warrant agreement. The exercise price and number of shares of common stock issuable upon exercise of the warrants may be adjusted in certain circumstances including in the event of a share dividend, recapitalization, reorganization, merger or consolidation. However, the warrants will not be adjusted for issuance of common stock at a price below its exercise price. |
Stock Option Plans
Stock Option Plans | 6 Months Ended |
Jun. 30, 2021 | |
Share-based Payment Arrangement [Abstract] | |
Stock Option Plans | 13. Stock Option Plans Restricted Stock Units (“RSUs”) In 2021, we granted 4,985,044 restricted stock units (“RSUs”) under the 2021 Plan of which 1,252,929 RSUs were fully vested at the time of grant and vesting of 3,732,115 RSU grants is conditional based on continued employment or service for a specified period. Compensation cost related to RSU grants is recognized on a straight-line basis over the vesting period and is calculated using the closing price per share of our common stock on the grant date. For the three months and six months ended June 30, 2021, the Company recorded compensation expense of $7.8 million related to non performance based RSUs. A summary of the Company’s RSUs as of June 30, 2021 (unaudited) is presented in the table below: Number of RSUs Weighted-Average Fair Value Balance at December 31, 2020 - $ - Granted 4,985,044 12.13 Vested (1,684,348 ) 10.78 Forfeited - - Balance at June 30, 2020 3,300,696 $ 12.82 As of June 30, 2021, there was $41.0 million of total unrecognized compensation cost related to RSUs. That cost is expected to be recognized over a weighted-average period of 2.81 years. The total grant date fair value of shares vested during the six months ended June 30, 2021 was $18.2 million. Performance Based Awards As of December 31, 2020, the Company had issued 150,000 outstanding performance-based awards (“PSUs”) to Dan Preston, Metromile’s Chief Executive Officer (“CEO”). As of the Closing, the performance-based provision was achieved for the outstanding performance-based awards as the Company completed a change in control event, and the Company recognized the expense related to these PSUs on the Closing date as there were no remaining vesting provisions. As a result, the Company recorded $2.5 million in stock-based compensation expense for the six months ended June 30, 2021. In the six months ended June 30, 2021, the Company has issued 2,693,061 PSUs which each have a term of five years, subject to continuous services by each holder. One third of PSUs that vest are based on a specific number of policies in force achieved by the Company. One third of the PSUs that vest are based on the Company achieving positive operating cash flow for a period of at least one financial quarter. One third of the PSUs vest based on a market condition of the Company achieving a specific price per share for at least 20 days in a 30-day trading window. Once the performance targets are met, the PSUs that relate to the specific performance target vest immediately. As of June 30, 2021, the Company had recorded $1.0 million in expense from the PSUs related to the market condition. None of the performance conditions were probable of being satisfied as of June 30, 2021 and, therefore, there is no unrecognized stock compensation related to PSUs. In the six months ended June 30, 2021, the Company granted separate tranches of PSU's subject to a Monte Carlo simulation. The following table provides a range of the assumptions for shares granted in 2021: 2021 Expected volatility 65% - 70% Expected term (years) 0.6 - 1.9 Expected dividend yield n/a Risk-free interest rate 0.3% - 0.6% 2011 Stock Plan In 2011, the Company’s Board of Directors adopted the 2011 Equity Incentive Plan (the “2011 Plan”). The 2011 Plan provides for the granting of stock options to officers, directors, employees, and consultants of the Company. Options granted under the 2011 Plan may be Incentive Stock Options (“ISO”) or non-statutory Stock Options (“NSO”) as determined by the Board of Directors at the time of the option grant. The remaining unallocated shares reserved under the 2011 Plan were cancelled and no new awards will be granted under the 2011 Plan. Awards outstanding under the 2011 Plan were assumed by the Company upon the closing and continue to be governed by the terms of the 2011 Plan. 2021 Stock Plan In connection with the Closing, the Company adopted the 2021 Equity Incentive Plan (the “2021 Plan”), under which 38,018,247 shares of common stock were initially reserved for issuance for ISOs. The 2021 Plan allows for the issuance of ISOs, NSOs, restricted stock awards, stock appreciation rights, restricted stock units (“RSUs”), and performance awards. The Board of Directors determines the period over which options become exercisable and options generally vest over a four-year period. The 2021 Plan became effective immediately following the closing. The Company uses the Black-Scholes option pricing model to estimate the fair value of each option grant on the date of grant or modification. The Company amortizes the estimated fair value to stock compensation expense using the straight-line method over the vesting period of the option. The following is a description of the significant assumptions used in the option pricing model: ● Expected term ● Volatility ● Risk-free interest rate ● Forfeiture rate ● Expected dividends The following assumptions were used to estimate the value of options granted during the year ended December 31, 2020 and the six months ended June 30, 2021 (unaudited): Year ended Forfeiture rate 19.62% - 25.76 % Volatility 47.00% - 62.00 % Expected term (years) 4.95-7.00 Risk-free interest rate 0.26% - 1.73 % Expected dividends - Six months Forfeiture rate 26.2 % Volatility 62.00 % Expected term (years) 5.33 Risk-free interest rate 0.53 % Expected dividends - Stock Option Activity The following table summarizes the activity of the Company’s stock option plan: Weighted- Average Weighted- Remaining Aggregate Stock Average Contractual Intrinsic Number of Exercise Term Value Options Price (Years) (in thousands) Outstanding as of December 31, 2020 5,931,024 $ 2.61 8.10 $ 70,192 Options granted 4,231 $ 14.45 Options exercised (1,089,553 ) $ 2.21 Options cancelled or expired and returned to plan (1,808,157 ) $ 2.17 Outstanding as of June 30, 2021 3,037,545 $ 3.00 8.75 $ 45,560 Vested and exercisable to vest as of June 30, 2021 423,342 $ 2.96 8.50 $ 6,367 Vested and expected as of June 30, 2021 2,034,446 $ 2.99 8.62 $ 30,533 The fair value of stock options granted are recognized as compensation expense in the consolidated statements of operations over the related vesting periods. The weighted-average grant date fair value per share of stock options granted during the six months ended June 30, 2021 (unaudited) was $7.69. As of June 30, 2021 (unaudited), there was approximately $2.6 million of unrecognized stock-based compensation cost related to stock options granted under the Plan, respectively, which is expected to be recognized over an average period of 2.47 years. The following table illustrates stock-based compensation expense for employee and nonemployee RSUs and options for the six months ended June 30, 2020 and 2021 (unaudited) (in thousands). Six Months Ended 2020 2021 (unaudited) Cost of revenues $ 14 $ 225 Research and development 236 630 Sales and marketing 3 139 Other operating expenses 302 11,027 Total stock-based compensation $ 555 $ 12,021 |
Income Taxes
Income Taxes | 6 Months Ended |
Jun. 30, 2021 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 14. Income Taxes The consolidated effective tax rate for the six months ended June 30, 2020 and 2021 (unaudited), was 0% and 0%, respectively. The main driver of the difference between the federal statutory tax rate of 21% and the effective tax rate for both periods was primarily related to a full valuation allowance against the deferred tax assets. |
Segment and Geographic Informat
Segment and Geographic Information | 6 Months Ended |
Jun. 30, 2021 | |
Segment Reporting [Abstract] | |
Segment and Geographic Information | 15. Segment and Geographic Information The Company operates in the following two reportable segments, which are the same as its operating segments: - Insurance Services - Enterprise Business Solutions Operating segments are based upon the nature of the Company’s business and how its business is managed. The Company’s Chief Operating Decision Maker (“CODM”) is its CEO. The CODM uses the Company’s operating segment financial information to evaluate segment performance and to allocate resources. The CODM does not evaluate the performance of the Company’s assets on a segment basis for internal management reporting and, therefore, such information is not presented. Contribution is used, in part, to evaluate the performance of, and allocate resources to, each of the segments. Segment contribution is segment revenue less the related costs of revenue and sales and marketing expenses. It excludes certain operating expenses that are not allocated to segments because they are separately managed at the consolidated corporate level. These unallocated costs include stock-based compensation expense, research and development expenses, and general and administrative expenses such as legal and accounting. The total assets of the Insurance services and Enterprise business solutions segments are $119.8 million and $5.0 million, respectively as of June 30, 2021. The consolidated total assets of Operating segments are $124.8 million as of June 30, 2021. The following table summarizes the operating results of the Company’s reportable segments (in thousands): Three Months Ended Six Months Ended 2020 2021 2020 2021 (unaudited) (unaudited) Revenue: Insurance services $ 5,887 $ 26,988 $ 13,943 $ 43,216 Enterprise business solutions 1,831 1,110 2,465 2,158 Total revenue $ 7,718 $ 28,098 $ 16,408 $ 45,374 Contribution: Insurance services $ 4,813 $ (1,173 ) $ 6,501 $ (3,036 ) Enterprise business solutions 392 (865 ) (170 ) (1,597 ) Total contribution $ 5,205 $ (2,038 ) $ 6,331 $ (4,633 ) The following table provides a reconciliation of the Company’s total reportable segments’ contribution to its total loss from operations (in thousands): Three Months Ended Six Months Ended 2020 2021 2020 2021 (unaudited) (unaudited) Total segment contribution $ 5,205 $ (2,038 ) $ 6,331 $ (4,633 ) Ceded premium, losses and LAE 4,064 (2,337 ) 6,414 (5,242 ) Other income 470 180 798 1,327 Policy services expenses and other 813 1,692 1,799 2,063 Sales, marketing, and other acquisition costs (424 ) 25,716 3,388 72,883 Research and development 859 1,361 2,401 3,367 Amortization of capitalized software 2,799 2,701 5,496 5,352 Other operating expenses 3,965 16,729 9,216 25,311 Loss from operations $ (7,341 ) $ (48,080 ) $ (23,181 ) $ (109,694 ) Geographical Breakdown of Direct Earned Premiums Direct earned premium by state is as follows (in thousands): Three Months Ended Six Months Ended 2020 2021 2020 2021 (unaudited) (unaudited) California $ 13,015 $ 16,334 $ 27,606 $ 31,480 Washington 2,611 3,379 5,324 6,364 New Jersey 2,046 2,749 4,243 5,208 Oregon 1,723 1,713 3,604 3,509 Illinois 1,054 1,019 2,202 2,060 Arizona 1,060 1,245 2,162 2,513 Pennsylvania 683 741 1,405 1,398 Virginia 398 578 825 1,048 Total premiums earned $ 22,590 $ 27,758 $ 47,371 $ 53,580 During the three months ended June 30, 2020 and 2021 (unaudited), the Company recognized $1.8 million and $1.0 million of revenue earned from customers outside the United States, respectively. During the six months ended June 30, 2020 and 2021 (unaudited), the Company recognized $2.5 million and $2.0 million of revenue earned from customers outside the United States, respectively. Long-lived assets are all held in the U.S. For the three and six months ended June 30, 2020 and 2021 (unaudited), substantially all of the Company’s revenue was earned from customers residing in the United States. |
Net Loss per Share
Net Loss per Share | 6 Months Ended |
Jun. 30, 2021 | |
Earnings Per Share [Abstract] | |
Net Loss per Share | 16. Net Loss per Share Net loss per share calculations and potentially dilutive security amounts for all periods prior to the Merger have been retrospectively adjusted to the equivalent number of shares outstanding immediately after the Merger to effect the reverse recapitalization. Historically, reported weighted average shares outstanding have been multiplied by 1.01547844, which is the share exchange ratio established by the Merger Agreement. The following table sets forth the computation of basic and diluted net loss per share attributable to our common stockholders: Three months ended Six months ended 2020 2021 2020 2021 Numerator: (unaudited) (unaudited) Net loss attributable to common stockholders ($ in thousands) $ (8,898 ) $ (41,260 ) $ (25,787 ) $ (144,887 ) Demoninator: Weighted average common shares outstanding - basic and diluted 8,886,421 126,693,218 8,878,928 101,236,461 Net loss per share attributable to common stockholders - basic and diluted $ (1.00 ) $ (0.33 ) $ (2.90 ) $ (1.43 ) As we have reported net loss for each of the periods presented, all potentially dilutive securities are antidilutive. The following potential outstanding shares of Common Stock were excluded from the computation of diluted net loss per share attributable to common stockholders for the periods presented because including them would have been antidilutive: As of 2020 2021 (unaudited) Convertible preferred stock 68,776,614 - Outstanding stock options - Stock Plan 4,344,819 3,037,545 Warrants for preferred stock 869,942 - Warrants for common stock 78,371 7,846,667 Restricted stock units - 7,678,105 Total anti-dilutive securities 74,069,746 18,562,317 |
Related-Party Transactions
Related-Party Transactions | 6 Months Ended |
Jun. 30, 2021 | |
Related Party Transactions [Abstract] | |
Related-Party Transactions | 17. Related-Party Transactions In August 2014, the Company loaned the CEO $0.4 million with interest at 3.09% and adjusted to 1.5% in April 2020, which was used to early exercise stock options issued to the CEO and was due at the earlier of one year after termination of employment, upon an Initial Public Offering or change in control, or ten years from the date issued. The loan was full recourse, and also collateralized by the underlying shares of common stock. For accounting under GAAP, the note receivable is presented as contra-equity in the accompanying consolidated balance sheets. This loan was paid in full in February 2021 and is no longer outstanding. In March 2018, the Company entered into an agreement with a third party under which the Company developed proprietary software solutions and provides access to and use of such software solutions and related services. In July 2018, the third party became an investor of the Company as part of the Series E convertible preferred stock Financing. During the three months ended June 30, 2020 and June 30, 2021 (unaudited), the Company recognized $1.8 million and 1.0 million of revenue from the investor, respectively. During the six months ended June 30, 2020 and June 30, 2021 (unaudited), the Company recognized $2.5 million and $2.0 million of revenue from the investor, respectively. The Company had $0 million and $0.2 million in accounts receivable balances from the investor as of December 31, 2020 and June 30, 2021 (unaudited) respectively. The Company continues to enter into contracts with the investor related to the Company’s Enterprise business solutions (see Note 14, Segment and Geographic Information). An executive of Hudson, who the Company entered into a Note Purchase and Security Agreement with in 2020 (see Note 9, Notes Payable, net), is on the Company’s Board of Directors. This loan was repaid in March 2021 and is no longer outstanding. |
Accounting Policies, by Policy
Accounting Policies, by Policy (Policies) | 6 Months Ended |
Jun. 30, 2021 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying interim unaudited consolidated financial statements have been prepared in accordance GAAP and in accordance with the rules and regulations of the U.S. Securities and Exchange Commission (“SEC”). References to the Accounting Standard Codification (“ASC”) and Accounting Standard Updates (“ASU”) included hereinafter refer to the Accounting Standards Codification and Updates established by the Financial Accounting Standards Board (“FASB”) as the source of authoritative GAAP. The consolidated financial statements include the accounts of Metromile, Inc. and its subsidiaries, all of which are wholly owned. All intercompany accounts and transactions have been eliminated in consolidation. These unaudited consolidated financial statements should be read in conjunction with the Company’s audited consolidated financial statements and notes thereto for the year ended December 31, 2020, which are included in the Company’s Post-Effective Amendment No. 1 to Form S-1 filed with the SEC on August 9, 2021. |
Liquidity and Capital Resources | Liquidity and Capital Resources The Company’s consolidated financial statements have been prepared assuming the Company will continue as a going concern. The Company has had recurring losses and an accumulated deficit since its inception, related primarily to the development of its website, technology, customer acquisition, insurance losses and other operations. The Company obtained additional funding of $310 million in 2021 in connection with the Business Combination to support its ongoing operations and fund future growth of the Company. Management has concluded that substantial doubt regarding the Company’s ability to continue as a going concern for the period August 2021 through September 2022 has been alleviated based upon the recent funding and future operational improvement plans. In the first quarter of 2020, the global pandemic caused by COVID-19 breached the U.S. and resulted in Shelter-In-Place orders across the country and insurance department bulletins limiting the actions that insurance carriers may take and reducing the amount of premiums that will be promptly received in the short term. These factors resulted in a significant decline in both revenues and losses of the Insurance Company. In addition, in response to these events, the Company performed a temporary reduction in force of 125 employees to further align costs with revenue during the second quarter of 2020. The Company will continue to monitor the situation closely, but given the uncertainty about the duration or magnitude of the pandemic, management cannot estimate the impact on its financial condition, operations, and workforce. |
Unaudited interim financial information | Unaudited interim financial information The accompanying interim consolidated balance sheet as of June 30, 2021, the interim consolidated statements of operations, comprehensive loss, convertible preferred stock and stockholders’ (deficit) equity for the three months and six months ended June 30, 2020 and 2021, and cash flows for the six months ended June 30, 2020 and 2021 are unaudited. These unaudited interim consolidated financial statements are presented in accordance with the rules and regulations of the SEC and do not include all disclosures normally required in annual consolidated financial statements prepared in accordance with GAAP. In management’s opinion, the unaudited interim consolidated financial statements have been prepared on the same basis as the annual financial statements and include all adjustments, which include only normal recurring adjustments, necessary for the fair presentation of the Company’s financial position as of June 30, 2021 and the Company’s consolidated results of operations for the three months and six months ended June 30, 2020 and 2021, and cash flows for the six months ended June 30, 2020 and 2021. The results of operations for the periods presented are not necessarily indicative of the results to be expected for the full fiscal year or any other future interim or annual periods. |
Use of Estimates | Use of Estimates The preparation of consolidated financial statements in accordance with GAAP requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and the accompanying notes. The Company’s principal estimates include unpaid losses and LAE reserves; the fair value of investments; the fair value of stock-based awards; the fair value of the warrant liability; premium refunds to policyholders; reinsurance recoverable on unpaid loss; and the valuation allowance for income taxes. Because of uncertainties associated with estimating the amounts, timing and likelihood of possible outcomes, actual results could differ materially from these estimates. There have been no material changes to our significant accounting policies from our audited consolidated financial statements included in the Company’s Post-Effective Amendment No. 1 to Form S-1 filed with the SEC on August 9, 2021. |
Digital Assets, Net | Digital Assets, Net During the six months ended June 30, 2021, the Company purchased an aggregate of $1.0 million in digital assets, comprised solely of bitcoin. The Company currently accounts for these digital assets as indefinite-lived intangible assets in accordance with ASC 350, Intangibles—Goodwill and Other. The Company has ownership of and control over the purchased bitcoin asset and uses third-party custodial services to secure it. The digital assets are initially recorded at cost and are subsequently remeasured on the consolidated balance sheets at cost, net of any impairment losses incurred since acquisition. An impairment analysis is performed at each reporting period to identify whether events or changes in circumstances, in particular decreases in the quoted prices on active exchanges, indicate that it is more likely than not that digital assets held by the Company are impaired. The fair value of digital assets is determined on a nonrecurring basis in accordance with ASC 820, Fair Value Measurement, based on quoted prices on the active exchange(s) that the Company has determined is its principal market for bitcoin (Level 1 inputs). If the carrying value of the digital asset exceeds the fair value based on the lowest price quoted in the active exchanges during the period, an impairment loss has occurred with respect to those digital assets in the amount equal to the difference between their carrying values and the price determined. Impairment losses are recognized within Other expense in the consolidated statements of operations in the period in which the impairment is identified. The impaired digital assets are written down to their fair value at the time of impairment and this new cost basis will not be adjusted upward for any subsequent increase in fair value. Gains are not recorded until realized upon sale. There were no digital assets sales during the six months ended June 30, 2021. |
Recent Issued Accounting Pronouncements | Recent Issued Accounting Pronouncements As an emerging growth company (“EGC”), the Jumpstart Our Business Startups Act (the “JOBS Act”) allows the Company to delay adoption of new or revised accounting pronouncements applicable to public companies until such pronouncements are applicable to private companies. The Company has elected to use this extended transition period under the JOBS Act until such time as the Company is no longer considered to be an EGC. The adoption dates discussed below reflect this election. In February 2016, FASB issued ASU 2016-02, Leases In June 2016, FASB issued ASU 2016-13, Financial Instruments-Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments In March 2020, FASB issued ASU 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting |
Fair Value of Financial Instr_2
Fair Value of Financial Instruments (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Fair Value Disclosures [Abstract] | |
Schedule of assets measured on a recurring basis at fair value | Fair Value Measurement at Level 1 Level 2 Level 3 Total Cash equivalents Money market accounts $ 6,771 $ - $ - $ 6,771 Total cash equivalents 6,771 - - 6,771 Restricted cash equivalents Money market accounts 6,201 - - 6,201 Certificates of deposits 3,331 - - 3,331 Total restricted cash equivalents 9,532 - - 9,532 Marketable securities - restricted Corporate debt securities - 5,955 - 5,955 U.S. treasury securities 6,994 - - 6,994 Commercial paper - 8,791 - 8,791 Asset backed securities - 2,911 - 2,911 Total marketable securities - restricted $ 6,994 $ 17,657 $ - $ 24,651 Fair Value Measurement at Level 1 Level 2 Level 3 Total Cash equivalents Money market accounts $ 196,296 $ - $ - $ 196,296 Total cash equivalents 196,296 - - 196,296 Restricted cash equivalents Money market accounts 23,962 - - 23,962 Certificates of deposits 3,331 - - 3,331 Total restricted cash equivalents 27,293 - - 27,293 Marketable securities - restricted Corporate debt securities - 4,473 - 4,473 U.S. treasury and agency securities 20,313 1,995 - 22,308 Commercial paper - 14,681 - 14,681 Asset backed securities - 5,175 - 5,175 Total marketable securities - restricted $ 20,313 $ 26,324 $ - $ 46,637 |
Schedule of warrant liability | Balance at December 31, 2019 $ 1,738 Issuance of warrant on Series E convertible preferred stock 12,620 Increase in fair value of warrant 69,294 Balance at December 31, 2020 $ 83,652 Increase in fair value of warrants 47,062 Exercise of preferred stock warrants prior to Business Combination (130,714 ) Public and Private placement Warrants acquired in Business Combination 45,623 Decrease in fair value of Public and Private placement Warrants (27,909 ) Balance at June 30, 2021 $ 17,714 |
Schedule of Black-Scholes option valuation model | Estimated Fair Value of Warrants as of Risk-Free Expected June 30, Exercise Dividend Interest Term 2021 Price Yield Volatility Rate (in Years) Private placement warrants $ 770 $ 11.50 0 % 65.00 % 0.79 % 4.6 |
Marketable Securities (Tables)
Marketable Securities (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Marketable Securities Disclosure [Abstract] | |
Schedule of available-for-sale securities | As of December 31, 2020 Amortized Unrealized Unrealized Estimated Cost Gain Loss Fair Value Marketable securities - restricted Corporate debt securities $ 5,938 $ 17 $ - $ 5,955 U.S. treasury securities 6,994 - - 6,994 Commercial paper 8,791 - - 8,791 Asset backed securities 2,911 - - 2,911 Total marketable securities - restricted $ 24,634 $ 17 $ - $ 24,651 As of June 30, 2021 Amortized Unrealized Unrealized Estimated Cost Gain Loss Fair Value Marketable securities - restricted Corporate debt securities $ 4,473 $ - $ - $ 4,473 U.S. treasury and agency securities 22,319 - (11 ) 22,308 Commercial paper 14,681 - - 14,681 Asset backed securities 5,175 - - 5,175 Total marketable securities - restricted $ 46,648 $ - $ (11 ) $ 46,637 |
Schedule of amortized cost and estimated fair value of marketable securities | As of December 31, Amortized Estimated Cost Fair Value Due within one year $ 21,603 $ 21,629 Due between one to five years 3,031 3,022 $ 24,634 $ 24,651 As of June 30, Amortized Estimated Cost Fair Value Due within one year $ 45,898 $ 45,893 Due between one to five years 750 744 $ 46,648 $ 46,637 |
Business Combination (Tables)
Business Combination (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Business Combinations [Abstract] | |
Schedule of business combination proceeds | Recapitalization Cash – INSU’s trust and cash (net of redemptions) $ 229,925 Cash – PIPE 170,000 Less transaction costs and advisory fees paid 31,456 Less cash payments to Metromile Operating Company stockholders 32,000 Net Business Combination and PIPE financing 336,469 Less non-cash net liabilities assumed from INSU 45,516 Net contributions from Business Combination and PIPE Financing $ 290,953 |
Schedule of equity changes due to business combination | Number of Shares INSU Class A Common stock, outstanding prior to Business Combination 23,540,000 INSU Class B Common stock, outstanding prior to Business Combination 6,669,667 Less redemption of INSU shares 8,372 Common stock of INSU 30,201,295 Shares issued in PIPE 17,000,000 Business Combination and PIPE financing shares 47,201,295 Metromile Operating Company shares (1) 79,525,839 Total shares of common stock immediately after Business Combination 126,727,134 (1) The number of Metromile Operating Company shares was determined from the 78,313,665 shares of Metromile Operating Company common and preferred stock outstanding immediately prior to the closing of the Business Combination, which are presented net of the common and preferred stock redeemed, converted at the Exchange Ratio of 1.01547844. All fractional shares were rounded down. |
Deferred Policy Acquisition C_2
Deferred Policy Acquisition Costs, Net (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Deferred Policy Acquisition Costs Disclosures [Abstract] | |
Schedule of deferred policy acquisition costs | December 31, June 30, 2020 2021 (unaudited) Deferred policy acquisition costs $ 10,511 $ 11,069 Less deferred ceding commission (1,202 ) (95 ) Less accumulated amortization (8,653 ) (9,359 ) Deferred policy acquisition costs, net $ 656 $ 1,615 |
Loss and Loss Adjustment Expe_2
Loss and Loss Adjustment Expense Reserves (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Insurance [Abstract] | |
Schedule of beginning and ending reserve balances for losses and LAE, net of reinsurance recoverable | Six Months Ended 2020 2021 (unaudited) Balance at January 1 $ 52,222 $ 57,093 Less reinsurance recoverable (28,837 ) (33,941 ) Net balance at January 1 23,385 23,152 Incurred related to: Current year 6,928 33,727 Prior years 738 1,108 Total incurred 7,666 34,835 Paid related to: Current year 2,324 9,760 Prior years 8,534 (17,249 ) Total paid 10,858 (7,489 ) Net balance at end of period 20,193 65,476 Plus reinsurance recoverable 30,250 - Balance at end of period $ 50,443 $ 65,476 |
Reinsurance (Tables)
Reinsurance (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Reinsurance Disclosures [Abstract] | |
Schedule of effects of reinsurance | December 31, 2020 Premium Premium Unearned Losses and LAE Loss and LAE Written Earned Premium Incurred Reserves Direct $ 100,611 $ 99,712 $ 16,070 $ 74,943 $ 57,093 Ceded (85,504 ) (84,740 ) (13,668 ) (54,010 ) (33,941 ) Net $ 15,107 $ 14,972 $ 2,402 $ 20,933 $ 23,152 June 30, 2021 Premium Premium Unearned Losses and LAE Loss and LAE Written Earned Premium Incurred Reserves Direct $ 54,330 $ 53,580 $ 16,820 $ 49,536 $ 65,476 Ceded (19,411 ) (33,080 ) - (14,701 ) - Net $ 34,919 $ 20,500 $ 16,820 $ 34,835 $ 65,476 |
Notes Payable, net (Tables)
Notes Payable, net (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Debt Disclosure [Abstract] | |
Schedule of debt outstanding, net | December 31, June 30, 2020 2021 (unaudited) 2019 Loan and Security Agreement $ 25,000 $ - Subordinated Note Purchase and Security Agreement 32,461 - Paycheck Protection Program Loan 5,880 - Principal Amount Due 63,341 - Less: Unamortized debt issuance costs and discounts (11,407 ) - Notes payable, net $ 51,934 $ - |
Commitments (Tables)
Commitments (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of future minimum lease payments | As of June 30, 2021 Purchase Obligations Leases Total 2021 (remaining six months) $ 3,055 $ 1,646 $ 4,701 2022 - 3,093 3,093 2023 - 3,181 3,181 2024 - 3,190 3,190 2025 - 2,433 2,433 Thereafter - 11,186 11,186 Total minimum lease payments $ 3,055 $ 24,729 $ 27,784 |
Stock Option Plans (Tables)
Stock Option Plans (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Stock Option Plans (Tables) [Line Items] | |
Schedule of restricted stock units | Number of RSUs Weighted-Average Fair Value Balance at December 31, 2020 - $ - Granted 4,985,044 12.13 Vested (1,684,348 ) 10.78 Forfeited - - Balance at June 30, 2020 3,300,696 $ 12.82 |
Schedule of estimate the value of options granted | Year ended Forfeiture rate 19.62% - 25.76 % Volatility 47.00% - 62.00 % Expected term (years) 4.95-7.00 Risk-free interest rate 0.26% - 1.73 % Expected dividends - Six months Forfeiture rate 26.2 % Volatility 62.00 % Expected term (years) 5.33 Risk-free interest rate 0.53 % Expected dividends - |
Schedule of activity of stock option plan | Weighted- Average Weighted- Remaining Aggregate Stock Average Contractual Intrinsic Number of Exercise Term Value Options Price (Years) (in thousands) Outstanding as of December 31, 2020 5,931,024 $ 2.61 8.10 $ 70,192 Options granted 4,231 $ 14.45 Options exercised (1,089,553 ) $ 2.21 Options cancelled or expired and returned to plan (1,808,157 ) $ 2.17 Outstanding as of June 30, 2021 3,037,545 $ 3.00 8.75 $ 45,560 Vested and exercisable to vest as of June 30, 2021 423,342 $ 2.96 8.50 $ 6,367 Vested and expected as of June 30, 2021 2,034,446 $ 2.99 8.62 $ 30,533 |
Schedule of stock-based compensation expense for employee and nonemployee options | Six Months Ended 2020 2021 (unaudited) Cost of revenues $ 14 $ 225 Research and development 236 630 Sales and marketing 3 139 Other operating expenses 302 11,027 Total stock-based compensation $ 555 $ 12,021 |
Performance Based Awards [Member] | |
Stock Option Plans (Tables) [Line Items] | |
Schedule of estimate the value of options granted | 2021 Expected volatility 65% - 70% Expected term (years) 0.6 - 1.9 Expected dividend yield n/a Risk-free interest rate 0.3% - 0.6% |
Segment and Geographic Inform_2
Segment and Geographic Information (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Segment Reporting [Abstract] | |
Schedule of operating results of the Company’s reportable segments | Three Months Ended Six Months Ended 2020 2021 2020 2021 (unaudited) (unaudited) Revenue: Insurance services $ 5,887 $ 26,988 $ 13,943 $ 43,216 Enterprise business solutions 1,831 1,110 2,465 2,158 Total revenue $ 7,718 $ 28,098 $ 16,408 $ 45,374 Contribution: Insurance services $ 4,813 $ (1,173 ) $ 6,501 $ (3,036 ) Enterprise business solutions 392 (865 ) (170 ) (1,597 ) Total contribution $ 5,205 $ (2,038 ) $ 6,331 $ (4,633 ) |
Schedule of contribution to its total loss from operations | Three Months Ended Six Months Ended 2020 2021 2020 2021 (unaudited) (unaudited) Total segment contribution $ 5,205 $ (2,038 ) $ 6,331 $ (4,633 ) Ceded premium, losses and LAE 4,064 (2,337 ) 6,414 (5,242 ) Other income 470 180 798 1,327 Policy services expenses and other 813 1,692 1,799 2,063 Sales, marketing, and other acquisition costs (424 ) 25,716 3,388 72,883 Research and development 859 1,361 2,401 3,367 Amortization of capitalized software 2,799 2,701 5,496 5,352 Other operating expenses 3,965 16,729 9,216 25,311 Loss from operations $ (7,341 ) $ (48,080 ) $ (23,181 ) $ (109,694 ) |
Shedule of geographical breakdown of direct earned premiums | Three Months Ended Six Months Ended 2020 2021 2020 2021 (unaudited) (unaudited) California $ 13,015 $ 16,334 $ 27,606 $ 31,480 Washington 2,611 3,379 5,324 6,364 New Jersey 2,046 2,749 4,243 5,208 Oregon 1,723 1,713 3,604 3,509 Illinois 1,054 1,019 2,202 2,060 Arizona 1,060 1,245 2,162 2,513 Pennsylvania 683 741 1,405 1,398 Virginia 398 578 825 1,048 Total premiums earned $ 22,590 $ 27,758 $ 47,371 $ 53,580 |
Net Loss per Share (Tables)
Net Loss per Share (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Earnings Per Share [Abstract] | |
Schedule of basic and diluted net loss per share | Three months ended Six months ended 2020 2021 2020 2021 Numerator: (unaudited) (unaudited) Net loss attributable to common stockholders ($ in thousands) $ (8,898 ) $ (41,260 ) $ (25,787 ) $ (144,887 ) Demoninator: Weighted average common shares outstanding - basic and diluted 8,886,421 126,693,218 8,878,928 101,236,461 Net loss per share attributable to common stockholders - basic and diluted $ (1.00 ) $ (0.33 ) $ (2.90 ) $ (1.43 ) |
schedule of antidilutive securities excluded from computation of earnings per share | As of 2020 2021 (unaudited) Convertible preferred stock 68,776,614 - Outstanding stock options - Stock Plan 4,344,819 3,037,545 Warrants for preferred stock 869,942 - Warrants for common stock 78,371 7,846,667 Restricted stock units - 7,678,105 Total anti-dilutive securities 74,069,746 18,562,317 |
Overview and Basis of Present_2
Overview and Basis of Presentation (Details) - USD ($) $ / shares in Units, $ in Thousands | Feb. 09, 2021 | Sep. 08, 2020 | Jun. 30, 2021 | Dec. 31, 2020 |
Business Description And Accounting Policies [Line Items] | ||||
common stock, par value (in Dollars per share) | $ 0.0001 | |||
Purchase price (in Dollars per share) | $ 10 | |||
Other offering costs | $ 14,200 | $ 31,456 | ||
Underwriting fees | 4,000 | |||
Deferred underwriting fees | $ 9,800 | |||
Description of sale of stock | Following the closing of the IPO on September 8, 2020, $230.0 million ($10.00 per Unit) from the net proceeds of the sale of the Units in the IPO and the sale of the Placement Units was placed in a trust account (the “Trust Account”), which was invested in U.S. government securities, within the meaning set forth in Section 2(a)(16) of the Investment Company Act of 1940, as amended (the “Investment Company Act”), with a maturity of 185 days or less, or in money market funds meeting certain conditions under Rule 2a-7 of the Investment Company Act, as determined by INSU. | |||
Sale of stock (in Shares) | 17,000,000 | |||
Aggregate purchase price | $ 170,000 | |||
Loss and LAE reserves | 65,500 | $ 57,100 | ||
Additional fund in 2021 | 310,000 | |||
Aggregate of digital assets | $ 1,000 | |||
IPO [Member] | ||||
Business Description And Accounting Policies [Line Items] | ||||
Sale of stock (in Shares) | 23,000,000 | |||
Other offering costs | $ 400 | |||
Over-Allotment Option [Member] | ||||
Business Description And Accounting Policies [Line Items] | ||||
Sale of stock (in Shares) | 3,000,000 | |||
Purchase price (in Dollars per share) | $ 10 | |||
Gross proceeds | $ 230,000 | |||
Private Placement [Member] | ||||
Business Description And Accounting Policies [Line Items] | ||||
Sale of stock (in Shares) | 540,000 | |||
Sale per unit (in Dollars per share) | $ 10 | |||
Gross proceeds from private placement | $ 5,400 | |||
Common Class A [Member] | ||||
Business Description And Accounting Policies [Line Items] | ||||
common stock, par value (in Dollars per share) | $ 0.0001 | |||
Class B Common Stock [Member] | ||||
Business Description And Accounting Policies [Line Items] | ||||
Share price (in Dollars per share) | $ 0.0001 |
Fair Value of Financial Instr_3
Fair Value of Financial Instruments (Details) - Schedule of assets measured on a recurring basis at fair value - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
Cash equivalents | ||
Total cash equivalents | $ 196,296 | $ 6,771 |
Restricted cash equivalents | ||
Total restricted cash equivalents | 27,293 | 9,532 |
Marketable securities - restricted | ||
Total marketable securities - restricted | 46,637 | 24,651 |
Money market accounts [Member] | ||
Cash equivalents | ||
Total cash equivalents | 196,296 | 6,771 |
Restricted cash equivalents | ||
Total restricted cash equivalents | 23,962 | 6,201 |
Certificates of Deposit [Member] | ||
Restricted cash equivalents | ||
Total restricted cash equivalents | 3,331 | 3,331 |
Corporate Debt Securities [Member] | ||
Marketable securities - restricted | ||
Total marketable securities - restricted | 4,473 | 5,955 |
US Treasury Securities [Member] | ||
Marketable securities - restricted | ||
Total marketable securities - restricted | 22,308 | 6,994 |
Commercial Paper [Member] | ||
Marketable securities - restricted | ||
Total marketable securities - restricted | 14,681 | 8,791 |
Asset-backed Securities [Member] | ||
Marketable securities - restricted | ||
Total marketable securities - restricted | 5,175 | 2,911 |
Level 1 [Member] | ||
Cash equivalents | ||
Total cash equivalents | 196,296 | 6,771 |
Restricted cash equivalents | ||
Total restricted cash equivalents | 27,293 | 9,532 |
Marketable securities - restricted | ||
Total marketable securities - restricted | 20,313 | 6,994 |
Level 1 [Member] | Money market accounts [Member] | ||
Cash equivalents | ||
Total cash equivalents | 196,296 | 6,771 |
Restricted cash equivalents | ||
Total restricted cash equivalents | 23,962 | 6,201 |
Level 1 [Member] | Certificates of Deposit [Member] | ||
Restricted cash equivalents | ||
Total restricted cash equivalents | 3,331 | 3,331 |
Level 1 [Member] | Corporate Debt Securities [Member] | ||
Marketable securities - restricted | ||
Total marketable securities - restricted | ||
Level 1 [Member] | US Treasury Securities [Member] | ||
Marketable securities - restricted | ||
Total marketable securities - restricted | 20,313 | 6,994 |
Level 1 [Member] | Commercial Paper [Member] | ||
Marketable securities - restricted | ||
Total marketable securities - restricted | ||
Level 1 [Member] | Asset-backed Securities [Member] | ||
Marketable securities - restricted | ||
Total marketable securities - restricted | ||
Level 2 [Member] | ||
Cash equivalents | ||
Total cash equivalents | ||
Restricted cash equivalents | ||
Total restricted cash equivalents | ||
Marketable securities - restricted | ||
Total marketable securities - restricted | 26,324 | 17,657 |
Level 2 [Member] | Money market accounts [Member] | ||
Cash equivalents | ||
Total cash equivalents | ||
Restricted cash equivalents | ||
Total restricted cash equivalents | ||
Level 2 [Member] | Certificates of Deposit [Member] | ||
Restricted cash equivalents | ||
Total restricted cash equivalents | ||
Level 2 [Member] | Corporate Debt Securities [Member] | ||
Marketable securities - restricted | ||
Total marketable securities - restricted | 4,473 | 5,955 |
Level 2 [Member] | US Treasury Securities [Member] | ||
Marketable securities - restricted | ||
Total marketable securities - restricted | 1,995 | |
Level 2 [Member] | Commercial Paper [Member] | ||
Marketable securities - restricted | ||
Total marketable securities - restricted | 14,681 | 8,791 |
Level 2 [Member] | Asset-backed Securities [Member] | ||
Marketable securities - restricted | ||
Total marketable securities - restricted | 5,175 | 2,911 |
Level 3 [Member] | ||
Cash equivalents | ||
Total cash equivalents | ||
Restricted cash equivalents | ||
Total restricted cash equivalents | ||
Marketable securities - restricted | ||
Total marketable securities - restricted | ||
Level 3 [Member] | Money market accounts [Member] | ||
Cash equivalents | ||
Total cash equivalents | ||
Restricted cash equivalents | ||
Total restricted cash equivalents | ||
Level 3 [Member] | Certificates of Deposit [Member] | ||
Restricted cash equivalents | ||
Total restricted cash equivalents | ||
Level 3 [Member] | Corporate Debt Securities [Member] | ||
Marketable securities - restricted | ||
Total marketable securities - restricted | ||
Level 3 [Member] | US Treasury Securities [Member] | ||
Marketable securities - restricted | ||
Total marketable securities - restricted | ||
Level 3 [Member] | Commercial Paper [Member] | ||
Marketable securities - restricted | ||
Total marketable securities - restricted | ||
Level 3 [Member] | Asset-backed Securities [Member] | ||
Marketable securities - restricted | ||
Total marketable securities - restricted |
Fair Value of Financial Instr_4
Fair Value of Financial Instruments (Details) - Schedule of warrant liability - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended |
Jun. 30, 2021 | Dec. 31, 2020 | |
Schedule of warrant liability [Abstract] | ||
Balance, beginning of period | $ 83,652 | $ 1,738 |
Issuance of warrant on Series E convertible preferred stock | 12,620 | |
Increase in fair value of warrants | 47,062 | 69,294 |
Exercise of preferred stock warrants prior to Business Combination | (130,714) | |
Public and Private placement Warrants acquired in Business Combination | 45,623 | |
Decrease in fair value of Public and Private placement Warrants | (27,909) | |
Balance, Ending of period | $ 17,714 | $ 83,652 |
Fair Value of Financial Instr_5
Fair Value of Financial Instruments (Details) - Schedule of Black-Scholes option valuation model $ / shares in Units, $ in Thousands | 6 Months Ended |
Jun. 30, 2021USD ($)$ / shares | |
Schedule of Black-Scholes option valuation model [Abstract] | |
Estimated Fair Value of Warrants (in Dollars) | $ | $ 770 |
Exercise Price (in Dollars per share) | $ / shares | $ 11.50 |
Dividend Yield | 0.00% |
Volatility | 65.00% |
Risk-Free Interest Rate | 0.79% |
Expected Term (in Years) | 4 years 7 months 6 days |
Marketable Securities (Details)
Marketable Securities (Details) - USD ($) $ in Millions | 6 Months Ended | 12 Months Ended |
Jun. 30, 2021 | Dec. 31, 2020 | |
Marketable Securities Disclosure [Abstract] | ||
Marketable securities bonds with carrying values | $ 5.2 | $ 4.9 |
Marketable Securities (Detail_2
Marketable Securities (Details) - Schedule of available-for-sale securities - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
Marketable securities - restricted | ||
Amortized Cost | $ 46,648 | $ 24,634 |
Unrealized Gain | 17 | |
Unrealized Loss | (11) | |
Estimated Fair Value | 46,637 | 24,651 |
Corporate Debt Securities [Member] | ||
Marketable securities - restricted | ||
Amortized Cost | 4,473 | 5,938 |
Unrealized Gain | 17 | |
Unrealized Loss | ||
Estimated Fair Value | 4,473 | 5,955 |
U.S. Treasury Securities [Member] | ||
Marketable securities - restricted | ||
Amortized Cost | 22,319 | 6,994 |
Unrealized Gain | ||
Unrealized Loss | (11) | |
Estimated Fair Value | 22,308 | 6,994 |
Commercial Paper [Member] | ||
Marketable securities - restricted | ||
Amortized Cost | 14,681 | 8,791 |
Unrealized Gain | ||
Unrealized Loss | ||
Estimated Fair Value | 14,681 | 8,791 |
Asset-backed Securities [Member] | ||
Marketable securities - restricted | ||
Amortized Cost | 5,175 | 2,911 |
Unrealized Gain | ||
Unrealized Loss | ||
Estimated Fair Value | $ 5,175 | $ 2,911 |
Marketable Securities (Detail_3
Marketable Securities (Details) - Schedule of amortized cost and estimated fair value of marketable securities - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
Amortized Cost [Member] | ||
Marketable Securities (Details) - Schedule of amortized cost and estimated fair value of marketable securities [Line Items] | ||
Due within one year | $ 45,898 | $ 21,603 |
Due between one to five years | 750 | 3,031 |
Total | 46,648 | 24,634 |
Estimated Fair value [Member] | ||
Marketable Securities (Details) - Schedule of amortized cost and estimated fair value of marketable securities [Line Items] | ||
Due within one year | 45,893 | 21,629 |
Due between one to five years | 744 | 3,022 |
Total | $ 46,637 | $ 24,651 |
Business Combination (Details)
Business Combination (Details) | 6 Months Ended |
Jun. 30, 2021shares | |
Business Combinations [Abstract] | |
Common and preferred stock outstanding | 78,313,665 |
Business combination converted exchange ratio | 1.01547844 |
Business Combination (Details)
Business Combination (Details) - Schedule of business combination proceeds - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2021 | Sep. 08, 2020 | |
Schedule of business combination proceeds [Abstract] | ||
Cash – INSU’s trust and cash (net of redemptions) | $ 229,925 | |
Cash – PIPE | 170,000 | |
Less transaction costs and advisory fees paid | 31,456 | $ 14,200 |
Less cash payments to Metromile Operating Company stockholders | 32,000 | |
Net Business Combination and PIPE financing | 336,469 | |
Less non-cash net liabilities assumed from INSU | 45,516 | |
Net contributions from Business Combination and PIPE Financing | $ 290,953 |
Business Combination (Details_2
Business Combination (Details) - Schedule of equity changes due to business combination | 6 Months Ended | |
Jun. 30, 2021shares | ||
Schedule of equity changes due to business combination [Abstract] | ||
INSU Class A Common stock, outstanding prior to Business Combination | 23,540,000 | |
INSU Class B Common stock, outstanding prior to Business Combination | 6,669,667 | |
Less redemption of INSU shares | 8,372 | |
Common stock of INSU | 30,201,295 | |
Shares issued in PIPE | 17,000,000 | |
Business Combination and PIPE financing shares | 47,201,295 | |
Metromile Operating Company shares | 79,525,839 | [1] |
Total shares of common stock immediately after Business Combination | 126,727,134 | |
[1] | The number of Metromile Operating Company shares was determined from the 78,313,665 shares of Metromile Operating Company common and preferred stock outstanding immediately prior to the closing of the Business Combination, which are presented net of the common and preferred stock redeemed, converted at the Exchange Ratio of 1.01547844. All fractional shares were rounded down. |
Deferred Policy Acquisition C_3
Deferred Policy Acquisition Costs, Net (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Deferred Policy Acquisition Costs Disclosures [Abstract] | ||||
Total amortization expense | $ 0.3 | $ 0.4 | $ 0.7 | $ 0.8 |
Deferred Policy Acquisition C_4
Deferred Policy Acquisition Costs, Net (Details) - Schedule of deferred policy acquisition costs - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended |
Jun. 30, 2021 | Dec. 31, 2020 | |
Schedule of deferred policy acquisition costs [Abstract] | ||
Deferred policy acquisition costs | $ 11,069 | $ 10,511 |
Less deferred ceding commission | (95) | (1,202) |
Less accumulated amortization | (9,359) | (8,653) |
Deferred policy acquisition costs, net | $ 1,615 | $ 656 |
Digital Assets, Net (Details)
Digital Assets, Net (Details) $ in Millions | 1 Months Ended | 3 Months Ended | 6 Months Ended |
Jun. 30, 2021USD ($) | Jun. 30, 2021USD ($) | Jun. 30, 2021USD ($) | |
Goodwill and Intangible Assets Disclosure [Abstract] | |||
Purchased bitcoin | $ 1 | ||
Bitcoin losses | $ 0.1 | 0.1 | |
Carrying value digital assets held | $ 0.9 | ||
Impairment losses | 0.1 | ||
Fair market value | $ 0.9 | $ 0.9 | $ 0.9 |
Loss and Loss Adjustment Expe_3
Loss and Loss Adjustment Expense Reserves (Details) - Schedule of beginning and ending reserve balances for losses and LAE, net of reinsurance recoverable - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2021 | Jun. 30, 2020 | |
Schedule of beginning and ending reserve balances for losses and LAE, net of reinsurance recoverable [Abstract] | ||
Balance at January 1 | $ 57,093 | $ 52,222 |
Less reinsurance recoverable | (33,941) | (28,837) |
Net balance at January 1 | 23,152 | 23,385 |
Incurred related to: | ||
Current year | 33,727 | 6,928 |
Prior years | 1,108 | 738 |
Total incurred | 34,835 | 7,666 |
Paid related to: | ||
Current year | 9,760 | 2,324 |
Prior years | (17,249) | 8,534 |
Total paid | (7,489) | 10,858 |
Net balance at end of period | 65,476 | 20,193 |
Plus reinsurance recoverable | 30,250 | |
Balance at end of period | $ 65,476 | $ 50,443 |
Reinsurance (Details)
Reinsurance (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | |||||||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | Jul. 31, 2021 | May 01, 2020 | May 01, 2019 | May 01, 2018 | May 01, 2017 | |
Reinsurance (Details) [Line Items] | |||||||||
Paid net | $ 9 | ||||||||
Reinsurance ceding rate | 85.00% | 85.00% | 85.00% | 85.00% | |||||
Reinsurance agreement description | In addition, under the reinsurance agreements effective May 1, 2017 and May 1, 2018, LAE was ceded at a fixed rate of 3% of ceded earned premium. Under the reinsurance agreement effective May 1, 2019, LAE was ceded at a fixed rate of 6% of ceded earned premium. Under the reinsurance agreement effective May 1, 2020, LAE was ceded at a fixed rate of 4.75 – 6.0% of ceded earned premium. For the reinsurance agreements effective May 1, 2017 and May 1, 2018, the Company received a 10.2% ceding commission, sliding based on loss ratios of the ceded business. For the reinsurance agreement effective May 1, 2019, the Company received a 10.0% ceding commission. For the reinsurance agreement effective May 1, 2020, the Company received a 10.0 – 11.75% ceding commission, sliding based on loss performance of the ceded business. | ||||||||
Acquisition costs from reinsurance | $ 1.1 | $ 2.6 | $ 4.7 | $ 7 | |||||
Subsequent Event [Member] | |||||||||
Reinsurance (Details) [Line Items] | |||||||||
Reinsures amount | $ 4.1 | ||||||||
Metromile insurance company [Member] | |||||||||
Reinsurance (Details) [Line Items] | |||||||||
Paid net | $ 6.2 |
Reinsurance (Details) - Schedul
Reinsurance (Details) - Schedule of effects of reinsurance - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended |
Jun. 30, 2021 | Dec. 31, 2020 | |
Effects of Reinsurance [Line Items] | ||
Direct Unearned Premium | $ 16,820 | $ 16,070 |
Ceded Unearned Premium | (13,668) | |
Net Premium Written | 34,919 | 15,107 |
Net Premium Earned | 20,500 | 14,972 |
Net Unearned Premium | 16,820 | 2,402 |
Net Losses and LAE Incurred | 34,835 | 20,933 |
Net Loss and LAE Reserves | 65,476 | 23,152 |
Direct [Member] | ||
Effects of Reinsurance [Line Items] | ||
Direct Premium Written | 54,330 | 100,611 |
Direct Premium Earned | 53,580 | 99,712 |
Direct Unearned Premium | 16,820 | 16,070 |
Direct Losses and LAE Incurred | 49,536 | 74,943 |
Direct Loss and LAE Reserves | 65,476 | 57,093 |
Ceded [Member] | ||
Effects of Reinsurance [Line Items] | ||
Ceded Premium Written | (19,411) | (85,504) |
Ceded Premium Earned | (33,080) | (84,740) |
Ceded Unearned Premium | (13,668) | |
Ceded Losses and LAE Incurred | (14,701) | (54,010) |
Ceded Loss and LAE Reserves | $ (33,941) |
Notes Payable, net (Details)
Notes Payable, net (Details) - USD ($) | 1 Months Ended | 6 Months Ended | 12 Months Ended | |
Apr. 30, 2020 | Jun. 30, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Notes Payable, net (Details) [Line Items] | ||||
Total borrowing | $ 5,900,000 | $ 31,600,000 | ||
Debt interest rate | 1.00% | 2.00% | ||
Interest and principal | $ 330,000 | |||
Capitalized payment | 900,000 | $ 600,000 | ||
Additional funds | 15,000,000 | |||
Debt interest rate description | (as amended, the “Note Purchase Agreement”) with us, as issuer, certain of our subsidiaries, as guarantors, and certain affiliates of Hudson Structured Capital Management (collectively, “Hudson”) with borrowings totaling $31.6 million through December 31, 2020 in the aggregate, along with $0.9 million of capitalized payment in kind (“PIK”) interest. The transaction further provided for additional funds up to $15.0 million over time, from Hudson, the timing of which was subject to reinsurance settlement timing. The outstanding principal under the Note Purchase Agreement was due in April 2025 and bore interest at the following rates: 2% per annum payable quarterly in arrears in cash, and a varying interest rate of 9.0% to 11.0% of PIK interest. The PIK interest was based on the aggregate outstanding principal balance as follows: (i) 11.0% if the outstanding balance was less than $5.0 million; (ii) 10.0% if the outstanding balance was greater than or equal to $5.0 million but less than $10.0 million; and (iii) 9.0% if the outstanding balance was greater than or equal to $10.0 million. PIK interest represents contractually deferred interest that is added to the principal balance outstanding and due at maturity. The loan was secured by substantially all assets of the Company. As of December 31, 2020, the outstanding principal and capitalized PIK interest on the Note Purchase Agreement was $32.5 million, along with $0.6 million of accrued PIK interest not subject to capitalization as of such date. The loan was able to be prepaid in an amount equal to the outstanding principal, accrued cash and PIK interest, and the end of term fee equal to 1% of the principal amount being prepaid. This loan was repaid in March 2021 and is no longer outstanding.As part of the Note Purchase and Security Agreement, the Company issued warrants for up to 8,669,076 of Series E convertible preferred shares, which the Company estimated to have a fair value of $12.5 million at issuance which was recorded as a discount to the debt and was amortized to interest expense over the term of the debt. These warrants were exercised in February 2021 and are no longer outstanding. 2019 Loan and Security Agreement In December 2019, the Company entered into a Loan and Security Agreement (the “2019 Loan and Security Agreement”) with a group of lenders for a term loan in the amount of $25.0 million. Minimum payments of interest were due monthly through December 2021. Beginning in January 2022, equal payments of principal would have been due monthly in an amount necessary to fully amortize the loan by June 5, 2024. An end of term payment of $0.6 million was due at maturity or date of any prepayment. At the time of origination, the lender was granted a warrant to purchase Series E convertible preferred stock, estimated to have a fair value of $0.5 million at issuance. The warrants were exercised in February 2021 and are no longer outstanding. The loan was secured by substantially all assets of the Company. | |||
End of term fee rate | 1.00% | |||
Warrants issued for debt (in Shares) | 8,669,076 | |||
Estimated fair value | $ 12,500,000 | |||
Principal amount due | $ 24,300,000 | |||
Prepayment charge interest | 1.00% | |||
2019 Loan and Security Agreement [Member] | ||||
Notes Payable, net (Details) [Line Items] | ||||
Total borrowing | 25,000,000 | |||
Series-E Convertible Preferred Stock [Member] | ||||
Notes Payable, net (Details) [Line Items] | ||||
Estimated fair value | $ 500,000 | |||
Effective Date First Year [Member] | ||||
Notes Payable, net (Details) [Line Items] | ||||
Prepayment charge | 3.00% | |||
Effective Date Second Year [Member] | ||||
Notes Payable, net (Details) [Line Items] | ||||
Prepayment charge | 2.00% | |||
Minimum [Member] | ||||
Notes Payable, net (Details) [Line Items] | ||||
Debt interest rate | 9.00% | |||
Maximum [Member] | ||||
Notes Payable, net (Details) [Line Items] | ||||
Debt interest rate | 11.00% |
Notes Payable, net (Details) -
Notes Payable, net (Details) - Schedule of debt outstanding, net - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Notes Payable, net (Details) - Schedule of debt outstanding, net [Line Items] | ||
Notes payable, net | $ 51,934 | |
2019 Loan and Security Agreement [Member] | ||
Notes Payable, net (Details) - Schedule of debt outstanding, net [Line Items] | ||
Loan and Security Agreement | 25,000 | |
Subordinated Note Purchase and Security Agreement [Member] | ||
Notes Payable, net (Details) - Schedule of debt outstanding, net [Line Items] | ||
Loan and Security Agreement | 32,461 | |
Paycheck Protection Program Loan [Member] | ||
Notes Payable, net (Details) - Schedule of debt outstanding, net [Line Items] | ||
Loan and Security Agreement | 5,880 | |
Principal Amount Due | 63,341 | |
Less: Unamortized debt issuance costs and discounts | $ (11,407) |
Commitments (Details)
Commitments (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | ||||
Lease maturity description | The leases are non-cancellable operating leases that expire on various dates through 2030. | |||
Rent expense | $ 0.7 | $ 0.7 | $ 1.4 | $ 1.5 |
Commitments (Details) - Schedul
Commitments (Details) - Schedule of future minimum lease payments $ in Thousands | Jun. 30, 2021USD ($) |
Commitments (Details) - Schedule of future minimum lease payments [Line Items] | |
2021 (remaining six months) | $ 4,701 |
2022 | 3,093 |
2023 | 3,181 |
2024 | 3,190 |
2025 | 2,433 |
Thereafter | 11,186 |
Total minimum lease payments | 27,784 |
Purchase Obligations [Member] | |
Commitments (Details) - Schedule of future minimum lease payments [Line Items] | |
2021 (remaining six months) | 3,055 |
2022 | |
2023 | |
2024 | |
2025 | |
Thereafter | |
Total minimum lease payments | 3,055 |
Leases [Member] | |
Commitments (Details) - Schedule of future minimum lease payments [Line Items] | |
2021 (remaining six months) | 1,646 |
2022 | 3,093 |
2023 | 3,181 |
2024 | 3,190 |
2025 | 2,433 |
Thereafter | 11,186 |
Total minimum lease payments | $ 24,729 |
Stockholders_ Equity (Details)
Stockholders’ Equity (Details) - shares | Jun. 30, 2021 | Dec. 31, 2020 |
Stockholders' Equity Note [Abstract] | ||
Common stock shares authorized | 640,000,000 | 111,702,628 |
Common stock shares issued | 126,727,134 | 8,992,039 |
Preferred stock shares authorized | 10,000,000 | 89,775,268 |
Common stock shares outstanding | 126,727,134 | 8,992,039 |
Public and Private Warrants (De
Public and Private Warrants (Details) | 6 Months Ended |
Jun. 30, 2021$ / sharesshares | |
Public and Private Warrants (Details) [Line Items] | |
Share price per share | $ / shares | $ 11.50 |
Public warrants redemption description | if, and only if, the last reported closing price of the ordinary shares equals of exceeds $18.00 per share for any 20 trading days within a 30-trading day period on the third trading day prior to the date on which the Company sends the notice of redemption to the warrant holders.If the Company calls the public warrants for redemption, management will have the option to require all holders that wish to exercise the public warrants to do so on a “cashless basis,” as described in the warrant agreement. The exercise price and number of shares of common stock issuable upon exercise of the warrants may be adjusted in certain circumstances including in the event of a share dividend, recapitalization, reorganization, merger or consolidation. However, the warrants will not be adjusted for issuance of common stock at a price below its exercise price. |
Public Warrants [Member] | |
Public and Private Warrants (Details) [Line Items] | |
Number of warrants outstanding | shares | 7,666,646 |
Private Warrants [Member] | |
Public and Private Warrants (Details) [Line Items] | |
Number of warrants outstanding | shares | 180,000 |
Warrant [Member] | |
Public and Private Warrants (Details) [Line Items] | |
Price per warrant | $ / shares | $ 0.01 |
Stock Option Plans (Details)
Stock Option Plans (Details) - USD ($) | 3 Months Ended | 6 Months Ended | |
Jun. 30, 2021 | Jun. 30, 2021 | Dec. 31, 2020 | |
Stock Option Plans (Details) [Line Items] | |||
Restricted stock units grants (in Shares) | 3,732,115 | ||
Share based compensation expense | $ 7,800,000 | $ 7,800,000 | |
Total unrecognized compensation cost | 41,000,000 | $ 41,000,000 | |
Recognized average period | 2 years 9 months 21 days | ||
Total grant date fair value of shares vested | $ 18,200,000 | ||
Issued outstanding performance-based awards (in Shares) | 150,000 | ||
PSUs term | 5 years | ||
Expense from PSUs | 1,000,000 | $ 1,000,000 | |
Weighted-average grant date fair value per share of stock options granted (in Dollars per share) | $ 7.69 | ||
Unrecognized stock-based compensation cost | $ 2,600,000 | $ 2,600,000 | |
2021 Stock Plan [Member] | |||
Stock Option Plans (Details) [Line Items] | |||
Restricted stock units granted (in Shares) | 4,985,044 | ||
Restricted stock units vested (in Shares) | 1,252,929 | ||
Recognized average period | 2 years 5 months 19 days | ||
Performance Based Awards [Member] | |||
Stock Option Plans (Details) [Line Items] | |||
Stock-based compensation expense | $ 2,500,000 | ||
Issued PSUs | $ 2,693,061 | ||
2021 Stock Plan [Member] | |||
Stock Option Plans (Details) [Line Items] | |||
Common stock reserved for issuance (in Shares) | 38,018,247 | 38,018,247 | |
Dividend yield | 0.00% |
Stock Option Plans (Details) -
Stock Option Plans (Details) - Schedule of restricted stock units | 6 Months Ended |
Jun. 30, 2021$ / sharesshares | |
Schedule of restricted stock units [Abstract] | |
Number of RSUs, Beginning Balance | shares | |
Weighted-Average Fair Value, Beginning Balance | $ / shares | |
Number of RSUs, Granted | shares | 4,985,044 |
Weighted-Average Fair Value, Granted | $ / shares | $ 12.13 |
Number of RSUs, Vested | shares | (1,684,348) |
Weighted-Average Fair Value, Vested | $ / shares | $ 10.78 |
Number of RSUs, Forfeited | shares | |
Weighted-Average Fair Value, Forfeited | $ / shares | |
Number of RSUs, Ending Balance | shares | 3,300,696 |
Weighted-Average Fair Value, Ending Balance | $ / shares | $ 12.82 |
Stock Option Plans (Details) _2
Stock Option Plans (Details) - Schedule of estimate the value of options granted - Performance Based Awards [Member] | 6 Months Ended |
Jun. 30, 2021 | |
Stock Option Plans (Details) - Schedule of estimate the value of options granted [Line Items] | |
Expected dividend yield | |
Minimum [Member] | |
Stock Option Plans (Details) - Schedule of estimate the value of options granted [Line Items] | |
Expected volatility | 65.00% |
Expected term (years) | 7 months 6 days |
Risk-free interest rate | 0.30% |
Maximum [Member] | |
Stock Option Plans (Details) - Schedule of estimate the value of options granted [Line Items] | |
Expected volatility | 70.00% |
Expected term (years) | 1 year 10 months 24 days |
Risk-free interest rate | 0.60% |
Stock Option Plans (Details) _3
Stock Option Plans (Details) - Schedule of estimate the value of options granted | 6 Months Ended | 12 Months Ended |
Jun. 30, 2021 | Dec. 31, 2020 | |
Stock Option Plans (Details) - Schedule of estimate the value of options granted [Line Items] | ||
Forfeiture rate | 26.20% | |
Volatility | 62.00% | |
Expected term (years) | 5 years 3 months 29 days | |
Risk-free interest rate | 0.53% | |
Expected dividends | ||
Minimum [Member] | ||
Stock Option Plans (Details) - Schedule of estimate the value of options granted [Line Items] | ||
Forfeiture rate | 19.62% | |
Volatility | 47.00% | |
Expected term (years) | 4 years 11 months 12 days | |
Risk-free interest rate | 0.26% | |
Maximum [Member] | ||
Stock Option Plans (Details) - Schedule of estimate the value of options granted [Line Items] | ||
Forfeiture rate | 25.76% | |
Volatility | 62.00% | |
Expected term (years) | 7 years | |
Risk-free interest rate | 1.73% |
Stock Option Plans (Details) _4
Stock Option Plans (Details) - Schedule of activity of stock option plan $ / shares in Units, $ in Thousands | 6 Months Ended |
Jun. 30, 2021USD ($)$ / sharesshares | |
Schedule of activity of stock option plan [Abstract] | |
Stock Number of Options, Beginning | shares | 5,931,024 |
Weighted- Average Exercise Price, Beginning | $ / shares | $ 2.61 |
Weighted Average Remaining Contractual Term (Years), Beginning | 8 years 1 month 6 days |
Aggregate Intrinsic Value, Beginning | $ | $ 70,192 |
Stock Number of Options, Options granted | shares | 4,231 |
Weighted- Average Exercise Price, Options granted | $ / shares | $ 14.45 |
Aggregate Intrinsic Value, Options granted | $ | |
Stock Number of Options, Options exercised | shares | (1,089,553) |
Weighted- Average Exercise Price, Options exercised | $ / shares | $ 2.21 |
Aggregate Intrinsic Value, Options exercised | $ | |
Stock Number of Options, Options cancelled or expired and returned to plan | shares | (1,808,157) |
Weighted- Average Exercise Price, Options cancelled or expired and returned to plan | $ / shares | $ 2.17 |
Aggregate Intrinsic Value, Options cancelled or expired and returned to plan | $ | |
Stock Number of Options, Ending | shares | 3,037,545 |
Weighted- Average Exercise Price, Ending | $ / shares | $ 3 |
Weighted Average Remaining Contractual Term (Years), Ending | 8 years 9 months |
Aggregate Intrinsic Value, Ending | $ | $ 45,560 |
Stock Number of Options, Vested and exercisable to vest as of March 31, 2021 | shares | 423,342 |
Weighted- Average Exercise Price, Vested and exercisable to vest as of March 31, 2021 | $ / shares | $ 2.96 |
Weighted Average Remaining Contractual Term (Years), Vested and exercisable to vest as of March 31, 2021 | 8 years 6 months |
Aggregate Intrinsic Value, Vested and exercisable to vest as of March 31, 2021 | $ | $ 6,367 |
Stock Number of Options, Vested and expected as of March 31, 2021 | shares | 2,034,446 |
Weighted- Average Exercise Price, Vested and expected as of March 31, 2021 | $ / shares | $ 2.99 |
Weighted Average Remaining Contractual Term (Years), Vested and expected as of March 31, 2021 | 8 years 7 months 13 days |
Aggregate Intrinsic Value, Vested and expected as of March 31, 2021 | $ | $ 30,533 |
Stock Option Plans (Details) _5
Stock Option Plans (Details) - Schedule of stock-based compensation expense for employee and nonemployee options - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2021 | Jun. 30, 2020 | |
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||
Total stock-based compensation | $ 12,021 | $ 555 |
Other operating expenses | 11,027 | 302 |
Cost of revenues [member] | ||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||
Total stock-based compensation | 225 | 14 |
Research and development [Member] | ||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||
Total stock-based compensation | 630 | 236 |
Sales and marketing [Member] | ||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||
Total stock-based compensation | $ 139 | $ 3 |
Income Taxes (Details)
Income Taxes (Details) | 6 Months Ended | |
Jun. 30, 2021 | Jun. 30, 2020 | |
Income Tax Disclosure [Abstract] | ||
Effective tax rate | 0.00% | 0.00% |
Statutory federal tax rate | 21.00% |
Segment and Geographic Inform_3
Segment and Geographic Information (Details) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2021USD ($) | Jun. 30, 2020USD ($) | Jun. 30, 2021USD ($) | Jun. 30, 2020USD ($) | Dec. 31, 2020USD ($) | |
Segment and Geographic Information (Details) [Line Items] | |||||
Number of operating segment | 2 | ||||
Total asset | $ 361,101 | $ 361,101 | $ 202,164 | ||
Revenue earned from customers | 28,098 | $ 7,718 | 45,374 | $ 16,408 | |
Operating Segments [Member] | |||||
Segment and Geographic Information (Details) [Line Items] | |||||
Total asset | 124,800 | 124,800 | |||
Revenue [Member] | |||||
Segment and Geographic Information (Details) [Line Items] | |||||
Revenue earned from customers | 1,000 | $ 1,800 | |||
Customer [Member] | |||||
Segment and Geographic Information (Details) [Line Items] | |||||
Revenue earned from customers | 2,000 | $ 2,500 | |||
Insurance Services [Member] | |||||
Segment and Geographic Information (Details) [Line Items] | |||||
Total asset | 119,800 | 119,800 | |||
Enterprise Business Solutions [Member] | |||||
Segment and Geographic Information (Details) [Line Items] | |||||
Total asset | $ 5,000 | $ 5,000 |
Segment and Geographic Inform_4
Segment and Geographic Information (Details) - Schedule of operating results of the Company’s reportable segments - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Revenue: | ||||
Revenue | $ 28,098 | $ 7,718 | $ 45,374 | $ 16,408 |
Contribution: | ||||
Contribution | (2,038) | 5,205 | (4,633) | 6,331 |
Insurance services [Member] | ||||
Revenue: | ||||
Revenue | 26,988 | 5,887 | 43,216 | 13,943 |
Contribution: | ||||
Contribution | (1,173) | 4,813 | (3,036) | 6,501 |
Enterprise business solutions [Member] | ||||
Revenue: | ||||
Revenue | 1,110 | 1,831 | 2,158 | 2,465 |
Contribution: | ||||
Contribution | $ (865) | $ 392 | $ (1,597) | $ (170) |
Segment and Geographic Inform_5
Segment and Geographic Information (Details) - Schedule of contribution to its total loss from operations - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Schedule of contribution to its total loss from operations [Abstract] | ||||
Total segment contribution | $ (2,038) | $ 5,205 | $ (4,633) | $ 6,331 |
Ceded premium, losses and LAE | (2,337) | 4,064 | (5,242) | 6,414 |
Other income | 180 | 470 | 1,327 | 798 |
Policy services expenses and other | 1,692 | 813 | 2,063 | 1,799 |
Sales, marketing, and other acquisition costs | 25,716 | (424) | 72,883 | 3,388 |
Research and development | 1,361 | 859 | 3,367 | 2,401 |
Amortization of capitalized software | 2,701 | 2,799 | 5,352 | 5,496 |
Other operating expenses | 16,729 | 3,965 | 25,311 | 9,216 |
Loss from operations | $ (48,080) | $ (7,341) | $ (109,694) | $ (23,181) |
Segment and Geographic Inform_6
Segment and Geographic Information (Details) - Shedule of geographical breakdown of direct earned premiums - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Total premiums earned | $ 27,758 | $ 22,590 | $ 53,580 | $ 47,371 |
California [Member] | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Total premiums earned | 16,334 | 13,015 | 31,480 | 27,606 |
Washington [Member] | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Total premiums earned | 3,379 | 2,611 | 6,364 | 5,324 |
New Jersey [Member] | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Total premiums earned | 2,749 | 2,046 | 5,208 | 4,243 |
Oregon [Member] | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Total premiums earned | 1,713 | 1,723 | 3,509 | 3,604 |
Illinois [Member] | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Total premiums earned | 1,019 | 1,054 | 2,060 | 2,202 |
Arizona [Member] | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Total premiums earned | 1,245 | 1,060 | 2,513 | 2,162 |
Pennsylvania [Member] | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Total premiums earned | 741 | 683 | 1,398 | 1,405 |
Virginia [Member] | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Total premiums earned | $ 578 | $ 398 | $ 1,048 | $ 825 |
Net Loss per Share (Details)
Net Loss per Share (Details) | 6 Months Ended |
Jun. 30, 2021shares | |
Earnings Per Share [Abstract] | |
Weighted average shares outstanding | 1.01547844 |
Net Loss per Share (Details) -
Net Loss per Share (Details) - Schedule of basic and diluted net loss per share - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2021 | Mar. 31, 2021 | Jun. 30, 2020 | Mar. 31, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Schedule of basic and diluted net loss per share [Abstract] | ||||||
Net loss attributable to common stockholders ($ in thousands) | $ (41,260) | $ (8,898) | $ (144,887) | $ (25,787) | ||
Weighted average common shares outstanding — basic and diluted | 126,693,218 | 126,693,218 | 8,886,421 | 8,886,421 | 101,236,461 | 8,878,928 |
Net loss per share attributable to common stockholders — basic and diluted | $ (0.33) | $ (0.33) | $ (1) | $ (1) | $ (1.43) | $ (2.90) |
Net Loss per Share (Details) _2
Net Loss per Share (Details) - schedule of antidilutive securities excluded from computation of earnings per share - shares | 6 Months Ended | |
Jun. 30, 2021 | Jun. 30, 2020 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total anti-dilutive securities | 18,562,317 | 74,069,746 |
Outstanding stock options - Stock Plan [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total anti-dilutive securities | 3,037,545 | 4,344,819 |
Warrants for preferred stock [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total anti-dilutive securities | 869,942 | |
Warrants for common stock [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total anti-dilutive securities | 7,846,667 | 78,371 |
Restricted stock units [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total anti-dilutive securities | 7,678,105 | |
Convertible preferred stock [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total anti-dilutive securities | 68,776,614 |
Related-Party Transactions (Det
Related-Party Transactions (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | Dec. 31, 2020 | Aug. 31, 2014 | |
Related-Party Transactions (Details) [Line Items] | ||||||
Interest rate | 3.09% | |||||
Revenue | $ 28,098 | $ 7,718 | $ 45,374 | $ 16,408 | ||
Chief Executive Officer [Member] | ||||||
Related-Party Transactions (Details) [Line Items] | ||||||
Loan amount | $ 400 | |||||
Interest rate | 1.50% | |||||
Investors [Member] | ||||||
Related-Party Transactions (Details) [Line Items] | ||||||
Revenue | 1,000 | $ 1,800 | 2,000 | $ 2,500 | ||
Accounts receivable | $ 200 | $ 200 | $ 0 |