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Hippo (HIPO)

Cover Page

Cover Page3 Months Ended
Mar. 31, 2021
Document Information [Line Items]
Document TypeS-1
Amendment Flagfalse
Entity Registrant NameHippo Holdings Inc.
Entity Central Index Key0001828105
Entity Filer CategoryNon-accelerated Filer
Entity Small Businesstrue
Entity Emerging Growth Companytrue
Entity Ex Transition Periodfalse

Condensed Consolidated Balance

Condensed Consolidated Balance Sheets - USD ($)Jun. 30, 2021Dec. 31, 2020Dec. 31, 2019
Current assets:
Cash and cash equivalents $ 101,045 $ 622,985
Prepaid expenses800,310 1,074,689
Total current assets901,355 1,697,674
Cash and investments held in Trust Account230,004,108 230,018,693
Total Assets230,905,463 231,716,367
Current liabilities:
Accounts payable89,189 0
Accrued expenses874,866 139,684
Due to related party334,663 11,560
Total current liabilities1,298,718 151,244
Liabilities [Abstract]
Deferred legal fees200,000 200,000
Deferred underwriting commissions8,050,000 8,050,000
Derivative warrant liabilities16,603,180 13,467,630
Total liabilities26,151,898 21,868,874
Commitments and contingencies
Shareholders' Equity:
Preference shares, $0.0001 par value; 5,000,000 shares authorized; none issued and outstanding0 0
Additional paid-in capital11,565,268 6,471,389
Accumulated deficit(6,566,141)(1,472,213)
Total Hippo Enterprises Inc. stockholders' deficit5,000,005 5,000,003
Total stockholders' equity5,000,005 5,000,003
Total liabilities, convertible preferred stock, and stockholders' deficit230,905,463 231,716,367
Class A Ordinary Shares
Convertible preferred stock:
Preferred stock, $0.000001 par value per share; 46,479,310 and 38,851,220 shares authorized as of December 31, 2020 and 2019, respectively; 43,985,178 and 36,035,688 shares issued and outstanding as of December 31, 2020 and 2019, respectively; Liquidation preferences of $359.4 million and $204.5 million as of December 31, 2020 and 2019, respectively199,753,560 204,847,490
Shareholders' Equity:
Common stock, $0.000001 par value per share; 83,830,000 and 71,000,000 shares authorized as of December 31, 2020 and 2019, respectively; 13,307,826 and 12,069,742 shares issued and outstanding as of December 31, 2020 and 2019, respectively303 252
Class B Ordinary Shares
Shareholders' Equity:
Common stock, $0.000001 par value per share; 83,830,000 and 71,000,000 shares authorized as of December 31, 2020 and 2019, respectively; 13,307,826 and 12,069,742 shares issued and outstanding as of December 31, 2020 and 2019, respectively575 575
Hippo Enterprises Inc And Subsidiaries [Member]
Investments:
Fixed maturities available-for-sale, at fair value56,600,000 56,000,000 $ 0
Short-term investments0 96,500,000
Total investments56,600,000 56,000,000 96,500,000
Current assets:
Cash and cash equivalents364,100,000 452,300,000 23,300,000
Restricted cash46,100,000 40,100,000 18,700,000
Accounts receivable, net of allowance54,000,000 37,100,000 3,500,000
Reinsurance recoverable on paid and unpaid losses and LAE242,800,000 134,100,000 0
Deferred policy acquisition costs0 1,900,000 0
Ceding commissions receivable34,200,000 21,300,000 0
Prepaid reinsurance premiums195,300,000 129,400,000 0
Property and equipment900,000 900,000
Capitalized internal use software18,700,000 14,700,000 7,800,000
Goodwill48,200,000 47,800,000 1,900,000
Intangible assets34,600,000 33,900,000 15,600,000
Other assets27,200,000 10,800,000 2,300,000
Total Assets1,121,800,000 979,400,000 170,500,000
Liabilities [Abstract]
Loss and loss adjustment expense reserve195,200,000 105,100,000 0
Unearned premiums216,500,000 150,300,000 0
Reinsurance premiums payable137,000,000 86,100,000 0
Provision for commission13,000,000 28,200,000 12,900,000
Fiduciary liabilities28,200,000 17,500,000 10,500,000
Convertible promissory notes299,000,000 273,000,000 0
Derivative liability on notes162,600,000 113,300,000 0
Contingent consideration liability11,600,000 12,000,000 13,800,000
Preferred stock warrant liabilities137,500,000 22,900,000 6,700,000
Accrued expenses and other liabilities46,000,000 25,700,000 14,600,000
Total liabilities1,246,600,000 834,100,000 58,500,000
Convertible preferred stock:
Preferred stock, $0.000001 par value per share; 46,479,310 and 38,851,220 shares authorized as of December 31, 2020 and 2019, respectively; 43,985,178 and 36,035,688 shares issued and outstanding as of December 31, 2020 and 2019, respectively; Liquidation preferences of $359.4 million and $204.5 million as of December 31, 2020 and 2019, respectively344,800,000 344,800,000 190,300,000
Shareholders' Equity:
Common stock, $0.000001 par value per share; 83,830,000 and 71,000,000 shares authorized as of December 31, 2020 and 2019, respectively; 13,307,826 and 12,069,742 shares issued and outstanding as of December 31, 2020 and 2019, respectively0 0 0
Additional paid-in capital65,800,000 56,900,000 36,700,000
Accumulated other comprehensive income(300,000)100,000 100,000
Accumulated deficit(536,400,000)(256,600,000)(115,100,000)
Total Hippo Enterprises Inc. stockholders' deficit(470,900,000)(199,600,000)(78,300,000)
Noncontrolling interest1,300,000 100,000 0
Total stockholders' equity(469,600,000)(199,500,000)(78,300,000)
Total liabilities, convertible preferred stock, and stockholders' deficit $ 1,121,800,000 979,400,000 $ 170,500,000
Hippo Enterprises Inc And Subsidiaries [Member] | As Previously Reported
Current assets:
Other assets9,900,000
Reinvent Technology Partners Z [Member]
Current assets:
Cash and cash equivalents622,985
Prepaid expenses1,074,689
Total current assets1,697,674
Cash and investments held in Trust Account230,018,693
Total Assets231,716,367
Current liabilities:
Accrued expenses139,684
Due to related party11,560
Total current liabilities151,244
Liabilities [Abstract]
Deferred legal fees200,000
Deferred underwriting commissions8,050,000
Derivative warrant liabilities13,467,630
Total liabilities21,868,874
Convertible preferred stock:
Preferred stock, $0.000001 par value per share; 46,479,310 and 38,851,220 shares authorized as of December 31, 2020 and 2019, respectively; 43,985,178 and 36,035,688 shares issued and outstanding as of December 31, 2020 and 2019, respectively; Liquidation preferences of $359.4 million and $204.5 million as of December 31, 2020 and 2019, respectively204,847,490
Shareholders' Equity:
Preference shares, $0.0001 par value; 5,000,000 shares authorized; none issued and outstanding0
Additional paid-in capital6,471,389
Accumulated deficit(1,472,213)
Total Hippo Enterprises Inc. stockholders' deficit5,000,003
Total stockholders' equity5,000,003
Total liabilities, convertible preferred stock, and stockholders' deficit231,716,367
Reinvent Technology Partners Z [Member] | As Previously Reported
Current assets:
Total Assets231,716,367
Current liabilities:
Total current liabilities151,244
Liabilities [Abstract]
Deferred legal fees200,000
Deferred underwriting commissions8,050,000
Derivative warrant liabilities0
Total liabilities8,401,244
Convertible preferred stock:
Preferred stock, $0.000001 par value per share; 46,479,310 and 38,851,220 shares authorized as of December 31, 2020 and 2019, respectively; 43,985,178 and 36,035,688 shares issued and outstanding as of December 31, 2020 and 2019, respectively; Liquidation preferences of $359.4 million and $204.5 million as of December 31, 2020 and 2019, respectively218,315,120
Shareholders' Equity:
Preference shares, $0.0001 par value; 5,000,000 shares authorized; none issued and outstanding0
Additional paid-in capital5,230,984
Accumulated deficit(231,673)
Total Hippo Enterprises Inc. stockholders' deficit5,000,003
Total liabilities, convertible preferred stock, and stockholders' deficit231,716,367
Reinvent Technology Partners Z [Member] | Class A Ordinary Shares
Convertible preferred stock:
Preferred stock, $0.000001 par value per share; 46,479,310 and 38,851,220 shares authorized as of December 31, 2020 and 2019, respectively; 43,985,178 and 36,035,688 shares issued and outstanding as of December 31, 2020 and 2019, respectively; Liquidation preferences of $359.4 million and $204.5 million as of December 31, 2020 and 2019, respectively204,847,490
Shareholders' Equity:
Common stock, $0.000001 par value per share; 83,830,000 and 71,000,000 shares authorized as of December 31, 2020 and 2019, respectively; 13,307,826 and 12,069,742 shares issued and outstanding as of December 31, 2020 and 2019, respectively252
Reinvent Technology Partners Z [Member] | Class A Ordinary Shares | As Previously Reported
Shareholders' Equity:
Common stock, $0.000001 par value per share; 83,830,000 and 71,000,000 shares authorized as of December 31, 2020 and 2019, respectively; 13,307,826 and 12,069,742 shares issued and outstanding as of December 31, 2020 and 2019, respectively117
Reinvent Technology Partners Z [Member] | Class B Ordinary Shares
Shareholders' Equity:
Common stock, $0.000001 par value per share; 83,830,000 and 71,000,000 shares authorized as of December 31, 2020 and 2019, respectively; 13,307,826 and 12,069,742 shares issued and outstanding as of December 31, 2020 and 2019, respectively575
Reinvent Technology Partners Z [Member] | Class B Ordinary Shares | As Previously Reported
Shareholders' Equity:
Common stock, $0.000001 par value per share; 83,830,000 and 71,000,000 shares authorized as of December 31, 2020 and 2019, respectively; 13,307,826 and 12,069,742 shares issued and outstanding as of December 31, 2020 and 2019, respectively $ 575

Condensed Consolidated Balanc_2

Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in MillionsJun. 30, 2021Dec. 31, 2020
Preferred stock, par value $ 0.0001 $ 0.0001
Preferred stock, shares authorized5,000,000 5,000,000
Preferred stock, shares issued0 0
Preferred stock, shares outstanding0 0
Class A Ordinary Shares
Temporary equity, shares outstanding19,975,356 20,484,749
Temporary equity, redemption value per share $ 10 $ 10
Common stock, par value $ 0.0001 $ 0.0001
Common stock, shares authorized500,000,000 500,000,000
Common stock, shares issued3,024,644 2,515,251
Common stock, shares outstanding3,024,644 2,515,251
Class B Ordinary Shares
Common stock, par value $ 0.0001 $ 0.0001
Common stock, shares authorized50,000,000 50,000,000
Common stock, shares issued5,750,000 5,750,000
Common stock, shares outstanding5,750,000 5,750,000
Hippo Enterprises Inc And Subsidiaries [Member]
Amortized cost $ 56.9 $ 55.9
Accounts Receivable, Allowance for Credit Loss $ 0.4 $ 0.5
Preferred stock, par value $ 0.000001 $ 0.000001
Preferred stock, shares authorized46,479,310 46,479,310
Preferred stock, shares issued43,985,178 43,985,178
Preferred stock, shares outstanding43,985,178 43,985,178
Common stock, par value $ 0.000001 $ 0.000001
Common stock, shares authorized83,830,000 83,830,000
Common stock, shares issued14,200,750 13,307,826
Common stock, shares outstanding14,200,750 13,307,826
Temporary Equity, Liquidation Preference $ 359.4 $ 359.4
Reinvent Technology Partners Z [Member]
Preferred stock, par value $ 0.0001
Preferred stock, shares authorized5,000,000
Preferred stock, shares issued0
Preferred stock, shares outstanding0
Reinvent Technology Partners Z [Member] | Class A Ordinary Shares
Temporary equity, par value $ 0.0001
Temporary equity, shares outstanding20,484,749
Temporary equity, redemption value per share $ 10
Common stock, par value $ 0.0001
Common stock, shares authorized500,000,000
Common stock, shares issued2,515,251
Common stock, shares outstanding2,515,251
Shares subject to possible redemption20,484,749
Reinvent Technology Partners Z [Member] | Class B Ordinary Shares
Common stock, par value $ 0.0001
Common stock, shares authorized50,000,000
Common stock, shares issued5,750,000
Common stock, shares outstanding5,750,000

Condensed Consolidated Statemen

Condensed Consolidated Statement of Operations and Comprehensive Loss - USD ($)3 Months Ended6 Months Ended12 Months Ended
Jun. 30, 2021Dec. 31, 2020Jun. 30, 2020Jun. 30, 2021Jun. 30, 2020Dec. 31, 2020Dec. 31, 2019
Expenses:
General and administrative $ 561,581 $ 2,017,703
Loss from operations(561,581)(2,017,703)
Other income (expense)
Unrealized gain on investments held in Trust Account6,408 59,325
Change in fair value of derivative warrant liabilities(2,076,920)(3,135,550)
Total other income (expense)(2,070,512)(3,076,225)
Net loss(2,632,093)(5,093,928)
Net loss attributable to Hippo Enterprises Inc.(2,632,093)(5,093,928)
Per share data:
Net loss attributable to Hippo Enterprises Inc. — basic and diluted $ (2,632,093) $ (5,093,928)
Class A Ordinary Shares
Per share data:
Weighted-average shares used in computing net loss per share attributable to Hippo Enterprises Inc. — basic and diluted23,000,000 23,000,000
Net loss per share attributable to Hippo Enterprises Inc. — basic and diluted $ 0 $ 0
Class B Ordinary Shares
Per share data:
Weighted-average shares used in computing net loss per share attributable to Hippo Enterprises Inc. — basic and diluted5,750,000 5,750,000
Net loss per share attributable to Hippo Enterprises Inc. — basic and diluted $ (0.46) $ (0.89)
Hippo Enterprises Inc And Subsidiaries [Member]
Revenues [Abstract]
Net earned premium $ 10,200,000 $ 2,500,000 $ 19,000,000 $ 4,000,000 $ 17,100,000 $ 0
Commission income, net6,500,000 8,400,000 11,600,000 15,500,000 27,100,000 28,900,000
Service and fee income4,100,000 800,000 7,100,000 2,100,000 6,300,000 3,600,000
Net investment income100,000 200,000 200,000 600,000 1,100,000 2,200,000
Total revenue, net20,900,000 11,900,000 37,900,000 22,200,000 51,600,000 34,700,000
Expenses:
Losses and loss adjustment expenses21,400,000 3,300,000 38,700,000 5,200,000 25,300,000 0
Insurance related expenses8,500,000 4,100,000 16,000,000 8,000,000 19,300,000 7,100,000
Technology and development7,500,000 3,700,000 14,500,000 7,300,000 18,000,000 7,700,000
Sales and marketing22,200,000 17,300,000 46,900,000 35,300,000 69,400,000 66,300,000
General and administrative8,800,000 5,500,000 17,100,000 11,100,000 36,800,000 34,600,000
Interest and other expense36,000,000 2,900,000 183,100,000 4,000,000 26,000,000 2,000,000
Total expenses104,400,000 36,800,000 316,300,000 70,900,000 194,800,000 117,700,000
Other income (expense)
Loss before income taxes(83,500,000)(24,900,000)(278,400,000)(48,700,000)(143,200,000)(83,000,000)
Income taxes (benefit) expense200,000 300,000 (1,800,000)100,000
Net loss(83,700,000)(24,900,000)(278,700,000)(48,700,000)(141,400,000)(83,100,000)
Net income attributable to noncontrolling interests, net of tax800,000 (100,000)1,100,000 0 100,000 0
Net loss attributable to Hippo Enterprises Inc.(84,500,000)(24,800,000)(279,800,000)(48,700,000)(141,500,000)(83,100,000)
Other comprehensive income:
Change in net unrealized gain or loss on investments, net of tax300,000 (200,000)(300,000)0 100,000
Comprehensive loss attributable to Hippo(84,200,000)(25,000,000)(280,100,000)(48,700,000)(141,500,000)(83,000,000)
Per share data:
Net loss attributable to Hippo Enterprises Inc. — basic and diluted $ (84,500,000) $ (24,800,000) $ (279,800,000) $ (48,700,000) $ (141,500,000) $ (83,100,000)
Weighted-average shares used in computing net loss per share attributable to Hippo Enterprises Inc. — basic and diluted14,134,399 12,360,596 13,968,160 12,236,471 12,495,509 10,652,088
Net loss per share attributable to Hippo Enterprises Inc. — basic and diluted $ (5.98) $ (2.01) $ (20.03) $ (3.98) $ (11.32) $ (7.80)
Reinvent Technology Partners Z [Member]
Expenses:
General and administrative $ 250,366
Loss from operations(250,366)
Other income (expense)
Unrealized gain on investments held in Trust Account18,693
Financing costs — derivative warrant liabilities(374,490)
Change in fair value of derivative warrant liabilities(866,050)
Total other income (expense)(1,221,847)
Net loss(1,472,213)
Net loss attributable to Hippo Enterprises Inc.(1,472,213)
Per share data:
Net loss attributable to Hippo Enterprises Inc. — basic and diluted $ (1,472,213)
Reinvent Technology Partners Z [Member] | Class A Ordinary Shares
Per share data:
Weighted-average shares used in computing net loss per share attributable to Hippo Enterprises Inc. — basic and diluted23,000,000
Net loss per share attributable to Hippo Enterprises Inc. — basic and diluted $ 0
Reinvent Technology Partners Z [Member] | Class B Ordinary Shares
Per share data:
Weighted-average shares used in computing net loss per share attributable to Hippo Enterprises Inc. — basic and diluted5,750,000
Net loss per share attributable to Hippo Enterprises Inc. — basic and diluted $ (0.26)

Condensed Consolidated Statem_2

Condensed Consolidated Statement of Changes in Shareholders' Equity - USD ($)TotalAdditional Paid-in CapitalAccumulated DeficitClass A Ordinary SharesClass A Ordinary SharesCommon Stock [Member]Class B Ordinary SharesCommon Stock [Member]Hippo Enterprises Inc And Subsidiaries [Member]Hippo Enterprises Inc And Subsidiaries [Member]As Previously ReportedHippo Enterprises Inc And Subsidiaries [Member]Common Stock [Member]Hippo Enterprises Inc And Subsidiaries [Member]Additional Paid-in CapitalHippo Enterprises Inc And Subsidiaries [Member]Accumulated Other Comprehensive IncomeHippo Enterprises Inc And Subsidiaries [Member]Accumulated DeficitHippo Enterprises Inc And Subsidiaries [Member]Total Hippo Enterprises Inc. Stockholders' DeficitHippo Enterprises Inc And Subsidiaries [Member]Noncontrolling Interest [Member]Hippo Enterprises Inc And Subsidiaries [Member]Convertible Preferred Stock [Member]Reinvent Technology Partners Z [Member]Reinvent Technology Partners Z [Member]As Previously ReportedReinvent Technology Partners Z [Member]Additional Paid-in CapitalReinvent Technology Partners Z [Member]Accumulated DeficitReinvent Technology Partners Z [Member]Class A Ordinary SharesReinvent Technology Partners Z [Member]Class A Ordinary SharesCommon Stock [Member]Reinvent Technology Partners Z [Member]Class B Ordinary SharesCommon Stock [Member]
Beginning balance at Dec. 31, 2018 $ (18,100,000) $ 0 $ 13,900,000 $ 0 $ (32,000,000) $ (18,100,000) $ 0
Beginning balance (in shares) at Dec. 31, 20188,586,503
Beginning balance , Convertible Preferred Stock at Dec. 31, 2018 $ 87,300,000
Beginning balance, Convertible Preferred Stock (in shares) at Dec. 31, 201828,627,021
Net income (loss)(83,100,000) $ (83,000,000)100,000 (83,100,000)(83,000,000)
Issuance of Series C preferred stock, net of issuance costs $ 8,000,000
Issuance of Series C preferred stock, net of issuance costs (in Shares)1,135,603
Issuance of Series D preferred stock, net of issuance costs $ 95,000,000
Issuance of Series D preferred stock, net of issuance costs (in Shares)6,273,064
Issuance of common stock upon exercise of warrants (in Shares)58,500
Issuance of common stock upon exercise of stock options900,000 900,000 900,000
Issuance of common stock upon exercise of stock options (in Shares)1,212,945
Vesting of early exercised stock options100,000 100,000 100,000
Vesting of early exercised stock options (in Shares)56,791
Vesting of restricted stock awards (in Shares)2,155,003
Share-based compensation expense21,800,000 21,800,000 21,800,000
Ending balance at Dec. 31, 2019(78,300,000) $ 0 36,700,000 100,000 (115,100,000)(78,300,000)0
Ending balance (in shares) at Dec. 31, 201912,069,742
Ending balance , Convertible Preferred Stock at Dec. 31, 2019190,300,000 $ 190,300,000
Ending balance, Convertible Preferred Stock (in shares) at Dec. 31, 201936,035,688
Other comprehensive income200,000 200,000 200,000
Net income (loss)(23,900,000)(23,900,000)(23,900,000)
Issuance of Series D preferred stock, net of issuance costs $ 4,900,000
Issuance of Series D preferred stock, net of issuance costs (in Shares)321,415
Issuance of common stock upon exercise of stock options100,000 100,000 100,000
Issuance of common stock upon exercise of stock options (in Shares)82,697
Vesting of early exercised stock options (in Shares)38,694
Vesting of restricted stock awards (in Shares)10,557
Share-based compensation expense1,000,000 1,000,000 1,000,000
Other100,000 100,000
Ending balance at Mar. 31, 2020(100,800,000) $ 0 37,800,000 300,000 (139,000,000)(100,900,000)100,000
Ending balance (in shares) at Mar. 31, 202012,201,690
Ending balance , Convertible Preferred Stock at Mar. 31, 2020 $ 195,200,000
Ending balance, Convertible Preferred Stock (in shares) at Mar. 31, 202036,357,103
Beginning balance at Dec. 31, 2019(78,300,000) $ 0 36,700,000 100,000 (115,100,000)(78,300,000)0
Beginning balance (in shares) at Dec. 31, 201912,069,742
Beginning balance , Convertible Preferred Stock at Dec. 31, 2019190,300,000 $ 190,300,000
Beginning balance, Convertible Preferred Stock (in shares) at Dec. 31, 201936,035,688
Net income (loss)(48,700,000)
Ending balance at Jun. 30, 2020(124,400,000) $ 0 39,300,000 100,000 (163,800,000)(124,400,000)0
Ending balance (in shares) at Jun. 30, 202012,465,363
Ending balance , Convertible Preferred Stock at Jun. 30, 2020 $ 195,200,000
Ending balance, Convertible Preferred Stock (in shares) at Jun. 30, 202036,357,103
Beginning balance at Dec. 31, 2019(78,300,000) $ 0 36,700,000 100,000 (115,100,000)(78,300,000)0
Beginning balance (in shares) at Dec. 31, 201912,069,742
Beginning balance , Convertible Preferred Stock at Dec. 31, 2019190,300,000 $ 190,300,000
Beginning balance, Convertible Preferred Stock (in shares) at Dec. 31, 201936,035,688
Net income (loss)(141,500,000)(141,400,000)(141,500,000)(141,500,000)100,000
Issuance of Series D preferred stock, net of issuance costs $ 4,800,000
Issuance of Series D preferred stock, net of issuance costs (in Shares)321,415
Issuance of Series E preferred stock, net of issuance costs $ 149,700,000
Issuance of Series E preferred stock, net of issuance costs (in Shares)7,628,075
Issuance of common stock upon exercise of stock options $ 2,500,000 2,500,000 2,500,000
Issuance of common stock upon exercise of stock options (in Shares)1,179,870 1,179,870
Vesting of early exercised stock options (in Shares)38,694
Vesting of restricted stock awards (in Shares)19,520
Share-based compensation expense $ 17,700,000 17,700,000 17,700,000
Ending balance at Dec. 31, 2020 $ 5,000,003 $ 6,471,389 $ (1,472,213) $ 252 $ 575 (199,500,000) $ 0 56,900,000 100,000 (256,600,000)(199,600,000)100,000 $ 5,000,003 $ 6,471,389 $ (1,472,213) $ 252 $ 575
Ending balance (in shares) at Dec. 31, 20202,515,251 5,750,000 13,307,826 2,515,251 5,750,000
Ending balance , Convertible Preferred Stock at Dec. 31, 2020 $ 204,847,490 344,800,000 $ 344,800,000 204,847,490 $ 218,315,120 $ 204,847,490
Ending balance, Convertible Preferred Stock (in shares) at Dec. 31, 202020,484,749 43,985,178 20,484,749
Beginning balance at Mar. 31, 2020(100,800,000) $ 0 37,800,000 300,000 (139,000,000)(100,900,000)100,000
Beginning balance (in shares) at Mar. 31, 202012,201,690
Beginning balance , Convertible Preferred Stock at Mar. 31, 2020 $ 195,200,000
Beginning balance, Convertible Preferred Stock (in shares) at Mar. 31, 202036,357,103
Other comprehensive income(200,000)(200,000)(200,000)
Net income (loss)(24,800,000)(24,900,000)(24,800,000)(24,800,000)(100,000)
Issuance of common stock upon exercise of stock options500,000 500,000 500,000
Issuance of common stock upon exercise of stock options (in Shares)258,673
Vesting of restricted stock awards (in Shares)5,000
Share-based compensation expense1,000,000 1,000,000 1,000,000
Ending balance at Jun. 30, 2020(124,400,000) $ 0 39,300,000 100,000 (163,800,000)(124,400,000)0
Ending balance (in shares) at Jun. 30, 202012,465,363
Ending balance , Convertible Preferred Stock at Jun. 30, 2020 $ 195,200,000
Ending balance, Convertible Preferred Stock (in shares) at Jun. 30, 202036,357,103
Beginning balance at Oct. 01, 20200 0 0 $ 0 $ 0
Beginning balance (in shares) at Oct. 01, 20200 0
Issuance of Class B ordinary shares to Sponsor25,000 24,425 $ 575
Issuance of Class B ordinary shares to Sponsor, Shares5,750,000
Sale of units in initial public offering less fair value of public warrants223,610,510 223,608,210 $ 2,300
Sale of units in initial public offering less fair value of public warrants, Shares23,000,000
Offering costs(12,703,714)(12,703,714)
Excess cash received over fair value of private placement warrants387,910 387,910
Shares subject to possible redemption(204,847,490)(204,845,442) $ (2,048)
Shares subject to possible redemption (in shares)(20,484,749)
Net income (loss)(1,472,213)(231,673)(1,472,213)
Ending balance at Dec. 31, 20205,000,003 6,471,389 (1,472,213) $ 252 $ 575 (199,500,000) $ 0 56,900,000 100,000 (256,600,000)(199,600,000)100,000 5,000,003 6,471,389 (1,472,213) $ 252 $ 575
Ending balance (in shares) at Dec. 31, 20202,515,251 5,750,000 13,307,826 2,515,251 5,750,000
Ending balance , Convertible Preferred Stock at Dec. 31, 2020 $ 204,847,490 344,800,000 $ 344,800,000 204,847,490 218,315,120 $ 204,847,490
Ending balance, Convertible Preferred Stock (in shares) at Dec. 31, 202020,484,749 43,985,178 20,484,749
Other comprehensive income(600,000)(600,000)(600,000)
Shares subject to possible redemption2,461,840 2,461,816 $ 24
Shares subject to possible redemption (in shares)246,184
Net income (loss)(2,461,835)(2,461,835)(194,900,000)(195,200,000)(195,200,000)300,000
Issuance of common stock upon exercise of stock options1,900,000 1,900,000 1,900,000
Issuance of common stock upon exercise of stock options (in Shares)662,101
Vesting of early exercised stock options200,000 200,000 200,000
Vesting of early exercised stock options (in Shares)24,689
Repurchase of common stock (in Shares)(3,125)
Share-based compensation expense2,900,000 2,900,000 2,900,000
Other(100,000)(100,000)100,000
Ending balance at Mar. 31, 20215,000,008 8,933,205 (3,934,048) $ 276 $ 575 (390,000,000) $ 0 61,900,000 (500,000)(451,900,000)(390,500,000)500,000
Ending balance (in shares) at Mar. 31, 20212,761,435 5,750,000 13,991,491
Ending balance , Convertible Preferred Stock at Mar. 31, 2021 $ 344,800,000
Ending balance, Convertible Preferred Stock (in shares) at Mar. 31, 202143,985,178
Beginning balance at Dec. 31, 20205,000,003 6,471,389 (1,472,213) $ 252 $ 575 (199,500,000) $ 0 56,900,000 100,000 (256,600,000)(199,600,000)100,000 5,000,003 $ 6,471,389 $ (1,472,213) $ 252 $ 575
Beginning balance (in shares) at Dec. 31, 20202,515,251 5,750,000 13,307,826 2,515,251 5,750,000
Beginning balance , Convertible Preferred Stock at Dec. 31, 2020 $ 204,847,490 344,800,000 $ 344,800,000 $ 204,847,490 $ 218,315,120 $ 204,847,490
Beginning balance, Convertible Preferred Stock (in shares) at Dec. 31, 202020,484,749 43,985,178 20,484,749
Issuance of Class B ordinary shares to Sponsor25,000
Net income (loss)(5,093,928) $ (279,800,000)
Issuance of common stock upon exercise of stock options (in Shares)846,674
Ending balance at Jun. 30, 20215,000,005 11,565,268 (6,566,141) $ 303 $ 575 $ (469,600,000) $ 0 65,800,000 (300,000)(536,400,000)(470,900,000)1,300,000
Ending balance (in shares) at Jun. 30, 20213,024,644 5,750,000 14,200,750
Ending balance , Convertible Preferred Stock at Jun. 30, 2021 $ 199,753,560 344,800,000 $ 344,800,000
Ending balance, Convertible Preferred Stock (in shares) at Jun. 30, 202119,975,356 43,985,178
Beginning balance at Mar. 31, 20215,000,008 8,933,205 (3,934,048) $ 276 $ 575 (390,000,000) $ 0 61,900,000 (500,000)(451,900,000)(390,500,000)500,000
Beginning balance (in shares) at Mar. 31, 20212,761,435 5,750,000 13,991,491
Beginning balance , Convertible Preferred Stock at Mar. 31, 2021 $ 344,800,000
Beginning balance, Convertible Preferred Stock (in shares) at Mar. 31, 202143,985,178
Other comprehensive income200,000 200,000 200,000
Shares subject to possible redemption2,632,090 2,632,063 $ 27
Shares subject to possible redemption (in shares)263,209
Net income (loss)(2,632,093)(2,632,093)(84,500,000) $ (83,700,000)(84,500,000)(84,500,000)800,000
Issuance of common stock upon exercise of stock options600,000 600,000 600,000
Issuance of common stock upon exercise of stock options (in Shares)184,573
Vesting of early exercised stock options200,000 200,000 200,000
Vesting of early exercised stock options (in Shares)24,686
Share-based compensation expense3,100,000 3,100,000 3,100,000
Ending balance at Jun. 30, 2021 $ 5,000,005 $ 11,565,268 $ (6,566,141) $ 303 $ 575 (469,600,000) $ 0 $ 65,800,000 $ (300,000) $ (536,400,000) $ (470,900,000) $ 1,300,000
Ending balance (in shares) at Jun. 30, 20213,024,644 5,750,000 14,200,750
Ending balance , Convertible Preferred Stock at Jun. 30, 2021 $ 199,753,560 $ 344,800,000 $ 344,800,000
Ending balance, Convertible Preferred Stock (in shares) at Jun. 30, 202119,975,356 43,985,178

Condensed Consolidated Statem_3

Condensed Consolidated Statement of Cash Flows - USD ($)3 Months Ended6 Months Ended12 Months Ended
Jun. 30, 2021Dec. 31, 2020Jun. 30, 2021Jun. 30, 2020Dec. 31, 2020Dec. 31, 2019
Cash Flows from Operating Activities:
Net loss $ (2,632,093) $ (5,093,928)
Net loss(2,632,093)(5,093,928)
Adjustments to reconcile net loss to net cash used in operating activities:
Unrealized gain on investments held in Trust Account(6,408)(59,325)
Change in fair value of derivative warrant liabilities2,076,920 3,135,550
Changes in operating assets and liabilities:
Prepaid expenses274,379
Accounts payable89,189
Accrued expenses735,182
Due to related party323,103
Net cash used in operating activities $ (595,850)
Cash Flows from Investing Activities:
Cash received from Trust Account73,910
Net cash provided by investing activities73,910
Cash flows from financing activities:
Net (decrease) increase in cash, cash equivalents, and restricted cash(521,940)
Cash - beginning of the period622,985
Cash - end of the period101,045 $ 622,985 101,045 $ 622,985
Supplemental disclosures of non-cash financing and investing activities:
Change in value of Class A ordinary shares subject to possible redemption(5,093,930)
Hippo Enterprises Inc And Subsidiaries [Member]
Cash Flows from Operating Activities:
Net loss(84,500,000)(279,800,000)(48,700,000)(141,500,000) $ (83,100,000)
Net loss(83,700,000)(278,700,000)(48,700,000)(141,400,000)(83,100,000)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization of property and equipment, intangible assets and capitalized internal use software5,000,000 3,000,000 6,700,000 2,900,000
Share–based compensation expense5,300,000 1,800,000 17,200,000 21,600,000
Change in fair value of preferred stock warrant liabilities114,600,000 4,100,000 16,200,000 2,000,000
Change in fair value of contingent consideration liability1,300,000 3,400,000 1,900,000
Change in fair value of derivative liability on notes46,500,000 6,200,000
Amortization of debt discount17,100,000
Non-cash service expense7,000,000
Other5,400,000 300,000 1,300,000 (800,000)
Changes in operating assets and liabilities:
Accounts receivable, net(17,000,000)(3,800,000)(14,700,000)(1,600,000)
Reinsurance recoverable on paid and unpaid losses and LAE(108,700,000)(17,700,000)
Deferred policy acquisition costs1,900,000 (1,800,000)(900,000)
Ceding commissions receivable(12,900,000)(3,400,000)
Prepaid reinsurance premiums(65,900,000)(1,200,000)2,500,000
Other assets(12,500,000)(3,700,000)(6,900,000)(1,700,000)
Provision for commission slide and cancellations(15,200,000)3,200,000 15,300,000 11,200,000
Fiduciary liabilities10,800,000 8,700,000 6,900,000 7,400,000
Accrued expenses and other liabilities19,600,000 2,000,000 4,000,000 11,100,000
Loss and loss adjustment expense reserves90,100,000 1,900,000 11,800,000
Unearned premiums66,200,000 9,900,000 18,100,000
Reinsurance premiums payable50,900,000 1,400,000 10,000,000
Net cash used in operating activities(69,200,000)(22,900,000)(65,400,000)(29,100,000)
Cash Flows from Investing Activities:
Capitalized internal use software costs(5,500,000)(4,300,000)(9,000,000)(5,700,000)
Purchase of intangible assets(3,300,000)(3,700,000)
Purchases of property and equipment(200,000)(400,000)(900,000)
Purchases of investments(7,100,000)(16,700,000)(121,200,000)
Maturities of investments2,000,000 42,600,000 76,800,000 59,800,000
Sales of investments3,700,000 26,700,000 30,700,000
Cash paid for acquisition, net of cash acquired(83,700,000)(600,000)
Net cash provided by investing activities(10,200,000)64,800,000 (2,300,000)(72,300,000)
Cash flows from financing activities:
Proceeds from preferred stock, net of issuance costs4,900,000
Proceeds from exercise of options2,600,000 500,000 2,400,000 1,000,000
Payments of contingent consideration(1,300,000)(2,400,000)(3,900,000)(2,600,000)
Payments for reverse recapitalization and transaction costs(4,100,000)
Proceeds from promissory notes, net of issuance costs365,000,000
Net cash (used in) provided by financing activities(2,800,000)3,000,000 518,100,000 101,400,000
Net (decrease) increase in cash, cash equivalents, and restricted cash(82,200,000)44,900,000 450,400,000 0
Cash, cash equivalents, and restricted cash at the beginning of the year492,400,000 42,100,000 42,100,000 42,000,000
Cash, cash equivalents, and restricted cash at the end of the year410,200,000 492,400,000 410,200,000 87,000,000 492,400,000 42,100,000
Cash - beginning of the period452,300,000 23,300,000 23,300,000
Cash - end of the period364,100,000 452,300,000 364,100,000 452,300,000 23,300,000
Supplemental disclosures of non-cash financing and investing activities:
Acquisition related contingent consideration14,900,000
Convertible promissory notes issued for asset acquisition7,000,000 12,500,000
Share-based compensation expense capitalized for internal use software(500,000)(300,000)
Purchases of software, accrued but unpaid1,100,000 (400,000)
Hippo Enterprises Inc And Subsidiaries [Member] | As Previously Reported
Cash Flows from Operating Activities:
Net loss $ (83,700,000)(141,400,000)(83,000,000)
Cash flows from financing activities:
Cash, cash equivalents, and restricted cash at the beginning of the year $ 42,000,000 42,000,000
Cash, cash equivalents, and restricted cash at the end of the year42,000,000
Hippo Enterprises Inc And Subsidiaries [Member] | Series C Preferred Stock [Member]
Cash flows from financing activities:
Proceeds from preferred stock, net of issuance costs8,000,000
Hippo Enterprises Inc And Subsidiaries [Member] | Series D Preferred Stock [Member]
Cash flows from financing activities:
Proceeds from preferred stock, net of issuance costs4,900,000 $ 95,000,000
Hippo Enterprises Inc And Subsidiaries [Member] | Series E Preferred Stock [Member]
Cash flows from financing activities:
Proceeds from preferred stock, net of issuance costs149,700,000
Reinvent Technology Partners Z [Member]
Cash Flows from Operating Activities:
Net loss(1,472,213)
Net loss(1,472,213)
Adjustments to reconcile net loss to net cash used in operating activities:
General and administrative expenses paid by Sponsor in exchange for issuance of Class B ordinary shares25,000
Unrealized gain on investments held in Trust Account(18,693)
Change in fair value of derivative warrant liabilities866,050
Financing costs — derivative warrant liabilities374,490
Changes in operating assets and liabilities:
Prepaid expenses(1,074,689)
Accrued expenses54,684
Due to related party11,560
Net cash used in operating activities(1,233,811)
Cash Flows from Investing Activities:
Cash deposited in Trust Account(230,000,000)
Net cash provided by investing activities(230,000,000)
Cash flows from financing activities:
Repayment of note payable to related party(60,093)
Proceeds received from initial public offering, gross230,000,000
Proceeds received from private placement6,600,000
Offering costs paid(4,683,111)
Net cash (used in) provided by financing activities231,856,796
Net (decrease) increase in cash, cash equivalents, and restricted cash622,985
Cash, cash equivalents, and restricted cash at the beginning of the year0 622,985
Cash, cash equivalents, and restricted cash at the end of the year622,985 622,985
Cash - beginning of the period $ 622,985
Cash - end of the period622,985 $ 622,985
Supplemental disclosures of non-cash financing and investing activities:
Offering costs included in accrued expenses85,000
Offering costs paid through note payable — related party60,093
Deferred legal fees200,000
Deferred underwriting commissions in connection with the initial public offering8,050,000
Initial value of common stock subject to possible redemption205,911,610
Change in value of common stock subject to possible redemption(1,064,120)
Reinvent Technology Partners Z [Member] | As Previously Reported
Cash Flows from Operating Activities:
Net loss(231,673)
Adjustments to reconcile net loss to net cash used in operating activities:
Unrealized gain on investments held in Trust Account(18,693)
Changes in operating assets and liabilities:
Net cash used in operating activities(1,233,811)
Cash Flows from Investing Activities:
Net cash provided by investing activities(230,000,000)
Cash flows from financing activities:
Net cash (used in) provided by financing activities $ 231,856,796

Description of Business and Sum

Description of Business and Summary of Significant Accounting Policies3 Months Ended6 Months Ended12 Months Ended
Dec. 31, 2020Jun. 30, 2021Dec. 31, 2020
Hippo Enterprises Inc And Subsidiaries [Member]
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Description of Business and Summary of Significant Accounting Policies1. Description of Business and Summary of Significant Accounting Policies Description of Business Hippo Holdings Inc. (f/k/a Hippo Enterprises Inc.) was originally incorporated under the name Reinvent Technology Partners Z (“RTPZ”) as a blank check company incorporated, a Cayman Islands exempted company, on October 2, 2020 for the purpose of effecting a merger, capital stock-exchange, asset acquisition, share purchase, reorganization, or similar business combination. On August 2, 2021, RTPZ domesticated as a Delaware corporation (the “Domestication”) and consummated the merger of RTPZ Merger Sub Inc. (“Merger Sub”), a Delaware corporation and subsidiary of RTPZ, with and into Hippo Enterprises Inc. (“Hippo”), a Delaware corporation (the “First Merger”), with Hippo surviving the Merger as a wholly owned subsidiary of Hippo Holdings, and, immediately following the First Merger, the merger of Hippo (as the surviving corporation of the First Merger) with and into Hippo Holdings, with Hippo Holdings surviving (the “Second Merger” and, together with the First Merger, the “Mergers”), in each case pursuant to the terms of the Agreement and Plan of Merger, dated as of March 3, 2021, by and among RTPZ, Merger Sub and Hippo. Hippo Enterprises Inc., the holding company, was incorporated in January 2019 in Delaware (together with its subsidiaries, the “Company”, “Hippo”, “we”, “us”, or “our”). On October 3, 2019, the Company completed a corporate re-organization The Company provides property insurance brokerage services and underwrites insurance policies for customers. The Company’s subsidiaries are licensed insurance companies and agencies including a licensed insurance program manager, producers, and insurance carriers. The Company distributes insurance products and services (e.g., claims processing) through its innovative technology platform aiming to provide the best offering in market coverage and pricing. The Company offers its policies direct-to-consumer, In August 2020, the Company acquired its largest insurance carrier partner, Spinnaker Insurance Company (“Spinnaker”). Spinnaker writes commercial and personal lines products and is a licensed property casualty carrier in all 50 states and the District of Columbia. Beginning in September 2020, in connection with the acquisition of Spinnaker, the Company also retains portions of direct insurance risk for programs underwritten by third parties. The amount of risk retention is varied across the different programs. In January 2020, the Company began assuming insurance risk of policies underwritten by Hippo through a wholly owned Cayman domiciled insurance captive, RH Solutions Insurance Ltd. (“RHS”). Basis of Presentation and Consolidation The accompanying interim consolidated financial statements have been prepared in conformity with U.S. generally accepted accounting principles (“GAAP”) and are consistent in all material respects with those applied in the Company’s financial statements for the year ended December 31, 2020 included in Reinvent Technology Partners Z prospectus on Form S-4/A The interim financial information is unaudited, but reflects all normal recurring adjustments that are, in the opinion of management, necessary to fairly present the information set forth herein. Interim results are not necessarily indicative of the results for a full year. Reclassifications Certain amounts in the prior period financial statements have been reclassified to conform to the presentation of the current period financial statements. These reclassifications had no effect on previously reported revenue, expenses, net loss or the consolidate balance sheets. Use of Estimates The preparation of the Company’s consolidated financial statements in conformity with U.S. GAAP requires management to make estimates that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the consolidated financial statements, and the reported amounts of revenues and expenses during the reporting periods. Significant items subject to such estimates and assumptions include, but are not limited to, loss and loss adjustment expense (“LAE”) reserves, provision for commission slide and cancellations, reinsurance recoverable on paid and unpaid losses and LAE, the fair values of investments, common stock, share-based awards, preferred stock warrant liabilities, contingent consideration liabilities, embedded derivative liabilities, acquired intangible assets and goodwill, deferred tax assets and uncertain tax positions, and revenue recognition. The Company evaluates these estimates on an ongoing basis. These estimates are informed by experience and other assumptions that the Company believes are reasonable under the circumstances. Actual results may differ significantly from these estimates. Recent Accounting Pronouncements Emerging Growth Company The Company currently qualifies as an “emerging growth company” under the Jumpstart Our Business Startups Act of 2012, and is provided the option to adopt new or revised accounting guidance either (i) within the same periods as those otherwise applicable to non-emerging In certain cases, as indicated below, management has exercised the opt out election when it determines it is preferable to take advantage of early adoption provisions offered within the applicable guidance. Accounting Pronouncements Recently Adopted Internal-Use In August 2018, the FASB issued ASU No. 2018-15, Intangibles — Goodwill and Other — Internal Use Software (Subtopic 350-40): 350-40. 2018-15 is Accounting Pronouncements Not Yet Adopted In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842) 2016-02”) . right-of-use In June 2016, the FASB issued ASU No. 2016-13, Financial instruments — Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments 2016-13”), 2016-13 In December 2019, the FASB issued ASU No. 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes 2019-12 removes 2019-12 2019-12 In August 2020, the FASB issued ASU No. 2020-06, Debt — Debt with Conversion and Other Options (Subtopic 470-20) 815-40): if-converted 1. Description of Business and Summary of Significant Accounting Policies Description of Business Hippo Enterprises Inc., the holding company, was incorporated in January 2019 in Delaware (together with its subsidiaries, the “Company”). On October 3, 2019, the Company completed a corporate re-organization Results of operations for 2019 comprise those of the previously separate entities (the Company and Hippo Analytics Inc. and subsidiaries) combined from the beginning of the period to October 2019 (the date the transaction was completed) and those of the combined operations from October to the end of the period. By eliminating the effects of intra-entity transaction in determining the results of operations for the period before the combination, these results are substantially the same as the results of operations for the period after the date of combination. The Company is headquartered in Palo Alto, California, with its insurance operations headquartered in Austin, Texas. The Company’s goal is to make homes safer and better protected so customers spend less time worrying about the burdens of homeownership and more time enjoying their lives within their homes. Harnessing real-time data, smart home technology, and a growing suite of home services, thereby create a vertically integrated home protection platform. In January 2020, the Company began assuming insurance risk of policies underwritten by Hippo through a wholly owned Cayman domiciled insurance captive, RH Solutions Ltd. (“RHS”). In August 2020, the Company acquired its largest insurance carrier partner, Spinnaker Insurance Company (“Spinnaker”). Beginning in September, in connection with the acquisition of Spinnaker, the Company also retains portions of direct insurance risk for programs underwritten by third parties. The amount of risk retention is varied across the different programs. The Company retained an average of 10% risk across all programs. The Company provides personal property insurance brokerage services and underwrites insurance policies. The Company’s subsidiaries are licensed insurance companies and agencies including a licensed insurance program manager, producers, and insurance carriers. As of March 31, 2021, the Company was licensed as an insurance agency in 50 states and the District of Columbia and currently underwrites and distributes policies in 34 states as a managing general agent, and Spinnaker writes commercial and personal lines products and is a licensed property casualty carrier in all 50 states and the District of Columbia. The Company distributes insurance products and services (e.g., claims processing) through its innovative technology platform. The Company offers its policies online, over the phone, or through licensed insurance agents. The insurance products offered through Hippo Analytics Inc. primarily include homeowners’ insurance against risks of fire, wind, and theft. Basis of Presentation and Consolidation The consolidated financial statements and accompanying notes of the Company have been prepared in accordance with generally accepted accounting principles in the United States of America (“U.S. GAAP”). The consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries. All intercompany transactions and balances have been eliminated in consolidation. The Company assesses whether they are the primary beneficiary of a variable interest entity (“VIE”) at the inception of the arrangement and at each reporting date. If the Company is the primary beneficiary, the Company consolidates the VIE and records noncontrolling interest in consolidated financial statements to recognize the minority ownership interest. If the Company is not the primary beneficiary of a VIE, the Company accounts for the investment or other variable interests in a VIE applicable U.S. GAAP. Use of Estimates The preparation of the Company’s consolidated financial statements in conformity with U.S. GAAP requires management to make estimates that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the consolidated financial statements, and the reported amounts of revenues and expenses during the reporting periods. Significant items subject to such estimates and assumptions include, but are not limited to, loss and loss adjustment expense (“LAE”) reserves, provision for commission, reinsurance recoverable on paid and unpaid losses and LAE, the fair values of investments, common stock, share-based awards, preferred stock warrant liabilities, contingent consideration liabilities, embedded derivative liabilities, acquired intangible assets and goodwill, deferred tax assets and uncertain tax positions, and revenue recognition. The Company evaluates these estimates on an ongoing basis. These estimates are informed by experience and other assumptions that the Company believes are reasonable under the circumstances. Actual results may differ significantly from these estimates. Segment Information The Company’s chief operating decision maker reviews financial information presented on a consolidated basis for purposes of allocating resources and evaluating financial performance. As such, the Company has a single operating and reportable segment structure. All the Company’s long-lived assets are in the United States. Cash, Cash Equivalents, and Restricted Cash Cash consists of cash on deposit. The Company considers all highly liquid securities readily convertible to cash, that mature within three months or less from the original date of purchase to be cash equivalents. The Company’s restricted cash relates to cash restricted to support issued letter of credits and collateral to insurers. The Company’s restricted cash also includes fiduciary assets. Fiduciary Assets and Liabilities In its capacity as an insurance agent and broker, the Company collects premiums from insureds and, after deducting its commission, remits the premiums to the respective insurers. The Company also processes claims on behalf of insurers and collects claims from insurers on behalf of insureds. Premiums collected from insureds but not yet remitted to insurance companies and claims collected from insurance companies but not yet remitted to insureds are fiduciary assets. Fiduciary assets are recorded within restricted cash in the Company’s consolidated balance sheets. Unremitted insurance premiums and claims are held in a fiduciary capacity and the obligation to remit these funds is recorded as fiduciary liabilities in the consolidated balance sheets. Investments The Company has categorized its investment portfolio as available-for-sale The Company regularly reviews all the investments for other-than-temporary declines in fair value. The review includes the consideration of the cause of the impairment, including the creditworthiness of the security issuers, the number of securities in an unrealized loss position, the severity and duration of the unrealized losses, whether the Company has the intent to sell the securities, and whether it is more likely than not the Company will be required to sell the securities before the recovery of their amortized cost basis. When the Company determines that the decline in fair value of an investment is below the accounting basis and the decline is other-than-temporary, it reduces the carrying value of the security and records a loss for the amount of such decline in net investment income in the consolidated statements of operations and comprehensive loss.​​​​​​​ Fair Value of Financial Instruments The Company applies fair value accounting for all financial assets and liabilities and non-financial
• Level 1 — Quoted prices in active markets for identical assets or liabilities that are publicly accessible at the measurement date.
• Level 2 — Observable inputs other than quoted prices in active markets for identical assets and liabilities, quoted prices for identical or similar assets or liabilities in inactive markets, 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 — Inputs that are generally unobservable and typically reflect management’s estimate of assumptions that market participants would use in pricing the asset or liability. The Company’s financial instruments include cash equivalents, restricted cash, fixed maturities, short-term investments, accounts receivable, accounts payable, assumed and ceded reinsurance contracts and preferred stock warrants. Cash equivalents and restricted cash are principally stated at amortized cost, which approximates their fair value. Short-term investments and preferred stock warrants are reported at fair value. The recorded carrying amount of accounts receivable, assumed and ceded reinsurance contracts, and accounts payable approximates their fair value due to their short-term nature. Concentration of Credit Risks Financial instruments that potentially subject the Company to concentrations of credit risk are primarily comprised of cash and cash equivalents, short-term investments, fixed maturities available-for-sale, securities, or securities with average credit quality of AA- off-balance-sheet The Company enters into quota share and excess of loss contracts which may be susceptible to catastrophe exposure. The ceding of insurance does not legally discharge the Company from its primary liability for the full amount of the policy coverage, and therefore the Company will be required to pay the loss and bear collection risk if the reinsurer fails to meet its obligations under the reinsurance agreement. To minimize exposure to significant losses from reinsurance insolvencies, the Company evaluates the financial condition of its reinsurers, monitors concentrations of credit risk and, in certain circumstances, holds substantial collateral (in the form of funds withheld and letters of credit) as security under the reinsurance agreements. Accounts Receivable Accounts receivable consists of premium receivables and commission receivables and is reported net of an allowance for premium amounts or estimated uncollectible commission. Such allowance is based upon an ongoing review of amounts outstanding, length of collection periods, the creditworthiness of the insured and other relevant factors. Amounts deemed to be uncollectible are written off against the allowance. At December 31, 2020 and 2019, the Company has established an allowance of $0.5 million and $0.0 million, respectively. Write-offs of receivables have not been material to the Company during the years ended December 31, 2020 and 2019. Reinsurance Reinsurance recoverable, including amounts related to incurred but not reported claims (“IBNR”), represent paid losses and LAE and reserves for unpaid losses and LAE ceded to reinsurers that are subject to reimbursement under reinsurance treaties. To minimize exposure to losses related to a reinsurer’s inability to pay, the financial condition of such reinsurer is evaluated initially upon placement of the reinsurance and periodically thereafter. In addition to considering the financial condition of a reinsurer, the collectability of the reinsurance recoverable is evaluated based upon a number of other factors. Such factors include the amounts outstanding, length of collection periods, disputes, any collateral or letters of credit held and other relevant factors. To the extent that an allowance for uncollectible reinsurance recoverable is established, amounts deemed to be uncollectible would be written off against the allowance for estimated uncollectible reinsurance recoverable. The Company currently has no allowance for uncollectible reinsurance recoverable. Ceded premium written is recorded in accordance with the applicable terms of the reinsurance contracts and ceded premium earned is charged against revenue over the period of the reinsurance contracts. Ceded losses incurred reduce net loss and LAE incurred over the applicable periods of the reinsurance contracts with third-party reinsurers. Amounts recoverable from reinsurers are estimated in a manner consistent with the liability associated with the reinsured business and consistent with the terms of the underlying contract. Deferred Policy Acquisition Costs, net of Ceding Commissions Incremental direct costs of acquiring insurance contracts and certain costs related directly to the acquisition process are deferred and amortized over the term of the policies or reinsurance treaties to which they relate. Those costs include commissions, premium taxes, and board and bureau fees. Ceding commissions relating to reinsurance agreements are recorded as a reimbursement for both deferrable and non-deferrable pro-rata Premium Deficiency A premium deficiency is recognized if the sum of expected losses and LAE, unamortized acquisition costs, and policy maintenance costs exceeds the remaining unearned premiums. A premium deficiency would first be recognized by charging any unamortized acquisition costs to expense to the extent required to eliminate the deficiency. If the premium deficiency was greater than unamortized acquisition costs, a liability would be accrued for the excess deficiency. The Company does not consider anticipated investment income when determining if a premium deficiency exists. There was no premium deficiency at December 31, 2020 or 2019. Property and Equipment Property and equipment is stated at cost, net of accumulated depreciation. Depreciation of property and equipment is calculated using the straight-line method over the estimated useful life of three years for furniture, fixtures, and equipment and two years for computer equipment. Leasehold improvements are also depreciated using the straight-line method and are amortized over the shorter of the remaining term of the lease or the useful life of the improvement. Depreciation expense totaled $0.4 million and $0.2 million for the years ended December 31, 2020 and 2019, respectively. Expenditures for improvements are capitalized, and expenditures for maintenance and repairs are expensed as incurred. Upon sale or retirement, the cost and related accumulated depreciation is removed from the related accounts, and the resulting gain or loss, if any, is reflected in interest and other expense in the consolidated statements of operations and comprehensive loss. Capitalized Internal Use Software The Company capitalizes the costs to develop its internal use software when preliminary development efforts are successfully completed, management has authorized and committed project funding, it is probable that the project will be completed, and the software will be used as intended. Such costs are amortized on a straight-line basis over the estimated useful life of five years. Costs incurred prior to meeting these criteria, in addition to costs incurred for training and maintenance, are expensed as incurred. Goodwill and Intangible Assets The Company accounts for business combinations using the acquisition method of accounting, which requires that assets acquired and liabilities assumed be recorded at their fair values as of the acquisition date on the consolidated balance sheets. Any excess of purchase price over the fair value of net assets acquired is recorded as goodwill. The determination of estimated fair value requires the Company to make significant estimates and assumptions. As a result, the Company has up to one year to finalize its estimates of fair value, any changes of which would be offset against previously recorded goodwill. Transaction costs associated with business combinations are expensed as they are incurred. Included in the purchase price of an acquisition may be an estimation of the fair value of liabilities associated with contingent consideration. The fair value of contingent consideration is based upon the present value of the expected future payments to be made to the sellers of an acquired business in accordance with the provisions contained in the respective purchase agreement(s). Subsequent changes in the fair value of contingent consideration are recorded in the consolidated statements of operations and comprehensive loss. When the Company determines net assets acquired does not meet the definition of a business combination under the acquisition method of accounting, the transaction is accounted for as an acquisition of assets and, therefore, no goodwill is recorded. Amortization and Impairment Intangible assets with finite useful lives are amortized over their estimated useful lives in the consolidated statements of operations and comprehensive loss. Indefinite-lived intangible assets and goodwill are not amortized but are tested for impairment annually, or more frequently if necessary. The goodwill impairment test is performed at the reporting unit level. The Company may initially perform a qualitative analysis to determine if it is more likely than not that the goodwill balance is impaired. If a qualitative assessment is not performed or if a determination is made that it is not more likely than not that the value of the respective reporting unit exceeds its carrying amount, then the Company will perform a two-step no The Company evaluates the recoverability of long-lived assets, excluding goodwill and indefinite-lived intangible assets, whenever events or changes in circumstances indicate the carrying value of such asset may not be recoverable. Should there be an indication of impairment, the Company tests for recoverability by comparing the estimated undiscounted future cash flows expected to result from the use of the asset to the carrying amount of the asset or asset group. If the asset or asset group is determined to be impaired, any excess of the carrying value of the asset or asset group over its estimated fair value is recognized as an impairment loss. There were no material impairment losses recognized on long-lived assets during the years ended December 31, 2020 and 2019. Loss and Loss Adjustment Expense Reserve Recorded loss and loss adjustment expense reserve represents the Company’s best estimate of the amounts yet to be paid for all loss and loss adjustment expenses that will be paid on claims that occurred during the period and prior, whether those claims are currently known or unknown. The Company’s carriers are required to estimate and hold a provision for the carriers’ loss and loss adjustment expense reserve as of a given date. Loss and loss adjustment reserves at December 31, 2020 are the amount of ultimate loss and loss adjustment expense less the paid amounts as of December 31, 2020. Ultimate loss and loss adjustment expense for an accident period is the sum of the following items:
1- Loss and loss adjustment expense paid for an accident period as of a given evaluation date
2- Case reserves for loss and loss adjustment expense for losses for an accident period that have been reported but not yet paid as of a given evaluation date
3- IBNR amounts for loss and loss adjustment expense for an accident period are the costs of events or conditions that have not been reported to, or specifically identified by the Company, as of a given date, but have occurred during the period. Case reserves are established within the claims adjustment process based on all known circumstances of a claim at the time. In addition, IBNR reserves are established by the Company based on reported Loss and Loss Adjustment Expenses and actuarially determined estimates of ultimate Loss and Loss Adjustment Expenses. The Company’s loss and loss adjustment expense reserve amounts are reviewed quarterly, and adjustments, if any, are reflected in current operations in the consolidated statements of operations and comprehensive loss in the period in which they become known. The establishment of new loss and loss adjustment expense reserves or the adjustment of previously recorded loss and loss adjustment expense reserves could result in significant positive or negative changes to our financial condition for any particular period. While the Company believes that it has made a reasonable estimate of loss and loss adjustment expense reserves, the ultimate loss experience may not be as reliably predicted as may be the case with other insurance expenses, and it is possible that actual Loss and Loss Adjustment Expenses will be higher or lower than the loss and loss adjustment reserve amount recorded by the Company. Provision for Commission Provision for commission includes return commission payable to insurers based on the actual performance of insurance policies issued by the Company against a contractual range of performance targets. The Company’s reserve estimation is based on current and historical performance of the portfolio of insurance policies placed with the insurance carriers. Provision for commission also includes cancellation reserve which represent the Company’s estimate of return commission payable to insureds based on policy cancellations after the effective date. The Company’s estimation for the reserve uses historical policy cancellation. The commission slide and cancellation liabilities are based on assumptions and estimates, and while management believes the amount recorded is the Company’s best estimate, the ultimate liability may differ from the amount recorded. The methods for making such estimates and for establishing the resulting liability are continually reviewed, and any adjustments are reflected in the period in which they become known. Leases The Company categorizes leases at their inception as either operating or capital leases. As of and for the years ended December 31, 2020 and 2019, the Company’s leases are categorized as operating. In certain lease agreements, the Company may receive rent holidays and other incentives. For operating leases, the Company recognizes lease costs on a straight-line basis once control of the space is achieved, without regard to deferred payment terms such as rent holidays that defer the commencement date of required payments. Additionally, incentives received are treated as a reduction of costs over the term of the agreement. Revenue Recognition Net Earned Premium Net earned premium represents the earned portion of the Company’s gross written premium for insurance policies written or assumed by the Company and less ceded written premium (any portion of the Company’s gross written premium that is ceded to third-party reinsurers under the Company’s reinsurance agreements). The Company earns written premiums on a pro-rata Commission Income, net includes
1. Managing General Agent (“MGA”) Commission: The Company operates as a MGA for multiple insurers. The Company designs and underwrites insurance products on behalf of the insurers culminating in the sale of insurance policies. The Company earns recurring commission and policy fees associated with the policies, they sell. While the Company has underwriting authority and responsibility for administering claims, the Company does not take the risk associated with policies on the consolidated balance sheets. Rather, the Company works with carrier platforms and a diversified panel of highly rated reinsurance companies who pay the Company commission in exchange for the opportunity to take that risk on their balance sheets. The Company’s performance obligation associated with these contracts is the placement of the policy, which is met on the effective data. Upon issuance of a new policy, the Company charge policy fees and inspection fees, retain the share of ceding commission, and remit the balance premium to the respective insurers. Subsequent ceding commission adjustments arising from policy changes such as endorsements, are recognized when the adjustments can be reasonably estimated.
2. Agency Commission: The Company also operate licensed insurance agencies that are engaged solely in the sale of policies, including non-Hippo
3. Ceding Commission: The Company receives revenue based on the premium they cede to third-party reinsurers for the compensation reimbursement for the Company’s acquisition and underwriting services. Excess of ceding commission over the cost of acquisition and underwriting expenses is included in commission income, net line on the consolidated statements of operations and comprehensive loss. For the policies that the Company write on their own carrier as MGA, the Company recognizes the commission as ceding commission on the consolidated statements of operations and comprehensive loss. The Company earns commission on reinsurance premium ceded in a matter consistent with the recognition of the earned premium on the underlying insurance policies, on a pro-rata
4. Carrier Fronting Fees: Through the Company’s insurance-as-a-service pro-rata
5. Claim Processing Fees: As a MGA the Company receives a fee, that is calculated as a percent of the premium, from the insurers in exchange for providing claims adjudication services. The Claims adjudication services are provided over the term of the policy and recognized ratably over the same period. Service and Fee Income Service and fee income mainly represent policy fees and small portion of other revenue. The Company directly bill policyholders for policy fees and collect and retain fees per the terms of the contracts between the Company and our insurers. Similar to the commission revenue, the Company estimates a cancellation reserve for policy fees using historical information. The performance obligation associated with these fees is satisfied at a point in time upon completion of the underwriting process, which is the policy effective date. Accordingly, the Company recognizes all fees as revenue on the policy effective date. Disaggregated Revenue The following table disaggregates the Company’s revenues by major source (in millions):
Year Ended
2020 2019
Net earned premium $ 17.1 $ —
MGA commissions, net 12.4 20.1
Agency commissions, net 10.0 6.6
Policy fees 4.3 2.8
Claims processing fees 4.7 2.2
Other revenue 2.0 0.8
Net investment income 1.1 2.2
Total revenue, net $ 51.6 $ 34.7
All revenues for the years ended December 31, 2020 and 2019 are from business conducted in the United States. Insurance Related Expenses Insurance related expenses primarily consist of amortization of commissions costs and deferred acquisition costs, and credit card processing fees not charged to the Company’s customers. Insurance related expenses also include employee compensation, including stock-based compensation and benefits, of our underwriting teams as well as allocated occupancy costs and related overhead based on headcount, and amortization of capitalized internal use software costs. Insurance related expenses are offset by the portion of ceding commission income which represents reimbursement of successful acquisition costs related to the underlying policies. Additionally, insurance related expenses are comprised of the costs of providing bound policies and delivering claims services to the Company’s customers. These costs include technology service costs including software, data services, and third-party call center costs in addition to personnel-related costs. Technology and Development Technology and development expenses primarily consist of employee compensation, including stock-based compensation and benefits for the Company’s technology staff, which includes information technology development, infrastructure support, actuarial, and third-party services. Technology and development also includes allocated facility costs and related overhead based on headcount. Sales and Marketing Sales and marketing expenses primarily consist of sales commissions expense for policies placed on third-party carriers by us as a managing general agent, advertising costs, and marketing expenditures as well as employee compensation, including stock-based compensation and benefits for employees engaged in sales, marketing, data analytics, and consumer acquisition functions. The Company expenses advertising costs as incurred. Advertising expenses were $11.8 million and $22.8 million for the years ended December 31, 2020 and 2019, respectively. General and Administrative General and administrative expenses primarily consist of employee compensation, including stock-based compensation and benefits for the Company’s finance, human resources, legal, and general management functions as well as facilities and professional services. Interest and Other Expense Interest and other expense primarily consist of interest expense incurred for the convertible promissory notes, and fair value adjustments on preferred stock warrant liabilities and embedded derivative liability on convertible promissory notes. Share-Based Compensation Expense The Company recognizes share-based compensation expense based on the estimated fair value of equity-based payment awards on the date of grant using the Black-Scholes-Merton option-pricing model. The Company recognizes share-based compensation expenses for the value of its awards granted based on the straight-line method over the requisite service period of each of the awards in the Company’s consolidated statements of operations and comprehensive loss. The Company has elected to record forfeitures as they occur. Certain employees early exercised stock options in exchange for promissory notes. The Company has accounted for the promissory notes as nonrecourse in their entirety since the promissory notes are not aligned with a corresponding percentage of the underlying shares. The fair value of the stock option is recognized over the requisite service period through a charge to share-based compensation expenses. The maturity date of the promissory notes reflects the legal term of the stock option for purposes of valuing the award. Income Taxes The Company accounts for income taxes using the asset and liability method, under which deferred tax liabilities and assets are recognized for the expected future tax consequences of temporary differences between consolidated financial statement carrying amounts and the tax basis of assets and liabilities and net operating loss and tax credit carryforwards. Valuation allowances are established when necessary to reduce deferred tax assets to the amount expected to be realized. The effect on deferred taxes of a change in tax rate is recognized in income in the period that includes the enactment date. The Company determines whether it is more likely than not that a tax position will be sustained upon examination. If it is not more likely than not that a position will be sustained, no amount of benefit attributable to the position is recognized. The tax benefit to be recognized of any tax position that meets the more likely than not recognition threshold is calculated as the largest amount that is more than 50% likely of being realized upon resolution of the contingency. Net Loss Per Share Attributable to Common Stockholders of Hippo Enterprises Inc. Basic and diluted net loss per share attributable to common stockholders of Hippo Enterprises Inc. is presented in conformity with the two-class method two-class method, non-forfeitable Under the two-class method, Distributed and undistributed earnings allocated to participating securities are subtracted from net loss in determining net loss attributable to common stockholders. Under the two-class method, For periods in which the Company reports net losses, diluted net loss per share attributable to common stockholders is the same as basic net loss per share attributable to common stockholders because potentially dilutive common shares are not assumed to have been issued if their effect is anti-dilutive. Related Party In February 2020, Comcast Neptune, LLC assumed the Master Services Agreement between Loop Labs, Inc. d/b/a Notion and the Company. Comcast Neptune, LLC and its affiliated funds is a beneficial owner of more than 5% of our outstanding capital stock. The Company incurred a total of $3.2 million of expenses during the year ended December 31, 2020 related to this services agreement. In December 2020, we acquired First Connect Insurance Services, a wholesale P&C insurance provider for independent agents interested in gaining access to the advanced quoting platforms that are provided by InsurTech companies. One of our executive officers, Richard McCathron, was the President and Chief Executive Officer of First Connect Insurance services from 2012 to 2017 and owned greater than 10% of First Connect Insurance Services prior to the time of the transaction. The Company paid Mr. McCathron $6.4 million for his equity interests in First Connect Insurance Services prior to the transaction. Th
Reinvent Technology Partners Z [Member]
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Description of Business and Summary of Significant Accounting PoliciesNote 1 — Description of Organization, Business Operations and Basis of Presentation Reinvent Technology Partners Z, formerly known as Reinvent Technology Partners B (the “Company”), is a blank check company incorporated as a Cayman Islands exempted company on October 2, 2020. The Company was incorporated for the purpose of effecting a merger, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses that the Company has not yet identified (“Business Combination”). All activity for the period from October 2, 2020 (inception) through December 31, 2020 relates to the Company’s formation and the initial public offering (the “Initial Public Offering”), which is described below, and, subsequent to the Initial Public Offering, the search for a target company for a Business Combination. The Company has selected December 31 as its fiscal year end. The Company will not generate any operating revenues until after the completion of its initial Business Combination, at the earliest. The Company will generate non-operating The Company’s sponsor is Reinvent Sponsor Z LLC, a Cayman Islands limited liability company (“Sponsor”). The registration statement for the Company’s Initial Public Offering was declared effective on November 18, 2020. On November 23, 2020, the Company consummated its Initial Public Offering of 23,000,000 units (the “Units” and, with respect to the Class A ordinary shares included in the Units, the “Public Shares”), including 3,000,000 additional Units to cover over-allotments (the “Over-Allotment Units”), at $10.00 per Unit, generating gross proceeds of $230.0 million, and incurring offering costs of approximately $13.1 million, inclusive of approximately $8.1 million in deferred underwriting commissions (Note 7). Substantially concurrently with the closing of the Initial Public Offering, the Company consummated the private placement (the “Private Placement”) of 4,400,000 warrants (each, a “Private Placement Warrant” and collectively, the “Private Placement Warrants”), at a price of $1.50 per Private Placement Warrant to the Sponsor, generating gross proceeds of $6.6 million (Note 5). Upon the closing of the Initial Public Offering and the Private Placement, $230.0 million ($10.00 per Unit) of the net proceeds of the Initial Public Offering and certain of the proceeds of the Private Placement were placed in a trust account (“Trust Account”) with Continental Stock Transfer & Trust Company acting as trustee and invested in United States government treasury bills with a maturity of 185 days or less or in money market funds investing solely in U.S. Treasuries and meeting certain conditions under Rule 2a-7 The Company’s management has broad discretion with respect to the specific application of the net proceeds of its Initial Public Offering and the sale of Private Placement Warrants, although substantially all of the net proceeds are intended to be applied generally toward consummating a Business Combination. The Company’s initial Business Combination must be with one or more operating businesses or assets with a fair market value equal to at least 80% of the net assets held in the Trust Account (net of amounts disbursed to management for working capital purposes, if permitted, and excluding the amount of any deferred underwriting discount held in Trust) at the time the Company signs a definitive agreement in connection with the initial Business Combination. However, the Company will only complete a Business Combination if the post-transaction company owns or acquires 50% or more of the outstanding voting securities of the target or otherwise acquires a controlling interest in the target sufficient for it not to be required to register as an investment company under the Investment Company Act. The Company will provide its holders of Public Shares (the “Public Shareholders”) with the opportunity to redeem all or a portion of their Public Shares upon the completion of a Business Combination either (i) in connection with a general meeting called to approve the Business Combination or (ii) by means of a tender offer. The decision as to whether the Company will seek shareholder approval of a Business Combination or conduct a tender offer will be made by the Company. The Public Shareholders will be entitled to redeem their Public Shares for a pro rata portion of the amount then in the Trust Account. The per-share Notwithstanding the foregoing, the Company’s Amended and Restated Memorandum and Articles of Association provides that a Public Shareholder, together with any affiliate of such shareholder or any other person with whom such shareholder is acting in concert or as a “group” (as defined under Section 13 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”)), will be restricted from redeeming its shares with respect to more than an aggregate of 15% of the Class A ordinary shares sold in the Initial Public Offering, without the prior consent of the Company. The Company’s Sponsor, executive officers and directors agreed not to propose an amendment to the Amended and Restated Memorandum and Articles of Association that would affect the substance or timing of the Company’s obligation to provide for the redemption of its Public Shares in connection with a Business Combination or to redeem 100% of its Public Shares if the Company does not complete a Business Combination, unless the Company provides the Public Shareholders with the opportunity to redeem their Class A ordinary shares in conjunction with any such amendment. If the Company is unable to complete a Business Combination within 24 months from the closing of the Initial Public Offering, or 27 months from the closing of the Initial Public Offering if the Company has executed a letter of intent, agreement in principle or definitive agreement for an initial Business Combination within 24 months from the closing of the Initial Public Offering (as such period may be extended, the “Combination Period”), the Company will (i) cease all operations except for the purpose of winding up; (2) as promptly as reasonably possible but not more than 10 business days thereafter, redeem the Public Shares, at a per-share and outstanding Public Shares, which redemption will completely extinguish Public Shareholders’ rights as shareholders (including the right to receive further liquidating distributions, if any); and (3) as promptly as reasonably possible following such redemption, subject to the approval of the remaining shareholders and the board of directors, liquidate and dissolve, subject in each case to the Company’s obligations under Cayman Islands law to provide for claims of creditors and the requirements of other applicable law. The Initial Shareholders agreed to waive their liquidation rights with respect to the Founder Shares if the Company fails to complete a Business Combination within the Combination Period. However, if the Initial Shareholders should acquire Public Shares in or after the Initial Public Offering, they will be entitled to liquidating distributions from the Trust Account with respect to such Public Shares if the Company fails to complete a Business Combination within the Combination Period. The underwriters agreed to waive their rights to their deferred underwriting commission (see Note 7) held in the Trust Account in the event the Company does not complete a Business Combination within the Combination Period and, in such event, such amounts will be included with the funds held in the Trust Account that will be available to fund the redemption of the Company’s Public Shares. In the event of such distribution, it is possible that the per share value of the residual assets remaining available for distribution (including Trust Account assets) will be only $10.00 per share initially held in the Trust Account. In order to protect the amounts held in the Trust Account, the Sponsor has agreed that it will be liable to the Company if and to the extent any claims by a third party for services rendered or products sold to the Company, or a prospective target business with which the Company has entered into a written letter of intent, confidentiality or other similar agreement or business combination agreement, reduce the amount of funds in the Trust Account to below the lesser of (i) $10.00 per Public Share and (ii) the actual amount per Public Share held in the Trust Account as of the date of the liquidation of the Trust Account, if less than $10.00 per share due to reductions in the value of the trust assets, less taxes payable, provided that such liability will not apply to any claims by a third party or prospective target business who executed a waiver of any and all rights to the monies held in the Trust Account (whether or not such waiver is enforceable) nor will it apply to any claims under the Company’s indemnity of the underwriters of the Initial Public Offering against certain liabilities, including liabilities under the Securities Act of 1933, as amended (the “Securities Act”). In the event that an executed waiver is deemed to be unenforceable against a third party, the Sponsor will not be responsible to the extent of any liability for such third-party claims. The Company will seek to reduce the possibility that the Sponsor will have to indemnify the Trust Account due to claims of creditors by endeavoring to have vendors, service providers (except the Company’s independent registered public accounting firm), prospective target businesses or other entities with which the Company does business, execute agreements with the Company waiving any right, title, interest or claim of any kind in or to monies held in the Trust Account.

Description of Organization, Bu

Description of Organization, Business Operations and Basis of Presentation6 Months Ended
Jun. 30, 2021
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Description of Organization, Business Operations and Basis of PresentationNote 1 — Description of Organization, Business Operations and Basis of Presentation Hippo Holdings Inc, formerly known as Reinvent Technology Partners Z, which was formerly known as Reinvent Technology Partners B (the “Company”), was a blank check company incorporated as a Cayman Islands exempted company on October 2, 2020. On February 23, 2021, RTPZ Merger Sub Inc., a Delaware corporation and a direct wholly-owned subsidiary of the Company, was formed. The Company was incorporated for the purpose of effecting a merger, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses that the Company has not yet identified (a “Business Combination”). All activity for the period from October 2, 2020 (inception) through June 30, 2021 relates to the Company’s formation and the initial generate non-operating income The Company’s sponsor is Reinvent Sponsor Z LLC, a Cayman Islands limited liability company (the “Sponsor”). The registration statement for the Company’s Initial Public Offering was declared effective on November 18, 2020 November 23, 2020 Substantially concurrently with the closing of the Initial Public Offering, the Company consummated the private placement (the “Private Placement”) of 4,400,000 warrants (each, a “Private Placement Warrant” and collectively, the “Private Placement Warrants”), at a price of $1.50 per Private Placement Warrant to the Sponsor, generating gross proceeds of $6.6 million (Note 4). Upon the closing of the Initial Public Offering and the Private Placement, $230.0 million ($10.00 per Unit) of the net proceeds of the Initial Public Offering and certain of the proceeds of the Private Placement were placed in a trust account (“Trust Account”) with Continental Stock Transfer & Trust Company acting as trustee and invested in United States government treasury bills with a maturity of 185 days or less or in money market funds investing solely in U.S. Treasuries and meeting certain conditions under Rule 2a-7 under The Company’s management has broad discretion with respect to the specific application of the net proceeds of its Initial Public Offering and the sale of Private Placement Warrants, although substantially all of the net proceeds are intended to be applied generally toward consummating a Business Combination. The Company’s initial Business Combination must be with one or more operating businesses or assets with a fair market value equal to at least 80% of the net assets held in the Trust Account (net of amounts disbursed to management for working capital purposes, if permitted, and excluding the amount of any deferred underwriting discount held in Trust) at the time the Company signs a definitive agreement in connection with the initial Business Combination. However, the Company will only complete a Business Combination if the post-transaction company owns or acquires 50% or more of the outstanding voting securities of the target or otherwise acquires a controlling interest in the target sufficient for it not to be required to register as an investment company under the Investment Company Act. The Company will provide its holders of Public Shares (the “Public Shareholders”) with the opportunity to redeem all or a portion of their Public Shares upon the completion of a Business Combination either (i) in connection with a general meeting called to approve the Business Combination or (ii) by means of a tender offer. The decision as to whether the Company will seek shareholder approval of a Business Combination or conduct a tender offer will be made by the Company, solely in its discretion. The Public Shareholders will be entitled to redeem their Public Shares for a pro rata portion of the amount then in the Trust Account (initially anticipated to be $10.00 per share, plus any pro rata interest earned on the funds held in the Trust Account and not previously released to the Company to pay its tax obligations). The per-share amount Notwithstanding the foregoing, the Company’s Amended and Restated Memorandum and Articles of Association provides that a Public Shareholder, together with any affiliate of such shareholder or any other person with whom such shareholder is acting in concert or as a “group” (as defined under Section 13 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”)), will be restricted from redeeming its shares with respect to more than an aggregate of 15% of the Class A ordinary shares sold in the Initial Public Offering, without the prior consent of the Company. The Sponsor and the Company’s executive officers and directors have agreed not to propose an amendment to the Company’s Amended and Restated Memorandum and Articles of Association that would affect the substance or timing of the Company’s obligation to provide for the redemption of its Public Shares in connection with a Business Combination or to redeem 100% of its Public Shares if the Company does not complete a Business Combination, unless the Company provides the Public Shareholders with the opportunity to redeem their Class A ordinary shares in conjunction with any such amendment. If the Company is unable to complete a Business Combination within 24 months from the closing of the Initial Public Offering, or 27 months from the closing of the Initial Public Offering if the Company has executed a letter of intent, agreement in principle or definitive agreement for an initial Business Combination within 24 months from the closing of the Initial Public Offering (as such period may be extended, the “Combination Period”), the Company will (i) cease all operations except for the purpose of winding up; (2) as promptly as reasonably possible but not more than 10 business days thereafter, redeem the Public Shares, at a per-share price, The Initial Shareholders agreed to waive their liquidation rights with respect to the Founder Shares if the Company fails to complete a Business Combination within the Combination Period. However, if the Initial Shareholders should acquire Public Shares in or after the Initial Public Offering, they will be entitled to liquidating distributions from the Trust Account with respect to such Public Shares if the Company fails to complete a Business Combination within the Combination Period. The underwriters have agreed to waive their rights to their deferred underwriting commission (see Note 6) held in the Trust Account in the event the Company does not complete a Business Combination within the Combination Period and, in such event, such amounts will be included with the funds held in the Trust Account that will be available to fund the redemption of the Company’s Public Shares. In the event of such distribution, it is possible that the per share value of the residual assets remaining available for distribution (including Trust Account assets) will be only $10.00 per share initially held in the Trust Account. In order to protect the amounts held in the Trust Account, the Sponsor has agreed that it will be liable to the Company if and to the extent any claims by a third party for services rendered or products sold to the Company, or a prospective target business with which the Company has entered into a written letter of intent, confidentiality or other similar agreement or business combination agreement, reduce the amount of funds in the Trust Account to below the lesser of (i) $10.00 per Public Share and (ii) the actual amount per Public Share held in the Trust Account as of the date of the liquidation of the Trust Account, if less than $10.00 per share due to reductions in the value of the trust assets, less taxes payable, provided that such liability will not apply to any claims by a third party or prospective target business who executed a waiver of any and all rights to the monies held in the Trust Account (whether or not such waiver is enforceable) nor will it apply to any claims under the Company’s indemnity of the underwriters of the Initial Public Offering against certain liabilities, including liabilities under the Securities Act of 1933, as amended (the “Securities Act”). In the event that an executed waiver is deemed to be unenforceable against a third party, the Sponsor will not be responsible to the extent of any liability for such third-party claims. The Company will seek to reduce the possibility that the Sponsor will have to indemnify the Trust Account due to claims of creditors by endeavoring to have vendors, service providers (except the Company’s independent registered public accounting firm), prospective target businesses or other entities with which the Company does business, execute agreements with the Company waiving any right, title, interest or claim of any kind in or to monies held in the Trust Account. Proposed Hippo Business Combination On February 23, 2021, the Company entered into an Agreement and Plan of Merger (the “Merger Agreement”) with Hippo Enterprises Inc., a Delaware corporation (“Hippo”), and RTPZ Merger Sub Inc., a Delaware corporation and a direct wholly-owned subsidiary of the Company (“Merger Sub”). The Merger Agreement provides that, among other things and upon the terms and subject to the conditions thereof, the following transactions will occur (together with the other agreements and transactions contemplated by the Merger Agreement, the “Hippo Business Combination”): (i) at the closing of the transactions contemplated by the Merger Agreement (the “Closing”), upon the terms and subject to the conditions of the Merger Agreement and in accordance with the General Corporation Law of the State of Delaware, as amended (the “DGCL”), (a) Merger Sub will merge with and into Hippo, the separate corporate existence of Merger Sub will cease and Hippo will be the surviving corporation and a wholly owned subsidiary of the Company (the “First Merger”) and (b) immediately following the First Merger, Hippo (as the surviving corporation of the First Merger) will merge with and into the Company, the separate corporate existence of Hippo will cease and the Company will be the surviving corporation (the “Second Merger” and, together with the First Merger, the “Mergers”); (ii) as a result of the Merger, among other things, all outstanding shares of capital stock of Hippo will be canceled in exchange for the right to receive, in the aggregate, a number of shares of RTPZ Common Stock (as defined below) equal to the quotient obtained by dividing (x) $5,522,000,000 (representing the enterprise value of $5,000,000,000 plus Hippo’s cash as of December 31, 2020 ($522,000,000)) by (y) $10.00; and (iii) upon the effective time of the Domestication (as defined below), the Company will immediately be renamed “Hippo Holdings Inc.” Prior to the Closing, subject to the approval of the Company’s shareholders, and in accordance with the DGCL, Cayman Islands Companies Act (as revised) (the “CICA”) and the Company’s amended and restated memorandum and articles of association, the Company will effect a deregistration under the CICA and a domestication under Section 388 of the DGCL (by means of filing a certificate of domestication with the Secretary of State of Delaware), pursuant to which the Company’s jurisdiction of incorporation will be changed from the Cayman Islands to the State of Delaware (the “Domestication”). In connection with the Domestication, (i) each of the then issued and outstanding Class A ordinary shares, par value $0.0001 per share, of the Company, will convert automatically, on a one-for-one one-for-one one-for-one one-fifth On March 3, 2021, concurrently with the execution of the Merger Agreement, the Company entered into subscription agreements with certain investors (collectively, the “PIPE Investors”), pursuant to, and on the terms and subject to the conditions of which, the PIPE Investors have collectively subscribed for 55 million shares of RTPZ Common Stock for an aggregate purchase price equal to $550 million (the “PIPE Investment”). The PIPE Investment will be consummated substantially concurrently with the Closing, subject to the terms and conditions contemplated by the applicable subscription agreements. On August 2, 2021, the Company closed the Business Combination and on August 3, 2021, Hippo Holdings common stock and warrants begin publicly trading on The New York Stock Exchange under the new symbols “HIPO” and “HIPO.WS”, respectively.

Restatement of Financial Statem

Restatement of Financial Statements3 Months Ended
Dec. 31, 2020
Reinvent Technology Partners Z [Member]
Restatement of Financial StatementsNote 2 — Restatement of Financial Statements In April 2021, the Company concluded that, because of a misapplication of the accounting guidance related to its Public and Private Placement warrants the Company issued in November 2020, the Company’s previously issued consolidated financial statements for the Affected Periods should no longer be relied upon. As such, the Company is restating its consolidated financial statements for the Affected Periods. On April 12, 2021, the staff of the Securities and Exchange Commission (the “SEC Staff”) issued a public statement entitled “Staff Statement on Accounting and Reporting Considerations for Warrants issued by Special Purpose Acquisition Companies (“SPACs”) (the “SEC Staff Statement”). In the SEC Staff Statement, the SEC Staff expressed its view that certain terms and conditions common to SPAC warrants may require the warrants to be classified as liabilities on the SPAC’s balance sheet as opposed to equity. Since issuance on November 23, 2020 the Company’s warrants were accounted for as equity within the Company’s previously reported balance sheets, and after discussion and evaluation, including with the Company’s independent auditors, management concluded that the warrants should be presented as liabilities with subsequent fair value remeasurement. Historically, the Warrants were reflected as a component of equity as opposed to liabilities on the balance sheets and the statements of operations did not include the subsequent non-cash of the Warrants, based on our application of FASB ASC Topic 815-40, Derivatives and Hedging, Contracts in Entity ’ s Own Equity 815-40”). 815-40 Therefore, the Company, in consultation with its Audit Committee, concluded that its previously issued financial statements for the periods beginning with the period from October 2, 2020 through December 31, 2020 (collectively, the “Affected Periods”) should be restated because of a misapplication in the guidance around accounting for certain of our outstanding warrants to purchase ordinary shares (the “Warrants”) and should no longer be relied upon. The Warrants were issued in connection with the Company’s Initial Public Offering of 23,000,000 Units and the sale of Private Placement warrants completed on November 23, 2020. Each Unit consists of one of the Company’s Class A ordinary shares, $0.0001 par value, and one-half Impact of the Restatement The impact of the restatement on the balance sheets, statements of operations and statements of cash flows for the Affected Periods is presented below. The restatement had no impact on net cash flows from operating, investing or financing activities. The tables below present the effect of the financial statement adjustments related to the restatement discussed above of the Company’s previously reported financial statements as of and for the year ended December 31, 2020:
As of December 31, 2020
As Previously Restatement As Restated
Balance Sheet
Total assets $ 231,716,367 $ — $ 231,716,367
Liabilities and shareholders’ equity
Total current liabilities $ 151,244 $ — $ 151,244
Deferred legal fees 200,000 — 200,000
Deferred underwriting commissions 8,050,000 8,050,000
Derivative warrant liabilities — 13,467,630 13,467,630
Total liabilities 8,401,244 13,467,630 21,868,874
Class A common stock, $0.0001 par value; shares subject to possible redemption 218,315,120 (13,467,630 ) 204,847,490
Shareholders’ equity
Preferred stock — $0.0001 par value — — —
Class A common stock — $0.0001 par value 117 135 252
Class B common stock — $0.0001 par value 575 — 575
Additional paid-in-capital 5,230,984 1,240,405 6,471,389
Accumulated deficit (231,673 ) (1,240,540 ) (1,472,213 )
Total shareholders’ equity 5,000,003 — 5,000,003
Total liabilities and shareholders’ equity $ 231,716,367 $ — $ 231,716,367
Period From October 2, 2020 (Inception)
As Previously Restatement As Restated
Statement of Operations
Loss from operations $ (250,366 ) $ — $ (250,366 )
Other (expense) income:
Change in fair value of warrant liabilities — (866,050 ) (866,050 )
Financing costs — (374,490 ) (374,490 )
Unrealized gain on investments held in Trust Account 18,693 — 18,693
Total other (expense) income 18,693 (1,240,540 ) (1,221,847 )
Net loss $ (231,673 ) $ (1,240,540 ) $ (1,472,213 )
Basic and Diluted weighted-average Class A common stock outstanding 23,000,000 23,000,000
Basic and Diluted net loss per Class A common shares $ 0.00 $ —
Basic and Diluted weighted-average Class B common stock outstanding 5,750,000 5,750,000
Basic and Diluted net loss per Class B common shares $ (0.06 ) $ (0.26 )
Period From October 2, 2020 (Inception) Through December 31, 2020
As Previously Restatement As Restated
Statement of Cash Flows
Net loss $ (231,673 ) $ (1,240,540 ) $ (1,472,213 )
Adjustments to reconcile net loss to net cash used in operating activities 6,307 1,240,540 1,246,847
Net cash used in operating activities (1,233,811 ) — (1,233,811 )
Net cash used in investing activities (230,000,000 ) — (230,000,000 )
Net cash provided by financing activities 231,856,796 — 231,856,796
Net change in cash $ 622,985 $ — $ 622,985
In addition, the impact to the balance sheet dated November 23, 2020, filed on Form 8-K The table below presents the effect of the financial statement adjustments related to the restatement discussed above of the Company’s previously reported balance sheet dated November 23, 2020.
As of November 23, 2020
As Previously Restatement As Restated
Unaudited Condensed Balance Sheet
Total assets $ 233,001,707 $ — $ 233,001,707
Liabilities and shareholders’ equity
Total current liabilities $ 1,438,508 $ — $ 1,438,508
Deferred underwriting commissions 8,050,000 — 8,050,000
Derivative warrant liabilities — 12,601,580 12,601,580
Total liabilities 9,488,508 12,601,580 22,090,088
Class A common stock, $0.0001 par value; shares subject to possible redemption 218,513,190 (12,601,580 ) 205,911,610
Shareholders’ equity
Preferred stock - $0.0001 par value — — —
Class A common stock - $0.0001 par value 115 126 241
Class B common stock - $0.0001 par value 575 — 575
Additional paid-in-capital 5,032,916 374,364 5,407,280
Accumulated deficit (33,597 ) (374,490 ) (408,087 )
Total shareholders’ equity 5,000,009 — 5,000,009
Total liabilities and shareholders’ equity $ 233,001,707 $ — $ 233,001,707

Investments

Investments6 Months Ended12 Months Ended
Jun. 30, 2021Dec. 31, 2020
Hippo Enterprises Inc And Subsidiaries [Member]
Investments 2. Investments The amortized cost and fair value of fixed maturities securities are as follows (in millions):
June 30, 2021
Amortized Unrealized Unrealized Fair Value
Fixed maturities available-for-sale:
U.S. government and agencies 10.0 — — 10.0
States, and other territories 5.9 — — 5.9
Corporate securities 18.5 — (0.1 ) 18.4
Foreign securities 0.3 — — 0.3
Residential mortgage-backed securities 10.7 — (0.1 ) 10.6
Commercial mortgage-backed securities 5.1 — (0.1 ) 5.0
Asset backed securities 6.4 — — 6.4
Total $ 56.9 $ — $ (0.3 ) $ 56.6
December 31, 2020
Amortized Unrealized Unrealized Fair Value
Fixed maturities available-for-sale:
U.S. government and agencies 10.1 — — 10.1
States, and other territories 5.1 — — 5.1
Corporate securities 17.4 — — 17.4
Foreign securities 0.8 — — 0.8
Residential mortgage-backed securities 12.9 — — 12.9
Commercial mortgage-backed securities 5.4 0.1 — 5.5
Asset backed securities 4.2 — — 4.2
Total $ 55.9 $ 0.1 $ — $ 56.0
As of June 30, 2021, no securities have been in a continuous unrealized loss position for greater than 12 months. There were no other-than-temporary impairments recognized for the three month periods ended June 30, 2021 and 2020. The amortized cost and fair value of fixed maturities securities by contractual maturity are as follows (in millions):
June 30, 2021
Amortized Cost Fair Value
Due to mature:
One year or less $ 9.3 $ 9.3
After one year through five years 21.1 21.1
After five years 4.2 4.1
After ten years 0.1 0.1
Residential mortgage-backed securities 10.7 10.6
Commercial mortgage-backed securities 5.1 5.0
Asset backed securities 6.4 6.4
Total fixed maturities available-for-sale $ 56.9 $ 56.6
Expected maturities will differ from contractual maturities because issuers may have the right to call or prepay obligations with or without call or prepayment penalties. Net realized gains on fixed maturity securities and short-term investments were insignificant for the periods ended June 30, 2021 and 2020, respectively. The Company’s net investment income is comprised of the following (in millions):
Three Months Ended June 30, Six Months Ended June 30,
2021 2020 2021 2020
Fixed maturities income $ 0.1 $ 0.2 $ 0.2 $ 0.6
Total gross investment income 0.1 0.2 0.2 0.6
Investment expenses — — — —
Net investment income $ 0.1 $ 0.2 $ 0.2 $ 0.6
Pursuant to certain regulatory requirements, the Company is required to hold assets on deposit with various state insurance departments for the benefit of policyholders. These special deposits are included in fixed maturities, available-for-sale
June 30, 2021
Amortized Cost Fair Value
State
Illinois $ 1.6 $ 1.6
Colorado 1.5 1.5
Nevada 0.2 0.2
North Carolina 0.3 0.3
Virginia 0.3 0.4
New Mexico 0.3 0.4
New York 3.1 3.1
Vermont 0.3 0.3
Massachusetts 0.1 0.1
Florida 0.3 0.3
Georgia 0.1 0.1
Total states $ 8.1 $ 8.3
2. Investments The amortized cost and fair value of fixed maturities securities and short-term investments are as follows (in millions):
As of December 31, 2020
Amortized Unrealized Unrealized Fair
Fixed maturities available-for-sale:
U.S. government and agencies $ 9.5 $ — $ — $ 9.5
All other government 0.6 — — 0.6
States, and other territories 5.1 — — 5.1
Corporate securities 17.4 — — 17.4
Foreign securities 0.8 — — 0.8
Residential mortgage-backed securities 12.9 — — 12.9
Commercial mortgage-backed securities 5.4 0.1 — 5.5
Asset backed securities 4.2 — — 4.2
Total $ 55.9 $ 0.1 $ — $ 56.0
As of December 31, 2019
Amortized Unrealized Unrealized Fair
Short-term investments:
U.S. government securities $ 96.4 $ 0.1 $ — $ 96.5
Total $ 96.4 $ 0.1 $ — $ 96.5
As of December 31, 2020, no securities have been in a continuous unrealized loss position. There were no other-than-temporary impairments recognized for the years ended December 31, 2020 and 2019. The amortized cost and fair value of fixed maturities securities and short-term investments by contractual maturity are as follows (in millions):
As of December 31, 2020
Amortized Cost Fair Value
Due to mature:
One year or less $ 6.4 $ 6.4
After one year through five years 21.5 21.5
After five years 5.4 5.4
After ten years 0.1 0.1
Residential mortgage-backed securities 12.9 12.9
Commercial mortgage-backed securities 5.4 5.5
Asset backed securities 4.2 4.2
Total fixed maturities available-for-sale $ 55.9 $ 56.0
As of December 31, 2019
Amortized Cost Fair Value
Due to mature:
One year or less $ 96.4 $ 96.5
Total short-term investments $ 96.4 $ 96.5
Expected maturities will differ from contractual maturities because issuers may have the right to call or prepay obligations with or without call or prepayment penalties. Net realized gains fixed maturity securities and short-term investments were insignificant for the year ended December 31, 2020 and 2019, respectively. The Company’s net investment income is comprised of the following (in millions):
Year ended
2020 2019
Fixed maturities income $ 1.1 $ —
Short-term investment income — 2.2
Total gross investment income 1.1 2.2
Investment expenses — —
Net investment income $ 1.1 $ 2.2
Pursuant to certain regulatory requirements, the Company is required to hold assets on deposit with various state insurance departments for the benefit of policyholders. These special deposits are included in fixed maturities, available-for-sale
As of December 31, 2020
Amortized Cost Fair Value
State
Illinois $ 1.6 $ 1.6
Colorado 1.5 1.5
Nevada 0.4 0.4
North Carolina 0.3 0.3
Virginia 0.4 0.4
New Mexico 0.4 0.4
New York 3.1 3.1
Vermont 0.3 0.3
Massachusetts 0.1 0.1
Florida 0.3 0.3
Total states $ 8.4 $ 8.4

Summary of Significant Accounti

Summary of Significant Accounting Policies3 Months Ended6 Months Ended
Dec. 31, 2020Jun. 30, 2021
Significant Accounting Policies [Text Block]Note 2 — Summary of Significant Accounting Policies Basis of Presentation The accompanying unaudited condensed consolidated financial statements are presented in U.S. dollars in conformity with accounting principles generally accepted in the United States of America (“GAAP”) for financial information and pursuant to the rules and regulations of the SEC. Accordingly, they do not include all of the information and footnotes required by GAAP. In the opinion of management, the unaudited condensed consolidated financial statements reflect all adjustments, which include only normal recurring adjustments necessary for the fair statement of the balances and results for the periods presented. Operating results for the three and six months ended June 30, 2021 are not necessarily indicative of the results that may be expected through December 31, 2021 or any future period. The accompanying unaudited condensed consolidated financial statements should be read in conjunction with the audited financial statements contained in Amendment No. 1 to the Company’s Annual Report on Form 10-K/A filed Emerging Growth Company The Company is an “emerging growth company,” as defined in Section 2(a) of the Securities Act, as modified by the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”), and it may take advantage of certain exemptions from various reporting requirements that are applicable to other public companies that are not emerging growth companies including, but not limited to, not being required to comply with the independent registered public accounting firm attestation requirements of Section 404 of the Sarbanes-Oxley Act, reduced disclosure obligations regarding executive compensation in its periodic reports and proxy statements, and exemptions from the requirements of holding a nonbinding advisory vote on executive compensation and shareholder approval of any golden parachute payments not previously approved. Further, Section 102(b)(1) of the JOBS Act exempts emerging growth companies from being required to comply with new or revised financial accounting standards until private companies (that is, those that have not had a Securities Act registration statement declared effective or do not have a class of securities registered under the Exchange Act) are required to comply with the new or revised financial accounting standards. The JOBS Act provides that an emerging growth company can elect to opt out of the extended transition period and comply with the requirements that apply to non-emerging growth companies but This may make comparison of the Company’s financial statements with another public company that is neither an emerging growth company nor an emerging growth company that has opted out of using the extended transition period difficult or impossible because of the potential differences in accounting standards used. Liquidity and Capital Resources As of June 30, 2021, the Company had approximately $101,000 in its operating bank account and a working capital deficit of approximately $397,000. The Company’s liquidity needs to date have been satisfied through a contribution of $25,000 from Sponsor to cover for certain expenses in exchange for the issuance of the Founder Shares, the loan of approximately $194,000 from the Sponsor pursuant to the promissory note (see Note 4), and the proceeds from the consummation of the Initial Public Offering and Private Placement not held in the Trust Account. The Company fully repaid the promissory note as of September 21, 2020 (see Note 4). In addition, in order to finance transaction costs in connection with a Business Combination, the Sponsor or an affiliate of the Sponsor, or certain of the Company’s officers and directors may, but are not obligated to, provide the Company Working Capital Loans (see Note 4). As of June 30, 2021, there were no amounts outstanding under any Working Capital Loan. On August 2, 2021, the Company closed the Business Combination. On August 2, 2021, the Company issued, in the aggregate, 55,000,000 shares of its common stock to investors at $10.00 per share for aggregate consideration of $550,000,000.​​​​​​​ Risk and Uncertainties On January 30, 2020, the World Health Organization (“WHO”) announced a global health emergency because of a new strain of coronavirus (the “COVID-19 COVID-19 COVID-19 COVID-19 COVID-19 COVID-19 COVID-19 Use of Estimates The preparation of the Company’s unaudited condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Making estimates requires management to exercise significant judgment. It is at least reasonably possible that the estimate of the effect of a condition, situation or set of circumstances that existed at the date of the financial statements, which management considered in formulating its estimate, could change in the near term due to one or more future confirming events. One of the more significant accounting estimates included in these condensed consolidated financial statements is the determination of the fair value of the warrant liability. Such estimates may be subject to change as more current information becomes available and accordingly the actual results could differ significantly from those estimates. Cash and Cash Equivalents The Company considers all short-term investments with an original maturity of three months or less when purchased to be cash equivalents. The Company had no cash equivalents as of June 30, 2021 and December 31, 2020. Investments Held in the Trust Account The Company’s portfolio of investments is comprised of U.S. government securities, within the meaning set forth in Section 2(a)(16) of the Investment Company Act, with a maturity of 185 days or less, or investments in money market funds that invest in U.S. government securities and generally have a readily determinable fair value, or a combination thereof. When the Company’s investments held in the Trust Account are comprised of U.S. government securities, the investments are classified as trading securities. When the Company’s investments held in the Trust Account are comprised of money market funds, the investments are recognized at fair value. Trading securities and investments in money market funds are presented on the condensed consolidated balance sheets at fair value at the end of each reporting period. Gains and losses resulting from the change in fair value of these securities is included in unrealized gain on investments held in Trust Account in the accompanying unaudited condensed consolidated statements of operations. The estimated fair values of investments held in the Trust Account are determined using available market information. ​​​​​​​ Concentration of Credit Risk Financial instruments that potentially subject the Company to concentrations of credit risk consist of cash accounts in a financial institution, which, at times, may exceed the Federal Depository Insurance Corporation coverage limit of $250,000. As of June 30, 2021 and December 31, 2020, the Company had not experienced losses on these accounts and management believes the Company is not exposed to significant risks on such accounts. Fair Value of Financial Instruments The fair value of the Company’s assets and liabilities, which qualify as financial instruments under the FASB ASC Topic 820, “Fair Value Measurements,” approximates the carrying amounts represented in the condensed consolidated balance sheets. Fair Value Measurements Fair value is defined as the price that would be received for sale of an asset or paid for transfer of a liability, in an orderly transaction between market participants at the measurement date. U.S. GAAP establishes a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). These tiers include:
• Level 1, defined as observable inputs such as quoted prices for identical instruments in active markets;
• Level 2, defined as inputs other than quoted prices in active markets that are either directly or indirectly observable such as quoted prices for similar instruments in active markets or quoted prices for identical or similar instruments in markets that are not active; and
• Level 3, defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions, such as valuations derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable. In some circumstances, the inputs used to measure fair value might be categorized within different levels of the fair value hierarchy. In those instances, the fair value measurement is categorized in its entirety in the fair value hierarchy based on the lowest level input that is significant to the fair value measurement. Derivative Warrant Liabilities The Company does not use derivative instruments to hedge exposures to cash flow, market, or foreign currency risks. The Company evaluates all of its financial instruments, including issued stock purchase warrants, to determine if such instruments are derivatives or contain features that qualify as embedded derivatives, pursuant to ASC 480 and FASB ASC Topic 815, “Derivatives and Hedging” (“ASC 815”). The classification of derivative instruments, including whether such instruments should be recorded as liabilities or as equity, is re-assessed The warrants issued in the Initial Public Offering (the “Public Warrants”) and the Private Placement Warrants are recognized as derivative liabilities in accordance with ASC 815. Accordingly, the Company recognizes the warrant instruments as liabilities at fair value and adjusts the carrying value of the instruments to fair value at each reporting period until they are exercised. The initial fair value of Public Warrants issued in connection with the Public Offering and the fair value of Private Placement Warrants have been estimated using a Monte Carlo simulation model each measurement date. The fair value of the Public Warrants as of June 30, 2021 is based on observable listed prices for such warrants. The fair value of the Public Warrants as of December 31, 2020 was estimated using a Monte Carlo simulation model. Derivative warrant liabilities are classified as non-current Offering Costs Associated with the Initial Public Offering Offering costs consisted of legal, accounting, underwriting fees and other costs incurred through the Initial Public Offering that were directly related to the Initial Public Offering. Offering costs were allocated to the separable financial instruments issued in the Initial Public Offering based on a relative fair value basis, compared to total proceeds received. Offering costs associated with derivative warrant liabilities were expensed as incurred and presented as non-operating non-current Class A Ordinary Shares Subject to Possible Redemption The Company accounts for its Class A ordinary shares subject to possible redemption in accordance with the guidance in ASC 480. Class A ordinary shares subject to mandatory redemption (if any) are classified as liability instruments and are measured at fair value. Conditionally redeemable Class A ordinary shares (including Class A ordinary shares that feature redemption rights that are either within the control of the holder or subject to redemption upon the occurrence of uncertain events not solely within the Company’s control) are classified as temporary equity. At all other times, Class A ordinary shares are classified as shareholders’ equity. The Company’s Class A ordinary shares feature certain redemption rights that are considered to be outside of the Company’s control and subject to the occurrence of uncertain future events. Accordingly, at June 30, 2021 and December 31, 2020, 19,975,356 and 20,484,749, respectively, of Class A ordinary shares subject to possible redemption are presented as temporary equity, outside of the shareholders’ equity section of the Company’s condensed consolidated balance sheets. Income Taxes FASB ASC Topic 740, “Income Taxes” prescribes a recognition threshold and a measurement attribute for the financial statement recognition and measurement of tax positions taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be more likely than not to be sustained upon examination by taxing authorities. There were no unrecognized tax benefits as of June 30, 2021. The Company’s management determined that the Cayman Islands is the Company’s only major tax jurisdiction. The Company recognizes accrued interest and penalties related to unrecognized tax benefits as income tax expense. No amounts were accrued for the payment of interest and penalties as of June 30, 2021. The Company is currently not aware of any issues under review that could result in significant payments, accruals or material deviation from its position. The Company is subject to income tax examinations by major taxing authorities since inception. There is currently no taxation imposed on income by the Government of the Cayman Islands. In accordance with Cayman income tax regulations, income taxes are not levied on the Company. Consequently, income taxes are not reflected in the Company’s unaudited condensed consolidated financial statements. The Company’s management does not expect that the total amount of unrecognized tax benefits will materially change over the next twelve months. Net Income (Loss) Per Ordinary Share Net income (loss) per ordinary share is computed by dividing net income (loss) by the weighted-average number of ordinary shares outstanding during the periods. The Company has not considered the effect of the warrants sold in the Initial Public Offering and the Private Placement to purchase an aggregate of 9,000,000, of the Company’s Class A ordinary shares in the calculation of diluted net income (loss) per share, since the exercise of the warrants are contingent upon the occurrence of future events. The Company’s unaudited condensed consolidated statements of operations includes a presentation of net income (loss) per share for ordinary shares subject to redemption in a manner similar to the two-class Recent Accounting Pronouncements In August 2020, the FASB issued Accounting Standards Update (“ASU”) No. 2020-06, “Debt—Debt (Subtopic 470-20) and (Subtopic 815-40): Accounting Equity” (“ASU 2020-06”), which ASU 2020-06 on The Company’s management does not believe that any other recently issued, but not yet effective, accounting pronouncement if currently adopted would have a material effect on the Company’s unaudited condensed financial statements.
Reinvent Technology Partners Z [Member]
Significant Accounting Policies [Text Block]Note 3 — Summary of Significant Accounting Policies Basis of Presentation The Company’s financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (“GAAP”) and include all adjustments necessary for the fair presentation of the Company’s financial position for the period presented. As described in Note 2 — Restatement of Financial Statements, the Company’s consolidated financial statements for the period from October 2, 2020 (inception) through December 31, 2020 (the “Affected Periods”), are restated in this proxy statement/prospectus to correct the misapplication of accounting guidance related to the Company’s warrants in the Company’s previously issued audited and unaudited condensed financial statements for such periods. The restated financial statements are indicated as “Restated” in the audited and unaudited condensed financial statements and accompanying notes, as applicable. See Note 2 — Restatement of Financial Statements for further discussion. Emerging Growth Company The Company is an “emerging growth company,” as defined in Section 2(a) of the Securities Act, as modified by the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”), and it may take advantage of certain exemptions from various reporting requirements that are applicable to other public companies that are not emerging growth companies including, but not limited to, not being required to comply with the auditor attestation requirements of Section 404 of the Sarbanes-Oxley Act of 2002, reduced disclosure obligations regarding executive compensation in its periodic reports and proxy statements, and exemptions from the requirements of holding a nonbinding advisory vote on executive compensation and shareholder approval of any golden parachute payments not previously approved. Further, Section 102(b)(1) of the JOBS Act exempts emerging growth companies from being required to comply with new or revised financial accounting standards until private companies (that is, those that have not had a Securities Act registration statement declared effective or do not have a class of securities registered under the Exchange Act) are required to comply with the new or revised financial accounting standards. The JOBS Act provides that an emerging growth company can elect to opt out of the extended transition period and comply with the requirements that apply to non-emerging This may make comparison of the Company’s financial statements with another public company that is neither an emerging growth company nor an emerging growth company that has opted out of using the extended transition period difficult or impossible because of the potential differences in accounting standards used. Liquidity and Capital Resources As of December 31, 2020, the Company had approximately $623,000 in its operating bank accounts, and working capital of approximately $1.5 million. The Company’s liquidity needs to date have been satisfied through a contribution of $25,000 from the Sponsor to cover certain expenses in exchange for the issuance of the Founder Shares (see Note 6), the loan of approximately $60,000 from the Sponsor pursuant to the Note (see Note 6), and the proceeds from the consummation of the Initial Public Offering and Private Placement not held in the Trust Account. The Company fully repaid the Note as of November 23, 2020. In addition, in order to finance transaction costs in connection with a Business Combination, the Sponsor or an affiliate of the Sponsor, or certain of the Company’s officers and directors may, but are not obligated to, provide the Company Working Capital Loans (see Note 6). As of December 31, 2020, there were no amounts outstanding under any Working Capital Loan. Based on the foregoing, management believes that the Company will have sufficient working capital and borrowing capacity from the Sponsor or an affiliate of the Sponsor, or certain of the Company’s officers and directors to meet its needs through the earlier of the consummation of a Business Combination and one year from this filing. Over this time period, the Company will be using these funds for paying existing accounts payable, identifying and evaluating prospective initial Business Combination candidates, performing due diligence on prospective target businesses, paying for travel expenditures, selecting the target business to merge with or acquire, and structuring, negotiating and consummating the Business Combination. Risk and Uncertainties On January 30, 2020, the World Health Organization (“WHO”) announced a global health emergency because of a new strain of coronavirus (the “COVID-19 COVID-19 COVID-19 COVID-19 These developments and the impact of the COVID-19 COVID-19 shutdown of businesses and quarantines, among others, which may limit the Company’s ability to have meetings with potential investors or affect the ability of a potential target company’s personnel, vendors and service providers to negotiate and consummate an initial Business Combination in a timely manner. The Company’s ability to consummate an initial Business Combination may also be dependent on the ability to raise additional equity and debt financing, which may be impacted by the COVID-19 Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires the Company’s management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of expenses during the reporting period. Making estimates requires management to exercise significant judgment. It is at least reasonably possible that the estimate of the effect of a condition, situation or set of circumstances that existed at the date of the financial statements, which management considered in formulating its estimate, could change in the near term due to one or more future confirming events. Accordingly, the actual results could differ significantly from those estimates. Cash and Cash Equivalents The Company considers all short-term investments with an original maturity of three months or less when purchased to be cash equivalents. Investments Held in Trust Account The Company’s portfolio of investments is comprised solely of U.S. government securities, within the meaning set forth in Section 2(a)(16) of the Investment Company Act, with a maturity of 185 days or less, or investments in money market funds that invest in U.S. government securities, or a combination thereof. The Company’s investments held in the Trust Account are classified as trading securities. Trading securities are presented on the balance sheets at fair value at the end of each reporting period. Gains and losses resulting from the change in fair value of these securities is included in unrealized loss on investments held in Trust Account in the accompanying statement of operations. The estimated fair values of investments held in the Trust Account are determined using available market information . Concentration of Credit Risk Financial instruments that potentially subject the Company to concentrations of credit risk consist of cash accounts in a financial institution, which, at times, may exceed the Federal Depository Insurance Coverage of $250,000, and investments held in Trust Account. At December 31, 2020, the Company has not experienced losses on these accounts and management believes the Company is not exposed to significant risks on such accounts. Fair Value of Financial Instruments Fair value is defined as the price that would be received for sale of an asset or paid for transfer of a liability, in an orderly transaction between market participants at the measurement date. U.S. GAAP establishes a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). These tiers include:
• Level 1, defined as observable inputs such as quoted prices for identical instruments in active markets;
• Level 2, defined as inputs other than quoted prices in active markets that are either directly or indirectly observable such as quoted prices for similar instruments in active markets or quoted prices for identical or similar instruments in markets that are not active; and
• Level 3, defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions, such as valuations derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable. In some circumstances, the inputs used to measure fair value might be categorized within different levels of the fair value hierarchy. In those instances, the fair value measurement is categorized in its entirety in the fair value hierarchy based on the lowest level input that is significant to the fair value measurement. As of December 31, 2020, the carrying values of cash, accounts payable and accrued expenses approximate their fair values due to the short-term nature of the instruments. The Company’s portfolio of investments held in the Trust Account is comprised of investments in U.S. Treasury securities with an original maturity of 185 days or less or investments in money market funds that invest in U.S. government securities, or a combination thereof. The fair value for trading securities is determined using quoted market prices in active markets. Derivative warrant liabilities The Company does not use derivative instruments to hedge exposures to cash flow, market, or foreign currency risks. The Company evaluates all of its financial instruments, including issued stock purchase warrants, to determine if such instruments are derivatives or contain features that qualify as embedded derivatives, pursuant to ASC 480 and ASC 815-15. The classification of derivative instruments, including whether such instruments should be recorded as liabilities or as equity, is re-assessed at the end of each reporting period. The Company accounts for its 9,000,000 common stock warrants issued in connection with its Initial Public Offering and exercise of over-allotment option (4,600,000 warrants) and Private Placement (4,400,000 warrants) as derivative warrant liabilities in accordance with ASC 815-40. Accordingly, the Company recognizes the warrant instruments as liabilities at fair value and adjusts the instruments to fair value at each reporting period. The liabilities are subject to re-measurement at each balance sheet date until exercised, and any change in fair value is recognized in the Company’s statement of operations. The fair value of warrants issued by the Company in connection with the Public Offering, over-Allotment exercise and Private Placement has been estimated using Monte-Carlo simulations at each measurement date. Offering Costs Associated with the Initial Public Offering Offering costs consisted of legal, accounting, underwriting and other costs incurred that were directly related to the Initial Public Offering. Offering costs are allocated to the separable financial instruments issued in the Initial Public Offering based on a relative fair value basis, compared to total proceeds received. Offering costs associated with warrant liabilities are expensed as incurred, presented as non-operating expenses in the statement of operations. Offering costs associated with the Class A ordinary shares were charged to shareholders’ equity upon the completion of the Initial Public Offering. Class A Ordinary Shares Subject to Possible Redemption The Company accounts for its Class A ordinary shares subject to possible redemption in accordance with the guidance in ASC Topic 480 “Distinguishing Liabilities from Equity.” Class A ordinary shares subject to mandatory redemption (if any) are classified as liability instruments and are measured at fair value. Conditionally redeemable Class A ordinary shares (including Class A ordinary shares that feature redemption rights that are either within the control of the holder or subject to redemption upon the occurrence of uncertain events not solely within the Company’s control) are classified as temporary equity. At all other times, Class A ordinary shares are classified as shareholders’ equity. The Company’s Class A ordinary shares feature certain redemption rights that are considered to be outside of the Company’s control and subject to the occurrence of uncertain future events. Accordingly, at December 31, 2020, 20,484,749 Class A ordinary shares subject to possible redemption are presented as temporary equity, outside of the shareholders’ equity section of the Company’s balance sheet. Income Taxes FASB ASC 740 prescribes a recognition threshold and a measurement attribute for the financial statements recognition and measurement of tax positions taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be more likely than not to be sustained upon examination by taxing authorities. There were no unrecognized tax benefits as of December 31, 2020. The Company’s management determined that the Cayman Islands is the Company’s only major tax jurisdiction. The Company recognizes accrued interest and penalties related to unrecognized tax benefits as income tax expense. No amounts were accrued for the payment of interest and penalties as of December 31, 2020. The Company is currently not aware of any issues under review that could result in significant payments, accruals or material deviation from its position. The Company is subject to income tax examinations by major taxing authorities since inception. There is currently no taxation imposed on income by the Government of the Cayman Islands. In accordance with Cayman income tax regulations, income taxes are not levied on the Company. Consequently, income taxes are not reflected in the Company’s financial statements. The Company’s management does not expect that the total amount of unrecognized tax benefits will materially change over the next twelve months. Net Income (Loss) Per Ordinary Share Net income (loss) per ordinary share is computed by dividing net income (loss) by the weighted-average number of ordinary shares outstanding during the periods. The Company has not considered the effect of the warrants sold in the Initial Public Offering and the Private Placement to purchase an aggregate of 9,000,000, of the Company’s Class A ordinary shares in the calculation of diluted net income (loss) per share, since their inclusion would be anti-dilutive under the treasury stock method. The Company’s statement of operations includes a presentation of net income (loss) per share for ordinary shares subject to redemption in a manner similar to the two-class Recent Accounting Pronouncements Management does not believe that any recently issued, but not yet effective, accounting pronouncement if currently adopted would have a material effect on the Company’s financial statements.

Cash, Cash Equivalents, and Res

Cash, Cash Equivalents, and Restricted Cash6 Months Ended12 Months Ended
Jun. 30, 2021Dec. 31, 2020
Hippo Enterprises Inc And Subsidiaries [Member]
Cash, Cash Equivalents And Restricted Cash3. Cash, Cash Equivalents, and Restricted Cash The following table sets forth the cash, cash equivalents, and restricted cash (in millions):
June 30, 2021 December 31, 2020
Cash and cash equivalents:
Cash $ 126.2 $ 56.7
Money market funds 237.9 372.1
Treasury bills — 23.5
Total cash and cash equivalents 364.1 452.3
Restricted cash:
Fiduciary assets 28.0 12.1
Letters of credit and cash on deposit 18.1 28.0
Total restricted cash 46.1 40.1
Total cash, cash equivalents, and restricted cash $ 410.2 $ 492.4
3. Cash, Cash Equivalents, and Restricted Cash The following table sets forth the cash, cash equivalents, and restricted cash (in millions):
As of
2020 2019
Cash and cash equivalents:
Cash $ 56.7 $ 19.6
Money market funds 372.1 3.7
Treasury bills 23.5 —
Total cash and cash equivalents 452.3 23.3
Restricted cash:
Fiduciary assets 12.1 12.7
Cash on deposit 28.0 6.0
Total restricted cash 40.1 18.7
Total cash, cash equivalents, and restricted cash $ 492.4 $ 42.0

Fair Value Measurements

Fair Value Measurements3 Months Ended6 Months Ended12 Months Ended
Dec. 31, 2020Jun. 30, 2021Dec. 31, 2020
Fair Value MeasurementsNote 9 — Fair Value Measurements The following tables present information about the Company’s assets and liabilities that are measured at fair value on a recurring basis as of June 30, 2021 and December 31, 2020 and indicates the fair value hierarchy of the valuation techniques that the Company utilized to determine such fair value. June 30, 2021
Description Quoted Prices in Active Markets Significant Other Observable Inputs Significant Other Unobservable Inputs
Assets:
U.S. Treasury Securities $ 230,004,108 $ — $ —
Liabilities:
Derivative warrant liabilities — public warrants $ 8,318,290 $ — $ —
Derivative warrant liabilities — private warrants $ — $ — $ 8,284,890 December 31, 2020
Description Quoted Prices in Active Markets Significant Other Observable Inputs Significant Other Unobservable Inputs
Assets:
U.S. Treasury Fund $ 230,017,782 $ — $ —
Liabilities:
Derivative warrant liabilities — public warrants $ — $ — $ 6,762,630
Derivative warrant liabilities — private warrants $ — $ — $ 6,705,000 The remainder of the balance in Investments held in Trust Account is comprised of cash equivalents. Level 1 assets include investments in cash, money market funds and U.S. Treasury securities. The Company uses inputs such as actual trade data, benchmark yields, quoted market prices from dealers or brokers, and other similar sources to determine the fair value of its investments. Transfers to/from Levels 1, 2, and 3 are recognized at the beginning of the reporting period. The estimated fair value of the Public Warrants transferred from a Level 3 measurement to a Level 1 fair value measurement in January 2021, when the Public Warrants were separately listed and traded. The fair value of the Public Warrants issued in connection with the Public Offering and Private Placement Warrants were initially measured at fair value using a Monte Carlo simulation model and subsequently, the fair value of the Private Placement Warrants have been estimated using a Monte Carlo simulation model each measurement date. The fair value of Public Warrants issued in connection with the Initial Public Offering have been measured based on the listed market price of such warrants, a Level 1 measurement, since January 2021. For the three and six months ended June 30, 2021, the Company recognized a charge to the condensed consolidated statements of operations resulting from an increase in the fair value of liabilities of approximately $2.1 million and $3.1 million, respectively, presented as change in fair value of derivative warrant liabilities on the accompanying condensed consolidated statements of operations. The estimated fair value of the Private Placement Warrants, and the Public Warrants prior to being separately listed and traded, is determined using Level 3 inputs. Inherent in a Monte Carlo simulation are assumptions related to expected stock-price volatility, expected life, risk-free interest rate and dividend yield. The Company estimates the volatility of its warrants based on implied volatility from the Company’s traded warrants and from historical volatility of select peer company’s common stock that matches the expected remaining life of the warrants. The risk-free interest rate is based on the U.S. Treasury zero-coupon The following table provides quantitative information regarding Level 3 fair value measurements inputs at their measurement dates:
As of June 30, As of December 31,
Stock price $ 9.93 $ 9.98
Volatility 25.7 % 23.5 %
Expected life of the options to convert 5.10 5.47
Risk-free rate 0.88 % 0.43 %
Dividend yield — — The change in the fair value of the Level 3 derivative warrant liabilities for six months ended June 30, 2021 is summarized as follows:
Level 3 – Derivative warrant liabilities at January 1, 2021 $ 13,467,630
Transfer of Public Warrants to Level 1 (7,285,410 )
Change in fair value of derivative warrant liabilities 2,102,670
Level 3 – Derivative warrant liabilities at June 30, 2021 $ 8,284,890
Hippo Enterprises Inc And Subsidiaries [Member]
Fair Value Measurements 4. Fair Value Measurement The following table summarizes the Company’s fair value hierarchy for its financial assets and liabilities measured at fair value on a recurring basis (in millions):
June 30, 2021
Level 1 Level 2 Level 3 Total
Financial assets:
Cash equivalents:
Money market funds 237.9 $ — $ — $ 237.9
Total cash equivalents $ 237.9 $ — $ — $ 237.9
Fixed maturities available-for-sale:
U.S. government and agencies $ 10.0 $ — $ — $ 10.0
States, and other territories — 5.9 — 5.9
Corporate securities — 18.4 — 18.4
Foreign securities — 0.3 — 0.3
Residential mortgage-backed securities — 10.6 — 10.6
Commercial mortgage-backed securities — 5.0 — 5.0
Asset backed securities — 6.4 — 6.4
Total fixed maturities available-for-sale 10.0 46.6 — 56.6
Total financial assets $ 247.9 $ 46.6 $ — $ 294.5
Financial liabilities:
Derivative liability on convertible promissory notes $ — $ — $ 162.6 $ 162.6
Contingent consideration liability — — 11.6 11.6
Preferred stock warrant liabilities — — 137.5 137.5
Total financial liabilities $ — $ — $ 311.7 $ 311.7
December 31, 2020
Level 1 Level 2 Level 3 Total
Financial assets:
Cash equivalents:
Money market funds $ 372.1 $ — $ — $ 372.1
Treasury Bills 23.5 — — 23.5
Total cash equivalents $ 395.6 $ — $ — $ 395.6
Fixed maturities available-for-sale:
U.S. government and agencies $ 10.1 $ — $ — $ 10.1
States, and other territories — 5.1 — 5.1
Corporate securities — 17.4 — 17.4
Foreign securities — 0.8 — 0.8
Residential mortgage-backed securities — 12.9 — 12.9
Commercial mortgage-backed securities — 5.5 — 5.5
Asset backed securities — 4.2 — 4.2
Total fixed maturities available-for-sale $ 10.1 $ 45.9 $ — $ 56.0
Total financial assets $ 405.7 $ 45.9 $ — $ 451.6
Financial liabilities:
Derivative liability on convertible promissory notes $ — $ — $ 113.3 $ 113.3
Contingent consideration liability — — 12.0 12.0
Preferred stock warrant liabilities — — 22.9 22.9
Total financial liabilities $ — $ — $ 148.2 $ 148.2
The Company’s policy is to recognize transfers into and transfers out of fair value hierarchy levels at the end of each reporting period. During the six months ended June 30, 2021 and December 31, 2020 there were no transfers between levels in the fair value hierarchy. Preferred Stock Warrant Liabilities The table below presents changes in the preferred stock warrant liability valued using Level 3 inputs (in millions):
2021 2020
Balance as of January 1, $ 22.9 $ 6.7
Changes in fair value 114.6 4.1
Balance as of June 30, $ 137.5 $ 10.8
Contingent Consideration The contingent consideration is re-valued
2021 2020
Balance as of January 1, $ 12.0 $ 13.8
Payments of contingent consideration (1.7 ) (3.2 )
Changes in fair value 1.3 —
Balance as of June 30, $ 11.6 $ 10.6
Derivative liability on notes The embedded derivative liabilities on the issued and outstanding convertible promissory notes are re-valued 0.1-2.9
2021
Balance as of January 1, $ 113.3
Initial measurement of new derivative 2.8
Changes in fair value 46.5
Balance as of June 30, $ 162.6
4. Fair Value Measurement The following table summarizes the Company’s fair value hierarchy for its financial assets and liabilities measured at fair value on a recurring basis (in millions):
As of December 31, 2020
Level 1 Level 2 Level 3 Total
Financial assets:
Cash equivalents:
Money market funds $ 372.1 $ — $ — $ 372.1
Treasury bills 23.5 — — 23.5
Total cash equivalents $ 395.6 $ — $ — $ 395.6
Fixed maturities available-for-sale:
U.S. government and agencies $ 9.5 $ — $ — $ 9.5
All other government 0.6 — — 0.6
States, and other territories — 5.1 — 5.1
Corporate securities — 17.4 — 17.4
Foreign securities — 0.8 — 0.8
Residential mortgage-backed securities — 12.9 — 12.9
Commercial mortgage-backed securities — 5.5 — 5.5
Asset backed securities — 4.2 — 4.2
Total fixed maturities available-for-sale $ 10.1 $ 45.9 $ — $ 56.0
Total financial assets $ 405.7 $ 45.9 $ — $ 451.6
Financial liabilities:
Derivative liability on convertible promissory notes $ — $ — $ 113.3 $ 113.3
Contingent consideration liability — — 12.0 12.0
Preferred stock warrant liabilities — — 22.9 22.9
Total financial liabilities $ — $ — $ 148.2 $ 148.2
As of December 31, 2019
Level 1 Level 2 Level 3 Total
Financial assets:
Cash equivalents:
Money market funds $ 3.7 $ — $ — $ 3.7
Short-term investments:
U.S. government securities 96.5 — — 96.5
Total financial assets $ 100.2 $ — $ — $ 100.2
Financial liabilities:
Contingent consideration liability $ — $ — $ 13.8 $ 13.8
Preferred stock warrant liabilities — — 6.7 6.7
Total financial liabilities $ — $ — $ 20.5 $ 20.5
The Company’s policy is to recognize transfers into and transfers out of fair value hierarchy levels at the end of each reporting period. During the years ended December 31, 2020 and 2019, there were no transfers between levels in the fair value hierarchy. Contingent Consideration Liability In April 2019, the Company closed an acquisition agreement with CalAtlantic Title Group, LLC. Included in the purchase price was $14.9 million of the estimated fair value of contingent consideration. The contingent consideration was valued using the present value of future payments based on an estimate of revenue and customer renewals of the acquiree. There is no limit to the maximum potential contingent consideration as the consideration is based on acquired customer retention. See Note 18 for additional information regarding the acquisition. The following table includes a rollforward of the contingent consideration liability (in millions):​​​​​​​
Balance as of January 1, 2019 $ —
Initial recognition of contingent consideration included 14.9
in purchase consideration of acquisition
Payments of contingent consideration (3.0 )
Changes in fair value 1.9
Balance as of December 31, 2019 $ 13.8
Payments of contingent consideration (5.2 )
Changes in fair value 3.4
Balance as of December 31, 2020 $ 12.0
Preferred Stock Warrant Liabilities The following table includes a rollforward of the preferred stock warrant liability activity valued using Level 3 inputs is (in millions):
Balance as of January 1, 2019 $ 4.7
Changes in fair value 2.0
Balance as of December 31, 2019 6.7
Changes in fair value 16.2
Balance as of December 31, 2020 $ 22.9
See Note 16 for additional information regarding preferred stock warrant liabilities.
Reinvent Technology Partners Z [Member]
Fair Value MeasurementsNote 10 — Fair Value Measurements The following table presents information about the Company’s assets and liabilities that are measured at fair value on a recurring basis as of December 31, 2020 and indicates the fair value hierarchy of the valuation techniques that the Company utilized to determine such fair value.
Description Quoted Prices in Significant Other Significant Other
Assets:
Investments held in Trust Account $ 230,017,782 $ — $ —
Liabilities:
Derivative warrant liabilities — Public Warrants $ — $ — $ 6,762,630
Derivative warrant liabilities — Private Warrants $ — $ — $ 6,705,000 The remainder of the balance in Investments held in Trust Account is comprised of cash equivalents. Level 1 instruments include investments in cash, money market funds and U.S. Treasury securities. The Company uses inputs such as actual trade data, benchmark yields, quoted market prices from dealers or brokers, and other similar sources to determine the fair value of its investments. Transfers to/from Levels 1, 2, and 3 are recognized at the end of the reporting period. There were no transfers between levels for the period from October 2, 2020 (inception) through December 31, 2020. The changes in Level 3 liability measured at fair value for the period ended December 31, 2020 was solely due to the change in the fair value of the stock warrant liability reflected on the statement of operations. Both observable and unobservable inputs were used to determine the fair value of positions that the Company has classified within the Level 3 category. Unrealized gains and losses associated with liabilities within the Level 3 category include changes in fair value that were attributable to both observable (e.g., changes in market interest rates) and unobservable (e.g., changes in unobservable long- dated volatilities) inputs. The warrants are accounted for as liabilities in accordance with ASC 815-40 The Company utilizes a binomial Monte-Carlo simulation to estimate the fair value of the warrants at each reporting period, with changes in fair value recognized in the statement of operations. The Company recognized $12,601,580 for the derivative warrant liabilities upon their issuance on November 18, 2020. For the period from October 2, 2020 (inception) through December 31, 2020, the Company recognized a charge to the statement of operations resulting from an increase in the fair value of liabilities of approximately $866,000 presented as change in fair value of derivative warrant liabilities on the accompanying statement of operations. The estimated fair value of the derivative warrant liabilities is determined using Level 3 inputs. Inherent in a Monte Carlo simulation are assumptions related to expected stock-price volatility, expected life, risk-free interest rate and dividend yield. The Company estimates the volatility of its common stock warrants based on implied volatility from the historical volatility of select peer company’s traded common stock warrants that matches the expected remaining life of the warrants. The risk-free interest rate is based on the U.S. Treasury zero-coupon The following table provides quantitative information regarding Level 3 fair value measurements inputs as their measurement dates:
As of As of
Stock price $ 9.72 $ 9.98
Volatility 23.20 % 23.50 %
Expected life of the options to convert 5.6 5.5
Risk-free rate 0.47 % 0.43 %
Dividend yield — —

Initial Public Offering

Initial Public Offering3 Months Ended6 Months Ended
Dec. 31, 2020Jun. 30, 2021
Initial Public Offering Details [Line Items]
Initial Public OfferingNote 3 — Initial Public Offering On November 23, 2020, the Company consummated its Initial Public Offering of 23,000,000 Units, including 3,000,000 Over-Allotment Units, at $10.00 per Unit, generating gross proceeds of $230.0 million, and incurring offering costs of approximately $13.1 million, inclusive of approximately $8.1 million in deferred underwriting commissions. one-fifth of 11.50
Reinvent Technology Partners Z [Member]
Initial Public Offering Details [Line Items]
Initial Public OfferingNote 4 — Initial Public Offering On November 23, 2020, the Company consummated its Initial Public Offering of 23,000,000 Units, including 3,000,000 Over-Allotment Units, at $10.00 per Unit, generating gross proceeds of $230.0 million, and incurring offering costs of approximately $13.1 million, inclusive of approximately $8.1 million in deferred underwriting commissions. Each Unit consists of one Class A ordinary share and one-fifth

Private Placement

Private Placement3 Months Ended6 Months Ended
Dec. 31, 2020Jun. 30, 2021
Subsidiary or Equity Method Investee [Line Items]
Private PlacementNote 4 — Private Placement Substantially concurrently with the closing of the Initial Public Offering, the Company consummated the Private Placement of 4,400,000 Private Placement Warrants, at a price of $1.50 per Private Placement Warrant to the Sponsor, generating gross proceeds of $6.6 million. Each Private Placement Warrant is exercisable for one whole Class A ordinary share at a price of $11.50 per share. A portion of the proceeds from the sale of the Private Placement Warrants to the Sponsor was added to the proceeds from the Initial Public Offering held in the Trust Account. If the Company does not complete a Business Combination within the Combination Period, the Private Placement Warrants will expire worthless. The Private Placement Warrants will be non-redeemable for The Sponsor and the Company’s officers and directors agreed, subject to limited exceptions, not to transfer, assign or sell any of their Private Placement Warrants until 30 days after the completion of the initial Business Combination.
Reinvent Technology Partners Z [Member]
Subsidiary or Equity Method Investee [Line Items]
Private PlacementNote 5 — Private Placement Substantially concurrently with the closing of the Initial Public Offering, the Company consummated the Private Placement of 4,400,000 Private Placement Warrants, at a price of $1.50 per Private Placement Warrant to the Sponsor, generating gross proceeds of $6.6 million. Each Private Placement Warrant is exercisable for one whole Class A ordinary share at a price of $11.50 per share. A portion of the proceeds from the sale of the Private Placement Warrants to the Sponsor was added to the proceeds from the Initial Public Offering held in the Trust Account. If the Company does not complete a Business Combination within the Combination Period, the Private Placement Warrants will expire worthless. The Private Placement Warrants will be non-redeemable The Sponsor and the Company’s officers and directors agreed, subject to limited exceptions, not to transfer, assign or sell any of their Private Placement Warrants until 30 days after the completion of the initial Business Combination.

Deferred Policy Acquisition Cos

Deferred Policy Acquisition Costs12 Months Ended
Dec. 31, 2020
Hippo Enterprises Inc And Subsidiaries [Member]
Deferred Policy Acquisition Costs5. Deferred Policy Acquisition Costs The following table presents the policy acquisition costs deferred and amortized (in millions):
December 31,
Deferred policy acquisition costs, net at beginning of year $ —
Policy acquisition costs deferred during year 6.4
Policy acquisition costs amortized during year (4.5 )
Deferred policy acquisition costs, net at end of year $ 1.9

Capitalized Internal Use Softwa

Capitalized Internal Use Software12 Months Ended
Dec. 31, 2020
Hippo Enterprises Inc And Subsidiaries [Member]
Capitalized Internal Use Software6. Capitalized Internal Use Software Capitalized internal use software consists of the following (in millions):
As of
2020 2019
Capitalized internal use software $ 18.4 $ 8.9
Less: accumulated amortization (3.7 ) (1.1 )
Total capitalized internal use software $ 14.7 $ 7.8
Amortization expense totaled $2.6 million and $0.9 million for the years ended December 31, 2020 and 2019, respectively.

Intangible Assets

Intangible Assets6 Months Ended12 Months Ended
Jun. 30, 2021Dec. 31, 2020
Hippo Enterprises Inc And Subsidiaries [Member]
Intangible Assets Disclosure [Line Items]
Intangible Assets5. Intangible Assets
June 30, 2021 December 31, 2020
Weighted- Gross Accumulated Net Carrying Amount Gross Carrying Accumulated Net
(in millions) (in millions)
Agency and carrier 7.9 $ 13.5 $ (0.9 ) $ 12.6 $ 13.5 $ (0.1 ) $ 13.4
State licenses and domain name Indefinite 10.5 — 10.5 7.1 — 7.1
Customer relationships 3.8 13.2 (4.9 ) 8.3 13.2 (3.8 ) 9.4
Developed technology 1.3 3.6 (2.0 ) 1.6 3.6 (1.4 ) 2.2
VOBA 1.2 0.1 — 0.1 0.1 — 0.1
Other 7.1 1.9 (0.4 ) 1.5 1.9 (0.2 ) 1.7
Total intangible assets, net $ 42.8 $ (8.2 ) $ 34.6 $ 39.4 $ (5.5 ) $ 33.9
Amortization expense related to intangible assets was $2.7 million and $1.8 million for the six months ended June 30, 2021 and 2020, respectively, and is included in technology and development expenses for developed technology, sales and marketing expenses for customer relationships, agency relationships, carrier relationships and other. Amortization expense related to value of business acquired (VOBA) is included in general and administrative expenses in the accompanying consolidated statements of operations and comprehensive loss.
7. Intangible Assets The gross carrying amounts, accumulated amortization, and net carrying amounts of the Company’s amortizable intangible assets are presented in the table below (in millions):
As of December 31,
2020 2019
Weighted- (in years) Gross Accumulated Net Gross Accumulated Net
Customer relationships 4.3 $ 13.2 $ (3.8 ) $ 9.4 $ 13.2 $ (1.6 ) $ 11.6
Developed technology 1.8 3.6 (1.4 ) 2.2 3.6 (0.2 ) 3.4
Agency and carrier relationships 7.9 13.5 (0.1 ) 13.4 — — —
State licenses Indefinite 7.1 — 7.1 — — —
VOBA 1.7 0.1 — 0.1 — — —
Other 7.3 1.9 (0.2 ) 1.7 0.7 (0.1 ) 0.6
Total intangible assets, net $ 39.4 $ (5.5 ) $ 33.9 $ 17.5 $ (1.9 ) $ 15.6
Amortization expense related to intangible assets was $3.6 million and $1.9 million for the years ended December 31, 2020 and 2019, respectively. Amortization expense for developed technology is included in technology and development expenses, customer relationships, agency and carrier relationships, and other is included in sales and marketing expenses, and VOBA is included in general and administrative expenses in the accompanying consolidated statements of operations and comprehensive loss. As of December 31, 2020, the projected annual amortization expense for the Company’s intangible assets for the next five years is as follows (in millions):
Year ending December 31,
2021 $ 5.4
2022 5.2
2023 4.1
2024 4.1
2025 2.5
Thereafter 5.5
Total $ 26.8

Goodwill

Goodwill12 Months Ended
Dec. 31, 2020
Hippo Enterprises Inc And Subsidiaries [Member]
Indefinite-lived Intangible Assets [Line Items]
Goodwill8. Goodwill The following table represents the changes in goodwill (in millions):
Balance at January 1, 2019 $ —
Additions from acquisitions 1.9
Balance at December 31, 2019 $ 1.9
Additions from acquisitions 45.9
Balance at December 31, 2020 $ 47.8
See Note 18 for additional information regarding the Company’s acquisitions including recognition of goodwill.

Accrued Expenses and Other Liab

Accrued Expenses and Other Liabilities6 Months Ended12 Months Ended
Jun. 30, 2021Dec. 31, 2020
Hippo Enterprises Inc And Subsidiaries [Member]
Accrued Liabilities And Other Liabilities [Line Items]
Accrued Expenses and Other Liabilities6. Accrued Expenses and Other Liabilities
June 30, 2021 December 31, 2020
(in millions)
Accrued wages and commissions $ 7.0 $ 5.0
Deferred revenue 7.2 1.7
Advances from customers 9.6 4.4
Accrued licenses and taxes 3.0 2.5
Accrued transaction cost 1.1 —
Accrued interest 0.9 0.8
Other 17.2 11.3
Total accrued expenses and other liabilities $ 46.0 $ 25.7
9. Accrued Expenses and Other Liabilities Accrued expenses and other liabilities consist of the following (in millions):
As of
2020 2019
Accrued wages and commissions $ 5.0 $ 5.3
Accounts payable 0.5 3.2
Deferred revenue 1.7 0.8
Advances from customers 4.4 1.5
Accrued license fees and taxes 2.5 —
Other 11.6 3.8
Total accrued expenses and other liabilities $ 25.7 $ 14.6

Loss and Loss Adjustment Expens

Loss and Loss Adjustment Expense Reserves6 Months Ended12 Months Ended
Jun. 30, 2021Dec. 31, 2020
Hippo Enterprises Inc And Subsidiaries [Member]
Loss and Loss Adjustment Expense Reserves [Line Items]
Loss and Loss Adjustment Expense Reserves7. Loss and Loss Adjustment Expense Reserves The reconciliation of the beginning and ending reserve balances for losses and loss adjustment expenses, net of reinsurance is summarized as follows for the six months ended June 30, (in millions):
2021 2020
Reserve for losses and LAE gross of reinsurance recoverables on unpaid losses and LAE as of beginning of the period $ 105.1 $ —
Reinsurance recoverables on unpaid losses (92.1 ) —
Reserve for losses and LAE, net of reinsurance recoverables as of beginning of the period 13.0 —
Add: Incurred losses and LAE, net of reinsurance, related to:
Current year 39.0 5.3
Prior years (0.3 ) (0.1 )
Total incurred 38.7 5.2
Deduct: Loss and LAE payments, net of reinsurance, related to:
Current year (19.5 ) (3.3 )
Prior year (5.1 ) —
Total paid (24.6 ) (3.3 )
Reserve for losses and LAE, net of reinsurance recoverables at end of period 27.1 1.9
Add: Reinsurance recoverables on unpaid losses and LAE at end of period 168.1 —
Reserve for losses and LAE gross of reinsurance recoverables on unpaid losses and LAE as of end of the period $ 195.2 $ 1.9
Included in the Loss and LAE for the six months ended June 30, 2021 are losses related to weather-related loss experience, including the Texas winter storm in February 2021 and the wind and hail storms in April 2021. Net incurred losses and LAE experienced favorable development of $ 0.3 0.1 Unpaid loss and LAE includes anticipated salvage and subrogation recoverable. The amount of anticipated salvage and subrogation recoverable is insignificant as of June 30, 2021.
10. Loss and Loss Adjustment Expense Reserves As described in Note 1, “Description of Business and Summary of Significant Accounting Policies”, the Company acquired Spinnaker Insurance Company on August 31, 2020. Therefore, the Company assumed the obligations of Spinnaker upon acquisition. The reconciliation of the beginning and ending reserve balances for loss and LAE, net of reinsurance is summarized as follows (in millions), reflecting the reserve balances acquired through the Company’s acquisition of Spinnaker:​​​​​​​
2020
Reserve for losses and LAE, net of reinsurance recoverables as of January 1, 2020 $ —
Add: Incurred losses and LAE, net of reinsurance, related to:
Current year 25.3
Prior years —
Total incurred 25.3
Deduct: Loss and LAE payments, net of reinsurance, related to:
Current year (17.0 )
Prior year (0.3 )
Total paid (17.3 )
Add: Reserve for losses and LAE, net of reinsurance recoverables acquired from Spinnaker 5.0
Reserve for losses and LAE, net of reinsurance recoverables as of December 31, 2020 13.0
Add: Reinsurance recoverables on unpaid losses and LAE as of December 31, 2020 92.1
Reserve for losses and LAE gross of reinsurance recoverables on unpaid losses and LAE as of December 31, 2020 $ 105.1
Unpaid loss and LAE includes anticipated salvage and subrogation recoverable. The amount of anticipated salvage and subrogation recoverable is immaterial as of December 31, 2020. Incurred loss and loss adjustment expenses (“LAE”), net of reinsurance The following tables present information about incurred and paid loss development as of December 31, 2020, net of reinsurance, as well as cumulative claim frequency and the total of IBNR reserves. The tables include unaudited information about incurred and paid claims development for the years ended December 31, 2015​​​​​​​ through 2020. In addition, the following table shows incurred loss and LAE by accident year in aggregate as the Company has one single operating and reportable segment. (in millions, except for number of claims):​​​​​​​
December 31, December 31, 2020
2015 2016 2017 2018 2019 2020 IBNR Cumulative
(unaudited) (unaudited) (unaudited) (unaudited) (unaudited)
Accident Year
2015 $ — $ — $ — $ — $ — $ — $ — 7
2016 — 2.5 1.9 1.9 1.8 1.8 — 713
2017 — — 5.2 4.4 4.0 4.0 — 3,118
2018 — — — 7.8 7.2 7.2 0.6 6,156
2019 — — — — 4.8 4.9 0.3 13,676
2020 — — — — — 28.1 6.4 26,242
Total incurred Loss and Loss Adjustment Expenses, net $ 46.0 $ 7.3 49,912
Net incurred losses and LAE attributable to insurance events of the prior year have developed by immaterial amount as of December 31, 2020 as a result of re-estimation Cumulative paid loss and LAE, net of reinsurance The following table presents cumulative paid loss and LAE, net of reinsurance (in millions):
December 31,
2015 2016 2017 2018 2019 2020
(unaudited) (unaudited) (unaudited) (unaudited) (unaudited)
Accident Year
2015 $ — $ — $ — $ — $ — $ —
2016 — 1.2 1.8 1.9 1.8 1.8
2017 — — 3.0 4.0 4.0 4.0
2018 — — — 5.3 5.7 5.7
2019 — — — — 3.2 4.4
2020 — — — — — 17.1
Total paid losses and LAE, net $ 33.0
Total unpaid loss and LAE reserves, net $ 13.0
Ceded unpaid loss and LAE 92.1
Gross unpaid loss and LAE $ 105.1
Average annual percentage payout of incurred loss by age, net of reinsurance (unaudited supplementary information) The following table presents supplementary information about average historical claims duration as of December 31, 2020:
Years 1 2 3 4 5
Property and Casualty 60 % 28 % 4 % 7 % 0 % The reconciliation of the net incurred and paid loss information in the loss reserve rollforward table and development tables with respect to the current accident year is as follows (in millions):
2020 — Current
Accident Year
Incurred Paid
Rollforward table $ 25.3 $ 17.0
Development table 28.1 17.1
Variance $ (2.8 ) $ (0.1 )
Unallocated loss adjustment expense 2.2 (2.1 )
Loss and LAE of Spinnaker prior to the acquisition (5.0 ) 2.0

Reinsurance

Reinsurance6 Months Ended12 Months Ended
Jun. 30, 2021Dec. 31, 2020
Hippo Enterprises Inc And Subsidiaries [Member]
Effects of Reinsurance [Line Items]
Reinsurance8. Reinsurance The Company has entered into quota share and excess of loss contracts, which may have catastrophe exposure. The Company is not relieved of its primary obligations to policyholders in the event of a default or the insolvency of its reinsurers, therefore a credit exposure exists to the extent that any reinsurer fails to meet its obligations in the reinsurance agreements. To mitigate this exposure to reinsurance insolvencies, the Company evaluates the financial condition of its reinsurers and, in certain circumstances, holds substantial collateral (in the form of letters of credit, trusts and funds withheld) as security under the reinsurance agreements. No For its primary reinsurance treaty incepting in 2021, the Company secured quota share reinsurance from a diverse panel of nine third-party reinsurers with A.M. Best ratings of A- 11 The following tables reflect amounts affecting the statements of operations and comprehensive loss for ceded reinsurance for the three and six months ended June 30, 2021 and 2020 (in millions):
For the Three Months Ended June 30,
2021 2020
Written Earned Loss and LAE Written Earned Loss and LAE
Direct $ 129.3 $ 83.9 $ 135.7 $ — $ — $ —
Assumed (0.7 ) 3.2 4.8 5.5 3.1 3.3
Gross 128.6 87.1 140.5 5.5 3.1 3.3
Ceded (116.4 ) (76.9 ) (119.1 ) — (0.6 ) —
Net $ 12.2 $ 10.2 $ 21.4 $ 5.5 $ 2.5 $ 3.3
For the Six Months Ended June 30,
2021 2020
Written Earned Loss and LAE Written Earned Loss and LAE
Direct $ 224.3 $ 154.9 $ 276.1 $ — $ — $ —
Assumed 3.4 6.6 10.1 14.7 4.8 5.2
Gross 227.7 161.5 286.2 14.7 4.8 5.2
Ceded (208.4 ) (142.5 ) (247.5 ) (2.0 ) (0.8 ) —
Net $ 19.3 $ 19.0 $ 38.7 $ 12.7 $ 4.0 $ 5.2
11. Reinsurance The Company has entered into quota share and excess of loss contracts which may have catastrophe exposure. The Company is not relieved of its primary obligations to policyholders in the event of a default or the insolvency of its reinsurers, therefore a credit exposure exists to the extent that any reinsurer fails to meet its obligations assumed in the reinsurance agreements. To mitigate this exposure to reinsurance insolvencies, the Company evaluates the financial condition of its reinsurers and, in certain circumstances, holds substantial collateral (in the form of funds withheld and letters of credit) as security under the reinsurance agreements. The following table reflects amounts affecting the consolidated balance sheets and statements of operations and comprehensive loss for ceded reinsurance as of and for the year ended December 31, 2020 (in millions):
2020
Loss and LAE reserves
Direct $ 102.7
Assumed 2.4
Gross loss and LAE reserves 105.1
Ceded (92.1 )
Net loss and LAE reserves $ 13.0
Unearned premiums:
Direct $ 143.7
Assumed 6.6
Gross unearned premiums 150.3
Ceded (129.4 )
Net unearned premiums $ 20.9
2020
Written premiums:
Direct $ 90.0
Assumed 26.1
Gross written premiums 116.1
Ceded (78.4 )
Net written premiums $ 37.7
Earned premiums :
Direct $ 88.7
Assumed 9.3
Gross earned premiums 98.0
Ceded (80.9 )
Net earned premiums $ 17.1
Loss and LAE incurred:
Direct $ 93.6
Assumed 13.3
Gross loss and LAE 106.9
Ceded (81.6 )
Net loss and LAE $ 25.3
Reconciliation of incurred and paid loss by LAE development to gross loss and loss expense reserves are as follows (in millions):
2020
Loss — net of reinsurance $ 12.5
LAE — net of reinsurance 0.5
Reinsurance recoverables on unpaid loss 92.1
Total loss and LAE reserves—gross of reinsurance $ 105.1
Amounts recoverable from reinsurers are recognized in a manner consistent with the claims liabilities associated with the reinsurance placement and presented on the balance sheet as reinsurance recoverable on paid and unpaid losses and LAE. Such balance as of December 31, 2020 is presented in the table below (in millions).
2020
Reinsurance recoverable on paid loss $ 42.0
Ceded unpaid loss and LAE 92.1
Total reinsurance recoverable $ 134.1
To reduce credit exposure to reinsurance recoverable and prepaid reinsurance premium balances, the Company evaluates the financial condition of its reinsurers and, in certain circumstances holds collateral in the form of funds withheld and letters of credit as security under the terms of its reinsurance contracts. The Company has the following unsecured reinsurance recoverable and prepaid reinsurance premium balances from reinsurers at December 31, 2020 (in millions):​​​​​​​
AM Best Rating Reinsurer 2020
A Validus Reinsurance, Ltd. $ 46.9
A+ Transatlantic Reinsurance Company 28.8
A Validus Reinsurance (Switzerland) Ltd. 22.6
A++ General Reinsurance Corporation 14.4
$ 112.7
Other reinsurers 73.7
$ 186.4

Convertible Promissory Notes an

Convertible Promissory Notes and Derivative Liability6 Months Ended12 Months Ended
Jun. 30, 2021Dec. 31, 2020
Hippo Enterprises Inc And Subsidiaries [Member]
Debt Disclosure [Line Items]
Convertible Promissory Notes and Derivative Liability9. Convertible Promissory Notes and Derivative Liability In February 2021, the Company issued an additional convertible promissory note of $7.0 million that matures in February 2024 S-1 The fair value of the embedded derivative upon issuance of this note was $ 2.8 As of June 30, 2021, the Company had aggregate outstanding convertible promissory notes of $299.0 million, net of $ 90.2 273.0 104.5 12. Convertible Promissory Notes and Derivative Liability On November 23, 2020, the Company entered into a Note Purchase Agreement (“Purchase Agreement”) with investors to obtain funding for up to an aggregate amount of $400.0 million. Pursuant to the Purchase Agreement, the Company issued a convertible promissory note of $350.0 million on November 30, 2020 and $15.0 million on December 4, 2020, which mature on November 30, 2023. The Company issued additional convertible promissory notes which aggregate to $12.5 million on December 29, 2020 that mature on December 29, 2023. Prior to the maturity, the convertible promissory notes may be converted either voluntarily at the option of the investor or automatically to equity based on the conversion events specified in the Purchase Agreement, at a rate of 90% of the per share price which is dictated by the conversion event type. The convertible promissory notes bear interest at 2.5% compounded semi-annually. If conversion event has not occurred, this annual interest rate will automatically increase by 2.5% up to 7.5% after certain periods specified in the Purchase Agreement. After 15 months from issuance, if a conversion event has not occurred, interest shall accrue at 5% per annum, compounding semi-annually, unless the Company has filed an S-1 The convertible promissory notes contain an embedded derivative. The fair value of the derivative is recorded as a liability with an offsetting amount recorded as a debt discount, and the debt discount is recorded against the carrying amount of the related convertible promissory note outstanding. The amortization of the debt discount is recorded as interest expense. The embedded derivative liability is re-valued 0.5-3.0 re-valued The fair value of the embedded derivative upon issuance was $107.2 million, and was adjusted to $113.3 million as of December 31, 2020. Interest expense is accreted on the convertible promissory notes between issuance and maturity dates with the expectation that principal and interest are likely to be settled in shares of common stock of the Company at a variable conversion price calculated at 90% of trade price of common stock of the Company. Interest expense of $3.5 million on the convertible promissory notes are included in interest and other expense for the year ended December 31, 2020 in the consolidated statements of operations and comprehensive loss. On February 4, 2021 the Company signed a letter of intent with respect to a public issuer merger- refer to Note 22, Subsequent Events.

Statutory Financial Information

Statutory Financial Information12 Months Ended
Dec. 31, 2020
Hippo Enterprises Inc And Subsidiaries [Member]
Statutory Accounting Practices [Line Items]
Statutory Financial Information13. Statutory Financial Information U.S. state insurance laws and regulations prescribe accounting practices for determining statutory net income and capital and surplus for insurance companies. In addition, state regulators may permit statutory accounting practices that differ from prescribed practices. The principal differences between SAP and GAAP as they relate to the financial statements of the Company’s insurance subsidiaries are (a) policy acquisition costs are expensed as incurred under SAP, whereas they are deferred and amortized under GAAP, (b) certain assets are not admitted for purposes of determining surplus under SAP, (c) investments in fixed income securities are carried at amortized cost under SAP whereas such securities are carried at fair value under GAAP , and (d) the criteria for recognizing net DTAs and the methodologies used to determine such amounts are different under SAP and GAAP. Risk-Based Capital (“RBC”) requirements promulgated by the National Association of Insurance Commissioners require property/casualty insurers to maintain minimum capitalization levels determined based on formulas incorporating various business risks of the insurance subsidiaries. Spinnaker’s statutory net income and statutory surplus as of December 31, 2020 and 2019 and for the years then ended are summarized as follows (in millions):​​​​​​​
December 31,
2020 2019
Statutory net income $ 6.6 $ 4.3
Statutory capital and surplus 69.6 38.0

Dividend Restrictions

Dividend Restrictions12 Months Ended
Dec. 31, 2020
Hippo Enterprises Inc And Subsidiaries [Member]
Dividend Restrictions14. Dividend Restrictions RH Solutions Dividend distributions to RH Solutions’ stakeholders are recognized in the period in which the dividends are declared by the Directors. At December 31, 2020 and 2019, RH Solutions’ stakeholder’s equity balances were $29.4 million and $2.2 million, respectively. In accordance with the terms of the Insurance (Capital and Solvency) (Class B, C, and D Insurers) Regulations, 2012, as a Class B(iii) issuer under the Law, RH Solutions is required to maintain the Prescribed Capital Requirement (“PCR”) of $1.4 million, which is based on net earned premium during the fiscal year. The Cayman Island Monetary Authority (“CIMA”) must be given advanced notice of any dividend payment(s). Spinnaker Insurance Company The maximum amount of dividends that can be paid by an Illinois-domiciled property and casualty insurance company without prior approval of the Illinois Insurance Commissioner in a 12 month period, measured retrospectively from the date of payment, is the greater of (1) ten percent (10%) of surplus as regards policyholders as of December 31, 2020; or (2) the net income of such insurer as of December 31, 2020, provided unassigned funds (surplus) exceeds zero following payment of such dividends. At December 31, 2020, surplus as regards policyholders was $69.6 million, net income was $6.6 million and unassigned funds (surplus) was $11.5 million.

Commitments and Contingencies

Commitments and Contingencies3 Months Ended6 Months Ended12 Months Ended
Dec. 31, 2020Jun. 30, 2021Dec. 31, 2020
Loss Contingencies [Line Items]
Commitments and ContingenciesNote 6 — Commitments and Contingencies Registration Rights The holders of the Founder Shares, Private Placement Warrants and any warrants that may be issued upon conversion of Working Capital Loans (and any Class A ordinary shares issuable upon the exercise of the Private Placement Warrants or warrants issued upon conversion of the Working Capital Loans and upon conversion of the Founder Shares) are entitled to registration rights pursuant to a registration rights agreement. The holders of these securities are entitled to make up to three demands, excluding short form demands, that the Company registers such securities. In addition, the holders have certain “piggy-back” registration rights with respect to registration statements filed subsequent to the completion of the initial Business Combination. The Company will bear the expenses incurred in connection with the filing of any such registration statements. Underwriting Agreement The Company granted the underwriters a 45-day option The underwriters were entitled to an underwriting discount of $0.20 per unit, or $4.6 million in the aggregate, paid upon the closing of the Initial Public Offering. In addition, $0.35 per unit, or $8.05 million in the aggregate will be payable to the underwriters for deferred underwriting commissions. The deferred fee will become payable to the underwriters from the amounts held in the Trust Account solely in the event that the Company completes a Business Combination, subject to the terms of the underwriting agreement. Deferred Legal Fees The Company engaged a legal counsel firm for legal advisory services, and the legal counsel agreed to defer certain of their fees until the consummation of the initial Business Combination. As of June 30, 2021, the Company recorded deferred legal fees of approximately $200,000 in connection with such services on the accompanying balance sheet.
Hippo Enterprises Inc And Subsidiaries [Member]
Loss Contingencies [Line Items]
Commitments and Contingencies10. Commitments and Contingencies Operating Leases The Company leases office space under non-cancelable operating Litigation On June 4, 2021, Nicholas Kalair filed a putative class action complaint against Hippo in the U.S. District Court, Northern District of California, alleging violations of the Telephone Consumer Protection Act, individually and on behalf of a putative nationwide class of individuals who received calls or voice messages from Hippo or its agents in the four 15. Commitments and Contingencies Operating Leases The Company leases office space and its internet domain name under operating leases with various expiration dates through 2029. Rent expense, which is recognized on a straight-line basis over the lease term, was $2.8 million and $1.6 million during the years ended December 31, 2020 and 2019, respectively. Future minimum lease payments required under these agreements as of December 31, 2020 are as follows (in millions):​​​​​​​
Year Ending December 31,
2021 $ 2.9
2022 4.0
2023 3.5
2024 3.5
2025 3.6
Thereafter 7.6
Total $ 25.1
Purchase Commitments As of December 31, 2020, the Company has total minimum purchase commitments, which must be made during the next two years, of $19.8 million. Litigation The Company is subject to claims and legal proceedings which arise in the normal course of business. Management believes that the ultimate resolution of such matters will not have a material adverse effect on the financial position or results of operations of the Company.
Reinvent Technology Partners Z [Member]
Loss Contingencies [Line Items]
Commitments and ContingenciesNote 7 — Commitments and Contingencies Registration Rights The holders of the Founder Shares, Private Placement Warrants and any warrants that may be issued upon conversion of Working Capital Loans (and any Class A ordinary shares issuable upon the exercise of the Private Placement Warrants or warrants issued upon conversion of the Working Capital Loans and upon conversion of the Founder Shares) are entitled to registration rights pursuant to a registration rights agreement. The holders of these securities are entitled to make up to three demands, excluding short form demands, that the Company registers such securities. In addition, the holders have certain “piggy-back” registration rights with respect to registration statements filed subsequent to the completion of the initial Business Combination. The Company will bear the expenses incurred in connection with the filing of any such registration statements. Underwriting Agreement The Company granted the underwriters a 45-day The underwriters were entitled to an underwriting discount of $0.20 per unit, or $4.6 million in the aggregate, paid upon the closing of the Initial Public Offering. In addition, $0.35 per unit, or $8.05 million in the aggregate will be payable to the underwriters for deferred underwriting commissions. The deferred fee will become payable to the underwriters from the amounts held in the Trust Account solely in the event that the Company completes a Business Combination, subject to the terms of the underwriting agreement.

Derivative Warrant Liabilities

Derivative Warrant Liabilities3 Months Ended6 Months Ended
Dec. 31, 2020Jun. 30, 2021
Derivative Instruments, Gain (Loss) [Line Items]
Derivative Warrant LiabilitiesNote 8 — Derivative Warrant Liabilities As of June 30, 2021 and December 31, 2020, the Company had 4,600,000 Public Warrants and 4,400,000 Private Placement Warrants outstanding. Public Warrants may only be exercised for a whole number of shares. No fractional Public Warrants will be issued upon separation of the Units and only whole Public Warrants will trade. The Public Warrants will become exercisable on the later of (a) 30 days after the completion of a Business Combination and (b) 12 months from the closing of the Initial Public Offering; provided in each case that the Company has an effective registration statement under the Securities Act covering the issuance of the Class A ordinary shares issuable upon exercise of the warrants and a current prospectus relating to them is available and such shares are registered, qualified or exempt from registration under the securities, or blue sky, laws of the state of residence of the holder (or the Company permits holders to exercise their warrants on a cashless basis under the circumstances specified in the warrant agreement). The Company has agreed that as soon as practicable, but in no event later than 15 business days after the closing of the initial Business Combination, the Company will use its commercially reasonable efforts to file with the SEC a registration statement covering the issuance of the Class A ordinary shares issuable upon exercise of the warrants, and the Company will use its commercially reasonable efforts to cause the same to become effective within 60 business days after the closing of the initial Business Combination and to maintain the effectiveness of such registration statement and a current prospectus relating to those Class A ordinary shares until the warrants expire or are redeemed; provided that if the Class A ordinary shares are at the time of any exercise of a warrant not listed on a national securities exchange such that they satisfy the definition of a “covered security” under Section 18(b)(1) of the Securities Act, the Company may, at its option, requires holders of Public Warrants who exercise their warrants to do so on a “cashless basis” in accordance with Section 3(a)(9) of the Securities Act and, in the event the Company so elects, it will not be required to file or maintain in effect a registration statement. The warrants have an exercise price of $11.50 per share, subject to adjustments, and will expire five years after the completion of a Business Combination or earlier upon redemption or liquidation. In addition, if (x) the Company issues additional ordinary shares or equity-linked securities for capital raising purposes in connection with the closing of the initial Business Combination at an issue price or effective issue price of less than $9.20 per ordinary share (with such issue price or effective issue price to be determined in good faith by the board of directors and, in the case of any such issuance to the Sponsor or its affiliates, without taking into account any Founder Shares held by the Sponsor or such affiliates, as applicable, prior to such issuance) (the “Newly Issued Price”), (y) the aggregate gross proceeds from such issuances represent more than 60% of the total equity proceeds, and interest thereon, available for the funding of the initial Business Combination on the date of the completion of the initial Business Combination (net of redemptions), and (z) the volume weighted average trading price of Class A ordinary shares during the 20 trading day period starting on the trading day prior to the day on which the Company consummates its initial business Combination (such price, the “Market Value”) is below $9.20 per share, the exercise price of the warrants will be adjusted (to the nearest cent) to be equal to 115% of the higher of the Market Value and the Newly Issued Price, the $18.00 per share redemption trigger price described below under “Redemption of warrants when the price per Class A ordinary share equals or exceeds $18.00” and “Redemption of warrants when the price per Class A ordinary share equals or exceeds $10.00” will be adjusted (to the nearest cent) to be equal to 180% of the higher of the Market Value and the Newly Issued Price, and the $10.00 per share redemption trigger price described below under “Redemption of warrants when the price per Class A ordinary share equals or exceeds $10.00” will be adjusted (to the nearest cent) to be equal to the higher of the Market Value and the Newly Issued Price. The Private Placement Warrants are identical to the Public Warrants underlying the Units sold in the Initial Public Offering, except that the Private Placement Warrants and the Class A ordinary shares issuable upon exercise of the Private Placement Warrants will not be transferable, assignable or salable until 30 days after the completion of a Business Combination, subject to certain limited exceptions. Additionally, the Private Placement Warrants will be non-redeemable, Redemption of warrants when the price per Class A ordinary share equals or exceeds $18.00: Once the warrants become exercisable, the Company may redeem the outstanding warrants (except as described herein with respect to the Private Placement Warrants):
• in whole and not in part;
• at a price of $0.01 per warrant;
• upon not less than 30 days’ prior written notice of redemption to each warrant holder; and
• if, and only if, the last reported sale price of Class A ordinary shares for any 20 trading days within a 30-trading day The Company will not redeem the warrants as described above unless a registration statement under the Securities Act covering the issuance of the Class A ordinary shares issuable upon exercise of the warrants is then effective and a current prospectus relating to those Class A ordinary shares is available throughout the 30-day redemption Redemption of warrants when the price per Class A ordinary share equals or exceeds $10.00: Once the warrants become exercisable, the Company may redeem the outstanding warrants (except as described herein with respect to the Private Placement Warrants):
• in whole and not in part;
• at $0.10 per warrant upon a minimum of 30 days’ prior written notice of redemption provided that holders will be able to exercise their warrants on a cashless basis prior to redemption and receive that number of shares determined by reference to an agreed table based on the redemption date and the “fair market value” of Class A ordinary shares;
• if, and only if, the Reference Value equals or exceeds $10.00 per share (as adjusted); and
• if the Reference Value is less than $18.00 per share (as adjusted), the Private Placement Warrants must also concurrently be called for redemption on the same terms as the outstanding Public Warrants, as described above. The “fair market value” of Class A ordinary shares shall mean the volume-weighted average price of Class A ordinary shares for the 10 trading days following the date on which the notice of redemption is sent to the holders of warrants. In no event will the warrants be exercisable in connection with this redemption feature for more than 0.361 Class A ordinary shares per warrant (subject to adjustment). In no event will the Company be required to net cash settle any warrant. If the Company is unable to complete a Business Combination within the Combination Period and the Company liquidates the funds held in the Trust Account, holders of warrants will not receive any of such funds with respect to their warrants, nor will they receive any distribution from the Company’s assets held outside of the Trust Account with the respect to such warrants. Accordingly, the warrants may expire worthless.
Reinvent Technology Partners Z [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Derivative Warrant LiabilitiesNote 8 — Derivative Warrant Liabilities As of December 31, 2020, the Company has 4,600,000 and 4,400,000 Public Warrants and Private Placement Warrants, respectively, outstanding. Public Warrants may only be exercised for a whole number of shares. No fractional Public Warrants will be issued upon separation of the Units and only whole Public Warrants will trade. The Public Warrants will become exercisable on the later of (a) 30 days after the completion of a Business Combination and (b) 12 months from the closing of the Initial Public Offering; provided in each case that the Company has an effective registration statement under the Securities Act covering the issuance of the Class A ordinary shares issuable upon exercise of the warrants and a current prospectus relating to them is available and such shares are registered, qualified or exempt from registration under the securities, or blue sky, laws of the state of residence of the holder (or the Company permits holders to exercise their warrants on a cashless basis under the circumstances specified in the warrant agreement). The Company has agreed that as soon as practicable, but in no event later than 15 business days after the closing of the initial Business Combination, the Company will use its commercially reasonable efforts to file with the SEC a registration statement covering the issuance of the Class A ordinary shares issuable upon exercise of the warrants, and the Company will use its commercially reasonable efforts to cause the same to become effective within 60 business days after the closing of the initial Business Combination and to maintain the effectiveness of such registration statement and a current prospectus relating to those Class A ordinary shares until the warrants expire or are redeemed; provided that if the Class A ordinary shares are at the time of any exercise of a warrant not listed on a national securities exchange such that they satisfy the definition of a “covered security” under Section 18(b)(1) of the Securities Act, the Company may, at its option, requires holders of Public Warrants who exercise their warrants to do so on a “cashless basis” in accordance with Section 3(a)(9) of the Securities Act and, in the event the Company so elects, it will not be required to file or maintain in effect a registration statement. The warrants have an exercise price of $11.50 per share, subject to adjustments, and will expire five years after the completion of a Business Combination or earlier upon redemption or liquidation. In addition, if (x) the Company issues additional ordinary shares or equity-linked securities for capital raising purposes in connection with the closing of the initial Business Combination at an issue price or effective issue price of less than $9.20 per ordinary share (with such issue price or effective issue price to be determined in good faith by the board of directors and, in the case of any such issuance to the Sponsor or its affiliates, without taking into account any Founder Shares held by the Sponsor or such affiliates, as applicable, prior to such issuance) (the “Newly Issued Price”), (y) the aggregate gross proceeds from such issuances represent more than 60% of the total equity proceeds, and interest thereon, available for the funding of the initial Business Combination on the date of the completion of the initial Business Combination (net of redemptions), and (z) the volume weighted average trading price of Class A ordinary shares during the 20 trading day period starting on the trading day prior to the day on which the Company consummates its initial business Combination (such price, the “Market Value”) is below $9.20 per share, the exercise price of the warrants will be adjusted (to the nearest cent) to be equal to 115% of the higher of the Market Value and the Newly Issued Price, the $18.00 per share redemption trigger price described below under “Redemption of warrants when the price per Class A ordinary share equals or exceeds $18.00” and “Redemption of warrants when the price per Class A ordinary share equals or exceeds $10.00” will be adjusted (to the nearest cent) to be equal to 180% of the higher of the Market Value and the Newly Issued Price, and the $10.00 per share redemption trigger price described below under “Redemption of warrants when the price per Class A ordinary share equals or exceeds $10.00” will be adjusted (to the nearest cent) to be equal to the higher of the Market Value and the Newly Issued Price. The Private Placement Warrants are identical to the Public Warrants underlying the Units sold in the Initial Public Offering, except that the Private Placement Warrants and the Class A ordinary shares issuable upon exercise of the Private Placement Warrants will not be transferable, assignable or salable until 30 days after the completion of a Business Combination, subject to certain limited exceptions. Additionally, the Private Placement Warrants will be non-redeemable, Redemption of warrants when the price per Class A ordinary share equals or exceeds $18.00: Once the warrants become exercisable, the Company may redeem the outstanding warrants (except as described herein with respect to the Private Placement Warrants):
• in whole and not in part;
• at a price of $0.01 per warrant;
• upon not less than 30 days’ prior written notice of redemption to each warrant holder; and
• if, and only if, the last reported sale price of Class A ordinary shares for any 20 trading days within a 30-trading The Company will not redeem the warrants as described above unless a registration statement under the Securities Act covering the issuance of the Class A ordinary shares issuable upon exercise of the warrants is then effective and a current prospectus relating to those Class A ordinary shares is available throughout the 30-day Redemption of warrants when the price per Class A ordinary share equals or exceeds $10.00: Once the warrants become exercisable, the Company may redeem the outstanding warrants (except as described herein with respect to the Private Placement Warrants):
• in whole and not in part;
• at $0.10 per warrant upon a minimum of 30 days’ prior written notice of redemption provided that holders will be able to exercise their warrants on a cashless basis prior to redemption and receive that number of shares determined by reference to an agreed table based on the redemption date and the “fair market value” of Class A ordinary shares;
• if, and only if, the Reference Value equals or exceeds $10.00 per share (as adjusted); and
• if the Reference Value is less than $ 18.00 The “fair market value” of Class A ordinary shares shall mean the volume-weighted average price of Class A ordinary shares for the 10 trading days following the date on which the notice of redemption is sent to the holders of warrants. In no event will the warrants be exercisable in connection with this redemption feature for more than 0.361 Class A ordinary shares per warrant (subject to adjustment). In no event will the Company be required to net cash settle any warrant. If the Company is unable to complete a Business Combination within the Combination Period and the Company liquidates the funds held in the Trust Account, holders of warrants will not receive any of such funds with respect to their warrants, nor will they receive any distribution from the Company’s assets held outside of the Trust Account with the respect to such warrants. Accordingly, the warrants may expire worthless.

Convertible Preferred Stock

Convertible Preferred Stock6 Months Ended12 Months Ended
Jun. 30, 2021Dec. 31, 2020
Hippo Enterprises Inc And Subsidiaries [Member]
Redeemable Noncontrolling Interest [Line Items]
 Convertible Preferred Stock11. Convertible Preferred Stock There was no change in preferred stock during the six month period ended June 30, 2021 (in millions, except for share and per share data).
June 30, 2021
Issuance Price Authorized Shares Issued and Net Liquidation
Preferred A-1 $ 0.56965 5,889,829 5,889,829 $ 3.4 $ 3.4
Preferred A-2 1.57432 7,015,787 6,987,125 10.9 11.0
Preferred B Stock 3.59757 6,949,142 6,949,142 24.9 25.0
Preferred C Stock 7.04471 9,936,529 9,936,528 56.1 70.0
Preferred C-1 11.74119 2,465,454 — — —
Preferred D Stock 15.16420 6,594,479 6,594,479 99.8 100.0
Preferred E Stock 19.66420 7,628,090 7,628,075 149.7 150.0
Total 46,479,310 43,985,178 $ 344.8 $ 359.4
Preferred Stock Warrant Liabilities In connection with obtaining a line of credit in March 2017, the Company issued 28,662 warrants to purchase Series A-2 In connection with the issuance of Series C Preferred Stock, in October 2018, the Company issued to an investor 2,465,454 warrants to purchase Series C-1 The preferred stock warrant liability is remeasured at each reporting period end with changes in fair value upon remeasurement being recorded within interest and other expense in the consolidated statements of operations and comprehensive loss. See Note 4 for additional information on the fair value of preferred stock warrant liability. The Company used the Black-Scholes-Merton option-pricing model, which incorporates assumptions and estimates, to value the preferred stock warrants. Estimates and assumptions impacting the fair value measurement include the fair value per share of the underlying shares of the Company’s Series A-2 C-1 The most significant assumption impacting the fair value of the preferred stock warrants is the fair value of the Series A-2 C-1 The following assumptions were used in determining fair value of the convertible preferred stock warrant liabilities:
June 30, 2021 December 31, 2020
Fair value of Series A-2 $ 66.64 $ 18.25
Fair value of Series C-1 $ 66.74 $ 20.09
Exercise price A-2 $ 1.57 $ 1.57
Exercise price C-1 $ 11.74 $ 11.74
Expected term (in years) 1.3-5.7 1.8-6.2
Expected volatility 26.6%-29.1% 29.0%-40.7%
Risk-free interest rate 0.1%-1.1% 0.1%-0.5%
Expected dividend yield — % — % The following convertible preferred stock warrants were outstanding with the related fair values (in millions, except for share and per share data):
June 30, 2021 December 31, 2020
Series Exercise Warrant Fair Value Warrant Fair Value
A-2 $ 1.57 28,662 $ 1.9 28,662 $ 0.5
C-1 11.74 2,465,454 135.6 2,465,454 22.4
Total 2,494,116 $ 137.5 2,494,116 $ 22.9
16. Convertible Preferred Stock The following tables summarize the authorized, issued and outstanding convertible preferred stock of the Company (in millions, except share and per share data):
As of December 31, 2020
Issuance Price Authorized Shares Issued Net Carrying Liquidation
Preferred A-1 $ 0.56965 5,889,829 5,889,829 $ 3.4 $ 3.4
Preferred A-2 1.57432 7,015,787 6,987,125 10.9 11.0
Preferred B Stock 3.59757 6,949,142 6,949,142 24.9 25.0
Preferred C Stock 7.04471 9,936,529 9,936,528 56.1 70.0
Preferred C-1 11.74119 2,465,454 — — —
Preferred D Stock 15.16420 6,594,479 6,594,479 99.8 100.0
Preferred E Stock 19.66420 7,628,090 7,628,075 149.7 150.0
Total 46,479,310 43,985,178 $ 344.8 $ 359.4
As of December 31, 2019
Issuance Price Authorized Shares Issued Net Carrying Liquidation
Preferred A-1 $ 0.56965 5,889,829 5,889,829 $ 3.4 $ 3.4
Preferred A-2 1.57432 7,015,787 6,987,125 10.9 11.0
Preferred B Stock 3.59757 6,949,142 6,949,142 24.9 25.0
Preferred C Stock 7.04471 9,936,529 9,936,528 56.1 70.0
Preferred C-1 11.74119 2,465,454 — — —
Preferred D Stock 15.16420 6,594,479 6,273,064 95.0 95.1
Total 38,851,220 36,035,688 $ 190.3 $ 204.5
The rights, preferences and privileges of the convertible preferred stock are as follows: Voting Dividend Conversion A-1, A-2, C-1, Liquidation If there are any available funds and assets remaining after the payment or distribution to holders of convertible preferred stock of their full preferential amount described above, then all such remaining available funds and assets shall be distributed among the holders of the then outstanding common stock pro rata according to the number of common stock held by each holder thereof. Although the convertible preferred stock is not mandatorily or currently redeemable, a liquidation or winding up of the Company, a merger or consolidation, or a sale of substantially all the Company’s assets would constitute a redemption event not solely within the Company’s control. Therefore, all shares of convertible preferred stock have been presented outside of permanent equity. Preferred Stock Warrant Liabilities In connection with obtaining a line of credit in March 2017, the Company issued 28,662 warrants to purchase Series A-2 In connection with the issuance of Series C Preferred Stock, in October 2018, the Company issued to an investor 2,465,454 warrants to purchase Series C-1 The preferred stock warrant liability is remeasured at each reporting period end with changes in fair value upon remeasurement being recorded within interest and other expense in the consolidated statements of operations and comprehensive loss. See Note 4 for additional information on the fair value of preferred stock warrant liability. The aggregate fair value of the preferred stock warrant liability was determined based on significant inputs not observable in the market, which represents a Level 3 measurement within the fair value hierarchy. The Company used the Black-Scholes-Merton option-pricing model, which incorporates assumptions and estimates, to value the preferred stock warrants. Estimates and assumptions impacting the fair value measurement include the fair value per share of the underlying shares of the Company’s Series A-2 C-1 The most significant assumption impacting the fair value of the preferred stock warrants is the fair value of the Series A-2 C-1 The following assumptions were used in determining fair value of the convertible preferred stock warrant liabilities:
As of December 31,
2020 2019
Fair value of Series A-2 $18.25 $8.26
Fair value of Series C-1 $20.09 $12.80
Exercise price A-2 $1.57 $1.57
Exercise price C-1 $11.74 $11.74
Expected term (in years) 1.8-6.2 2.8–7.2
Expected volatility 29.0%-40.7% 21.5%–22.8%
Risk-free interest rate 0.1%-0.5% 1.6%–1.8%
Expected dividend yield — % — % The following convertible preferred stock warrants were outstanding with the related fair values (in millions, except for share and per share data):
As of December 31,
2020 2019
Series Exercise Price Warrant Shares Fair Value Warrant Shares Fair Value
A-2 $ 1.57 28,662 $ 0.5 28,662 $ 0.2
C-1 11.74 2,465,454 22.4 2,465,454 6.5
Total 2,494,116 $ 22.9 2,494,116 $ 6.7

Shareholders' Equity

Shareholders' Equity3 Months Ended6 Months Ended12 Months Ended
Dec. 31, 2020Jun. 30, 2021Dec. 31, 2020
Shareholders' EquityNote 7 — Shareholders’ Equity Class A Ordinary Shares Class B Ordinary Shares Class A ordinary shareholders and Class B ordinary shareholders of record are entitled to one vote for each share held on all matters to be voted on by shareholders and vote together as a single class, except as required by law; provided, that, prior to the initial Business Combination, holders of Class B ordinary shares will have the right to appoint all of the Company’s directors and remove members of the board of directors for any reason, and holders of Class A ordinary shares will not be entitled to vote on the appointment of directors during such time. The Class B ordinary shares will automatically convert into Class A ordinary shares at the time of the initial Business Combination, or earlier at the option of the holder, on a one-for-one basis, sub-divisions, related to the closing of the initial Business Combination, the ratio at which the Class B ordinary shares will convert into Class A ordinary shares will be adjusted (unless the holders of a majority of the issued and outstanding Class B ordinary shares agree to waive such anti-dilution adjustment with respect to any such issuance or deemed issuance) so that the number of Class A ordinary shares issuable upon conversion of all Class B ordinary shares will equal, in the aggregate, on an as-converted basis, Preference Shares
Reinvent Technology Partners Z [Member]
Shareholders' EquityNote 9 — Shareholders’ Equity Class A Ordinary Shares Class B Ordinary Shares Class A ordinary shareholders and Class B ordinary shareholders of record are entitled to one vote for each share held on all matters to be voted on by shareholders and vote together as a single class, except as required by law; provided, that, prior to the initial Business Combination, holders of Class B ordinary shares will have the right to appoint all of the Company’s directors and remove members of the board of directors for any reason, and holders of Class A ordinary shares will not be entitled to vote on the appointment of directors during such time. The Class B ordinary shares will automatically convert into Class A ordinary shares at the time of the initial Business Combination, or earlier at the option of the holder, on a one-for-one sub-divisions, as-converted Preference Shares
Hippo Enterprises Inc And Subsidiaries [Member]
Shareholders' Equity12. Stockholders’ Deficit Common Stock The Company’s Certificate of Incorporation, as amended and restated, authorizes the Company to issue up to 83,830,000 shares of common stock with par value of $0.000001 per share. Each share of common stock is entitled to one vote. The holders of the common stock are also entitled to receive dividends whenever funds are legally available and when declared by the board of directors. No dividends have been declared or paid since inception. The Company had reserved shares of common stock for future issuance as follows:
June 30, 2021 December 31, 2020
Convertible preferred stock 43,985,178 43,985,178
Warrants to purchase preferred stock 2,494,116 2,494,116
Warrants to purchase common stock 9,476,102 9,476,102
Common stock options outstanding 9,449,400 10,382,771
Shares available for future grant of equity awards 2,617,273 2,627,921
Total 68,022,069 68,966,088
Common Stock Warrants There was no change in the number of common stock warrants issued during the three and six month period ended June 30, 2021. The following common stock warrants were outstanding as of June 30, 2021:​​​​​​​​​​​​​​
Issue Date Exercise Price Number of Expiration Date Outstanding as of June 30, 2021
December 11, 2017 $ 0.01 4,738,051 December 31, 2022 4,738,051
February 19, 2018 $ 0.01 4,738,051 August 19, 2022 4,738,051 Share-Based Compensation Plan Adopted in 2019 and replacing the 2016 Stock Option and Grant Plan, the 2019 Stock Option and Grant Plan (“the 2019 Stock Plan”) provides for the direct award or sale of shares, the grant of options to purchase shares and the grant of restricted stock units (“RSUs”) to employees, consultants, and outside directors of the Company. Stock options under the plan may be either incentive stock options (“ISOs”) or non-qualified Stock Options The following table summarizes option activity under the plan:
Options Outstanding Weighted-Average Aggregate Intrinsic
Number of Weighted Average Contract Term (In Years) Value (In Millions)
Outstanding as of January 1, 2021 10,382,771 $ 4.88 8.90 $ 108.9
Granted 569,350 25.44
Exercised (846,674 ) 2.56
Forfeited (649,324 ) 6.67
Expired (6,723 ) 3.95
Outstanding as of June 30, 2021 9,449,400 $ 6.20 8.55 $ 547.0
Vested and exercisable as of June 30, 2021 1,555,878 $ 4.27 8.01 $ 93.0
The aggregate intrinsic value of options exercised during the six months ended June 30, 2021 and 2020 was $52.8 million and $2.0 million, respectively, and is calculated based on the difference between the exercise price and the fair value of the Company’s common stock as of the exercise date. The weighted-average grant date fair value of options granted during the six months ended June 30, 2021 and 2020 was $19.90 and $1.80 per share, respectively. Total unrecognized compensation cost of $32.1 million as of June 30, 2021 is expected to be recognized over a weighted-average period of 3.1 years. Valuation Assumptions of Stock Options The fair value of granted stock options was estimated as of the date of grant using the Black-Scholes-Merton option-pricing model, based on the following inputs:
June 30, 2021 December 31, 2020
Expected term (in years) 5.8 - 6.1 5.6 - 6.1
Expected volatility 29.7% - 30.1% 22.6% - 29.9%
Risk-free interest rate 0.6% - 1.0% 0.3% - 1.6%
Expected dividend yield —% —% Each of these inputs is subjective and generally requires significant judgment to determine. Expected Term Expected Volatility Risk-Free Interest Rate Expected Dividend Yield Early Exercises of Stock Options At June 30, 2021 and December 31, 2020, the Company had $2.5 million and $2.5 million, respectively, recorded in accrued expenses and other liabilities related to early exercises of stock options, and the related number of unvested shares subject to repurchase was 345,625 and 345,000, respectively. Total share-based compensation expense, classified in the accompanying consolidated statements of operations and comprehensive loss was as follows (in millions):
Three Months Ended June 30, Six Months Ended June 30,
2021 2020 2021 2020
Losses and loss adjustment expenses $ 0.1 $ — $ 0.1 $ —
Insurance related expenses — — 0.1 0.1
Technology and development 0.5 0.2 1.0 0.4
Sales and marketing 1.2 0.2 2.1 0.4
General and administrative 1.0 0.5 2.0 0.9
Total share-based compensation expense $ 2.8 $ 0.9 $ 5.3 $ 1.8
17. Stockholders’ Deficit Common Stock The Company’s Certificate of Incorporation, as amended and restated, authorizes the Company to issue up to 83,830,000 shares of common stock with par value of $0.000001 per share. Each share of common stock is entitled to one vote. The holders of the common stock are also entitled to receive dividends whenever funds are legally available and when declared by the board of directors. No dividends have been declared or paid since inception. The Company had reserved shares of common stock for future issuance as follows:
As of December 31,
2020 2019
Convertible preferred stock 43,985,178 36,035,688
Warrants to purchase preferred stock 2,494,116 2,494,116
Warrants to purchase common stock 9,476,102 9,476,102
Common stock options outstanding 10,382,771 8,003,108
Shares available for future grant of equity awards 2,627,921 2,324,117
Total 68,966,088 58,333,131
Common Stock Warrants The following common stock warrants were outstanding as of December 31, 2020:
Issue Date Exercise Price Number of Expiration Date Outstanding as of December 31,
December 11, 2017 $ 0.01 4,738,051 December 31, 2022 4,738,051
February 19, 2018 $ 0.01 4,738,051 August 19, 2022 4,738,051 In December 2017, the Company issued 4,738,051 warrants for common stock to one of its investors. The warrants were subject to performance vesting and are accounted for as share-based compensation expense when it is probable that the awards will vest. In October 2018 in connection with the issuance of Series C Preferred Stock, these warrants were amended to eliminate the performance vesting conditions and replace it with a time-based condition. Up until the amended date, none of the warrants were probable of being vested and no expense had been recorded. The fair value of the warrant upon the amendment was allocated to additional paid-in In February 2018, the Company issued 4,738,051 warrants for common stock to one of its investors. The warrants are subject to performance vesting and is accounted for as share-based compensation expense when it is probable that the awards will vest. In December 2020, these warrants were amended, and 62,500 warrants were vested. As a result of the modification, the Company recorded a share-based compensation charge of $1.0 million to reflect the acceleration of 62,500 shares that would otherwise not have vested. Up until the amended date, none of the remaining warrants were probable of being vested and no expense had been recorded. Share-Based Compensation Plans In 2016, the Company adopted the 2016 Stock Option and Grant Plan (the “2016 Stock Plan”), which was most recently amended in 2019. The 2016 Stock Plan provided for the direct award or sale of shares, the grant of options to purchase shares and the grant of restricted stock units (“RSUs”) to employees, consultants, and outside directors of the Company. Options granted under the 2016 Stock Plan may be either incentive stock options (“ISOs”) or non-qualified Following a corporate re-organization As of December 31, 2020, the Company has reserved 2,627,921 shares of its common stock for future share-based awards under its stock option plan. RSAs In 2016 and 2015, the Company granted RSAs which are subject to service-based vesting conditions to certain employees, with a vesting period of three During the year ended December 31, 2019, the Company entered into Separation Agreements with an employee which resulted in the acceleration of vesting for certain RSAs and stock options. As a result of the modification, the Company recorded a share-based compensation charge of $3.2 million to reflect the revised service period for the stock options and related vesting of shares that would otherwise not have vested. Stock Options The following table summarizes option activity under the Plan:
Options Outstanding Weighted-Average Contract Term (In Years) Aggregate Intrinsic (In millions)
Number of Weighted Average
Outstanding as of January 1, 2020 8,003,108 $ 3.11 9.18 $ 20.0
Granted 4,792,500 6.94
Exercised (1,179,870 ) 2.36
Forfeited (1,181,120 ) 3.91
Expired (51,847 ) 1.40
Outstanding as of December 31, 2020 10,382,771 $ 4.88 8.90 $ 108.9
Vested and exercisable as of December 31, 2020 1,425,549 $ 3.21 8.08 $ 17.3
The aggregate intrinsic value of exercised options as of December 31, 2020 and 2019 was $15.4 million and $0.5 million, respectively, and is calculated based on the difference between the exercise price and the fair value of the Company’s common stock as of the exercise date. The per share weighted-average grant date fair value of options granted as of December 31, 2020 and 2019 was $4.87 and $2.13, respectively. Total unrecognized compensation cost of $29.3 million as of December 31, 2020 is expected to be recognized over a weighted-average period of 3.4 years. Valuation Assumptions of Stock Options The fair value of granted stock options was estimated as of the date of grant using the Black-Scholes-Merton option-pricing model, based on the following inputs:
As of December 31,
2020 2019
Expected term (in years) 5.63 - 6.12 6.02
Expected volatility 22.6% - 29.9% 22.7 %
Risk-free interest rate 0.3% - 1.6% 2.2 %
Expected dividend yield — % — % Each of these inputs is subjective and generally requires significant judgment to determine. Fair Value of Common Stock – Expected Term – expected term of options, whereby the expected term equals the arithmetic average of the vesting term and the original contractual term of the option (generally 10 years). Expected Volatility Risk-Free Interest Rate Expected Dividend Yield During the years ended December 31, 2020 and 2019, certain related parties and economic interest holders purchased common stock from employees at prices ranging from $19.66 to $15.16 per share. The common stock fair value on the dates of sale ranged from $7.36 to $5.60 per share. For the years ended December 31, 2020 and 2019, the Company recorded share-based compensation expense of $12.2 million and $15.8 million, respectively, related to these secondary sales. The share-based compensation expense was calculated as the excess of the sale price over fair value of the shares, on the date of each respective secondary sale, and has been included in technology and development and general and administrative expenses in the accompanying consolidated statements of operations and comprehensive loss. Early Exercises of Stock Options The 2016 Stock Plan permits certain option holders to exercise awarded options prior to vesting. Upon early exercise, the options become subject to a restricted stock agreement and remain subject to the same vesting provisions in the corresponding stock option award and unvested options are subject to repurchase by the Company upon termination at the same price exercised. Early exercises of options are not deemed to be substantive exercises for accounting purposes and accordingly, amounts received for early exercises are initially recorded in accrued expenses and other liabilities on the accompanying consolidated balance sheets, and reclassified to additional paid-in capital Total share-based compensation expense, classified in the accompanying consolidated statements of operations and comprehensive loss was as follows (in millions):
Year ended December 31,
2020 2019
Losses and Loss Adjustment Expenses $ 0.1 $ —
Insurance related expenses 0.2 0.2
Technology and development 2.4 1.7
Sales and marketing 2.1 0.6
General and administrative 12.4 19.1
Total share-based compensation expense $ 17.2 $ 21.6

Acquisitions

Acquisitions12 Months Ended
Dec. 31, 2020
Hippo Enterprises Inc And Subsidiaries [Member]
Acquisitions 18. Acquisitions North American Advantage Insurance Services, LLC Acquisition On April 15, 2019, the Company reached an agreement with CalAtlantic Title Group, LLC to purchase 100% of the equity interests in NAAIS. NAAIS provides insurance services to homebuilder customers. The acquisition has been accounted for as a business combination and expanded the Company’s customer base. The total purchase consideration was $15.9 million, which consisted of $14.9 million related to the estimated fair value of contingent consideration and cash of $1.0 million. The maximum potential contingent consideration is unlimited based on customer retention. The contingent consideration was valued by using the present value of future payments based on an estimate of revenue and customer renewals of the acquiree. A portion of cash consideration will be payable in 12 equal monthly payments, totaling $0.5 million, immediately following the acquisition. Of the total purchase consideration, $13.5 million has been recorded to acquired intangible assets, $1.9 million to goodwill, and $0.5 million to accounts comprised primarily of working capital. The Company incurred $0.2 million in acquisition related costs, which were recognized as general and administrative expenses in the accompanying consolidated statements of operations and comprehensive income (loss). The intangible assets acquired primarily relate to customer relationships and have a useful life of six years. The Company valued the customer relationships using the excess earnings and relief from royalty method under the income approach. The goodwill represents the future economic benefits expected to arise from other intangible assets acquired that do not qualify for separate recognition, including expected future synergies. The goodwill recognized is expected to be deductible for tax purposes. YourHaus, Inc. Acquisition On October 17, 2019, the Company completed the acquisition of YourHaus, Inc. (or Sheltr), a protective home maintenance membership company with the aim to make home maintenance effortless and help homeowners care for their homes to catch and mitigate issues before they can become costly repairs. The Company has accounted for this acquisition as an asset acquisition transaction. The total cash consideration for the acquisition of assets was $6.3 million. The Company recognized intangible assets of $4.0 million and cash of $2.3 million. The intangible assets acquired primarily relate to developed technology and have a useful life of three years. The Company valued the developed technology using the replacement cost method under the cost approach. The Company incurred $0.1 million in transaction expenses related to this acquisition, which was capitalized as a part of the consideration. Spinnaker Insurance Company Acquisition On August 31, 2020, the Company acquired 100% of all issued and outstanding share capital of Spinnaker Insurance Company (“Spinnaker”), a privately-held entity that is an Illinois domiciled property and casualty insurance carrier licensed in 50 states plus the District of Columbia in exchange for cash consideration. The acquisition has been accounted for as a business combination and allows the Company to vertically integrate an insurance carrier and enhance the Company’s control over unit economics and future carrier capacity. There were no other components of Purchase Consideration other than cash payments. The following table summarizes the Closing Date fair value of the consideration transferred, reflecting the measurement period adjustments recorded at the acquisition date (in millions).
Fair Value of Transferred
Cash Paid $ 95.6
Less: consideration for settlement of pre-existing (5.1 )
Total value of consideration transferred $ 90.5
The Company recognized $0.8 million of acquisition transaction costs as general and administrative expense in the Company’s consolidated statements of operations and comprehensive loss during the year ended December 31, 2020. The following table presents the allocation of the purchase price for Spinnaker, measured as of the acquisition date:(in millions):​​​​​​​
Acquisition- Estimated Finite-Lived
Tangible assets acquired and (liabilities) assumed:
Investments:
Fixed maturities available-for-sale, $ 45.7
Short-term investments 5.0
Total investments 50.7
Cash and cash equivalents 16.9
Restricted cash 2.1
Accounts receivable, net 18.3
Reinsurance recoverable on paid and unpaid losses and LAE 116.3
Ceding commissions receivable 18.7
Prepaid reinsurance premiums 131.9
Other assets 0.6
Accrued expenses and other liabilities (6.6 )
Loss and loss adjustment expense reserves (93.3 )
Unearned premiums (132.1 )
Reinsurance premium payable (76.1 )
Net tangible assets acquired 47.4
Intangible assets acquired:
Agency relationships 3.4 8 years
VOBA 0.1 2 years
State licenses 7.1 Indefinite
Goodwill 32.5
Total purchase price 90.5
Goodwill represents the excess of the preliminary estimated Purchase Consideration over the preliminary estimates of the fair value of the net tangible and intangible assets acquired and has been allocated to the Company’s one operating segment. Goodwill is primarily attributable to expected post-acquisition synergies from integrating Spinnaker’s casualty insurance career business into the Company’s homeowner’s insurance business to improve the Company’s speed to market for new products and offers incremental revenue opportunities from Spinnaker’s existing programs. The goodwill recorded is not deductible for income tax purposes. The valuation of the assets acquired, and liabilities assumed has not yet been finalized because the acquisition closed on August 31, 2020. As a result, provisional estimates have been recorded and are subject to change, primarily accounts that include the use of estimates, such as receivables, loss and loss adjustment expense reserves, certain acquired intangible assets and certain reinsurance assets and liabilities. The results of operations of Spinnaker have been included in the Company’s consolidated statements of operations from the acquisition date. The following unaudited pro forma financial information gives effect to the acquisition of Spinnaker as if it were consummated on January 1, 2019 (the beginning of the comparable prior reporting period), including pro forma adjustments related to the valuation and allocation of the purchase price, primarily amortization of acquired intangible assets; share-based compensation expense; alignment of accounting policies; to Spinnaker’s historical financial statements; and direct transaction costs reflected in the historical financial statements. This data is presented for informational purposes only and is not intended to represent or be indicative of the results of operations that would have been reported had the acquisition occurred on January 1, 2019. It should not be taken as representative of future results of operations of the combined company (in millions):​​​​​​​
Acquisition
Year Ended December 31,
2020 2019
Pro forma revenue 54.1 34.9
Pro forma net loss (136.6 ) (75.8 ) Agency Acquisition On December 31, 2020 Of the total purchase consideration, $11.0 million has been recorded to acquired intangible assets, $13.2 million to goodwill, and $0.8 million to accounts comprised primarily of working capital. The Company incurred $0.1 million in acquisition related costs, which were recognized as general and administrative expenses in the accompanying consolidated statements of operations and comprehensive income (loss). The intangible assets acquired primarily relate to carrier and agency relationships and have a useful life of eight years. The Company valued the intangibles using income-based approaches including the excess earnings and relief from royalty method as well as the with and without approach. The goodwill represents the future economic benefits expected to arise from other intangible assets acquired that do not qualify for separate recognition, including expected future synergies. The goodwill recognized is expected to be deductible for tax purposes. The valuation of the assets acquired, and liabilities assumed has not been finalized because the acquisition closed on December 31, 2020. As a result, provisional estimates have been recorded and are subject to change primarily accounts that include the use of estimates, such as acquired intangible assets.

Income Taxes

Income Taxes6 Months Ended12 Months Ended
Jun. 30, 2021Dec. 31, 2020
Hippo Enterprises Inc And Subsidiaries [Member]
Income Taxes13. Income Taxes The consolidated effective tax rate was (0.1)% and (0.1)% for the six months ended June 30, 2021 and 2020, respectively. The difference between these rates and the U.S. federal income tax rate of 21% was primarily due to a full valuation allowance against the Company’s net deferred tax assets. The Company did not have an unrecognized tax benefit as of June 30, 2021 and 2020. No interest or penalties were incurred during the six months ended June 30, 2021 and 2020. 19. Income Taxes The components of the total provision for income taxes are as follows (in millions):
Year Ended December 31,
2020 2019
Loss before income taxes $ (143.2 ) $ (83.0 )
Income tax benefit from statutory rate (30.1 ) (17.4 )
Effect of:
Meals, entertainment & parking 0.1 —
Deferred compensation 8.1 4.8
Transaction costs 0.1 —
State taxes (1.1 ) 0.1
Increase in valuation allowance 19.9 12.0
Other 1.2 0.6
Income taxes (benefit) expense $ (1.8 ) $ 0.1
The components of the provision for income taxes are as follows (in millions):
Year Ended December 31,
2020 2019
Income tax applicable to:
Current
State $ 0.2 $ 0.1
Total current provision $ 0.2 $ 0.1
Deferred
Federal $ (1.9 ) $ —
State (0.1 ) —
Total deferred provision $ (2.0 ) $ —
Total provision for income taxes $ (1.8 ) $ 0.1
Deferred Taxes Significant components of the Company’s deferred tax assets and liabilities are as follows (in millions):
As of December 31,
2020 2019
Deferred tax assets:
Net operating loss carryforward $ 35.4 $ 18.0
Provision for commission 5.4 2.9
Intangible assets 3.1 0.2
Research and development credit 0.2 0.2
Deferred compensation 0.3 0.2
Unearned premium reserve 1.0 —
Loss reserve discount 0.1 0.7
Deferred rent 0.1 —
Accruals 0.9 —
Interest expense limitation 0.6 —
Other — 0.2
Total deferred tax assets $ 47.1 $ 22.4
Valuation allowance (39.6 ) (19.7 )
Total deferred income tax assets $ 7.5 $ 2.7
Deferred tax liabilities
Property and equipment $ 0.1 $ 0.1
Capitalized software 3.3 1.8
Acquired intangibles 0.5 0.8
Unrealized gains 0.4 —
Spinnaker stepped-up 2.9 —
Deferred acquisition costs 0.3 —
Total deferred tax liabilities $ 7.5 $ 2.7
Deferred income tax assets, net $ — $ —
Valuation Allowance Recognition of deferred tax assets is appropriate when realization of these assets is more likely than not. Based upon the weight of all available evidence, with primary focus on the Company’s history of recent losses, the Company has concluded that it is not more likely than not that the recorded deferred tax assets will be realized. As a result, the Company has recorded a full valuation allowance against its net deferred tax assets recorded as of December 31, 2020 and 2019. Unrecognized Tax Benefits The Company recognizes the tax benefit of tax positions taken in the consolidated financial statements only when it is more likely than not that the position will be sustained on examination by the relevant taxing authority based on the tax technical merits of the position. The tax benefit of a position that meets this standard is measured at the largest amount of benefit that is expected to be more likely than not to be realized on settlement. A liability is established for the difference between the tax benefit of positions taken in a tax return and the tax benefit of tax positions recognized in the consolidated financial statements. The Company did not have an unrecognized tax benefit as of December 31, 2020 and 2019, fully offset by a valuation allowance. No interest or penalties were incurred during the years ended December 31, 2020 or 2019. The Company believes it is reasonably possible that there will be no change in the unrecognized tax benefits within the next twelve months. Net Operating Losses As of December 31, 2020, the Company has U.S. federal and state net operating loss (“NOL”) carryforwards of $154.5 million and $41.5 million, respectively. The Company has $8.8 million of Dual Consolidating Losses in a 953(d) company, RH Solutions Insurance. The provisions of the Tax Cuts and Jobs Act of 2017 eliminated the 20-year 20-year In general, a corporation’s ability to utilize its NOL carryforwards may be subject to a substantial limitation due to ownership changes that may have occurred or that could occur in the future, as required by section 382 of the Internal Revenue Code of 1986 (the “Code”), as amended, as well as similar state provisions. These ownership changes may limit the amount of NOL and research & development (“R&D”) credit carryforwards that can be utilized annually to offset future taxable income and tax, respectively. In general, an “ownership change,” as defined by section 382 of the Code, results from transaction or series of transactions over a three-year period resulting in an ownership change of more than 50 percent of the capital (as defined) of a company by certain stockholders or public groups. The Company has performed a section 382 analysis and experienced two historical ownership changes in 2016 and 2018, and the Company’s tax attributes subject to such limitations under section 382 have been considered. Components of the NOL carryforwards are as follows (in millions):​​​​​​​
20-year Carryforward Indefinite Total
U.S. Federal $ 9.2 $ 145.3 $ 154.5
U.S. State 41.5 — 41.5
Balance as of December 31, 2020 $ 50.7 $ 145.3 $ 196.0
Taxing Authority Audits The Company’s income tax returns are subject to federal and state tax examinations. There are no pending tax examinations as of December 31, 2020. For U.S. federal purposes, the Company is open for the 2017 – 2019 tax years and for state purposes, the Company is open for from 2016 – 2019 tax years.

Net Loss Per Share Attributable

Net Loss Per Share Attributable to Common Stockholders6 Months Ended12 Months Ended
Jun. 30, 2021Dec. 31, 2020
Hippo Enterprises Inc And Subsidiaries [Member]
Net Loss Per Share Attributable to Common Stockholders14. Net Loss Per Share Attributable to Common Stockholders Net loss per share attributable to common stockholders was computed as follows:
Three Months Ended June 30, Six Months Ended June 30,
2021 2020 2021 2020
Numerator:
Net loss attributable to Hippo - basic and diluted (in millions) $ (84.5 ) $ (24.8 ) $ (279.8 ) $ (48.7 )
Denominator:
Weighted-average shares used in computing net loss per share attributable to Hippo — basic and diluted 14,134,399 12,360,596 13,968,160 12,236,471
Net loss per share attributable to Hippo — basic and diluted $ (5.98 ) $ (2.01 ) $ (20.03 ) $ (3.98 )
The potential shares of common stock that 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 are as follows:
As of June 30,
2021 2020
Convertible preferred stock (on an as if converted basis) 43,985,178 36,330,613
Outstanding options 9,741,833 8,141,970
Warrants to purchase common shares 4,800,551 4,738,051
Warrants to purchase preferred shares 2,494,116 2,494,116
Common stock subject to repurchase 1,713,658 1,366,513
Convertible notes 21,603,512 —
Total 84,338,848 53,071,263
20. Net Loss Per Share Attributable to Common Stockholders Net loss per share attributable to common stockholders was computed as follows:
Year Ended December 31,
2020 2019
Numerator:
Net loss attributable to Hippo Enterprises Inc. — basic and diluted (in millions) $ (141.5 ) $ (83.1 )
Denominator:
Weighted-average shares used in computing net loss per share attributable to Hippo Enterprises Inc. — basic and diluted 12,495,509 10,652,088
Net loss per share attributable to Hippo Enterprises Inc. — basic and diluted $ (11.32 ) $ (7.80 )
The potential shares of common stock that 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 are as follows:
As of December 31,
2020 2019
Convertible preferred stock (on an as if converted basis) 39,545,082 32,546,081
Outstanding options 8,364,323 5,687,268
Warrants to purchase common shares 4,763,600 4,789,980
Warrants to purchase preferred shares 2,494,116 1,784,876
Common stock subject to repurchase 1,365,948 1,691,897
Convertible notes 2,177,961 —
Total 58,711,030 46,500,102

Geographical Breakdown of Gross

Geographical Breakdown of Gross Written Premium6 Months Ended12 Months Ended
Jun. 30, 2021Dec. 31, 2020
Hippo Enterprises Inc And Subsidiaries [Member]
Geographical Breakdown of Gross Written Premium15. Geographical Breakdown of Gross Written Premium Gross written premium (“GWP”) by state is as follows (in millions):
Three Months Ended June 30, Six Months Ended June 30,
2021 2020 2021 2020
Amount % of GWP Amount % of GWP Amount % of GWP Amount % of GWP
State
Texas $ 39.9 31.0 % $ 4.0 72.7 % $ 72.9 32.0 % $ 10.9 74.1 %
California 22.8 17.7 % — — % 41.6 18.3 % — — %
Florida 8.6 6.7 % — — % 14.4 6.3 % — — %
Georgia 5.6 4.4 % 0.2 3.6 % 9.8 4.3 % 0.4 2.7 %
Illinois 4.5 3.5 % 0.3 5.5 % 7.6 3.3 % 0.7 4.8 %
Missouri 3.5 2.7 % 0.2 3.6 % 5.9 2.6 % 0.5 3.4 %
Colorado 3.1 2.4 % — — % 5.7 2.5 % — — %
Arizona 2.9 2.3 % — — % 5.3 2.3 % — — %
New Jersey 2.3 1.8 % — — % 4.5 2.0 % — — %
Ohio 2.8 2.2 % 0.2 3.6 % 4.8 2.1 % 0.5 3.4 %
Other 32.6 25.3 % 0.6 10.9 % 55.2 24.2 % 1.7 11.6 %
Total $ 128.6 100 % $ 5.5 100 % $ 227.7 100 % $ 14.7 100 %
21. Geographical Breakdown of Gross Written Premium Gross written premium (“GWP”) by state is as follows (in millions):
December 31,
2020
Amount % of GWP
State
Texas $ 43.9 37.8 %
California 10.4 8.9 %
Florida 7.3 6.3 %
Illinois 4.9 4.3 %
Georgia 4.7 4.0 %
Missouri 3.4 2.9 %
Ohio 3.0 2.6 %
Oklahoma 3.0 2.6 %
Tennessee 2.4 2.1 %
Colorado 2.5 2.1 %
Other 30.6 26.4 %
Total $ 116.1 100.0 %

Related Party Transactions

Related Party Transactions3 Months Ended6 Months Ended
Dec. 31, 2020Jun. 30, 2021
Related Party Transaction [Line Items]
Related Party TransactionsNote 5 — Related Party Transactions Founder Shares On October 7, 2020, the Sponsor paid an aggregate of $25,000 to cover for certain expenses on behalf of the Company in exchange for issuance of 5,750,000 Class B ordinary shares (the “Founder Shares”). The Sponsor agreed to forfeit up to an aggregate of 750,000 Founder Shares to the extent that the option to purchase Over-Allotment Units was not exercised in full by the underwriters, so that the Founder Shares would represent 20% of the Company’s issued and outstanding shares after the Initial Public Offering. The underwriters fully exercised their over-allotment option on November 19, 2020; thus, those Founder Shares were no longer subject to forfeiture. The Initial Shareholders agreed not to transfer, assign or sell any of their Founder Shares until the earlier to occur of (1) one year after the completion of the initial Business Combination; and (2) subsequent to the initial Business Combination (x) if the last reported sale price of Class A ordinary shares equals or exceeds $12.00 per share (as adjusted for share sub-divisions, 30-trading
Hippo Enterprises Inc And Subsidiaries [Member]
Related Party Transaction [Line Items]
Related Party Transactions16. Related Party Hippo has agreements with multiple Comcast entities and affiliated funds who are beneficial owners of more than 5% of outstanding Hippo stock. Hippo incurred expenses of $1.3 million and $2.3 million, during the three and six months ended June 30, 2021, respectively, and $1.7 million and $3.1 million, during the three and six months ended June 30, 2020, respectively, related to these marketing and consulting agreements.
Reinvent Technology Partners Z [Member]
Related Party Transaction [Line Items]
Related Party TransactionsNote 6 — Related Party Transactions Founder Shares On October 7, 2020, the Sponsor paid an aggregate of $25,000 to cover for certain expenses on behalf of the Company in exchange for issuance of 5,750,000 ordinary shares (the “Founder Shares”). The Sponsor agreed to forfeit up to an aggregate of 750,000 Founder Shares to the extent that the option to purchase additional units was not exercised in full by the underwriters, so that the Founder Shares would represent 20% of the Company’s issued and outstanding shares after the Initial Public Offering. The underwriters fully exercised their over-allotment option on November 19, 2020; thus, those Founder Shares were no longer subject to forfeiture. The Initial Shareholders agreed not to transfer, assign or sell any of their Founder Shares until the earlier to occur of (1) one year after the completion of the initial Business Combination; and (2) subsequent to the initial Business Combination (x) if the last reported sale price of Class A ordinary shares equals or exceeds $12.00 per share (as adjusted for share sub-divisions, 30-trading Related Party Loans On October 7, 2020, the Sponsor agreed to loan the Company up to $300,000 to be used for the payment of costs related to the Initial Public Offering pursuant to a promissory note (the “Note”). The Note was non-interest In addition, in order to finance transaction costs in connection with a Business Combination, the Sponsor, members of the Company’s founding team or any of their affiliates may, but are not obligated to, loan the Company funds as may be required (“Working Capital Loans”). If the Company completes a Business Combination, the Company would repay the Working Capital Loans out of the proceeds of the Trust Account released to the Company. Otherwise, the Working Capital Loans would be repaid only out of funds held outside the Trust Account. In the event that a Business Combination does not close, the Company may use a portion of proceeds held outside the Trust Account to repay the Working Capital Loans but no proceeds held in the Trust Account would be used to repay the Working Capital Loans. The Working Capital Loans would either be repaid upon consummation of a Business Combination, without interest, or, at the lender’s discretion, up to $2,000,000 of such Working Capital Loans may be convertible into warrants of the post Business Combination entity at a price of $1.50 per warrant. The warrants would be identical to the Private Placement Warrants. Except for the foregoing, the terms of such Working Capital Loans, if any, have not been determined and no written agreements exist with respect to such loans. To date, the Company had no borrowings under the Working Capital Loans. Support Services Agreement The Company entered into the Support Services Agreement that provides that, commencing on the date that the Company’s securities were first listed on the NYSE through the earlier of consummation of the initial Business Combination and the liquidation, the Company will pay Support Services Fees to Reinvent Capital that total $625,000 per year for support and administrative services, as well as reimburse Reinvent Capital for any out-of-pocket In addition, the Sponsor, officers and directors, or any of their respective affiliates will be reimbursed for any out-of-pocket

Subsequent Events

Subsequent Events3 Months Ended6 Months Ended12 Months Ended
Dec. 31, 2020Jun. 30, 2021Dec. 31, 2020
Subsequent EventsNote 10 — Subsequent Events Management has evaluated subsequent events to determine if events or transactions occurring through August 16, 2021, the date the financial statements were issued, require potential adjustment to or disclosure in the financial statements and has concluded that, other than as described below, all such events that would require recognition or disclosure have been recognized or disclosed. On July 29, 2021, 19,261,380 of the Company’s Class A ordinary shares amounting to $192,613,300 were presented for redemption in connection with the Business Combination. These redemptions were completed, and amount settled with the shareholders. On August 2, 2021 the Company closed Business Combination and on August 3, 2021 Hippo Holdings common stock and warrants begin publicly trading on The New York Stock Exchange under the new symbols “HIPO” and “HIPO.WS”, respectively.
Hippo Enterprises Inc And Subsidiaries [Member]
Subsequent Events17. Subsequent Events The Company has evaluated subsequent events from the balance sheet date through August 16, 2021, the date these consolidated financial statements are available to be issued. The Company filed a Report on Form 8-K On July 29, 2021, 19,261,380 of the RTPZ’s Class A ordinary shares amounting to $192.6 million were presented for redemption in connection with the Business Combination. These redemptions were completed, and amount settled with the shareholders. On August 2, 2021, RTPZ and Hippo Enterprises Inc. closed Business Combination and on August 3, 2021 Hippo Holdings common stock and warrants begin publicly trading on The New York Stock Exchange under the new symbols “HIPO” and “HIPO.WS”, respectively. On August 2, 2021, the Company issued, in the aggregate, 55,000,000 shares of its common stock to investors at $10.00 per share for aggregate consideration of $550.0 million (the “PIPE Investment”). On August 5, 2021, the Company filed a Report on Form 8-K There were no other items identified in the period subsequent to the consolidated financial statement date that required adjustment or disclosure. 22. Subsequent Events The Company has evaluated subsequent events from the balance sheet date through March 25, 2021, the date these consolidated financial statements are available to be issued. The Company faces loss exposure from the February 2021 winter storm in the State of Texas. The Company is assessing the impact of the event; based on a preliminary review of the range of expected loss, the Company believes this event may have a material impact on its financial condition or results of operations.
Reinvent Technology Partners Z [Member]
Subsequent EventsNote 11 — Subsequent Events Management has evaluated subsequent events to determine if events or transactions occurring through May 10, 2021, the date the financial statements were issued, require potential adjustment to or disclosure in the financial statements and has concluded that, other than as described below, all such events that would require recognition or disclosure have been recognized or disclosed. Proposed Hippo Business Combination On February 23, 2021, the Company entered into an Agreement and Plan of Merger (the “Merger Agreement”) with Hippo Enterprises Inc., a Delaware corporation (“Hippo”), and RTPZ Merger Sub Inc., a Delaware corporation and a direct wholly-owned subsidiary of the Company (“Merger Sub”). The Merger Agreement provides that, among other things and upon the terms and subject to the conditions thereof, the following transactions will occur (together with the other agreements and transactions contemplated by the Merger Agreement, the “Hippo Business Combination”): (i) at the closing of the transactions contemplated by the Merger Agreement (the “Closing”), upon the terms and subject to the conditions of the Merger Agreement and in accordance with the General Corporation Law of the State of Delaware, as amended (the “DGCL”), (a) Merger Sub will merge with and into Hippo, the separate corporate existence of Merger Sub will cease and Hippo will be the surviving corporation and a wholly owned subsidiary of the Company (the “First Merger”) and (b) immediately following the First Merger, Hippo (as the surviving corporation of the First Merger) will merge with and into the Company, the separate corporate existence of Hippo will cease and the Company will be the surviving corporation (the “Second Merger” and, together with the First Merger, the “Mergers”); (ii) as a result of the Merger, among other things, all outstanding shares of capital stock of Hippo will be canceled in exchange for the right to receive, in the aggregate, a number of shares of RTPZ Common Stock (as defined below) equal to the quotient obtained by dividing (x) $5,522,000,000 (representing the enterprise value of $5,000,000,000 plus Hippo’s cash as of December 31, 2020 ($522,000,000)) by (y) $10.00; and (iii) upon the effective time of the Domestication (as defined below), the Company will immediately be renamed “Hippo Holdings Inc.” Prior to the Closing, subject to the approval of the Company’s shareholders, and in accordance with the DGCL, Cayman Islands Companies Act (as revised) (the “CICA”) and the Company’s amended and restated memorandum and articles of association, the Company will effect a deregistration under the CICA and a domestication under Section 388 of the DGCL (by means of filing a certificate of domestication with the Secretary of State of Delaware), pursuant to which the Company’s jurisdiction of incorporation will be changed from the Cayman Islands to the State of Delaware (the “Domestication”). In connection with the Domestication, (i) each of the then issued and outstanding Class A ordinary shares, par value $0.0001 per share, of the Company, will convert automatically, on a one-for-one one-for-one warrant to acquire an equal number of shares of RTPZ Common Stock (“Domesticated RTPZ Warrant”), and (iv) each then issued and outstanding unit of the Company (the “Cayman RTPZ Units”) will convert automatically into a share of RTPZ Common Stock, on a one-for-one one-fifth On March 3, 2021, concurrently with the execution of the Merger Agreement, the Company entered into subscription agreements with certain investors (collectively, the “PIPE Investors”), pursuant to, and on the terms and subject to the conditions of which, the PIPE Investors have collectively subscribed for 55 million shares of RTPZ Common Stock for an aggregate purchase price equal to $550 million (the “PIPE Investment”). The consummation of the proposed Hippo Business Combination is subject to certain conditions as further described in the Merger Agreement. Sponsor Support Agreement On March 3, 2021, the Sponsor entered into the Sponsor Agreement (the “Sponsor Agreement”) with the Company and Hippo, pursuant to which the parties thereto agreed to, among other things, (i) certain vesting terms with respect to the RTPZ Common Stock beneficially owned by the Sponsor as of the Domestication, (ii) a lock-up of securities held by the Sponsor, (iii) the mandatory exercise of the Domesticated RTPZ Warrants held by the Sponsor if (a) RTPZ elects to redeem the Domesticated RTPZ Warrants held by RTPZ’s public shareholders and (b) the last reported sales price of the RTPZ Common Stock for any 20 Trading Days (as defined in the Sponsor Agreement) within a period of 30 consecutive Trading Days exceeds $25.00 per share and (iv) certain rights of Sponsor with respect to board representation of the combined company at the Closing, in each case, on the terms and subject to the conditions set forth in the Sponsor Agreement.

Description of Business and S_2

Description of Business and Summary of Significant Accounting Policies (Policies)3 Months Ended6 Months Ended12 Months Ended
Dec. 31, 2020Jun. 30, 2021Dec. 31, 2020
Use of EstimatesUse of Estimates The preparation of the Company’s unaudited condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Making estimates requires management to exercise significant judgment. It is at least reasonably possible that the estimate of the effect of a condition, situation or set of circumstances that existed at the date of the financial statements, which management considered in formulating its estimate, could change in the near term due to one or more future confirming events. One of the more significant accounting estimates included in these condensed consolidated financial statements is the determination of the fair value of the warrant liability. Such estimates may be subject to change as more current information becomes available and accordingly the actual results could differ significantly from those estimates.
Cash, Cash Equivalents, and Restricted CashInvestments Held in the Trust Account The Company’s portfolio of investments is comprised of U.S. government securities, within the meaning set forth in Section 2(a)(16) of the Investment Company Act, with a maturity of 185 days or less, or investments in money market funds that invest in U.S. government securities and generally have a readily determinable fair
Fair Value of Financial InstrumentsFair Value of Financial Instruments The fair value of the Company’s assets and liabilities, which qualify as financial instruments under the FASB ASC Topic 820, “Fair Value Measurements,” approximates the carrying amounts represented in the condensed consolidated balance sheets. Fair Value Measurements Fair value is defined as the price that would be received for sale of an asset or paid for transfer of a liability, in an orderly transaction between market participants at the measurement date. U.S. GAAP establishes a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). These tiers include:
• Level 1, defined as observable inputs such as quoted prices for identical instruments in active markets;
• Level 2, defined as inputs other than quoted prices in active markets that are either directly or indirectly observable such as quoted prices for similar instruments in active markets or quoted prices for identical or similar instruments in markets that are not active; and
• Level 3, defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions, such as valuations derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable. In some circumstances, the inputs used to measure fair value might be categorized within different levels of the fair value hierarchy. In those instances, the fair value measurement is categorized in its entirety in the fair value hierarchy based on the lowest level input that is significant to the fair value measurement.
Concentration of Credit RiskConcentration of Credit Risk Financial instruments that potentially subject the Company to concentrations of credit risk consist of cash accounts in a financial institution, which, at times, may exceed the Federal Depository Insurance Corporation coverage limit of $250,000. As of June 30, 2021 and December 31, 2020, the Company had not experienced losses on these accounts and management believes the Company is not exposed to significant risks on such accounts.
Income TaxesIncome Taxes FASB ASC Topic 740, “Income Taxes” prescribes a recognition threshold and a measurement attribute for the financial statement recognition and measurement of tax positions taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be more likely than not to be sustained upon examination by taxing authorities. There were no unrecognized tax benefits as of June 30, 2021. The Company’s management determined that the Cayman Islands is the Company’s only major tax jurisdiction. The Company recognizes accrued interest and penalties related to unrecognized tax benefits as income tax expense. No amounts were accrued for the payment of interest and penalties as of June 30, 2021. The Company is currently not aware of any issues under review that could result in significant payments, accruals or material deviation from its position. The Company is subject to income tax examinations by major taxing authorities since inception. There is currently no taxation imposed on income by the Government of the Cayman Islands. In accordance with Cayman income tax regulations, income taxes are not levied on the Company. Consequently, income taxes are not reflected in the Company’s unaudited condensed consolidated financial statements. The Company’s management does not expect that the total amount of unrecognized tax benefits will materially change over the next twelve months.
Net Loss Per Share Attributable to Common Stockholders of Hippo Enterprises Inc.Net Income (Loss) Per Ordinary Share Net income (loss) per ordinary share is computed by dividing net income (loss) by the weighted-average number of ordinary shares outstanding during the periods. The Company has not considered the effect of the warrants sold in the Initial Public Offering and the Private Placement to purchase an aggregate of 9,000,000, of the Company’s Class A ordinary shares in the calculation of diluted net income (loss) per share, since the exercise of the warrants are contingent upon the occurrence of future events. The Company’s unaudited condensed consolidated statements of operations includes a presentation of net income (loss) per share for ordinary shares subject to redemption in a manner similar to the two-class
Class A Ordinary Shares Subject to Possible RedemptionClass A Ordinary Shares Subject to Possible Redemption The Company accounts for its Class A ordinary shares subject to possible redemption in accordance with the guidance in ASC 480. Class A ordinary shares subject to mandatory redemption (if any) are classified as liability instruments and are measured at fair value. Conditionally redeemable Class A ordinary shares (including Class A ordinary shares that feature redemption rights that are either within the control of the holder or subject to redemption upon the occurrence of uncertain events not solely within the Company’s control) are classified as temporary equity. At all other times, Class A ordinary shares are classified as shareholders’ equity. The Company’s Class A ordinary shares feature certain redemption rights that are considered to be outside of the Company’s control and subject to the occurrence of uncertain future events. Accordingly, at June 30, 2021 and December 31, 2020, 19,975,356 and 20,484,749, respectively, of Class A ordinary shares subject to possible redemption are presented as temporary equity, outside of the shareholders’ equity section of the Company’s condensed consolidated balance sheets.
Offering Costs Associated with the Initial Public OfferingOffering Costs Associated with the Initial Public Offering Offering costs consisted of legal, accounting, underwriting fees and other costs incurred through the Initial Public Offering that were directly related to the Initial Public Offering. Offering costs were allocated to the separable financial instruments issued in the Initial Public Offering based on a relative fair value basis, compared to total proceeds received. Offering costs associated with derivative warrant liabilities were expensed as incurred and presented as non-operating non-current
Derivative warrant liabilitiesDerivative Warrant Liabilities The Company does not use derivative instruments to hedge exposures to cash flow, market, or foreign currency risks. The Company evaluates all of its financial instruments, including issued stock purchase warrants, to determine if such instruments are derivatives or contain features that qualify as embedded derivatives, pursuant to ASC 480 and FASB ASC Topic 815, “Derivatives and Hedging” (“ASC 815”). The classification of derivative instruments, including whether such instruments should be recorded as liabilities or as equity, is re-assessed The warrants issued in the Initial Public Offering (the “Public Warrants”) and the Private Placement Warrants are recognized as derivative liabilities in accordance with ASC 815. Accordingly, the Company recognizes the warrant instruments as liabilities at fair value and adjusts the carrying value of the instruments to fair value at each reporting period until they are exercised. The initial fair value of Public Warrants issued in connection with the Public Offering and the fair value of Private Placement Warrants have been estimated using a Monte Carlo simulation model each measurement date. The fair value of the Public Warrants as of June 30, 2021 is based on observable listed prices for such warrants. The fair value of the Public Warrants as of December 31, 2020 was estimated using a Monte Carlo simulation model. Derivative warrant liabilities are classified as non-current
Cash and Cash EquivalentsCash and Cash Equivalents The Company considers all short-term investments with an original maturity of three months or less when purchased to be cash equivalents. The Company had no cash equivalents as of June 30, 2021 and December 31, 2020.
Risk and UncertaintiesRisk and Uncertainties On January 30, 2020, the World Health Organization (“WHO”) announced a global health emergency because of a new strain of coronavirus (the “COVID-19 COVID-19 COVID-19 COVID-19 COVID-19 COVID-19 COVID-19
Liquidity and Capital ResourcesLiquidity and Capital Resources As of June 30, 2021, the Company had approximately $101,000 in its operating bank account and a working capital deficit of approximately $397,000. The Company’s liquidity needs to date have been satisfied through a contribution of $25,000 from Sponsor to cover for certain expenses in exchange for the issuance of the Founder Shares, the loan of approximately $194,000 from the Sponsor pursuant to the promissory note (see Note 4), and the proceeds from the consummation of the Initial Public Offering and Private Placement not held in the Trust Account. The Company fully repaid the promissory note as of September 21, 2020 (see Note 4). In addition, in order to finance transaction costs in connection with a Business Combination, the Sponsor or an affiliate of the Sponsor, or certain of the Company’s officers and directors may, but are not obligated to, provide the Company Working Capital Loans (see Note 4). As of June 30, 2021, there were no amounts outstanding under any Working Capital Loan.
Emerging Growth CompanyEmerging Growth Company The Company is an “emerging growth company,” as defined in Section 2(a) of the Securities Act, as modified by the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”), and it may take advantage of certain exemptions from various reporting requirements that are applicable to other public companies that are not emerging growth companies including, but not limited to, not being required to comply with the independent registered public accounting firm attestation requirements of Section 404 of the Sarbanes-Oxley Act, reduced disclosure obligations regarding executive compensation in its periodic reports and proxy statements, and exemptions from the requirements of holding a nonbinding advisory vote on executive compensation and shareholder approval of any golden parachute payments not previously approved. Further, Section 102(b)(1) of the JOBS Act exempts emerging growth companies from being required to comply with new or revised financial accounting standards until private companies (that is, those that have not had a Securities Act registration statement declared effective or do not have a class of securities registered under the Exchange Act) are required to comply with the new or revised financial accounting standards. The JOBS Act provides that an emerging growth company can elect to opt out of the extended transition period and comply with the requirements that apply to non-emerging growth companies but This may make comparison of the Company’s financial statements with another public company that is neither an emerging growth company nor an emerging growth company that has opted out of using the extended transition period difficult or impossible because of the potential differences in accounting standards used.
Basis of PresentationBasis of Presentation The accompanying unaudited condensed consolidated financial statements are presented in U.S. dollars in conformity with accounting principles generally accepted in the United States of America (“GAAP”) for Form 10-K/A filed
Recent Accounting PronouncementsRecent Accounting Pronouncements In August 2020, the FASB issued Accounting Standards Update (“ASU”) No. 2020-06, “Debt—Debt (Subtopic 470-20) and (Subtopic 815-40): Accounting Equity” (“ASU 2020-06”), which ASU 2020-06 on The Company’s management does not believe that any other recently issued, but not yet effective, accounting pronouncement if currently adopted would have a material effect on the Company’s unaudited condensed financial statements.
Hippo Enterprises Inc And Subsidiaries [Member]
Basis of Presentation and ConsolidationBasis of Presentation and Consolidation The accompanying interim consolidated financial statements have been prepared in conformity with U.S. generally accepted accounting principles (“GAAP”) and are consistent in all material respects with those applied in the Company’s financial statements for the year ended December 31, 2020 included in Reinvent Technology Partners Z prospectus on Form S-4/A The interim financial information is unaudited, but reflects all normal recurring adjustments that are, in the opinion of management, necessary to fairly present the information set forth herein. Interim results are not necessarily indicative of the results for a full year. Reclassifications Certain amounts in the prior period financial statements have been reclassified to conform to the presentation of the current period financial statements. These reclassifications had no effect on previously reported revenue, expenses, net loss or the consolidate balance sheets. Basis of Presentation and Consolidation The consolidated financial statements and accompanying notes of the Company have been prepared in accordance with generally accepted accounting principles in the United States of America (“U.S. GAAP”). The consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries. All intercompany transactions and balances have been eliminated in consolidation. The Company assesses whether they are the primary beneficiary of a variable interest entity (“VIE”) at the inception of the arrangement and at each reporting date. If the Company is the primary beneficiary, the Company consolidates the VIE and records noncontrolling interest in consolidated financial statements to recognize the minority ownership interest. If the Company is not the primary beneficiary of a VIE, the Company accounts for the investment or other variable interests in a VIE applicable U.S. GAAP.
Use of EstimatesUse of Estimates The preparation of the Company’s consolidated financial statements in conformity with U.S. GAAP requires management to make estimates that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the consolidated financial statements, and the reported amounts of revenues and expenses during the reporting periods. Significant items subject to such estimates and assumptions include, but are not limited to, loss and loss adjustment expense (“LAE”) reserves, provision for commission slide and cancellations, reinsurance recoverable on paid and unpaid losses and LAE, the fair values of investments, common stock, share-based awards, preferred stock warrant liabilities, contingent consideration liabilities, embedded derivative liabilities, acquired intangible assets and goodwill, deferred tax assets and uncertain tax positions, and revenue recognition. The Company evaluates these estimates on an ongoing basis. These estimates are informed by experience and other assumptions that the Company believes are reasonable under the circumstances. Actual results may differ significantly from these estimates. Use of Estimates The preparation of the Company’s consolidated financial statements in conformity with U.S. GAAP requires management to make estimates that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the consolidated financial statements, and the reported amounts of revenues and expenses during the reporting periods. Significant items subject to such estimates and assumptions include, but are not limited to, loss and loss adjustment expense (“LAE”) reserves, provision for commission, reinsurance recoverable on paid and unpaid losses and LAE, the fair values of investments, common stock, share-based awards, preferred stock warrant liabilities, contingent consideration liabilities, embedded derivative liabilities, acquired intangible assets and goodwill, deferred tax assets and uncertain tax positions, and revenue recognition. The Company evaluates these estimates on an ongoing basis. These estimates are informed by experience and other assumptions that the Company believes are reasonable under the circumstances. Actual results may differ significantly from these estimates.
Segment InformationSegment Information The Company’s chief operating decision maker reviews financial information presented on a consolidated basis for purposes of allocating resources and evaluating financial performance. As such, the Company has a single operating and reportable segment structure. All the Company’s long-lived assets are in the United States.
Cash, Cash Equivalents, and Restricted CashCash, Cash Equivalents, and Restricted Cash Cash consists of cash on deposit. The Company considers all highly liquid securities readily convertible to cash, that mature within three months or less from the original date of purchase to be cash equivalents. The Company’s restricted cash relates to cash restricted to support issued letter of credits and collateral to insurers. The Company’s restricted cash also includes fiduciary assets.
Fiduciary Assets and LiabilitiesFiduciary Assets and Liabilities In its capacity as an insurance agent and broker, the Company collects premiums from insureds and, after deducting its commission, remits the premiums to the respective insurers. The Company also processes claims on behalf of insurers and collects claims from insurers on behalf of insureds. Premiums collected from insureds but not yet remitted to insurance companies and claims collected from insurance companies but not yet remitted to insureds are fiduciary assets. Fiduciary assets are recorded within restricted cash in the Company’s consolidated balance sheets. Unremitted insurance premiums and claims are held in a fiduciary capacity and the obligation to remit these funds is recorded as fiduciary liabilities in the consolidated balance sheets.
InvestmentsInvestments The Company has categorized its investment portfolio as available-for-sale
Fair Value of Financial InstrumentsFair Value of Financial Instruments The Company applies fair value accounting for all financial assets and liabilities and non-financial
• Level 1 — Quoted prices in active markets for identical assets or liabilities that are publicly accessible at the measurement date.
• Level 2 — Observable inputs other than quoted prices in active markets for identical assets and liabilities, quoted prices for identical or similar assets or liabilities in inactive markets, 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 — Inputs that are generally unobservable and typically reflect management’s estimate of assumptions that market participants would use in pricing the asset or liability. The Company’s financial instruments include cash equivalents, restricted cash, fixed maturities, short-term investments, accounts receivable, accounts payable, assumed and ceded reinsurance contracts and preferred stock warrants. Cash equivalents and restricted cash are principally stated at amortized cost, which approximates their fair value. Short-term investments and preferred stock warrants are reported at fair value. The recorded carrying amount of accounts receivable, assumed and ceded reinsurance contracts, and accounts payable approximates their fair value due to their short-term nature.
Concentration of Credit RiskConcentration of Credit Risks Financial instruments that potentially subject the Company to concentrations of credit risk are primarily comprised of cash and cash equivalents, short-term investments, fixed maturities available-for-sale, securities, or securities with average credit quality of AA- off-balance-sheet The Company enters into quota share and excess of loss contracts which may be susceptible to catastrophe exposure. The ceding of insurance does not legally discharge the Company from its primary liability for the full amount of the policy coverage, and therefore the Company will be required to pay the loss and bear collection risk if the reinsurer fails to meet its obligations under the reinsurance agreement. To minimize exposure to significant losses from reinsurance insolvencies, the Company evaluates the financial condition of its reinsurers, monitors concentrations of credit risk and, in certain circumstances, holds substantial collateral (in the form of funds withheld and letters of credit) as security under the reinsurance agreements.
Accounts ReceivableAccounts Receivable Accounts receivable consists of premium receivables and commission receivables and is reported net of an allowance for premium amounts or estimated uncollectible commission. Such allowance is based upon an ongoing review of amounts outstanding, length of collection periods, the creditworthiness of the insured and other relevant factors. Amounts deemed to be uncollectible are written off against the allowance. At December 31, 2020 and 2019, the Company has established an allowance of $0.5 million and $0.0 million, respectively. Write-offs of receivables have not been material to the Company during the years ended December 31, 2020 and 2019.
ReinsuranceReinsurance Reinsurance recoverable, including amounts related to incurred but not reported claims (“IBNR”), represent paid losses and LAE and reserves for unpaid losses and LAE ceded to reinsurers that are subject to reimbursement under reinsurance treaties. To minimize exposure to losses related to a reinsurer’s inability to pay, the financial condition of such reinsurer is evaluated initially upon placement of the reinsurance and periodically thereafter. In addition to considering the financial condition of a reinsurer, the collectability of the reinsurance recoverable is evaluated based upon a number of other factors. Such factors include the amounts outstanding, length of collection periods, disputes, any collateral or letters of credit held and other relevant factors. To the extent that an allowance for uncollectible reinsurance recoverable is established, amounts deemed to be uncollectible would be written off against the allowance for estimated uncollectible reinsurance recoverable. The Company currently has no allowance for uncollectible reinsurance recoverable. Ceded premium written is recorded in accordance with the applicable terms of the reinsurance contracts and ceded premium earned is charged against revenue over the period of the reinsurance contracts. Ceded losses incurred reduce net loss and LAE incurred over the applicable periods of the reinsurance contracts with third-party reinsurers. Amounts recoverable from reinsurers are estimated in a manner consistent with the liability associated with the reinsured business and consistent with the terms of the underlying contract.
Deferred Policy Acquisition Costs, net of Ceding CommissionsDeferred Policy Acquisition Costs, net of Ceding Commissions Incremental direct costs of acquiring insurance contracts and certain costs related directly to the acquisition process are deferred and amortized over the term of the policies or reinsurance treaties to which they relate. Those costs include commissions, premium taxes, and board and bureau fees. Ceding commissions relating to non-deferrable pro-rata
Premium DeficiencyPremium Deficiency A premium deficiency is recognized if the sum of expected losses and LAE, unamortized acquisition costs, and policy maintenance costs exceeds the remaining unearned premiums. A premium deficiency would first be recognized by charging any unamortized acquisition costs to expense to the extent required to eliminate the deficiency. If the premium deficiency was greater than unamortized acquisition costs, a liability would be accrued for the excess deficiency. The Company does not consider anticipated investment income when determining if a premium deficiency exists. There was no premium deficiency at December 31, 2020 or 2019.
Property and EquipmentProperty and Equipment Property and equipment is stated at cost, net of accumulated depreciation. Depreciation of property and equipment is calculated using the straight-line method over the estimated useful life of three years for furniture, fixtures, and equipment and two years for computer equipment. Leasehold improvements are also depreciated using the straight-line method and are amortized over the shorter of the remaining term of the lease or the useful life of the improvement. Depreciation expense totaled $0.4 million and $0.2 million for the years ended December 31, 2020 and 2019, respectively. Expenditures for improvements are capitalized, and expenditures for maintenance and repairs are expensed as incurred. Upon sale or retirement, the cost and related accumulated depreciation is removed from the related accounts, and the resulting gain or loss, if any, is reflected in interest and other expense in the consolidated statements of operations and comprehensive loss.
Capitalized Internal Use SoftwareCapitalized Internal Use Software The Company capitalizes the costs to develop its internal use software when preliminary development efforts are successfully completed, management has authorized and committed project funding, it is probable that the project will be completed, and the software will be used as intended. Such costs are amortized on a straight-line basis over the estimated useful life of five years. Costs incurred prior to meeting these criteria, in addition to costs incurred for training and maintenance, are expensed as incurred.
Goodwill and Intangible AssetsGoodwill and Intangible Assets The Company accounts for business combinations using the acquisition method of accounting, which requires that assets acquired and liabilities assumed be recorded at their fair values as of the acquisition date on the consolidated balance sheets. Any excess of purchase price over the fair value of net assets acquired is recorded as goodwill. The determination of estimated fair value requires the Company to make significant estimates and assumptions. As a result, the Company has up to one year to finalize its estimates of fair value, any changes of which would be offset against previously recorded goodwill. Transaction costs associated with business combinations are expensed as they are incurred. Included in the purchase price of an acquisition may be an estimation of the fair value of liabilities associated with contingent consideration. The fair value of contingent consideration is based upon the present value of the expected future payments to be made to the sellers of an acquired business in accordance with the provisions contained in the respective purchase agreement(s). Subsequent changes in the fair value of contingent consideration are recorded in the consolidated statements of operations and comprehensive loss. When the Company determines net assets acquired does not meet the definition of a business combination under the acquisition method of accounting, the transaction is accounted for as an acquisition of assets and, therefore, no goodwill is recorded.
Amortization and ImpairmentAmortization and Impairment Intangible assets with finite useful lives are amortized over their estimated useful lives in the consolidated statements of operations and comprehensive loss. Indefinite-lived intangible assets and goodwill are not amortized but are tested for impairment annually, or more frequently if necessary. The goodwill impairment test is performed at the reporting unit level. The Company may initially perform a qualitative analysis to determine if it is more likely than not that the goodwill balance is impaired. If a qualitative assessment is not performed or if a determination is made that it is not more likely than not that the value of the respective reporting unit exceeds its carrying amount, then the Company will perform a two-step no The Company evaluates the recoverability of long-lived assets, excluding goodwill and indefinite-lived intangible assets, whenever events or changes in circumstances indicate the carrying value of such asset may not be recoverable. Should there be an indication of impairment, the Company tests for recoverability by comparing the estimated undiscounted future cash flows expected to result from the use of the asset to the carrying amount of the asset or asset group. If the asset or asset group is determined to be impaired, any excess of the carrying value of the asset or asset group over its estimated fair value is recognized as an impairment loss. There were no material impairment losses recognized on long-lived assets during the years ended December 31, 2020 and 2019.
Loss and Loss Adjustment Expense ReserveLoss and Loss Adjustment Expense Reserve Recorded loss and loss adjustment expense reserve represents the Company’s best estimate of the amounts yet to be paid for all loss and loss adjustment expenses that will be paid on claims that occurred during the period and prior, whether those claims are currently known or unknown. The Company’s carriers are required to estimate and hold a provision for the carriers’ loss and loss adjustment expense reserve as of a given date. Loss and loss adjustment reserves at December 31, 2020 are the amount of ultimate loss and loss adjustment expense less the paid amounts as of December 31, 2020. Ultimate loss and loss adjustment expense for an accident period is the sum of the following items:
1- Loss and loss adjustment expense paid for an accident period as of a given evaluation date
2- Case reserves for loss and loss adjustment expense for losses for an accident period that have been reported but not yet paid as of a given evaluation date
3- IBNR amounts for loss and loss adjustment expense for an accident period are the costs of events or conditions that have not been reported to, or specifically identified by the Company, as of a given date, but have occurred during the period. Case reserves are established within the claims adjustment process based on all known circumstances of a claim at the time. In addition, IBNR reserves are established by the Company based on reported Loss and Loss Adjustment Expenses and actuarially determined estimates of ultimate Loss and Loss Adjustment Expenses. The Company’s loss and loss adjustment expense reserve amounts are reviewed quarterly, and adjustments, if any, are reflected in current operations in the consolidated statements of operations and comprehensive loss in the period in which they become known. The establishment of new loss and loss adjustment expense reserves or the adjustment of previously recorded loss and loss adjustment expense reserves could result in significant positive or negative changes to our financial condition for any particular period. While the Company believes that it has made a reasonable estimate of loss and loss adjustment expense reserves, the ultimate loss experience may not be as reliably predicted as may be the case with other insurance expenses, and it is possible that actual Loss and Loss Adjustment Expenses will be higher or lower than the loss and loss adjustment reserve amount recorded by the Company.
Provision for CommissionProvision for Commission Provision for commission includes return commission payable to insurers based on the actual performance of insurance policies issued by the Company against a contractual range of performance targets. The Company’s reserve estimation is based on current and historical performance of the portfolio of insurance policies placed with the insurance carriers. Provision for commission also includes cancellation reserve which represent the Company’s estimate of return commission payable to insureds based on policy cancellations after the effective date. The Company’s estimation for the reserve uses historical policy cancellation. The commission slide and cancellation liabilities are based on assumptions and estimates, and while management believes the amount recorded is the Company’s best estimate, the ultimate liability may differ from the amount recorded. The methods for making such estimates and for establishing the resulting liability are continually reviewed, and any adjustments are reflected in the period in which they become known.
LeasesLeases The Company categorizes leases at their inception as either operating or capital leases. As of and for the years ended December 31, 2020 and 2019, the Company’s leases are categorized as operating. In certain lease agreements, the Company may receive rent holidays and other incentives. For operating leases, the Company recognizes lease costs on a straight-line basis once control of the space is achieved, without regard to deferred payment terms such as rent holidays that defer the commencement date of required payments. Additionally, incentives received are treated as a reduction of costs over the term of the agreement.
Revenue RecognitionRevenue Recognition Net Earned Premium Net earned premium represents the earned portion of the Company’s gross written premium for insurance policies written or assumed by the Company and less ceded written premium (any portion of the Company’s gross written premium that is ceded to third-party reinsurers under the Company’s reinsurance agreements). The Company earns written premiums on a pro-rata Commission Income, net includes
1. Managing General Agent (“MGA”) Commission: The Company operates as a MGA for multiple insurers. The Company designs and underwrites insurance products on behalf of the insurers culminating in the sale of insurance policies. The Company earns recurring commission and policy fees associated with the policies, they sell. While the Company has underwriting authority and responsibility for administering claims, the Company does not take the risk associated with policies on the consolidated balance sheets. Rather, the Company works with carrier platforms and a diversified panel of highly rated reinsurance companies who pay the Company commission in exchange for the opportunity to take that risk on their balance sheets. The Company’s performance obligation associated with these contracts is the placement of the policy, which is met on the effective data. Upon issuance of a new policy, the Company charge policy fees and inspection fees, retain the share of ceding commission, and remit the balance premium to the respective insurers. Subsequent ceding commission adjustments arising from policy changes such as endorsements, are recognized when the adjustments can be reasonably estimated.
2. Agency Commission: The Company also operate licensed insurance agencies that are engaged solely in the sale of policies, including non-Hippo
3. Ceding Commission: The Company receives revenue based on the premium they cede to third-party reinsurers for the compensation reimbursement for the Company’s acquisition and underwriting services. Excess of ceding commission over the cost of acquisition and underwriting expenses is included in commission income, net line on the consolidated statements of operations and comprehensive loss. For the policies that the Company write on their own carrier as MGA, the Company recognizes the commission as ceding commission on the consolidated statements of operations and comprehensive loss. The Company earns commission on reinsurance premium ceded in a matter consistent with the recognition of the earned premium on the underlying insurance policies, on a pro-rata
4. Carrier Fronting Fees: Through the Company’s insurance-as-a-service pro-rata
5. Claim Processing Fees: As a MGA the Company receives a fee, that is calculated as a percent of the premium, from the insurers in exchange for providing claims adjudication services. The Claims adjudication services are provided over the term of the policy and recognized ratably over the same period. Service and Fee Income Service and fee income mainly represent policy fees and small portion of other revenue. The Company directly bill policyholders for policy fees and collect and retain fees per the terms of the contracts between the Company and our insurers. Similar to the commission revenue, the Company estimates a cancellation reserve for policy fees using historical information. The performance obligation associated with these fees is satisfied at a point in time upon completion of the underwriting process, which is the policy effective date. Accordingly, the Company recognizes all fees as revenue on the policy effective date. Disaggregated Revenue The following table disaggregates the Company’s revenues by major source (in millions):
Year Ended
2020 2019
Net earned premium $ 17.1 $ —
MGA commissions, net 12.4 20.1
Agency commissions, net 10.0 6.6
Policy fees 4.3 2.8
Claims processing fees 4.7 2.2
Other revenue 2.0 0.8
Net investment income 1.1 2.2
Total revenue, net $ 51.6 $ 34.7
All revenues for the years ended December 31, 2020 and 2019 are from business conducted in the United States.
Insurance Related ExpensesInsurance Related Expenses Insurance related expenses primarily consist of amortization of commissions costs and deferred acquisition costs, and credit card processing fees not charged to the Company’s customers. Insurance related expenses also include employee compensation, including stock-based compensation and benefits, of our underwriting teams as well as allocated occupancy costs and related overhead based on headcount, and amortization of capitalized internal use software costs. Insurance related expenses are offset by the portion of ceding commission income which represents reimbursement of successful acquisition costs related to the underlying policies. Additionally, insurance related expenses are comprised of the costs of providing bound policies and delivering claims services to the Company’s customers. These costs include technology service costs including software, data services, and third-party call center costs in addition to personnel-related costs.
Technology and DevelopmentTechnology and Development Technology and development expenses primarily consist of employee compensation, including stock-based compensation and benefits for the Company’s technology staff, which includes information technology development, infrastructure support, actuarial, and third-party services. Technology and development also includes allocated facility costs and related overhead based on headcount.
Sales and MarketingSales and Marketing Sales and marketing expenses primarily consist of sales commissions expense for policies placed on third-party carriers by us as a managing general agent, advertising costs, and marketing expenditures as well as employee compensation, including stock-based compensation and benefits for employees engaged in sales, marketing, data analytics, and consumer acquisition functions. The Company expenses advertising costs as incurred. Advertising expenses were $11.8 million and $22.8 million for the years ended December 31, 2020 and 2019, respectively.
General and AdministrativeGeneral and Administrative General and administrative expenses primarily consist of employee compensation, including stock-based compensation and benefits for the Company’s finance, human resources, legal, and general management functions as well as facilities and professional services.
Interest and Other ExpenseInterest and Other Expense Interest and other expense primarily consist of interest expense incurred for the convertible promissory notes, and fair value adjustments on preferred stock warrant liabilities and embedded derivative liability on convertible promissory notes.
Share-Based Compensation ExpenseShare-Based Compensation Expense The Company recognizes share-based compensation expense based on the estimated fair value of equity-based payment awards on the date of grant using the Black-Scholes-Merton option-pricing model. The Company recognizes share-based compensation expenses for the value of its awards granted based on the straight-line method over the requisite service period of each of the awards in the Company’s consolidated statements of operations and comprehensive loss. The Company has elected to record forfeitures as they occur. Certain employees early exercised stock options in exchange for promissory notes. The Company has accounted for the promissory notes as nonrecourse in their entirety since the promissory notes are not aligned with a corresponding percentage of the underlying shares. The fair value of the stock option is recognized over the requisite service period through a charge to share-based compensation expenses. The maturity date of the promissory notes reflects the legal term of the stock option for purposes of valuing the award.
Income TaxesIncome Taxes The Company accounts for income taxes using the asset and liability method, under which deferred tax liabilities and assets are recognized for the expected future tax consequences of temporary differences between consolidated financial statement carrying amounts and the tax basis of assets and liabilities and net operating loss and tax credit carryforwards. Valuation allowances are established when necessary to reduce deferred tax assets to the amount expected to be realized. The effect on deferred taxes of a change in tax rate is recognized in income in the period that includes the enactment date. The Company determines whether it is more likely than not that a tax position will be sustained upon examination. If it is not more likely than not that a position will be sustained, no amount of benefit attributable to the position is recognized. The tax benefit to be recognized of any tax position that meets the more likely than not recognition threshold is calculated as the largest amount that is more than 50% likely of being realized upon resolution of the contingency.
Net Loss Per Share Attributable to Common Stockholders of Hippo Enterprises Inc.Net Loss Per Share Attributable to Common Stockholders of Hippo Enterprises Inc. Basic and diluted net loss per share attributable to common stockholders of Hippo Enterprises Inc. is presented in conformity with the two-class method two-class method, non-forfeitable Under the two-class method, Distributed and undistributed earnings allocated to participating securities are subtracted from net loss in determining net loss attributable to common stockholders. Under the two-class method, For periods in which the Company reports net losses, diluted net loss per share attributable to common stockholders is the same as basic net loss per share attributable to common stockholders because potentially dilutive common shares are not assumed to have been issued if their effect is anti-dilutive.
Related PartyRelated Party In February 2020, Comcast Neptune, LLC assumed the Master Services Agreement between Loop Labs, Inc. d/b/a Notion and the Company. Comcast Neptune, LLC and its affiliated funds is a beneficial owner of more than 5% of our outstanding capital stock. The Company incurred a total of $3.2 million of expenses during the year ended December 31, 2020 related to this services agreement. In December 2020, we acquired First Connect Insurance Services, a wholesale P&C insurance provider for independent agents interested in gaining access to the advanced quoting platforms that are provided by InsurTech companies. One of our executive officers, Richard McCathron, was the President and Chief Executive Officer of First Connect Insurance services from 2012 to 2017 and owned greater than 10% of First Connect Insurance Services prior to the time of the transaction. The Company paid Mr. McCathron $6.4 million for his equity interests in First Connect Insurance Services prior to the transaction. The Company also entered into an agency aggregator agreement with First Connect. The Company incurred a total of $9.9 million and $7.2 million of expenses during the year ended December 31, 2020 and 2019 respectively, related to this agreement. In October 2020, Hippo entered into a Master Services Agreement with Forecast Labs, LLC, which operates a startup studio for Comcast Ventures, LP, which provides accelerator and incubator services to select portfolio companies of Comcast Ventures. Comcast Ventures and its affiliated funds are beneficial owners of more than 5% of outstanding Hippo capital stock. Hippo incurred a total of $2.2 million of expenses during the years ended December 31, 2020 and 2019 related to this agreement. On April 15, 2019, the Company closed on an acquisition agreement with CalAtlantic Title Group, LLC to purchase 100% of the equity interests in North American Advantage Insurance Services, LLC (“NAAIS”), which provides insurance services to homebuilder customers. The seller’s ultimate parent is an investor in the Company that participated in the Company’s Series C and Series D financing. See Note 18 for additional information of the acquisition. In February 2019, we entered into an Accelerate Agreement with Comcast Ventures, LLC. Comcast Ventures, LLC and its affiliated funds are beneficial owners of more than 5% of our outstanding capital stock. The Company incurred over $120,000 of expenses during the years ended December 31, 2020 and 2019 related to this services agreement. In February 2018, we entered into a Co-Marketing
Recent Accounting PronouncementsRecent Accounting Pronouncements Emerging Growth Company The Company currently qualifies as an “emerging growth company” under the Jumpstart Our Business Startups Act of 2012, and is provided the option to adopt new or revised accounting guidance either (i) within the same periods as those otherwise applicable to non-emerging In certain cases, as indicated below, management has exercised the opt out election when it determines it is preferable to take advantage of early adoption provisions offered within the applicable guidance. Accounting Pronouncements Recently Adopted Internal-Use In August 2018, the FASB issued ASU No. 2018-15, Intangibles — Goodwill and Other — Internal Use Software (Subtopic 350-40): 350-40. 2018-15 is Accounting Pronouncements Not Yet Adopted In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842) 2016-02”) . right-of-use In June 2016, the FASB issued ASU No. 2016-13, Financial instruments — Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments 2016-13”), 2016-13 In December 2019, the FASB issued ASU No. 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes 2019-12 removes 2019-12 2019-12 In August 2020, the FASB issued ASU No. 2020-06, Debt — Debt with Conversion and Other Options (Subtopic 470-20) 815-40): if-converted Recent Accounting Pronouncements Emerging Growth Company Section 102(b)(1) of the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”) exempts emerging growth companies from being required to comply with new or revised financial accounting standards until private companies (that is, those that have not had a Securities Act registration statement declared effective or do not have a class of securities registered under the Exchange Act) are required to comply with the new or revised financial accounting standards. The JOBS Act provides that an emerging growth company can elect to opt out of the extended transition period and comply with the requirements that apply to non-emerging This may make comparison of the Company’s consolidated financial statements with another public company that is neither an emerging growth company nor an emerging growth company that has opted out of using the extended transition period difficult or impossible because of the potential differences in accounting standards used. Accounting Pronouncements Recently Adopted In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2014-09, Revenue from Contracts with Customers In January 2016, the FASB issued ASU No. 2016-01 Financial Instruments, Overall, Recognition and Measurement of Financial Assets and Financial Liabilities 2016-01”). 2016-01 available-for-sale 2016-01 In January 2017, the FASB issued ASU No. 2017-01, Business Combinations (Topic 805): Clarifying the Definition of a Business 2017-01”). 2017-01 2017-01 Accounting Pronouncements Not Yet Adopted In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842) 2016-02”) . 2016-02 right-to-use asset 2016-02 under In June 2016, the FASB issued ASU No. 2016-13, Financial instruments — Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments 2016-13”), 2016-13 2016-13 under In August 2018, the FASB issued ASU No. 2018-15, Intangibles — Goodwill and Other — Internal Use Software (Subtopic 350-40): 2018-15”). 350-40. 2018-15, 2018-15 is 2018-15 under In December 2019, the FASB issued ASU No. 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes 2019-12”). 2019-12 removes 2019-12 will 2019-12 will 2019-12 under In August 2020, the FASB issued ASU No. 2020-06, Debt—Debt with Conversion and Other Options (Subtopic 470-20) 815-40): 2020-06”), if-converted 2020-06
Reinvent Technology Partners Z [Member]
Basis of Presentation and ConsolidationBasis of Presentation The Company’s financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (“GAAP”) and include all adjustments necessary for the fair presentation of the Company’s financial position for the period presented. As described in Note 2 — Restatement of Financial Statements, the Company’s consolidated financial statements for the period from October 2, 2020 (inception) through December 31, 2020 (the “Affected Periods”), are restated in this proxy statement/prospectus to correct the misapplication of accounting guidance related to the Company’s warrants in the Company’s previously issued audited and unaudited condensed financial statements for such periods. The restated financial statements are indicated as “Restated” in the audited and unaudited condensed financial statements and accompanying notes, as applicable. See Note 2 — Restatement of Financial Statements for further discussion.
Use of EstimatesUse of Estimates The preparation of financial statements in conformity with U.S. GAAP requires the Company’s management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of expenses during the reporting period. Making estimates requires management to exercise significant judgment. It is at least reasonably possible that the estimate of the effect of a condition, situation or set of circumstances that existed at the date of the financial statements, which management considered in formulating its estimate, could change in the near term due to one or more future confirming events. Accordingly, the actual results could differ significantly from those estimates.
Cash, Cash Equivalents, and Restricted CashInvestments Held in Trust Account The Company’s portfolio of investments is comprised solely of U.S. government securities, within the meaning set forth in Section 2(a)(16) of the Investment Company Act, with a maturity of 185 days or less, or investments in money market funds that invest in U.S. government securities, or a combination thereof. The Company’s investments held in the Trust Account are classified as trading securities. Trading securities are presented on the balance sheets at fair value at the end of each reporting period. Gains and losses resulting from the change in fair value of these securities is included in unrealized loss on investments held in Trust Account in the accompanying statement of operations. The estimated fair values of investments held in the Trust Account are determined using available market information .
Fair Value of Financial InstrumentsFair Value of Financial Instruments Fair value is defined as the price that would be received for sale of an asset or paid for transfer of a liability, in an orderly transaction between market participants at the measurement date. U.S. GAAP establishes a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). These tiers include:
• Level 1, defined as observable inputs such as quoted prices for identical instruments in active markets;
• Level 2, defined as inputs other than quoted prices in active markets that are either directly or indirectly observable such as quoted prices for similar instruments in active markets or quoted prices for identical or similar instruments in markets that are not active; and
• Level 3, defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions, such as valuations derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable. In some circumstances, the inputs used to measure fair value might be categorized within different levels of the fair value hierarchy. In those instances, the fair value measurement is categorized in its entirety in the fair value hierarchy based on the lowest level input that is significant to the fair value measurement. As of December 31, 2020, the carrying values of cash, accounts payable and accrued expenses approximate their fair values due to the short-term nature of the instruments. The Company’s portfolio of investments held in the Trust Account is comprised of investments in U.S. Treasury securities with an original maturity of 185 days or less or investments in money market funds that invest in U.S. government securities, or a combination thereof. The fair value for trading securities is determined using quoted market prices in active markets.
Concentration of Credit RiskConcentration of Credit Risk Financial instruments that potentially subject the Company to concentrations of credit risk consist of cash accounts in a financial institution, which, at times, may exceed the Federal Depository Insurance Coverage of $250,000, and investments held in Trust Account. At December 31, 2020, the Company has not experienced losses on these accounts and management believes the Company is not exposed to significant risks on such accounts.
Income TaxesIncome Taxes FASB ASC 740 prescribes a recognition threshold and a measurement attribute for the financial statements recognition and measurement of tax positions taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be more likely than not to be sustained upon examination by taxing authorities. There were no unrecognized tax benefits as of December 31, 2020. The Company’s management determined that the Cayman Islands is the Company’s only major tax jurisdiction. The Company recognizes accrued interest and penalties related to unrecognized tax benefits as income tax expense. No amounts were accrued for the payment of interest and penalties as of December 31, 2020. The Company is currently not aware of any issues under review that could result in significant payments, accruals or material deviation from its position. The Company is subject to income tax examinations by major taxing authorities since inception. There is currently no taxation imposed on income by the Government of the Cayman Islands. In accordance with Cayman income tax regulations, income taxes are not levied on the Company. Consequently, income taxes are not reflected in the Company’s financial statements. The Company’s management does not expect that the total amount of unrecognized tax benefits will materially change over the next twelve months.
Net Loss Per Share Attributable to Common Stockholders of Hippo Enterprises Inc.Net Income (Loss) Per Ordinary Share Net income (loss) per ordinary share is computed by dividing net income (loss) by the weighted-average number of ordinary shares outstanding during the periods. The Company has not considered the effect of the warrants sold in the Initial Public Offering and the Private Placement to purchase an aggregate of 9,000,000, of the Company’s Class A ordinary shares in the calculation of diluted net income (loss) per share, since their inclusion would be anti-dilutive under the treasury stock method. The Company’s statement of operations includes a presentation of net income (loss) per share for ordinary shares subject to redemption in a manner similar to the two-class
Class A Ordinary Shares Subject to Possible RedemptionClass A Ordinary Shares Subject to Possible Redemption The Company accounts for its Class A ordinary shares subject to possible redemption in accordance with the guidance in ASC Topic 480 “Distinguishing Liabilities from Equity.” Class A ordinary shares subject to mandatory redemption (if any) are classified as liability instruments and are measured at fair value. Conditionally redeemable Class A ordinary shares (including Class A ordinary shares that feature redemption rights that are either within the control of the holder or subject to redemption upon the occurrence of uncertain events not solely within the Company’s control) are classified as temporary equity. At all other times, Class A ordinary shares are
Offering Costs Associated with the Initial Public OfferingOffering Costs Associated with the Initial Public Offering Offering costs consisted of legal, accounting, underwriting and other costs incurred that were directly related to the Initial Public Offering. Offering costs are allocated to the separable financial instruments issued in the Initial Public Offering based on a relative fair value basis, compared to total proceeds received. Offering costs associated with warrant liabilities are expensed as incurred, presented as non-operating expenses in the statement of operations. Offering costs associated with the Class A ordinary shares were charged to shareholders’ equity upon the completion of the Initial Public Offering.
Derivative warrant liabilitiesDerivative warrant liabilities The Company does not use derivative instruments to hedge exposures to cash flow, market, or foreign currency risks. The Company evaluates all of its financial instruments, including issued stock purchase warrants, to determine if such instruments are derivatives or contain features that qualify as embedded derivatives, pursuant to ASC 480 and ASC 815-15. The classification of derivative instruments, including whether such instruments should be recorded as liabilities or as equity, is re-assessed at the end of each reporting period. The Company accounts for its 9,000,000 common stock warrants issued in connection with its Initial Public Offering and exercise of over-allotment option (4,600,000 warrants) and Private Placement (4,400,000 warrants) as derivative warrant liabilities in accordance with ASC 815-40. Accordingly, the Company recognizes the warrant instruments as liabilities at fair value and adjusts the instruments to fair value at each reporting period. The liabilities are subject to re-measurement at each balance sheet date until exercised, and any change in fair value is recognized in the Company’s statement of operations. The fair value of warrants issued by the Company in connection with the Public Offering, over-Allotment exercise and Private Placement has been estimated using Monte-Carlo simulations at each measurement date.
Cash and Cash EquivalentsCash and Cash Equivalents The Company considers all short-term investments with an original maturity of three months or less when purchased to be cash equivalents.
Risk and UncertaintiesRisk and Uncertainties On January 30, 2020, the World Health Organization (“WHO”) announced a global health emergency because of a new strain of coronavirus (the “COVID-19 COVID-19 COVID-19 COVID-19 These developments and the impact of the COVID-19 COVID-19 COVID-19
Liquidity and Capital ResourcesLiquidity and Capital Resources As of December 31, 2020, the Company had approximately $623,000 in its operating bank accounts, and working capital of approximately $1.5 million. The Company’s liquidity needs to date have been satisfied through a contribution of $25,000 from the Sponsor to cover certain expenses in exchange for the issuance of the Founder Shares (see Note 6), the loan of approximately $60,000 from the Sponsor pursuant to the Note (see Note 6), and the proceeds from the consummation of the Initial Public Offering and Private Placement not held in the Trust Account. The Company fully repaid the Note as of November 23, 2020. In addition, in order to finance transaction costs in connection with a Business Combination, the Sponsor or an affiliate of the Sponsor, or certain of the Company’s officers and directors may, but are not obligated to, provide the Company Working Capital Loans (see Note 6). As of December 31, 2020, there were no amounts outstanding under any Working Capital Loan. Based on the foregoing, management believes that the Company will have sufficient working capital and borrowing capacity from the Sponsor or an affiliate of the Sponsor, or certain of the Company’s officers and directors to meet its needs through the earlier of the consummation of a Business Combination and one year from this filing. Over this time period, the Company will be using these funds for paying existing accounts payable, identifying and evaluating prospective initial Business Combination candidates, performing due diligence on prospective target businesses, paying for travel expenditures, selecting the target business to merge with or acquire, and structuring, negotiating and consummating the Business Combination.
Emerging Growth CompanyEmerging Growth Company The Company is an “emerging growth company,” as defined in Section 2(a) of the Securities Act, as modified by the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”), and it may take advantage of certain exemptions from various reporting requirements that are applicable to other public companies that are not emerging growth companies including, but not limited to, not being required to comply with the auditor attestation requirements of Section 404 of the Sarbanes-Oxley Act of 2002, reduced disclosure obligations regarding executive compensation in its periodic reports and proxy statements, and exemptions from the requirements of holding a nonbinding advisory vote on executive compensation and shareholder approval of any golden parachute payments not previously approved. Further, Section 102(b)(1) of the JOBS Act exempts emerging growth companies from being required to comply with new or revised financial accounting standards until private companies (that is, those that have not had a Securities Act registration statement declared effective or do not have a class of securities registered under the Exchange Act) are required to comply with the new or revised financial accounting standards. The JOBS Act provides that an emerging growth company can elect to opt out of the extended transition period and comply with the requirements that apply to non-emerging This may make comparison of the Company’s financial statements with another public company that is neither an emerging growth company nor an emerging growth company that has opted out of using the extended transition period difficult or impossible because of the potential differences in accounting standards used.
Recent Accounting PronouncementsRecent Accounting Pronouncements Management does not believe that any recently issued, but not yet effective, accounting pronouncement if currently adopted would have a material effect on the Company’s financial statements.

Description of Business and S_3

Description of Business and Summary of Significant Accounting Policies (Tables)12 Months Ended
Dec. 31, 2020
Hippo Enterprises Inc And Subsidiaries [Member]
Disaggregation of Revenue [Line Items]
Summary Of Disaggregation Of Revenue by Major SourceThe following table disaggregates the Company’s revenues by major source (in millions):
Year Ended
2020 2019
Net earned premium $ 17.1 $ —
MGA commissions, net 12.4 20.1
Agency commissions, net 10.0 6.6
Policy fees 4.3 2.8
Claims processing fees 4.7 2.2
Other revenue 2.0 0.8
Net investment income 1.1 2.2
Total revenue, net $ 51.6 $ 34.7

Restatement of Financial Stat_2

Restatement of Financial Statements (Tables) - Reinvent Technology Partners Z [Member]3 Months Ended
Dec. 31, 2020
Restatement of Balance SheetThe tables below present the effect of the financial statement adjustments related to the restatement discussed above of the Company’s previously reported financial statements as of and for the year ended December 31, 2020:
As of December 31, 2020
As Previously Restatement As Restated
Balance Sheet
Total assets $ 231,716,367 $ — $ 231,716,367
Liabilities and shareholders’ equity
Total current liabilities $ 151,244 $ — $ 151,244
Deferred legal fees 200,000 — 200,000
Deferred underwriting commissions 8,050,000 8,050,000
Derivative warrant liabilities — 13,467,630 13,467,630
Total liabilities 8,401,244 13,467,630 21,868,874
Class A common stock, $0.0001 par value; shares subject to possible redemption 218,315,120 (13,467,630 ) 204,847,490
Shareholders’ equity
Preferred stock — $0.0001 par value — — —
Class A common stock — $0.0001 par value 117 135 252
Class B common stock — $0.0001 par value 575 — 575
Additional paid-in-capital 5,230,984 1,240,405 6,471,389
Accumulated deficit (231,673 ) (1,240,540 ) (1,472,213 )
Total shareholders’ equity 5,000,003 — 5,000,003
Total liabilities and shareholders’ equity $ 231,716,367 $ — $ 231,716,367
The table below presents the effect of the financial statement adjustments related to the restatement discussed above of the Company’s previously reported balance sheet dated November 23, 2020.
As of November 23, 2020
As Previously Restatement As Restated
Unaudited Condensed Balance Sheet
Total assets $ 233,001,707 $ — $ 233,001,707
Liabilities and shareholders’ equity
Total current liabilities $ 1,438,508 $ — $ 1,438,508
Deferred underwriting commissions 8,050,000 — 8,050,000
Derivative warrant liabilities — 12,601,580 12,601,580
Total liabilities 9,488,508 12,601,580 22,090,088
Class A common stock, $0.0001 par value; shares subject to possible redemption 218,513,190 (12,601,580 ) 205,911,610
Shareholders’ equity
Preferred stock - $0.0001 par value — — —
Class A common stock - $0.0001 par value 115 126 241
Class B common stock - $0.0001 par value 575 — 575
Additional paid-in-capital 5,032,916 374,364 5,407,280
Accumulated deficit (33,597 ) (374,490 ) (408,087 )
Total shareholders’ equity 5,000,009 — 5,000,009
Total liabilities and shareholders’ equity $ 233,001,707 $ — $ 233,001,707
Restatement of Income StatementPeriod From October 2, 2020 (Inception)
As Previously Restatement As Restated
Statement of Operations
Loss from operations $ (250,366 ) $ — $ (250,366 )
Other (expense) income:
Change in fair value of warrant liabilities — (866,050 ) (866,050 )
Financing costs — (374,490 ) (374,490 )
Unrealized gain on investments held in Trust Account 18,693 — 18,693
Total other (expense) income 18,693 (1,240,540 ) (1,221,847 )
Net loss $ (231,673 ) $ (1,240,540 ) $ (1,472,213 )
Basic and Diluted weighted-average Class A common stock outstanding 23,000,000 23,000,000
Basic and Diluted net loss per Class A common shares $ 0.00 $ —
Basic and Diluted weighted-average Class B common stock outstanding 5,750,000 5,750,000
Basic and Diluted net loss per Class B common shares $ (0.06 ) $ (0.26 )
Restatement of Cash FlowsPeriod From October 2, 2020 (Inception) Through December 31, 2020
As Previously Restatement As Restated
Statement of Cash Flows
Net loss $ (231,673 ) $ (1,240,540 ) $ (1,472,213 )
Adjustments to reconcile net loss to net cash used in operating activities 6,307 1,240,540 1,246,847
Net cash used in operating activities (1,233,811 ) — (1,233,811 )
Net cash used in investing activities (230,000,000 ) — (230,000,000 )
Net cash provided by financing activities 231,856,796 — 231,856,796
Net change in cash $ 622,985 $ — $ 622,985

Investments (Tables)

Investments (Tables) - Hippo Enterprises Inc And Subsidiaries [Member]6 Months Ended12 Months Ended
Jun. 30, 2021Dec. 31, 2020
Marketable Securities [Line Items]
Schedule of Amortized Cost and Fair Value of Fixed Maturities Securities and Short-Term InvestmentsThe amortized cost and fair value of fixed maturities securities are as follows (in millions):
June 30, 2021
Amortized Unrealized Unrealized Fair Value
Fixed maturities available-for-sale:
U.S. government and agencies 10.0 — — 10.0
States, and other territories 5.9 — — 5.9
Corporate securities 18.5 — (0.1 ) 18.4
Foreign securities 0.3 — — 0.3
Residential mortgage-backed securities 10.7 — (0.1 ) 10.6
Commercial mortgage-backed securities 5.1 — (0.1 ) 5.0
Asset backed securities 6.4 — — 6.4
Total $ 56.9 $ — $ (0.3 ) $ 56.6
December 31, 2020
Amortized Unrealized Unrealized Fair Value
Fixed maturities available-for-sale:
U.S. government and agencies 10.1 — — 10.1
States, and other territories 5.1 — — 5.1
Corporate securities 17.4 — — 17.4
Foreign securities 0.8 — — 0.8
Residential mortgage-backed securities 12.9 — — 12.9
Commercial mortgage-backed securities 5.4 0.1 — 5.5
Asset backed securities 4.2 — — 4.2
Total $ 55.9 $ 0.1 $ — $ 56.0
The amortized cost and fair value of fixed maturities securities and short-term investments are as follows (in millions):
As of December 31, 2020
Amortized Unrealized Unrealized Fair
Fixed maturities available-for-sale:
U.S. government and agencies $ 9.5 $ — $ — $ 9.5
All other government 0.6 — — 0.6
States, and other territories 5.1 — — 5.1
Corporate securities 17.4 — — 17.4
Foreign securities 0.8 — — 0.8
Residential mortgage-backed securities 12.9 — — 12.9
Commercial mortgage-backed securities 5.4 0.1 — 5.5
Asset backed securities 4.2 — — 4.2
Total $ 55.9 $ 0.1 $ — $ 56.0
As of December 31, 2019
Amortized Unrealized Unrealized Fair
Short-term investments:
U.S. government securities $ 96.4 $ 0.1 $ — $ 96.5
Total $ 96.4 $ 0.1 $ — $ 96.5
Schedule Of Amortized Cost ad Fair value Fixed Maturities Securities and Short term Investments by Contractual MaturityThe amortized cost and fair value of fixed maturities securities by contractual maturity are as follows (in millions):
June 30, 2021
Amortized Cost Fair Value
Due to mature:
One year or less $ 9.3 $ 9.3
After one year through five years 21.1 21.1
After five years 4.2 4.1
After ten years 0.1 0.1
Residential mortgage-backed securities 10.7 10.6
Commercial mortgage-backed securities 5.1 5.0
Asset backed securities 6.4 6.4
Total fixed maturities available-for-sale $ 56.9 $ 56.6
The amortized cost and fair value of fixed maturities securities and short-term investments by contractual maturity are as follows (in millions):
As of December 31, 2020
Amortized Cost Fair Value
Due to mature:
One year or less $ 6.4 $ 6.4
After one year through five years 21.5 21.5
After five years 5.4 5.4
After ten years 0.1 0.1
Residential mortgage-backed securities 12.9 12.9
Commercial mortgage-backed securities 5.4 5.5
Asset backed securities 4.2 4.2
Total fixed maturities available-for-sale $ 55.9 $ 56.0
As of December 31, 2019
Amortized Cost Fair Value
Due to mature:
One year or less $ 96.4 $ 96.5
Total short-term investments $ 96.4 $ 96.5
Schedule of Net Investment IncomeThe Company’s net investment income is comprised of the following (in millions):
Three Months Ended June 30, Six Months Ended June 30,
2021 2020 2021 2020
Fixed maturities income $ 0.1 $ 0.2 $ 0.2 $ 0.6
Total gross investment income 0.1 0.2 0.2 0.6
Investment expenses — — — —
Net investment income $ 0.1 $ 0.2 $ 0.2 $ 0.6
The Company’s net investment income is comprised of the following (in millions):
Year ended
2020 2019
Fixed maturities income $ 1.1 $ —
Short-term investment income — 2.2
Total gross investment income 1.1 2.2
Investment expenses — —
Net investment income $ 1.1 $ 2.2
Schedule of Special DepositsThe following table reflects special deposits (in millions):
June 30, 2021
Amortized Cost Fair Value
State
Illinois $ 1.6 $ 1.6
Colorado 1.5 1.5
Nevada 0.2 0.2
North Carolina 0.3 0.3
Virginia 0.3 0.4
New Mexico 0.3 0.4
New York 3.1 3.1
Vermont 0.3 0.3
Massachusetts 0.1 0.1
Florida 0.3 0.3
Georgia 0.1 0.1
Total states $ 8.1 $ 8.3
The following table reflects special deposits (in millions):
As of December 31, 2020
Amortized Cost Fair Value
State
Illinois $ 1.6 $ 1.6
Colorado 1.5 1.5
Nevada 0.4 0.4
North Carolina 0.3 0.3
Virginia 0.4 0.4
New Mexico 0.4 0.4
New York 3.1 3.1
Vermont 0.3 0.3
Massachusetts 0.1 0.1
Florida 0.3 0.3
Total states $ 8.4 $ 8.4

Cash, Cash Equivalents, and R_2

Cash, Cash Equivalents, and Restricted Cash (Tables)6 Months Ended12 Months Ended
Jun. 30, 2021Dec. 31, 2020
Hippo Enterprises Inc And Subsidiaries [Member]
Schedule of Cash,Cash Equivalents and Restricted CashThe following table sets forth the cash, cash equivalents, and restricted cash (in millions):
June 30, 2021 December 31, 2020
Cash and cash equivalents:
Cash $ 126.2 $ 56.7
Money market funds 237.9 372.1
Treasury bills — 23.5
Total cash and cash equivalents 364.1 452.3
Restricted cash:
Fiduciary assets 28.0 12.1
Letters of credit and cash on deposit 18.1 28.0
Total restricted cash 46.1 40.1
Total cash, cash equivalents, and restricted cash $ 410.2 $ 492.4
The following table sets forth the cash, cash equivalents, and restricted cash (in millions):
As of
2020 2019
Cash and cash equivalents:
Cash $ 56.7 $ 19.6
Money market funds 372.1 3.7
Treasury bills 23.5 —
Total cash and cash equivalents 452.3 23.3
Restricted cash:
Fiduciary assets 12.1 12.7
Cash on deposit 28.0 6.0
Total restricted cash 40.1 18.7
Total cash, cash equivalents, and restricted cash $ 492.4 $ 42.0

Fair Value Measurements (Tables

Fair Value Measurements (Tables)3 Months Ended6 Months Ended12 Months Ended
Dec. 31, 2020Jun. 30, 2021Dec. 31, 2020
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Summary of assets that are measured at fair value on a recurring basisJune 30, 2021
Description Quoted Prices in Active Markets Significant Other Observable Inputs Significant Other Unobservable Inputs
Assets:
U.S. Treasury Securities $ 230,004,108 $ — $ —
Liabilities:
Derivative warrant liabilities — public warrants $ 8,318,290 $ — $ —
Derivative warrant liabilities — private warrants $ — $ — $ 8,284,890 December 31, 2020
Description Quoted Prices in Active Markets Significant Other Observable Inputs Significant Other Unobservable Inputs
Assets:
U.S. Treasury Fund $ 230,017,782 $ — $ —
Liabilities:
Derivative warrant liabilities — public warrants $ — $ — $ 6,762,630
Derivative warrant liabilities — private warrants $ — $ — $ 6,705,000
Summary of fair value measurement inputs and valuation techniquesThe following table provides quantitative information regarding Level 3 fair value measurements inputs at their measurement dates:
As of June 30, As of December 31,
Stock price $ 9.93 $ 9.98
Volatility 25.7 % 23.5 %
Expected life of the options to convert 5.10 5.47
Risk-free rate 0.88 % 0.43 %
Dividend yield — —
Summary of Changes in the Carrying Value of the LiabilityThe change in the fair value of the Level 3 derivative warrant liabilities for six months ended June 30, 2021 is summarized as follows:
Level 3 – Derivative warrant liabilities at January 1, 2021 $ 13,467,630
Transfer of Public Warrants to Level 1 (7,285,410 )
Change in fair value of derivative warrant liabilities 2,102,670
Level 3 – Derivative warrant liabilities at June 30, 2021 $ 8,284,890
Hippo Enterprises Inc And Subsidiaries [Member]
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Summary of assets that are measured at fair value on a recurring basisThe following table summarizes the Company’s fair value hierarchy for its financial assets and liabilities measured at fair value on a recurring basis (in millions):
June 30, 2021
Level 1 Level 2 Level 3 Total
Financial assets:
Cash equivalents:
Money market funds 237.9 $ — $ — $ 237.9
Total cash equivalents $ 237.9 $ — $ — $ 237.9
Fixed maturities available-for-sale:
U.S. government and agencies $ 10.0 $ — $ — $ 10.0
States, and other territories — 5.9 — 5.9
Corporate securities — 18.4 — 18.4
Foreign securities — 0.3 — 0.3
Residential mortgage-backed securities — 10.6 — 10.6
Commercial mortgage-backed securities — 5.0 — 5.0
Asset backed securities — 6.4 — 6.4
Total fixed maturities available-for-sale 10.0 46.6 — 56.6
Total financial assets $ 247.9 $ 46.6 $ — $ 294.5
Financial liabilities:
Derivative liability on convertible promissory notes $ — $ — $ 162.6 $ 162.6
Contingent consideration liability — — 11.6 11.6
Preferred stock warrant liabilities — — 137.5 137.5
Total financial liabilities $ — $ — $ 311.7 $ 311.7
December 31, 2020
Level 1 Level 2 Level 3 Total
Financial assets:
Cash equivalents:
Money market funds $ 372.1 $ — $ — $ 372.1
Treasury Bills 23.5 — — 23.5
Total cash equivalents $ 395.6 $ — $ — $ 395.6
Fixed maturities available-for-sale:
U.S. government and agencies $ 10.1 $ — $ — $ 10.1
States, and other territories — 5.1 — 5.1
Corporate securities — 17.4 — 17.4
Foreign securities — 0.8 — 0.8
Residential mortgage-backed securities — 12.9 — 12.9
Commercial mortgage-backed securities — 5.5 — 5.5
Asset backed securities — 4.2 — 4.2
Total fixed maturities available-for-sale $ 10.1 $ 45.9 $ — $ 56.0
Total financial assets $ 405.7 $ 45.9 $ — $ 451.6
Financial liabilities:
Derivative liability on convertible promissory notes $ — $ — $ 113.3 $ 113.3
Contingent consideration liability — — 12.0 12.0
Preferred stock warrant liabilities — — 22.9 22.9
Total financial liabilities $ — $ — $ 148.2 $ 148.2
The following table summarizes the Company’s fair value hierarchy for its financial assets and liabilities measured at fair value on a recurring basis (in millions):
As of December 31, 2020
Level 1 Level 2 Level 3 Total
Financial assets:
Cash equivalents:
Money market funds $ 372.1 $ — $ — $ 372.1
Treasury bills 23.5 — — 23.5
Total cash equivalents $ 395.6 $ — $ — $ 395.6
Fixed maturities available-for-sale:
U.S. government and agencies $ 9.5 $ — $ — $ 9.5
All other government 0.6 — — 0.6
States, and other territories — 5.1 — 5.1
Corporate securities — 17.4 — 17.4
Foreign securities — 0.8 — 0.8
Residential mortgage-backed securities — 12.9 — 12.9
Commercial mortgage-backed securities — 5.5 — 5.5
Asset backed securities — 4.2 — 4.2
Total fixed maturities available-for-sale $ 10.1 $ 45.9 $ — $ 56.0
Total financial assets $ 405.7 $ 45.9 $ — $ 451.6
Financial liabilities:
Derivative liability on convertible promissory notes $ — $ — $ 113.3 $ 113.3
Contingent consideration liability — — 12.0 12.0
Preferred stock warrant liabilities — — 22.9 22.9
Total financial liabilities $ — $ — $ 148.2 $ 148.2
As of December 31, 2019
Level 1 Level 2 Level 3 Total
Financial assets:
Cash equivalents:
Money market funds $ 3.7 $ — $ — $ 3.7
Short-term investments:
U.S. government securities 96.5 — — 96.5
Total financial assets $ 100.2 $ — $ — $ 100.2
Financial liabilities:
Contingent consideration liability $ — $ — $ 13.8 $ 13.8
Preferred stock warrant liabilities — — 6.7 6.7
Total financial liabilities $ — $ — $ 20.5 $ 20.5
Summary of fair value measurement inputs and valuation techniquesThe following assumptions were used in determining fair value of the convertible preferred stock warrant liabilities:
June 30, 2021 December 31, 2020
Fair value of Series A-2 $ 66.64 $ 18.25
Fair value of Series C-1 $ 66.74 $ 20.09
Exercise price A-2 $ 1.57 $ 1.57
Exercise price C-1 $ 11.74 $ 11.74
Expected term (in years) 1.3-5.7 1.8-6.2
Expected volatility 26.6%-29.1% 29.0%-40.7%
Risk-free interest rate 0.1%-1.1% 0.1%-0.5%
Expected dividend yield — % — %
The following assumptions were used in determining fair value of the convertible preferred stock warrant liabilities:
As of December 31,
2020 2019
Fair value of Series A-2 $18.25 $8.26
Fair value of Series C-1 $20.09 $12.80
Exercise price A-2 $1.57 $1.57
Exercise price C-1 $11.74 $11.74
Expected term (in years) 1.8-6.2 2.8–7.2
Expected volatility 29.0%-40.7% 21.5%–22.8%
Risk-free interest rate 0.1%-0.5% 1.6%–1.8%
Expected dividend yield — % — %
Summary of Changes in the Carrying Value of the LiabilityThe following table includes a rollforward of the contingent consideration liability (in millions):
Balance as of January 1, 2019 $ —
Initial recognition of contingent consideration included 14.9
in purchase consideration of acquisition
Payments of contingent consideration (3.0 )
Changes in fair value 1.9
Balance as of December 31, 2019 $ 13.8
Payments of contingent consideration (5.2 )
Changes in fair value 3.4
Balance as of December 31, 2020 $ 12.0
Hippo Enterprises Inc And Subsidiaries [Member] | Preferred Stock Warrant Liability [Member]
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Summary of Changes in the Carrying Value of the LiabilityThe table below presents changes in the preferred stock warrant liability valued using Level 3 inputs (in millions):
2021 2020
Balance as of January 1, $ 22.9 $ 6.7
Changes in fair value 114.6 4.1
Balance as of June 30, $ 137.5 $ 10.8
The following table includes a rollforward of the preferred stock warrant liability activity valued using Level 3 inputs is (in millions):
Balance as of January 1, 2019 $ 4.7
Changes in fair value 2.0
Balance as of December 31, 2019 6.7
Changes in fair value 16.2
Balance as of December 31, 2020 $ 22.9
Hippo Enterprises Inc And Subsidiaries [Member] | Contingent Consideration [Member]
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Summary of Changes in the Carrying Value of the LiabilityThe table below presents the changes in the contingent consideration liability valued using Level 3 inputs (in millions):
2021 2020
Balance as of January 1, $ 12.0 $ 13.8
Payments of contingent consideration (1.7 ) (3.2 )
Changes in fair value 1.3 —
Balance as of June 30, $ 11.6 $ 10.6
Hippo Enterprises Inc And Subsidiaries [Member] | Derivative Financial Instruments, Liabilities [Member]
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Summary of Changes in the Carrying Value of the LiabilityThe table below presents the changes in derivative liability on convertible promissory notes valued using Level 3 inputs (in millions):
2021
Balance as of January 1, $ 113.3
Initial measurement of new derivative 2.8
Changes in fair value 46.5
Balance as of June 30, $ 162.6
Reinvent Technology Partners Z [Member]
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Summary of assets that are measured at fair value on a recurring basisThe following table presents information about the Company’s assets and liabilities that are measured at fair value on a recurring basis as of December 31, 2020 and indicates the fair value hierarchy of the valuation techniques that the Company utilized to determine such fair value.
Description Quoted Prices in Significant Other Significant Other
Assets:
Investments held in Trust Account $ 230,017,782 $ — $ —
Liabilities:
Derivative warrant liabilities — Public Warrants $ — $ — $ 6,762,630
Derivative warrant liabilities — Private Warrants $ — $ — $ 6,705,000
Summary of fair value measurement inputs and valuation techniquesThe following table provides quantitative information regarding Level 3 fair value measurements inputs as their measurement dates:
As of As of
Stock price $ 9.72 $ 9.98
Volatility 23.20 % 23.50 %
Expected life of the options to convert 5.6 5.5
Risk-free rate 0.47 % 0.43 %
Dividend yield — —

Deferred Policy Acquisition C_2

Deferred Policy Acquisition Costs (Tables)12 Months Ended
Dec. 31, 2020
Hippo Enterprises Inc And Subsidiaries [Member]
Summary of policy acquisition costs deferred and amortizedThe following table presents the policy acquisition costs deferred and amortized (in millions):
December 31,
Deferred policy acquisition costs, net at beginning of year $ —
Policy acquisition costs deferred during year 6.4
Policy acquisition costs amortized during year (4.5 )
Deferred policy acquisition costs, net at end of year $ 1.9

Capitalized Internal Use Soft_2

Capitalized Internal Use Software (Tables)12 Months Ended
Dec. 31, 2020
Hippo Enterprises Inc And Subsidiaries [Member]
Summary of capitalized internal use softwareCapitalized internal use software consists of the following (in millions):
As of
2020 2019
Capitalized internal use software $ 18.4 $ 8.9
Less: accumulated amortization (3.7 ) (1.1 )
Total capitalized internal use software $ 14.7 $ 7.8

Intangible Assets (Tables)

Intangible Assets (Tables) - Hippo Enterprises Inc And Subsidiaries [Member]6 Months Ended12 Months Ended
Jun. 30, 2021Dec. 31, 2020
Intangible Assets Disclosure [Line Items]
Schedule of finite lived intangible assetsJune 30, 2021 December 31, 2020
Weighted- Gross Accumulated Net Carrying Amount Gross Carrying Accumulated Net
(in millions) (in millions)
Agency and carrier 7.9 $ 13.5 $ (0.9 ) $ 12.6 $ 13.5 $ (0.1 ) $ 13.4
State licenses and domain name Indefinite 10.5 — 10.5 7.1 — 7.1
Customer relationships 3.8 13.2 (4.9 ) 8.3 13.2 (3.8 ) 9.4
Developed technology 1.3 3.6 (2.0 ) 1.6 3.6 (1.4 ) 2.2
VOBA 1.2 0.1 — 0.1 0.1 — 0.1
Other 7.1 1.9 (0.4 ) 1.5 1.9 (0.2 ) 1.7
Total intangible assets, net $ 42.8 $ (8.2 ) $ 34.6 $ 39.4 $ (5.5 ) $ 33.9
The gross carrying amounts, accumulated amortization, and net carrying amounts of the Company’s amortizable intangible assets are presented in the table below (in millions):
As of December 31,
2020 2019
Weighted- (in years) Gross Accumulated Net Gross Accumulated Net
Customer relationships 4.3 $ 13.2 $ (3.8 ) $ 9.4 $ 13.2 $ (1.6 ) $ 11.6
Developed technology 1.8 3.6 (1.4 ) 2.2 3.6 (0.2 ) 3.4
Agency and carrier relationships 7.9 13.5 (0.1 ) 13.4 — — —
State licenses Indefinite 7.1 — 7.1 — — —
VOBA 1.7 0.1 — 0.1 — — —
Other 7.3 1.9 (0.2 ) 1.7 0.7 (0.1 ) 0.6
Total intangible assets, net $ 39.4 $ (5.5 ) $ 33.9 $ 17.5 $ (1.9 ) $ 15.6
Schedule of projected annual amortization expense of intangible assetsAs of December 31, 2020, the projected annual amortization expense for the Company’s intangible assets for the next five years is as follows (in millions):
Year ending December 31,
2021 $ 5.4
2022 5.2
2023 4.1
2024 4.1
2025 2.5
Thereafter 5.5
Total $ 26.8

Goodwill (Tables)

Goodwill (Tables)12 Months Ended
Dec. 31, 2020
Hippo Enterprises Inc And Subsidiaries [Member]
Indefinite-lived Intangible Assets [Line Items]
Summary of changes in goodwillThe following table represents the changes in goodwill (in millions):
Balance at January 1, 2019 $ —
Additions from acquisitions 1.9
Balance at December 31, 2019 $ 1.9
Additions from acquisitions 45.9
Balance at December 31, 2020 $ 47.8

Accrued Expenses and Other Li_2

Accrued Expenses and Other Liabilities (Tables)6 Months Ended12 Months Ended
Jun. 30, 2021Dec. 31, 2020
Hippo Enterprises Inc And Subsidiaries [Member]
Accrued Liabilities And Other Liabilities [Line Items]
Summary of accrued expenses and other liabilitiesJune 30, 2021 December 31, 2020
(in millions)
Accrued wages and commissions $ 7.0 $ 5.0
Deferred revenue 7.2 1.7
Advances from customers 9.6 4.4
Accrued licenses and taxes 3.0 2.5
Accrued transaction cost 1.1 —
Accrued interest 0.9 0.8
Other 17.2 11.3
Total accrued expenses and other liabilities $ 46.0 $ 25.7
Accrued expenses and other liabilities consist of the following (in millions):
As of
2020 2019
Accrued wages and commissions $ 5.0 $ 5.3
Accounts payable 0.5 3.2
Deferred revenue 1.7 0.8
Advances from customers 4.4 1.5
Accrued license fees and taxes 2.5 —
Other 11.6 3.8
Total accrued expenses and other liabilities $ 25.7 $ 14.6

Loss and Loss Adjustment Expe_2

Loss and Loss Adjustment Expense Reserves (Tables) - Hippo Enterprises Inc And Subsidiaries [Member]6 Months Ended12 Months Ended
Jun. 30, 2021Dec. 31, 2020
Loss and Loss Adjustment Expense Reserves [Line Items]
Summary of the reconciliation of the beginning and ending reserve balances for loss and loss adjustment expenses, net of reinsuranceThe reconciliation of the beginning and ending reserve balances for losses and loss adjustment expenses, net of reinsurance is summarized as follows for the six months ended June 30, (in millions):
2021 2020
Reserve for losses and LAE gross of reinsurance recoverables on unpaid losses and LAE as of beginning of the period $ 105.1 $ —
Reinsurance recoverables on unpaid losses (92.1 ) —
Reserve for losses and LAE, net of reinsurance recoverables as of beginning of the period 13.0 —
Add: Incurred losses and LAE, net of reinsurance, related to:
Current year 39.0 5.3
Prior years (0.3 ) (0.1 )
Total incurred 38.7 5.2
Deduct: Loss and LAE payments, net of reinsurance, related to:
Current year (19.5 ) (3.3 )
Prior year (5.1 ) —
Total paid (24.6 ) (3.3 )
Reserve for losses and LAE, net of reinsurance recoverables at end of period 27.1 1.9
Add: Reinsurance recoverables on unpaid losses and LAE at end of period 168.1 —
Reserve for losses and LAE gross of reinsurance recoverables on unpaid losses and LAE as of end of the period $ 195.2 $ 1.9
The reconciliation of the beginning and ending reserve balances for loss and LAE, net of reinsurance is summarized as follows (in millions), reflecting the reserve balances acquired through the Company’s acquisition of Spinnaker:
2020
Reserve for losses and LAE, net of reinsurance recoverables as of January 1, 2020 $ —
Add: Incurred losses and LAE, net of reinsurance, related to:
Current year 25.3
Prior years —
Total incurred 25.3
Deduct: Loss and LAE payments, net of reinsurance, related to:
Current year (17.0 )
Prior year (0.3 )
Total paid (17.3 )
Add: Reserve for losses and LAE, net of reinsurance recoverables acquired from Spinnaker 5.0
Reserve for losses and LAE, net of reinsurance recoverables as of December 31, 2020 13.0
Add: Reinsurance recoverables on unpaid losses and LAE as of December 31, 2020 92.1
Reserve for losses and LAE gross of reinsurance recoverables on unpaid losses and LAE as of December 31, 2020 $ 105.1
Summary of loss and loss adjustment expenses incurred by accident yearThe following tables present information about incurred and paid loss development as of December 31, 2020, net of reinsurance, as well as cumulative claim frequency and the total of IBNR reserves. The tables include unaudited information about incurred and paid claims development for the years ended December 31, 2015​​​​​​​ through 2020. In addition, the following table shows incurred loss and LAE by accident year in aggregate as the Company has one single operating and reportable segment. (in millions, except for number of claims):​​​​​​​
December 31, December 31, 2020
2015 2016 2017 2018 2019 2020 IBNR Cumulative
(unaudited) (unaudited) (unaudited) (unaudited) (unaudited)
Accident Year
2015 $ — $ — $ — $ — $ — $ — $ — 7
2016 — 2.5 1.9 1.9 1.8 1.8 — 713
2017 — — 5.2 4.4 4.0 4.0 — 3,118
2018 — — — 7.8 7.2 7.2 0.6 6,156
2019 — — — — 4.8 4.9 0.3 13,676
2020 — — — — — 28.1 6.4 26,242
Total incurred Loss and Loss Adjustment Expenses, net $ 46.0 $ 7.3 49,912
Summary of cumulative paid loss and loss adjustment expenses, net of reinsuranceThe following table presents cumulative paid loss and LAE, net of reinsurance (in millions):
December 31,
2015 2016 2017 2018 2019 2020
(unaudited) (unaudited) (unaudited) (unaudited) (unaudited)
Accident Year
2015 $ — $ — $ — $ — $ — $ —
2016 — 1.2 1.8 1.9 1.8 1.8
2017 — — 3.0 4.0 4.0 4.0
2018 — — — 5.3 5.7 5.7
2019 — — — — 3.2 4.4
2020 — — — — — 17.1
Total paid losses and LAE, net $ 33.0
Total unpaid loss and LAE reserves, net $ 13.0
Ceded unpaid loss and LAE 92.1
Gross unpaid loss and LAE $ 105.1
Summary of supplementary information about average historical claims durationThe following table presents supplementary information about average historical claims duration as of December 31, 2020:
Years 1 2 3 4 5
Property and Casualty 60 % 28 % 4 % 7 % 0 %
Summary of the reconciliation of the net incurred and paid loss information in the loss reserve rollforward table and development tablesThe reconciliation of the net incurred and paid loss information in the loss reserve rollforward table and development tables with respect to the current accident year is as follows (in millions):
2020 — Current
Accident Year
Incurred Paid
Rollforward table $ 25.3 $ 17.0
Development table 28.1 17.1
Variance $ (2.8 ) $ (0.1 )
Unallocated loss adjustment expense 2.2 (2.1 )
Loss and LAE of Spinnaker prior to the acquisition (5.0 ) 2.0

Reinsurance (Tables)

Reinsurance (Tables) - Hippo Enterprises Inc And Subsidiaries [Member]6 Months Ended12 Months Ended
Jun. 30, 2021Dec. 31, 2020
Effects of Reinsurance [Line Items]
Summary of amounts affecting the financial statements for ceded reinsuranceThe following tables reflect amounts affecting the statements of operations and comprehensive loss for ceded reinsurance for the three and six months ended June 30, 2021 and 2020 (in millions):
For the Three Months Ended June 30,
2021 2020
Written Earned Loss and LAE Written Earned Loss and LAE
Direct $ 129.3 $ 83.9 $ 135.7 $ — $ — $ —
Assumed (0.7 ) 3.2 4.8 5.5 3.1 3.3
Gross 128.6 87.1 140.5 5.5 3.1 3.3
Ceded (116.4 ) (76.9 ) (119.1 ) — (0.6 ) —
Net $ 12.2 $ 10.2 $ 21.4 $ 5.5 $ 2.5 $ 3.3
For the Six Months Ended June 30,
2021 2020
Written Earned Loss and LAE Written Earned Loss and LAE
Direct $ 224.3 $ 154.9 $ 276.1 $ — $ — $ —
Assumed 3.4 6.6 10.1 14.7 4.8 5.2
Gross 227.7 161.5 286.2 14.7 4.8 5.2
Ceded (208.4 ) (142.5 ) (247.5 ) (2.0 ) (0.8 ) —
Net $ 19.3 $ 19.0 $ 38.7 $ 12.7 $ 4.0 $ 5.2
The following table reflects amounts affecting the consolidated balance sheets and statements of operations and comprehensive loss for ceded reinsurance as of and for the year ended December 31, 2020 (in millions):
2020
Loss and LAE reserves
Direct $ 102.7
Assumed 2.4
Gross loss and LAE reserves 105.1
Ceded (92.1 )
Net loss and LAE reserves $ 13.0
Unearned premiums:
Direct $ 143.7
Assumed 6.6
Gross unearned premiums 150.3
Ceded (129.4 )
Net unearned premiums $ 20.9
2020
Written premiums:
Direct $ 90.0
Assumed 26.1
Gross written premiums 116.1
Ceded (78.4 )
Net written premiums $ 37.7
Earned premiums :
Direct $ 88.7
Assumed 9.3
Gross earned premiums 98.0
Ceded (80.9 )
Net earned premiums $ 17.1
Loss and LAE incurred:
Direct $ 93.6
Assumed 13.3
Gross loss and LAE 106.9
Ceded (81.6 )
Net loss and LAE $ 25.3
Summary of reconciliation of incurred and paid loss by loss adjustment expense development to gross loss and loss expense reserveReconciliation of incurred and paid loss by LAE development to gross loss and loss expense reserves are as follows (in millions):
2020
Loss — net of reinsurance $ 12.5
LAE — net of reinsurance 0.5
Reinsurance recoverables on unpaid loss 92.1
Total loss and LAE reserves—gross of reinsurance $ 105.1
Summary of reinsurance recoverables on paid and unpaid losses and loss adjustment expenseAmounts recoverable from reinsurers are recognized in a manner consistent with the claims liabilities associated with the reinsurance placement and presented on the balance sheet as reinsurance recoverable on paid and unpaid losses and LAE. Such balance as of December 31, 2020 is presented in the table below (in millions).
2020
Reinsurance recoverable on paid loss $ 42.0
Ceded unpaid loss and LAE 92.1
Total reinsurance recoverable $ 134.1
Summary of unsecured reinsurance recoverable and prepaid reinsurance balancesThe Company has the following unsecured reinsurance recoverable and prepaid reinsurance premium balances from reinsurers at December 31, 2020 (in millions):
AM Best Rating Reinsurer 2020
A Validus Reinsurance, Ltd. $ 46.9
A+ Transatlantic Reinsurance Company 28.8
A Validus Reinsurance (Switzerland) Ltd. 22.6
A++ General Reinsurance Corporation 14.4
$ 112.7
Other reinsurers 73.7
$ 186.4

Statutory Financial Informati_2

Statutory Financial Information (Tables)12 Months Ended
Dec. 31, 2020
Hippo Enterprises Inc And Subsidiaries [Member]
Statutory Accounting Practices [Line Items]
Summary of statutory net income and statutory surplusSpinnaker’s statutory net income and statutory surplus as of December 31, 2020 and 2019 and for the years then ended are summarized as follows (in millions):
December 31,
2020 2019
Statutory net income $ 6.6 $ 4.3
Statutory capital and surplus 69.6 38.0

Commitments and Contingencies (

Commitments and Contingencies (Tables)12 Months Ended
Dec. 31, 2020
Hippo Enterprises Inc And Subsidiaries [Member]
Loss Contingencies [Line Items]
Schedule of future minimum lease paymentsFuture minimum lease payments required under these agreements as of December 31, 2020 are as follows (in millions):
Year Ending December 31,
2021 $ 2.9
2022 4.0
2023 3.5
2024 3.5
2025 3.6
Thereafter 7.6
Total $ 25.1

Convertible Preferred Stock (Ta

Convertible Preferred Stock (Tables)6 Months Ended12 Months Ended
Jun. 30, 2021Dec. 31, 2020
Redeemable Noncontrolling Interest [Line Items]
Schedule of assumptions of convertible preferred stock warrant liabilitiesThe following table provides quantitative information regarding Level 3 fair value measurements inputs at their measurement dates:
As of June 30, As of December 31,
Stock price $ 9.93 $ 9.98
Volatility 25.7 % 23.5 %
Expected life of the options to convert 5.10 5.47
Risk-free rate 0.88 % 0.43 %
Dividend yield — —
Hippo Enterprises Inc And Subsidiaries [Member]
Redeemable Noncontrolling Interest [Line Items]
Schedule of convertible preferred stockThere was no change in preferred stock during the six month period ended June 30, 2021 (in millions, except for share and per share data).
June 30, 2021
Issuance Price Authorized Shares Issued and Net Liquidation
Preferred A-1 $ 0.56965 5,889,829 5,889,829 $ 3.4 $ 3.4
Preferred A-2 1.57432 7,015,787 6,987,125 10.9 11.0
Preferred B Stock 3.59757 6,949,142 6,949,142 24.9 25.0
Preferred C Stock 7.04471 9,936,529 9,936,528 56.1 70.0
Preferred C-1 11.74119 2,465,454 — — —
Preferred D Stock 15.16420 6,594,479 6,594,479 99.8 100.0
Preferred E Stock 19.66420 7,628,090 7,628,075 149.7 150.0
Total 46,479,310 43,985,178 $ 344.8 $ 359.4
The following tables summarize the authorized, issued and outstanding convertible preferred stock of the Company (in millions, except share and per share data):
As of December 31, 2020
Issuance Price Authorized Shares Issued Net Carrying Liquidation
Preferred A-1 $ 0.56965 5,889,829 5,889,829 $ 3.4 $ 3.4
Preferred A-2 1.57432 7,015,787 6,987,125 10.9 11.0
Preferred B Stock 3.59757 6,949,142 6,949,142 24.9 25.0
Preferred C Stock 7.04471 9,936,529 9,936,528 56.1 70.0
Preferred C-1 11.74119 2,465,454 — — —
Preferred D Stock 15.16420 6,594,479 6,594,479 99.8 100.0
Preferred E Stock 19.66420 7,628,090 7,628,075 149.7 150.0
Total 46,479,310 43,985,178 $ 344.8 $ 359.4
As of December 31, 2019
Issuance Price Authorized Shares Issued Net Carrying Liquidation
Preferred A-1 $ 0.56965 5,889,829 5,889,829 $ 3.4 $ 3.4
Preferred A-2 1.57432 7,015,787 6,987,125 10.9 11.0
Preferred B Stock 3.59757 6,949,142 6,949,142 24.9 25.0
Preferred C Stock 7.04471 9,936,529 9,936,528 56.1 70.0
Preferred C-1 11.74119 2,465,454 — — —
Preferred D Stock 15.16420 6,594,479 6,273,064 95.0 95.1
Total 38,851,220 36,035,688 $ 190.3 $ 204.5
Schedule of assumptions of convertible preferred stock warrant liabilitiesThe following assumptions were used in determining fair value of the convertible preferred stock warrant liabilities:
June 30, 2021 December 31, 2020
Fair value of Series A-2 $ 66.64 $ 18.25
Fair value of Series C-1 $ 66.74 $ 20.09
Exercise price A-2 $ 1.57 $ 1.57
Exercise price C-1 $ 11.74 $ 11.74
Expected term (in years) 1.3-5.7 1.8-6.2
Expected volatility 26.6%-29.1% 29.0%-40.7%
Risk-free interest rate 0.1%-1.1% 0.1%-0.5%
Expected dividend yield — % — %
The following assumptions were used in determining fair value of the convertible preferred stock warrant liabilities:
As of December 31,
2020 2019
Fair value of Series A-2 $18.25 $8.26
Fair value of Series C-1 $20.09 $12.80
Exercise price A-2 $1.57 $1.57
Exercise price C-1 $11.74 $11.74
Expected term (in years) 1.8-6.2 2.8–7.2
Expected volatility 29.0%-40.7% 21.5%–22.8%
Risk-free interest rate 0.1%-0.5% 1.6%–1.8%
Expected dividend yield — % — %
Schedule of convertible preferred stock warrants were outstanding with the related fair valuesThe following convertible preferred stock warrants were outstanding with the related fair values (in millions, except for share and per share data):
June 30, 2021 December 31, 2020
Series Exercise Warrant Fair Value Warrant Fair Value
A-2 $ 1.57 28,662 $ 1.9 28,662 $ 0.5
C-1 11.74 2,465,454 135.6 2,465,454 22.4
Total 2,494,116 $ 137.5 2,494,116 $ 22.9
The following convertible preferred stock warrants were outstanding with the related fair values (in millions, except for share and per share data):
As of December 31,
2020 2019
Series Exercise Price Warrant Shares Fair Value Warrant Shares Fair Value
A-2 $ 1.57 28,662 $ 0.5 28,662 $ 0.2
C-1 11.74 2,465,454 22.4 2,465,454 6.5
Total 2,494,116 $ 22.9 2,494,116 $ 6.7

Stockholders' Deficit (Tables)

Stockholders' Deficit (Tables) - Hippo Enterprises Inc And Subsidiaries [Member]6 Months Ended12 Months Ended
Jun. 30, 2021Dec. 31, 2020
Schedule of reserved shares of common stock for future issuanceThe Company had reserved shares of common stock for future issuance as follows:
June 30, 2021 December 31, 2020
Convertible preferred stock 43,985,178 43,985,178
Warrants to purchase preferred stock 2,494,116 2,494,116
Warrants to purchase common stock 9,476,102 9,476,102
Common stock options outstanding 9,449,400 10,382,771
Shares available for future grant of equity awards 2,617,273 2,627,921
Total 68,022,069 68,966,088
The Company had reserved shares of common stock for future issuance as follows:
As of December 31,
2020 2019
Convertible preferred stock 43,985,178 36,035,688
Warrants to purchase preferred stock 2,494,116 2,494,116
Warrants to purchase common stock 9,476,102 9,476,102
Common stock options outstanding 10,382,771 8,003,108
Shares available for future grant of equity awards 2,627,921 2,324,117
Total 68,966,088 58,333,131
Schedule of stock warrants were outstandingThe following common stock warrants were outstanding as of June 30, 2021:​​​​​​​
Issue Date Exercise Price Number of Expiration Date Outstanding as of June 30, 2021
December 11, 2017 $ 0.01 4,738,051 December 31, 2022 4,738,051
February 19, 2018 $ 0.01 4,738,051 August 19, 2022 4,738,051
The following common stock warrants were outstanding as of December 31, 2020:
Issue Date Exercise Price Number of Expiration Date Outstanding as of December 31,
December 11, 2017 $ 0.01 4,738,051 December 31, 2022 4,738,051
February 19, 2018 $ 0.01 4,738,051 August 19, 2022 4,738,051
Schedule of option activity under the PlanThe following table summarizes option activity under the plan:
Options Outstanding Weighted-Average Aggregate Intrinsic
Number of Weighted Average Contract Term (In Years) Value (In Millions)
Outstanding as of January 1, 2021 10,382,771 $ 4.88 8.90 $ 108.9
Granted 569,350 25.44
Exercised (846,674 ) 2.56
Forfeited (649,324 ) 6.67
Expired (6,723 ) 3.95
Outstanding as of June 30, 2021 9,449,400 $ 6.20 8.55 $ 547.0
Vested and exercisable as of June 30, 2021 1,555,878 $ 4.27 8.01 $ 93.0
The following table summarizes option activity under the Plan:
Options Outstanding Weighted-Average Contract Term (In Years) Aggregate Intrinsic (In millions)
Number of Weighted Average
Outstanding as of January 1, 2020 8,003,108 $ 3.11 9.18 $ 20.0
Granted 4,792,500 6.94
Exercised (1,179,870 ) 2.36
Forfeited (1,181,120 ) 3.91
Expired (51,847 ) 1.40
Outstanding as of December 31, 2020 10,382,771 $ 4.88 8.90 $ 108.9
Vested and exercisable as of December 31, 2020 1,425,549 $ 3.21 8.08 $ 17.3
Schedule of granted stock options was estimated as of the date of grant using the Black-Scholes-Merton option-pricing modelThe fair value of granted stock options was estimated as of the date of grant using the Black-Scholes-Merton option-pricing model, based on the following inputs:
June 30, 2021 December 31, 2020
Expected term (in years) 5.8 - 6.1 5.6 - 6.1
Expected volatility 29.7% - 30.1% 22.6% - 29.9%
Risk-free interest rate 0.6% - 1.0% 0.3% - 1.6%
Expected dividend yield —% —%
The fair value of granted stock options was estimated as of the date of grant using the Black-Scholes-Merton option-pricing model, based on the following inputs:
As of December 31,
2020 2019
Expected term (in years) 5.63 - 6.12 6.02
Expected volatility 22.6% - 29.9% 22.7 %
Risk-free interest rate 0.3% - 1.6% 2.2 %
Expected dividend yield — % — %
Schedule of share-based compensation expenseTotal share-based compensation expense, classified in the accompanying consolidated statements of operations and comprehensive loss was as follows (in millions):
Three Months Ended June 30, Six Months Ended June 30,
2021 2020 2021 2020
Losses and loss adjustment expenses $ 0.1 $ — $ 0.1 $ —
Insurance related expenses — — 0.1 0.1
Technology and development 0.5 0.2 1.0 0.4
Sales and marketing 1.2 0.2 2.1 0.4
General and administrative 1.0 0.5 2.0 0.9
Total share-based compensation expense $ 2.8 $ 0.9 $ 5.3 $ 1.8
Total share-based compensation expense, classified in the accompanying consolidated statements of operations and comprehensive loss was as follows (in millions):
Year ended December 31,
2020 2019
Losses and Loss Adjustment Expenses $ 0.1 $ —
Insurance related expenses 0.2 0.2
Technology and development 2.4 1.7
Sales and marketing 2.1 0.6
General and administrative 12.4 19.1
Total share-based compensation expense $ 17.2 $ 21.6

Acquisitions (Tables)

Acquisitions (Tables) - Hippo Enterprises Inc And Subsidiaries [Member]12 Months Ended
Dec. 31, 2020
Summary of Business Combination Details Of Consideration TransferredThere were no other components of Purchase Consideration other than cash payments. The following table summarizes the Closing Date fair value of the consideration transferred, reflecting the measurement period adjustments recorded at the acquisition date (in millions).
Fair Value of Transferred
Cash Paid $ 95.6
Less: consideration for settlement of pre-existing (5.1 )
Total value of consideration transferred $ 90.5
Schedule of Business Acquisitions, by AcquisitionThe following table presents the allocation of the purchase price for Spinnaker, measured as of the acquisition date:(in millions):
Acquisition- Estimated Finite-Lived
Tangible assets acquired and (liabilities) assumed:
Investments:
Fixed maturities available-for-sale, $ 45.7
Short-term investments 5.0
Total investments 50.7
Cash and cash equivalents 16.9
Restricted cash 2.1
Accounts receivable, net 18.3
Reinsurance recoverable on paid and unpaid losses and LAE 116.3
Ceding commissions receivable 18.7
Prepaid reinsurance premiums 131.9
Other assets 0.6
Accrued expenses and other liabilities (6.6 )
Loss and loss adjustment expense reserves (93.3 )
Unearned premiums (132.1 )
Reinsurance premium payable (76.1 )
Net tangible assets acquired 47.4
Intangible assets acquired:
Agency relationships 3.4 8 years
VOBA 0.1 2 years
State licenses 7.1 Indefinite
Goodwill 32.5
Total purchase price 90.5
Summary of Business Acquisition, Pro Forma InformationThe following unaudited pro forma financial information gives effect to the acquisition of Spinnaker as if it were consummated on January 1, 2019 (the beginning of the comparable prior reporting period), including pro forma adjustments related to the valuation and allocation of the purchase price, primarily amortization of acquired intangible assets; share-based compensation expense; alignment of accounting policies; to Spinnaker’s historical financial statements; and direct transaction costs reflected in the historical financial statements. This data is presented for informational purposes only and is not intended to represent or be indicative of the results of operations that would have been reported had the acquisition occurred on January 1, 2019. It should not be taken as representative of future results of operations of the combined company (in millions):
Acquisition
Year Ended December 31,
2020 2019
Pro forma revenue 54.1 34.9
Pro forma net loss (136.6 ) (75.8 )

Income Taxes (Tables)

Income Taxes (Tables) - Hippo Enterprises Inc And Subsidiaries [Member]12 Months Ended
Dec. 31, 2020
Schedule of Effective Income Tax Rate ReconciliationThe components of the total provision for income taxes are as follows (in millions):
Year Ended December 31,
2020 2019
Loss before income taxes $ (143.2 ) $ (83.0 )
Income tax benefit from statutory rate (30.1 ) (17.4 )
Effect of:
Meals, entertainment & parking 0.1 —
Deferred compensation 8.1 4.8
Transaction costs 0.1 —
State taxes (1.1 ) 0.1
Increase in valuation allowance 19.9 12.0
Other 1.2 0.6
Income taxes (benefit) expense $ (1.8 ) $ 0.1
Schedule of Components of Income Tax Expense (Benefit)The components of the provision for income taxes are as follows (in millions):
Year Ended December 31,
2020 2019
Income tax applicable to:
Current
State $ 0.2 $ 0.1
Total current provision $ 0.2 $ 0.1
Deferred
Federal $ (1.9 ) $ —
State (0.1 ) —
Total deferred provision $ (2.0 ) $ —
Total provision for income taxes $ (1.8 ) $ 0.1
Schedule of Deferred Tax Assets and LiabilitiesSignificant components of the Company’s deferred tax assets and liabilities are as follows (in millions):
As of December 31,
2020 2019
Deferred tax assets:
Net operating loss carryforward $ 35.4 $ 18.0
Provision for commission 5.4 2.9
Intangible assets 3.1 0.2
Research and development credit 0.2 0.2
Deferred compensation 0.3 0.2
Unearned premium reserve 1.0 —
Loss reserve discount 0.1 0.7
Deferred rent 0.1 —
Accruals 0.9 —
Interest expense limitation 0.6 —
Other — 0.2
Total deferred tax assets $ 47.1 $ 22.4
Valuation allowance (39.6 ) (19.7 )
Total deferred income tax assets $ 7.5 $ 2.7
Deferred tax liabilities
Property and equipment $ 0.1 $ 0.1
Capitalized software 3.3 1.8
Acquired intangibles 0.5 0.8
Unrealized gains 0.4 —
Spinnaker stepped-up 2.9 —
Deferred acquisition costs 0.3 —
Total deferred tax liabilities $ 7.5 $ 2.7
Deferred income tax assets, net $ — $ —
Summary of Operating Loss CarryforwardsThe Company has performed a section 382 analysis and experienced two historical ownership changes in 2016 and 2018, and the Company’s tax attributes subject to such limitations under section 382 have been considered. Components of the NOL carryforwards are as follows (in millions):
20-year Carryforward Indefinite Total
U.S. Federal $ 9.2 $ 145.3 $ 154.5
U.S. State 41.5 — 41.5
Balance as of December 31, 2020 $ 50.7 $ 145.3 $ 196.0

Net Loss Per Share Attributab_2

Net Loss Per Share Attributable to Common Stockholders (Tables) - Hippo Enterprises Inc And Subsidiaries [Member]6 Months Ended12 Months Ended
Jun. 30, 2021Dec. 31, 2020
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per ShareThe potential shares of common stock that 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 are as follows:
As of June 30,
2021 2020
Convertible preferred stock (on an as if converted basis) 43,985,178 36,330,613
Outstanding options 9,741,833 8,141,970
Warrants to purchase common shares 4,800,551 4,738,051
Warrants to purchase preferred shares 2,494,116 2,494,116
Common stock subject to repurchase 1,713,658 1,366,513
Convertible notes 21,603,512 —
Total 84,338,848 53,071,263
The potential shares of common stock that 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 are as follows:
As of December 31,
2020 2019
Convertible preferred stock (on an as if converted basis) 39,545,082 32,546,081
Outstanding options 8,364,323 5,687,268
Warrants to purchase common shares 4,763,600 4,789,980
Warrants to purchase preferred shares 2,494,116 1,784,876
Common stock subject to repurchase 1,365,948 1,691,897
Convertible notes 2,177,961 —
Total 58,711,030 46,500,102
Schedule of Earnings Per Share, Basic and DilutedNet loss per share attributable to common stockholders was computed as follows:
Three Months Ended June 30, Six Months Ended June 30,
2021 2020 2021 2020
Numerator:
Net loss attributable to Hippo - basic and diluted (in millions) $ (84.5 ) $ (24.8 ) $ (279.8 ) $ (48.7 )
Denominator:
Weighted-average shares used in computing net loss per share attributable to Hippo — basic and diluted 14,134,399 12,360,596 13,968,160 12,236,471
Net loss per share attributable to Hippo — basic and diluted $ (5.98 ) $ (2.01 ) $ (20.03 ) $ (3.98 )
Net loss per share attributable to common stockholders was computed as follows:
Year Ended December 31,
2020 2019
Numerator:
Net loss attributable to Hippo Enterprises Inc. — basic and diluted (in millions) $ (141.5 ) $ (83.1 )
Denominator:
Weighted-average shares used in computing net loss per share attributable to Hippo Enterprises Inc. — basic and diluted 12,495,509 10,652,088
Net loss per share attributable to Hippo Enterprises Inc. — basic and diluted $ (11.32 ) $ (7.80 )

Geographical Breakdown of Gro_2

Geographical Breakdown of Gross Written Premium (Tables)6 Months Ended12 Months Ended
Jun. 30, 2021Dec. 31, 2020
Hippo Enterprises Inc And Subsidiaries [Member]
Summary Of Discosure Of Allocation Of Gross Premium Written On Geographical BasisGross written premium (“GWP”) by state is as follows (in millions):
Three Months Ended June 30, Six Months Ended June 30,
2021 2020 2021 2020
Amount % of GWP Amount % of GWP Amount % of GWP Amount % of GWP
State
Texas $ 39.9 31.0 % $ 4.0 72.7 % $ 72.9 32.0 % $ 10.9 74.1 %
California 22.8 17.7 % — — % 41.6 18.3 % — — %
Florida 8.6 6.7 % — — % 14.4 6.3 % — — %
Georgia 5.6 4.4 % 0.2 3.6 % 9.8 4.3 % 0.4 2.7 %
Illinois 4.5 3.5 % 0.3 5.5 % 7.6 3.3 % 0.7 4.8 %
Missouri 3.5 2.7 % 0.2 3.6 % 5.9 2.6 % 0.5 3.4 %
Colorado 3.1 2.4 % — — % 5.7 2.5 % — — %
Arizona 2.9 2.3 % — — % 5.3 2.3 % — — %
New Jersey 2.3 1.8 % — — % 4.5 2.0 % — — %
Ohio 2.8 2.2 % 0.2 3.6 % 4.8 2.1 % 0.5 3.4 %
Other 32.6 25.3 % 0.6 10.9 % 55.2 24.2 % 1.7 11.6 %
Total $ 128.6 100 % $ 5.5 100 % $ 227.7 100 % $ 14.7 100 %
Gross written premium (“GWP”) by state is as follows (in millions):
December 31,
2020
Amount % of GWP
State
Texas $ 43.9 37.8 %
California 10.4 8.9 %
Florida 7.3 6.3 %
Illinois 4.9 4.3 %
Georgia 4.7 4.0 %
Missouri 3.4 2.9 %
Ohio 3.0 2.6 %
Oklahoma 3.0 2.6 %
Tennessee 2.4 2.1 %
Colorado 2.5 2.1 %
Other 30.6 26.4 %
Total $ 116.1 100.0 %

Description of Business and S_4

Description of Business and Summary of Significant Accounting Policies - Summary Of Disaggregation Of Revenue by Major Source (Details) - Hippo Enterprises Inc And Subsidiaries [Member] - USD ($) $ in Millions3 Months Ended6 Months Ended12 Months Ended
Jun. 30, 2021Jun. 30, 2020Jun. 30, 2021Jun. 30, 2020Dec. 31, 2020Dec. 31, 2019
Disaggregation of Revenue [Line Items]
Net earned premium $ 10.2 $ 2.5 $ 19 $ 4 $ 17.1 $ 0
MGA commissions, net12.4 20.1
Agency Commission Net10 6.6
Policy fees4.3 2.8
Claims processing fees4.7 2.2
Other revenue2 0.8
Net investment income0.1 0.2 0.2 0.6 1.1 2.2
Total revenue, net $ 20.9 $ 11.9 $ 37.9 $ 22.2 $ 51.6 $ 34.7

Description of Business and S_5

Description of Business and Summary of Significant Accounting Policies - Additional Information (Detail) - USD ($)Feb. 23, 2021Nov. 23, 2020Feb. 29, 2020Apr. 15, 2019Dec. 31, 2020Jun. 30, 2021Dec. 31, 2020Dec. 31, 2019Dec. 31, 2018Mar. 03, 2021Oct. 31, 2020Jun. 30, 2020Jan. 31, 2020Feb. 28, 2019Feb. 28, 2018
Organization Consolidation And Presentation Of Financial Statements [Line Items]
Date of incorporation of the companyOct. 2,
2020
Proceeds from warrant issue $ 6,600,000
Payment to acquire restricted investments $ 230,000,000
Restricted investment value per share $ 10
Term Of Restricted Investments185 days185 days
Minimum networth to effect a business combination $ 5,000,001
Percentage of public shares to be redeemed in case business combination is not consummated100.00%
Period within which business combination must be completed from the date of closure of initial public offering24 days
Period within which business combination must be completed from the date of closure of initial public offering in case letter of intent is executed27 days
Period within which the public shares shall be redeemed10 days
Provision for working capital needs $ 165,000
Expenses payable on liquidation $ 100,000
Per share amount to be maintained in the trust account $ 10
Comcast Ventures, LLC [Member] | Beneficial Owner [Member] | Accelerate Agreement [Member]
Organization Consolidation And Presentation Of Financial Statements [Line Items]
Related party transaction,expenses $ 120,000 $ 120,000
Hippo [Member]
Organization Consolidation And Presentation Of Financial Statements [Line Items]
Business combination, consideration transferred $ 5,522,000,000
Business combination, shares value5,000,000,000
Cash acquired $ 522,000,000
Business combination, per share $ 10
RTPZ Merger Sub Inc [Member]
Organization Consolidation And Presentation Of Financial Statements [Line Items]
Common Stock, Shares Subscribed but Unissued55,000,000
Common Stock, Value, Subscriptions $ 550,000,000
Minimum [Member]
Organization Consolidation And Presentation Of Financial Statements [Line Items]
Acquires assets as a percentage of net market value of assets held in trust account80.00%
Equity method investment ownership percentage50.00%
Over-Allotment Option [Member]
Organization Consolidation And Presentation Of Financial Statements [Line Items]
Sale of stock issue price per share $ 10 $ 10 $ 10
Proceeds from initial public offering $ 230,000,000
Adjustment to additional paid in capital stock issuance costs13,100,000
Deferred underwriting commissions $ 8,100,000
IPO [Member]
Organization Consolidation And Presentation Of Financial Statements [Line Items]
Sale of stock issue price per share $ 10
Public Shares [Member]
Organization Consolidation And Presentation Of Financial Statements [Line Items]
Sale of stock issue price per share $ 10
Class A Ordinary Shares
Organization Consolidation And Presentation Of Financial Statements [Line Items]
Percentage of public shares eligible to be transferred or redeemed without any restriction15.00%
Provision for working capital needs $ 165,000
Common stock, par or stated value per share0.0001 $ 0.0001 0.0001