Health Insurance Innovations, Inc.

CIK:0001561387|SEC Filings

Condensed Consolidated Statements of Income (unaudited) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2020	Jun. 30, 2019	Jun. 30, 2020	Jun. 30, 2019
Income Statement [Abstract]
Revenues	$ 52,106	$ 58,356	$ 123,667	$ 145,682
Operating expenses:
Third-party commissions	20,480	26,910	53,250	87,581
Selling, general and administrative	20,309	18,586	48,255	34,183
Loss on impairment	0	0	41,076	0
Marketing and advertising	14,262	2,787	32,715	5,849
Credit card and ACH fees	1,316	1,582	2,733	3,105
Depreciation and amortization	4,807	1,639	9,152	2,771
Total operating expenses	61,174	51,504	187,181	133,489
(Loss) income from operations	(9,068)	6,852	(63,514)	12,193
Other expense:
Interest expense	1,830	1,349	3,924	1,694
TRA expense	370	0	370	0
Fair value adjustment to acquisition contingent consideration	(207)	0	2,674	0
Other expense	0	(17)	0	0
Net (loss) income before income taxes	(11,061)	5,520	(70,482)	10,499
(Benefit) provision for income taxes	(3,434)	2,290	(13,040)	5,087
Net loss	(7,627)	3,230	(57,442)	5,412
Net (loss) income attributable to noncontrolling interests	(234)	943	(5,783)	1,794
Net (loss) income attributable to Benefytt Technologies, Inc.	$ (7,393)	$ 2,287	$ (51,659)	$ 3,618
Net (loss) income per share attributable to Benefytt Technologies, Inc.
Basic (in USD per share)	$ (0.60)	$ 0.22	$ (4.24)	$ 0.33
Diluted (in USD per share)	$ (0.60)	$ 0.20	$ (4.24)	$ 0.30
Weighted average Class A common shares outstanding
Basic (in shares)	12,353,320	10,596,833	12,188,220	10,990,474
Diluted (in shares)	12,353,320	11,487,774	12,188,220	11,978,065

Condensed Consolidated Statements of Cash Flows (unaudited) - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2020	Jun. 30, 2019
Operating activities:
Net (loss) income	$ (57,442)	$ 5,412
Adjustments to reconcile net (loss) income to net cash used in operating activities:
Stock-based compensation	4,834	4,733
Fair value adjustment to contingent acquisition consideration	2,674	0
Loss on disposal of assets	459	0
Provision for allowance for doubtful accounts	277	0
Impairment of assets	41,076	0
Depreciation and amortization	9,152	2,771
Deferred financing costs	274	0
Deferred income taxes	(8,257)	346
Changes in operating assets and liabilities:
(Increase) decrease in accounts receivable, prepaid expenses and other assets	(2,922)	22
Decrease in advanced commissions	12,594	1,916
Increase in income taxes receivable	(4,648)	0
Increase in right-of-use asset	(15,593)	(625)
Decrease in contract asset	24,577	5,213
Increase (decrease) in lease liability	15,823	(544)
Decrease in accounts payable, accrued expenses and other liabilities	(7,942)	(5,025)
Decrease in commission payable	(29,315)	(19,439)
Decrease in income taxes payable, net	0	(3,739)
Increase in due to member pursuant to tax receivable agreement	275	0
Net cash used in operating activities	(14,104)	(8,959)
Investing activities:
Business acquisition: release of hold-back	(1,000)	0
Business acquisition, net of cash acquired	0	(47,319)
Capitalized internal-use software and website development costs	(1,218)	(854)
Purchases of property and equipment	(940)	(285)
Net cash used in investing activities	(3,158)	(48,458)
Financing activities:
Proceeds from borrowings under credit agreement	33,000	198,094
Payments on borrowings under credit agreement	(5,750)	(65,000)
Payments related to tax withholding for share-based compensation	(2,414)	(1,889)
Purchases of Class A common stock pursuant to share repurchase plan	0	(63,916)
Contributions (distributions)	(98)	2,333
Net cash provided by financing activities	24,934	64,956
Net increase in cash and cash equivalents, and restricted cash	7,672	7,539
Cash and cash equivalents, and restricted cash at beginning of period	21,559	25,999
Cash and cash equivalents, and restricted cash at end of period	29,231	33,538
Cash paid during the period for:
Income taxes, net	47	8,490
Interest	3,619	1,328
Non-cash investing activities:
Capitalized stock-based compensation	184	234
Non-cash financing activities:
Change in due to member related to Exchange Agreement	5,100	517
Change in deferred tax asset related to Exchange Agreement	(1,755)	(609)
Issuance of Class A common stock in a private offering related to Exchange Agreement	14,120	1,849
Exchange of Class B membership interests related to Exchange Agreement	(17,465)	(1,758)
Declared but unpaid distribution to member of Health Plan Intermediaries Holdings, LLC	$ 0	$ 235

Condensed Consolidated Balance Sheets - USD ($) $ in Thousands	Jun. 30, 2020	Dec. 31, 2019
Current assets:
Cash and cash equivalents	$ 13,640	$ 3,771
Restricted cash	15,591	17,788
Accounts receivable, net, prepaid expenses and other current assets	4,187	2,911
Income taxes receivable	22,858	18,210
Advanced commissions, net	32,379	45,250
Contract asset	177,567	184,474
Total current assets	266,222	272,404
Long-term contract asset	190,861	209,239
Property and equipment, net	5,376	5,415
Deferred tax asset, net	4,290	0
Right-of-use assets	16,089	496
Goodwill	94,814	135,182
Intangible assets, net	21,733	28,963
Other assets	1,805	159
Total assets	601,190	651,858
Current liabilities:
Accounts payable and accrued expenses	42,663	51,477
Commissions payable	85,631	97,785
Contingent consideration, current	3,611	0
Current portion of long-term debt, net	10,446	10,684
Operating lease liabilities, current	1,907	237
Other current liabilities	644	557
Total current liabilities	144,902	160,740
Commissions payable, long-term	65,208	82,369
Contingent consideration, long-term	64,234	65,171
Debt, net, long-term	195,709	167,947
Due to member	34,496	29,121
Deferred tax liability, net	0	5,722
Operating lease liabilities, long-term	14,454	224
Other liabilities	298	590
Total liabilities	519,301	511,884
Commitments and contingencies (Note 14)
Stockholders’ equity:
Preferred stock (par value $0.001 per share, 5,000,000 shares authorized; no shares issued and outstanding as of June 30, 2020 and December 31, 2019, respectively)	0	0
Additional paid-in capital	132,623	118,465
Treasury stock, at cost (3,907,705 and 3,945,587 shares as of June 30, 2020 and December 31, 2019, respectively)	(124,740)	(127,400)
Retained earnings	58,759	110,418
Total Benefytt Technologies, Inc. stockholders’ equity	66,660	101,501
Noncontrolling interests	15,229	38,473
Total stockholders’ equity	81,889	139,974
Total liabilities and stockholders' equity	$ 601,190	$ 651,858
Preferred stock, par value (in USD per share)	$ 0.001	$ 0.001
Preferred stock, shares authorized (in shares)	5,000,000	5,000,000
Preferred stock, shares issued (in shares)	0	0
Preferred stock, shares outstanding (in shares)	0	0
Treasury stock (in shares)	3,907,705	3,945,587
Class A Common Stock
Stockholders’ equity:
Common stock	$ 17	$ 16
Common stock, par value (in USD per share)	$ 0.001	$ 0.001
Common stock, shares authorized (in shares)	100,000,000	100,000,000
Common stock, shares issued (in shares)	17,141,345	16,219,217
Common stock, shares outstanding (in shares)	13,233,640	12,273,630
Class B Common Stock
Stockholders’ equity:
Common stock	$ 1	$ 2
Common stock, par value (in USD per share)	$ 0.001	$ 0.001
Common stock, shares authorized (in shares)	20,000,000	20,000,000
Common stock, shares issued (in shares)	1,016,667	1,916,667
Common stock, shares outstanding (in shares)	1,016,667	1,916,667