0001193125-20-224832 | 10-Q | XBRL Viewer

Cover Page - shares	6 Months Ended
Cover Page - shares	Jun. 30, 2020	Aug. 14, 2020
Document Information [Line Items]
Document Type	10-Q
Amendment Flag	false
Document Fiscal Year Focus	2020
Document Period End Date	Jun. 30, 2020
Document Fiscal Period Focus	Q2
Current Fiscal Year End Date	--12-31
Document Transition Report	false
Document Quarterly Report	true
Entity Registrant Name	GoHealth, Inc.
Entity Central Index Key	0001808220
Entity Filer Category	Non-accelerated Filer
Entity Current Reporting Status	No
Entity Interactive Data Current	Yes
Title of 12(b) Security	Common Stock
Trading Symbol	GOCO
Security Exchange Name	NASDAQ
Entity Incorporation, State or Country Code	DE
Entity Small Business	false
Entity Emerging Growth Company	true
Entity Ex Transition Period	false
Entity Shell Company	false
Entity Address, Country	IL
Class A Common Stock [Member]
Document Information [Line Items]
Entity Common Stock, Shares Outstanding		84,182,961
Class B Common Stock [Member]
Document Information [Line Items]
Entity Common Stock, Shares Outstanding		229,399,322

Condensed Consolidated Statements of Income (Loss) - GOHealth LLC [Member] - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2020	Jun. 30, 2019	Jun. 30, 2020	Jun. 30, 2019
Financial Designation		Predecessor		Predecessor
Net revenues	$ 127,057	$ 74,511	$ 268,067	$ 143,601
Operating expenses:
Cost of revenue	36,559	26,561	78,693	54,113
Marketing and advertising	21,634	5,026	47,708	16,437
Customer care and enrollment	28,394	15,814	52,371	29,753
Technology	5,705	4,301	10,298	8,457
General and administrative	10,359	7,106	20,849	14,096
Change in fair value of contingent consideration liability	15,300		19,700
Amortization of intangible assets	23,514		47,029
Transaction costs		299		299
Total operating expenses	141,465	59,107	276,648	123,155
(Loss) income from operations	(14,408)	15,404	(8,581)	20,446
Interest expense	8,986	81	15,742	109
Other (income) expense	(505)	38	(495)	48
(Loss) income before income taxes	(22,889)	15,285	(23,828)	20,289
Income tax (benefit) expense	(22)	9	(24)	11
Net (loss) income	$ (22,867)	15,276	$ (23,804)	20,278
Pro forma net (loss) per share (Note 9):
Pro forma net (loss) per share—basic and diluted	$ (0.07)		$ (0.07)
Pro forma weighted-average shares outstanding—basic and diluted	40,682,961		40,682,961
Commissions [Member]
Net revenues	$ 96,606	60,077	$ 209,116	111,293
Other [Member]
Net revenues	$ 30,451	$ 14,434	$ 58,951	$ 32,308

Condensed Consolidated Statements of Comprehensive Income (Loss) - GOHealth LLC [Member] - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2020	Jun. 30, 2019	Jun. 30, 2020	Jun. 30, 2019
Financial Designation		Predecessor		Predecessor
Net (loss) income	$ (22,867)	$ 15,276	$ (23,804)	$ 20,278
Other comprehensive income (loss):
Foreign currency translation adjustments	183	(7)	98	(53)
Other comprehensive income (loss)	183	(7)	98	(53)
Total comprehensive (loss) income	$ (22,684)	$ 15,269	$ (23,706)	$ 20,225

- Definition

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

+ References + Details

Condensed Consolidated Balance Sheets - USD ($)	Jun. 30, 2020	Mar. 27, 2020	Dec. 31, 2019
Current assets:
Cash	$ 1	$ 1
Total assets	1	1
Non-current liabilities:
Commitments and contingencies (Note 11)
Members' Equity:
Common Stock, Value	1	1
Total members' equity	1	$ 1
GOHealth LLC [Member]
Current assets:
Cash and cash equivalents	118,341,000		$ 12,276,000
Accounts receivable, net of allowance for doubtful accounts of $729 in 2020 and $904 in 2019	9,444,000		24,461,000
Commissions receivable – current	74,044,000		101,078,000
Prepaid expenses and other current assets	15,019,000		5,954,000
Total current assets	216,848,000		143,769,000
Commissions receivable – non-current	367,596,000		281,853,000
Property, equipment, and capitalized software, net	12,467,000		6,339,000
Intangible assets, net	735,754,000		782,783,000
Goodwill	386,553,000		386,553,000
Other long-term assets	1,193,000		998,000
Total assets	1,720,411,000		1,602,295,000
Current liabilities:
Accounts payable	10,243,000		13,582,000
Accrued liabilities	21,659,000		22,568,000
Commissions payable – current	46,240,000		56,003,000
Deferred revenue	1,047,000		15,218,000
Current portion of debt	4,170,000		3,000,000
Other current liabilities	3,974,000		2,694,000
Total current liabilities	87,333,000		113,065,000
Non-current liabilities:
Commissions payable – non-current	125,387,000		97,489,000
Long-term debt, net of current portion	397,235,000		288,233,000
Contingent consideration	62,400,000		242,700,000
Other non-current liabilities	543,000		664,000
Total non-current liabilities	585,565,000		629,086,000
Commitments and contingencies (Note 11)
Members' Equity:
Preferred Units – $1.00 par value; 541,263,042 units authorized, issued and outstanding at June 30, 2020 and December 31, 2019	536,489,000		547,542,000
Senior Preferred Earnout Units – no par value; 100,000,000 and 0 units authorized, issued, and outstanding at June 30, 2020 and December 31, 2019, respectively	98,063,000		0
Profits Units – no par value; 97,918,116 units authorized at June 30, 2020 and December 31, 2019; 86,097,861 and 78,398,133 units issued at June 30, 2020 and December 31, 2019, respectively; and none outstanding at June 30, 2020 and December 31, 2019	0
Accumulated other comprehensive income (loss)	81,000		(17,000)
Total members' equity	1,047,513,000		860,144,000
Total liabilities and members' equity	1,720,411,000		1,602,295,000
GOHealth LLC [Member] \| Common Class A [Member]
Members' Equity:
Common Stock, Value	282,317,000		218,911,000
GOHealth LLC [Member] \| Common Class B [Member]
Members' Equity:
Common Stock, Value	$ 130,563,000		$ 93,708,000

Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands	Jun. 30, 2020	Mar. 27, 2020	Dec. 31, 2019
Preferred stock, par value	$ 0.0001
Preferred stock, shares authorized	20,000,000
Common stock, par value	$ 0.001	$ 0.001
Common stock, shares authorized	1,000	1,000
Common stock, shares issued	1,000	1,000
Common stock, shares outstanding	1,000	1,000
Common Class A [Member]
Common stock, shares authorized	1,100,000,000
Common Class B [Member]
Common stock, shares authorized	690,000,000
GOHealth LLC [Member]
Allowance for doubtful accounts	$ 729		$ 904
Preferred stock, par value	$ 1.00		$ 1.00
Preferred stock, shares authorized	541,263,042		541,263,042
Preferred stock, shares issued	541,263,042		541,263,042
Preferred stock, shares outstanding	541,263,042		541,263,042
Senior Preferred stock, par value	$ 0		$ 0
Senior Preferred stock, shares authorised	100,000,000		0
Senior Preferred stock, shares issued	100,000,000		0
Senior Preferred stock, shares outstanding	100,000,000		0
Profit stock, par value	$ 0		$ 0
Profit stock, shares authorised	97,918,116		97,918,116
Profit stock, shares issued	86,097,861		78,398,133
Profit stock, shares outstanding	0		0
GOHealth LLC [Member] \| Common Class A [Member]
Common stock, par value	$ 1.00		$ 1.00
Common stock, shares authorized	351,345,682		237,938,682
Common stock, shares issued	351,345,682		237,938,682
Common stock, shares outstanding	351,345,682		237,938,682
GOHealth LLC [Member] \| Common Class B [Member]
Common stock, par value	$ 1.00		$ 1.00
Common stock, shares authorized	157,372,734		102,061,318
Common stock, shares issued	157,372,734		102,061,318
Common stock, shares outstanding	157,372,734		102,061,318

Condensed Consolidated Statements of Changes in Members' Equity - GOHealth LLC [Member] - USD ($) shares in Thousands, $ in Thousands	Total	Preferred Units [Member]	Class A Common Units [Member]	Class B Common Units [Member]	Senior Preferred Earnout Units [Member]	Class A Units [member]	Class B Units [Member]	Retained Earnings (Deficit) [Member]	Accumulated Other Comprehensive (Loss) Income [Member]
Financial Designation	Predecessor
Beginning balance (in shares) at Dec. 31, 2018						8,365	220
Beginning balance at Dec. 31, 2018	$ (186,653)					$ 235	$ 2,200	$ (189,102)	$ 14
Redeemable Class B unit accretion	(130,000)							(130,000)
Foreign currency translation adjustment	(53)								(53)
Net income (loss)	20,278							20,278
Ending balance (in shares) at Jun. 30, 2019						8,365	220
Ending balance at Jun. 30, 2019	(296,428)					$ 235	$ 2,200	(298,824)	(39)
Beginning balance (in shares) at Dec. 31, 2018						8,365	220
Beginning balance at Dec. 31, 2018	(186,653)					$ 235	$ 2,200	(189,102)	14
Share-based compensation expense	13,100
Ending balance (in shares) at Dec. 31, 2019		541,263	237,939	102,061
Ending balance at Dec. 31, 2019	$ 860,144	$ 547,542	$ 218,911	$ 93,708				0	(17)
Financial Designation	Predecessor
Beginning balance (in shares) at Mar. 31, 2019						8,365	220
Beginning balance at Mar. 31, 2019	$ (296,697)					$ 235	$ 2,200	(299,100)	(32)
Redeemable Class B unit accretion	(15,000)							(15,000)
Foreign currency translation adjustment	(7)								(7)
Net income (loss)	15,276							15,276
Ending balance (in shares) at Jun. 30, 2019						8,365	220
Ending balance at Jun. 30, 2019	(296,428)					$ 235	$ 2,200	(298,824)	(39)
Beginning balance (in shares) at Dec. 31, 2019		541,263	237,939	102,061
Beginning balance at Dec. 31, 2019	860,144	$ 547,542	$ 218,911	$ 93,708				0	(17)
Redeemable Class B unit accretion	(130,000)
Foreign currency translation adjustment	98								98
Issuance of Senior Preferred Earnout Units, Units					100,000
Issuance of Senior Preferred Earnout Units, Value	100,000				$ 100,000
Issuance of Common Earnout Units, Units			113,407	48,645
Issuance of Common Earnout Units, Value	100,000		$ 69,982	$ 30,018
Issuance of Common Units, Units				6,667
Issuance of Common Units, Value	10,000			$ 10,000
Share-based compensation expense	1,077	281	662	82	52
Net income (loss)	(23,804)	$ (11,334)	$ (7,238)	$ (3,244)	$ (1,989)
Ending balance (in shares) at Jun. 30, 2020		541,263	351,346	157,373	100,000
Ending balance at Jun. 30, 2020	1,047,513	$ 536,489	$ 282,317	$ 130,563	$ 98,063			0	81
Beginning balance (in shares) at Mar. 31, 2020		541,263	237,939	108,728
Beginning balance at Mar. 31, 2020	869,602	$ 546,972	$ 219,139	$ 103,593				0	(102)
Redeemable Class B unit accretion	(15,000)
Foreign currency translation adjustment	183								183
Issuance of Senior Preferred Earnout Units, Units					100,000
Issuance of Senior Preferred Earnout Units, Value	100,000				$ 100,000
Issuance of Common Earnout Units, Units			113,407	48,645
Issuance of Common Earnout Units, Value	100,000		$ 69,982	$ 30,018
Share-based compensation expense	597	281	182	82	52
Net income (loss)	(22,867)	$ (10,764)	$ (6,986)	$ (3,129)	$ (1,988)
Ending balance (in shares) at Jun. 30, 2020		541,263	351,346	157,373	100,000
Ending balance at Jun. 30, 2020	$ 1,047,513	$ 536,489	$ 282,317	$ 130,563	$ 98,063			$ 0	$ 81

Condensed Consolidated Statements of Cash Flows - GOHealth LLC [Member] - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2020	Jun. 30, 2019
Financial Designation		Predecessor
Operating activities:
Net (loss) income	$ (23,804)	$ 20,278
Adjustments to reconcile net (loss) income to net cash (used in) provided by operating activities:
Share-based compensation	1,077
Depreciation and amortization	1,636	3,043
Amortization of intangible assets	47,029
Amortization of debt discount and issuance costs	1,058
Change in fair value of contingent consideration	19,700
Other non-cash items	(458)	808
Changes in assets and liabilities:
Accounts receivable	15,506	860
Commissions receivable	(58,709)	(33,885)
Prepaid expenses and other assets	(1,329)	1,276
Accounts payable	(3,467)	(3,496)
Accrued liabilities	(7,641)	(1,792)
Deferred revenue	(14,171)	12,210
Commissions payable	18,135	12,377
Other liabilities	1,269	1,300
Net cash (used in) provided by operating activities	(4,169)	12,979
Investing activities:
Purchases of property, equipment and software	(7,764)	(4,783)
Net cash used in investing activities	(7,764)	(4,783)
Financing activities:
Borrowings under term loans	117,000
Principal payments under term loans	(1,793)
Payment of deferred offering costs	(874)
Principal payments under capital lease obligations	(144)
Borrowings under revolving credit facilities	0	42,967
Payments under revolving credit facilities	0	(47,823)
Debt issuance cost payments	(6,289)
Proceeds received upon issuance of common units	10,000
Net cash provided by (used in) financing activities	117,900	(4,856)
Effect of exchange rate changes on cash	98	(53)
Increase in cash and cash equivalents	106,065	3,287
Cash and cash equivalents at beginning of period	12,276	505
Cash and cash equivalents at end of period	118,341	3,792
Non-cash investing and financing activities:
Purchases of property, equipment and software included in accounts payable	798	26
Purchases of property, equipment and software under capital leases		$ 654
Senior Preferred Earnout Stock [Member]
Non-cash investing and financing activities:
Issuance of senior preferred earnout units to settle contingent consideration liability	100,000
Common Earnout Stock [Member]
Non-cash investing and financing activities:
Issuance of senior preferred earnout units to settle contingent consideration liability	$ 100,000

Organization and Basis of Presentation

6 Months Ended

Jun. 30, 2020

Accounting Policies [Abstract]

Organization and Basis of Presentation

1.	ORGANIZATION AND BASIS OF PRESENTATION

Organization

GoHealth, Inc. (the “Company”) was incorporated in Delaware on March 27, 2020 for the purpose of facilitating an initial public offering of its Class A common stock and other related transactions in order to carry on the business of GoHealth Holdings, LLC (formerly known as Blizzard Parent, LLC), a Delaware limited liability company, and its wholly owned subsidiaries (collectively, “GHH, LLC”).

As described in more detail in Note 4, “Subsequent Events,” on July 17, 2020, the Company completed its initial public offering of 43,500,000 shares of its Class A common stock at a public offering price of $21.00 per share (“the IPO”), receiving approximately $852.0

million

in net proceeds, after deducting the underwriting discount and estimated offering expenses. The net proceeds from the IPO were used to purchase 38,679,685 newly-issued LLC interests from GHH, LLC at a price per unit equal to the initial public offering price per share of Class A common stock in the IPO, less the underwriting discount and estimated offering expenses.

Subsequent to the IPO and pursuant

to a reorganization into a holding company structure, the Company became a holding company and its principal asset is a controlling equity interest in GHH, LLC. As the sole managing member of GHH, LLC, the Company operates and controls all of the business and affairs of GHH, LLC, and through GHH, LLC and its subsidiaries, conduct its business.

Basis of Presentation

The accompanying balance sheets are presented in accordance with accounting principles generally accepted in the United States. Separate statements of income, comprehensive income, changes in stockholder’s equity and cash flows have not been presented because the Company has not engaged in any activities except in connection with its formation.

Description of Business and Significant Accounting Policies

6 Months Ended

Jun. 30, 2020

Summary of Business and Significant Accounting Policies

2.	SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Cash

All cash as of the balance sheet date was cash on hand held in deposit, and is carried at fair value, which approximates carrying value.

Income Taxes

The Company is treated as a subchapter C corporation, and therefore, is subject to both federal and state income taxes. GHH, LLC continues to be recognized as a limited liability company, a pass-through entity for income tax purposes.

GOHealth LLC [Member]

Summary of Business and Significant Accounting Policies

1. DESCRIPTION OF BUSINESS AND SIGNIFICANT ACCOUNTING POLICIES

Description of Business

GoHealth Holdings, LLC (formerly known as Blizzard Parent, LLC), a Delaware limited liability company, and its wholly owned subsidiaries (collectively, the “Company” or “GHH, LLC”) is a leading health insurance marketplace whose mission is to improve healthcare in America. The Company works with insurance carriers to provide solutions to efficiently enroll individuals in health insurance plans. The Company’s proprietary technology platform leverages modern machine-learning algorithms powered by nearly two decades of insurance purchasing behavior to reimagine the optimal process for helping individuals find the best health insurance plan for their specific needs. The Company’s insurance agents leverage the power of its vertically integrated customer acquisition platform to enroll members in Medicare and individual and family plans. Certain of the Company’s operations do business as GoHealth, LLC (“GoHealth”), a wholly owned subsidiary of the Company that was founded in 2001.

GoHealth, Inc. was incorporated in Delaware on March 27, 2020 for the purpose of facilitating an initial public offering and other related transactions in order to carry on GHH, LLC’s business. On July 17, 2020, GoHealth, Inc. completed an initial public offering of 43,500,000 shares of its Class A common stock at a public offering price of $21.00 per share (“the IPO”), receiving approximately $852.0 million in net proceeds, after deducting the underwriting discount and estimated offering expenses, which were used to purchase 38,679,685 newly-issued LLC interests from GHH, LLC at a price per unit equal to the initial public offering price per share of Class A common stock in the IPO, less the underwriting discount and estimated offering expenses.

Pursuant to a reorganization into a holding company structure, GoHealth, Inc. is a holding company and its principal asset is a controlling equity interest in GHH, LLC. As the sole managing member of GHH, LLC, GoHealth Inc. operates and controls all of the business and affairs of GHH, LLC, and through GHH, LLC and its subsidiaries, conduct its business.

Basis of Presentation and Significant Accounting Policies

GHH, LLC is a holding company with no operating assets or operations and was formed to acquire a 100% equity interest in Norvax, LLC (“Norvax”). On May 6, 2020, Blizzard Parent, LLC changed its name to GoHealth Holdings, LLC. GHH, LLC owns 100% of Blizzard Midco, LLC, which owns 100% of Norvax. For all of the periods reported in these condensed consolidated financial statements, GHH, LLC has not and does not have any material operations on a standalone basis, and all of the operations of the Company are carried out by Norvax. On August 15, 2019, GHH, LLC entered a series of arrangements to acquire 100% of the equity interest in Norvax. On September 13, 2019, Blizzard Merger Sub LLC, a transitory merger company of Blizzard Midco, LLC, merged into Norvax, with Norvax continuing as the surviving limited liability company and the Company’s operating entity (the “Acquisition”).

As a result of the Acquisition, which is discussed further in

Note 2 – Acquisition

, Norvax was determined to be the accounting acquirer and Norvax’s historical assets and liabilities are reflected at fair value as of the acquisition date. The financial information for the period after September 13, 2019, represents the condensed consolidated financial information of the “Successor” company. Prior to September 13, 2019, the condensed consolidated financial statements include the accounts of the “Predecessor” company. Due to the change in the basis of accounting resulting from the application of the acquisition method of accounting, the Predecessor’s condensed consolidated financial statements and the Successor’s condensed consolidated financial statements are not necessarily comparable.

The accompanying condensed consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”) for interim financial information, but do not include all information and footnote disclosures required under U.S. GAAP for annual financial statements. In the opinion of management, the interim condensed consolidated financial statements include all adjustments, consisting only of normal recurring adjustments, necessary for the fair presentation of the Company’s financial position, results of operations and cash flows as of the dates and for the periods presented. All intercompany transactions and balances are eliminated in consolidation.

These interim financial statements should be read in conjunction with the Company’s audited consolidated financial statements and notes thereto included in the prospectus dated July 14, 2020, filed with the Securities and Exchange Commission (“SEC”) in accordance with Rule 424(b) of the Securities Act of 1933, as amended, on July 16, 2020. Interim results are not necessarily indicative of results for the full fiscal year due to seasonality and other factors.

Use of Estimates

The preparation of the condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates, judgments, and assumptions that affect the reported amounts of assets and liabilities at the date of the condensed consolidated financial statements, and the reported amounts of revenues and expenses during the reporting periods. The Company bases its estimates on historical experience and on various other assumptions that management believes are reasonable under the circumstances, the results of which form the basis for making judgments about carrying values of assets and liabilities that are not readily apparent from other sources. Actual results could differ from those estimates. There have been no material changes to the Company’s significant accounting policies as discussed in the notes to the Company’s audited consolidated financial statements as of and for the year ended December 31, 2019.

Cash and Cash Equivalents

The Company considers all investments with an original maturity of 90 days or less from the date of purchase to be cash equivalents. Cash includes all deposits in banks. The Company maintains its cash balances at financial institutions in the United States and Europe.

Cash accounts in the United States are insured by the Federal Deposit Insurance Corporation (“FDIC”) up to $250,000. As of June 30, 2020 and December 31, 2019, the Company’s cash balances in the United States exceeded the FDIC-insured limits by $117.7 million and $11.9 million, respectively. The Company also has an immaterial amount of cash held in Europe to fund its Slovakian operations. The Company does not believe it is exposed to any significant risk with respect to cash balances.

Concentration of Credit Risk

The Company does not require collateral or other security in granting credit. As of June 30, 2020, three customers each represented 10% or more of the Company’s total accounts receivable and, in aggregate, represented 92%, or $8.7 million, of the Company’s total accounts receivable. As of December 31, 2019, five customers each represented 10% or more of the Company’s total accounts receivable and, in aggregate, represented 87%, or $21.2 million, of the Company’s total accounts receivable.

Accounts Receivable and Allowance for Doubtful Accounts

Accounts receivable are recorded at the invoiced amount and typically do not bear interest. The Company provides allowances for doubtful accounts related to accounts receivable for estimated losses resulting from the inability of its customers to make required payments. The Company takes into consideration the overall quality of the receivables portfolio, along with specifically identified customer risks in establishing allowances. Accounts receivable are charged off against the allowance for doubtful accounts when it is determined the receivable is uncollectible.

Commissions Receivable

Commissions receivable are contract assets that represent estimated variable consideration for renewal commissions to be received from insurance carriers for performance obligations that have been satisfied. The current portion of commissions receivable are future renewal commissions expected to be received within one year, while the

non-current

portion of commissions receivable are expected to be received beyond one year. The Company assesses impairment for uncollectible consideration when information available indicates it is probable that an asset has been impaired. There were no impairments recorded during the three and six months ended June 30, 2020 and 2019.

Deferred Offering Costs

Deferred offering costs, primarily consisting of legal, accounting and other fees relating to the IPO, are capitalized and included in prepaid expenses and other assets in the condensed consolidated balance sheets, and will be offset against the proceeds upon the completion of the IPO in July 2020. As of June 30, 2020, the Company had capitalized $7.7 million of deferred offering costs.

Revenue Recognition

In May 2014, the Financial Accounting Standards Board (“FASB”) issued ASC 606, requiring an entity to recognize revenue when it transfers promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled to in exchange for those goods or services.

The Company is compensated by the receipt of commission payments from health insurance carriers whose health insurance policies are purchased through the Company’s ecommerce platforms or customer care centers. The Company also generates revenue from

non-commission

revenue sources, which include providing dedicated insurance agent resources for carrier-specific programs, sales of insurance leads to other marketing agencies and carriers, and the implementation and use of the Company’s platform. The Company accounts for payments made under certain carrier-specific arrangements as deductions to revenue.

The core principle of ASC 606 is to recognize revenue upon the transfer of promised goods or services to customers in an amount that reflects the consideration the entity expects to be entitled to in exchange for those goods or services. Accordingly, the Company recognizes revenue for its services in accordance with the following five steps outlined in ASC 606:

•

Identification of the contract, or contracts, with a customer. A contract with a customer exists when (i) the Company enters into an enforceable contract with a customer that defines each party’s rights regarding the goods or services to be transferred and identifies the payment terms related to these goods or services, (ii) the contract has commercial substance and, (iii) the Company determines that collection of substantially all consideration for goods or services that are transferred is probable based on the customer’s intent and ability to pay the promised consideration. Payment of commissions typically commences within 60 days from the effective date. Payment terms from

non-commission

revenue are typically 30 days from the invoice date.

•

Identification of the performance obligations in the contract. Performance obligations promised in a contract are identified based on the goods or services that will be transferred to the customer that are both capable of being distinct, whereby the customer can benefit from the goods or services either on their own or together with other resources that are readily available from third parties or from the Company, and are distinct in the context of the contract, whereby the transfer of the goods or services is separately identifiable from other promises in the contract.

•

Determination of the transaction price. The transaction price is determined based on the consideration to which the Company will be entitled in exchange for transferring goods or services to the customer.

•

Allocation of the transaction price to the performance obligations in the contract. If the contract contains a single performance obligation, the entire transaction price is allocated to the single performance obligation. Contracts that contain multiple performance obligations require an allocation of the transaction price to each performance obligation based on a relative standalone selling price (“SSP”) basis.

•

Recognition of revenue when, or as, the Company satisfies a performance obligation. The Company satisfies performance obligations either over time or at a point in time, as discussed in further detail below. Revenue is recognized at the time the related performance obligation is satisfied by transferring the promised good or service to the customer.

Commission Revenue

The Company recognizes commission revenue from the sale of insurance products at the point when carriers approve an insurance application produced by the Company. The Company records as commission revenue the expected amount of commissions received from the insurance carriers and any renewal commissions to be paid on such placement as long as the policyholder remains with the same insurance product. The Company defines its customer to be the health insurance carrier.

The Company typically enters contractual agency relationships with health insurance carriers that are

non-exclusive

and terminable on short notice by either party for any reason. In addition, health insurance carriers often can terminate or amend agreements unilaterally on short notice, including provisions in agreements relating to the commission rates paid to the Company by the health insurance carriers. The amendment or termination of an agreement the Company has with a health insurance carrier may adversely impact the commissions it is paid on health insurance plans purchased from the carrier.

Compensation in the form of commissions is received from insurance carriers for the multiple types of insurance products sold by the Company on behalf of the carriers. For Medicare and

non-Medicare

eligible products, commission revenue generally represents a percentage of the premium amount expected to be collected by the carrier while the policyholder is enrolled in the insurance product, including renewal periods. The Company’s performance obligation is complete when a carrier has received and approved an insurance application. As such, the Company recognizes revenue at this point in time, which represents the total estimated lifetime commissions it expects to receive for selling the product after the carrier approves an application, net of an estimated constraint. The Company’s consideration is variable based on the amount of time it estimates a policy will remain in force. The Company estimates the amount of variable consideration that it expects to receive based on historical experience or carrier experience to the extent available, industry data, and expectations as to future retention rates. Additionally, the Company considers application of the constraint and only recognizes the amount of variable consideration that it believes is probable that it will be entitled to receive and will not be subject to a significant revenue reversal in the future. The Company monitors and updates this estimate at each reporting date. The Company does not have any remaining performance obligations in its contracts with customers.

The Company utilizes a practical expedient to estimate commission revenue for each insurance product by applying the use of a portfolio approach to group approved members by the effective month of the relevant policy (referred to as a “cohort”). This allows the Company to estimate the commissions it expects to collect for each cohort by evaluating various factors, including but not limited to, contracted commission rates, carrier mix, and expected member churn.

The Company’s variable consideration includes estimated and constrained lifetime values as the “constrained LTV” for the plans. The Company’s estimate of commission revenue for each product line is based on a number of assumptions, which include, but are not limited to, estimating conversion of an approved applicant to a paying policyholder, forecasting persistency and forecasting the commission amounts likely to be received per policyholder. These assumptions are based on historical trends and incorporate management’s judgment in interpreting those trends and in applying constraints.

On a quarterly basis, the Company

re-estimates

LTV at a cohort level for outstanding cohorts, reviews and monitors changes in the data used to estimate LTV, as well as the cash received for each cohort as compared to the original estimates. The difference between cash received for each cohort and the respective estimated LTV can be significant and may or may not be indicative of the need to adjust revenue for prior period cohorts. Changes in LTV may result in an increase or a decrease to revenue and a corresponding increase or decrease to commissions receivable. The Company analyzes these differences and, to the extent the Company believes differences in the estimates of the cash received are indicative of an increase or decrease to prior period LTVs, the Company will adjust revenue for the affected cohorts at the time such determination is made and when it is probable that a significant reversal in the amount of cumulative revenue recognized will not occur. For the three and six months ended June 30, 2020, the Company did not recognize any revenue adjustment related to prior period cohorts.

Other Revenue

Within the Company’s Medicare and IFP and Other segments, the Company provides trained licensed agents dedicated to carrier programs that assist in producing health insurance policies, typically prior to and during the annual enrollment period. The Company is compensated for the hours incurred on the carrier program at the time hours are incurred as well as performance-based enrollment fees relating to the Company enrolling individuals into health insurance plans. The Company recognizes revenue as control transfers over the term of the contract.

The Company recognizes revenue at a point in time resulting from the sale of leads to third parties and independent agents. The Company generates this revenue through the sale of leads sourced through its marketing efforts.

The Company provides certain customers access to its technology platform, where it charges for the implementation and monthly access to the software. This application allows carriers the use of the Company’s

e-commerce

platform to offer their own health insurance policies on their websites and agents to utilize the Company’s technology to power their online quoting, content and application submission processes. Typically, the Company is paid a

one-time

implementation fee, which it recognizes as control is transferred on a straight-line basis over the estimated term of the customer relationship (generally the initial term of the agreement), commencing once the technology is available for use by the third party.

Additionally, the Company earns development funds, based on delivering call volumes to certain insurance carriers. The Company recognizes revenue as control transfers over the term of the contract.

Disaggregation of Revenue

The table below depicts the disaggregation of revenue by product, and is consistent with how the Company evaluates its financial performance:


	Three Months Ended June 30,				Six Months Ended June 30,
	Successor		Predecessor		Successor		Predecessor
	2020		2019		2020		2019
Commission revenue:
Medicare
Medicare Advantage	$	87,626	$	41,035	$	186,917	$	72,063
Medicare Supplement		1,965		3,594		4,154		6,988
Prescription Drug Plans		425		532		995		1,047

Total Medicare		90,016		45,161		192,066		80,098
Individual and Family Plan:
Fixed Indemnity		3,818		11,463		10,597		24,101
Short Term		1,524		1,006		3,302		2,060
Major Medical		52		170		238		330

Total Individual and Family Plan		5,394		12,639		14,137		26,491
Ancillary		952		1,920		2,259		4,006
Small Group		244		357		654		698

Total Commission Revenue		96,606		60,077		209,116		111,293
Other Revenue		30,451		14,434		58,951		32,308

Net Revenues	$	127,057	$	74,511	$	268,067	$	143,601

For the six months ended June 30, 2020, the Company recognized $14.6 million of revenue that was deferred as of December 31, 2019.

Seasonality

A greater number of the Company’s Medicare-related health insurance plans are sold in its fourth quarter during the Medicare annual enrollment period when Medicare-eligible individuals are permitted to change their Medicare Advantage and Medicare Part D prescription drug coverage for the following year. As a result, the Company’s Medicare plan-related commission revenue is typically highest in the Company’s fourth quarter.

The majority of the Company’s individual and family health insurance plans are sold in its fourth quarter during the annual open enrollment period as defined under the federal Patient Protection and Affordable Care Act and related amendments in the Health Care and Education Reconciliation Act. Individuals and families generally are not able to purchase individual and family health insurance outside of the open enrollment period, unless they qualify for a special enrollment period as a result of certain qualifying events, such as losing employer-sponsored health insurance or moving to another state. As a result, the Company’s individual and family plan-related commission revenue is typically highest in the Company’s fourth quarter.

Recent Accounting Pronouncements

In August 2018, the FASB issued ASU

2018-13,

Fair Value Measurement Disclosure Framework – Changes to the Disclosure Requirements for Fair Value Measuremen

t (Topic 820), which amended the disclosure requirements under ASC 820. This update clarifies and unifies the disclosure of Level 3 fair value instruments. This guidance is effective for fiscal years beginning after December 15, 2019 and for interim periods within those fiscal years, although early adoption is permitted for either the entire standard or only the provisions that eliminate or modify the requirements. The Company adopted this standard on January 1, 2020, and the adoption did not have a material effect on our condensed consolidated financial statements.

In June 2018, the FASB issued ASU

2018-07,

Stock Compensation

– Improvements to Nonemployee Share-Based Payment Accounting (

Topic 718). This guidance expands the scope of Topic 718 to include share-based payment transactions for acquiring goods and services from nonemployees. Per ASU

2019-08,

issued November 2019, the guidance is effective for fiscal years beginning after December 15, 2019, and interim periods within fiscal years beginning after December 15, 2019. Early adoption is permitted, but no earlier than an entity’s adoption date of Topic 606. The Company adopted this standard on January 1, 2020, and the adoption did not have a material effect on our condensed consolidated financial statements.

In February 2016, the FASB issued ASU

2016-02,

Leases

(Topic 842). The guidance specifies that lessees will need to recognize a

right-of-use

asset and a lease liability for virtually all their leases except those which meet the definition of a short-term lease. For income statement purposes, the FASB retained a dual model, requiring leases to be classified as either operating or financing. Classification will be based on criteria that are similar to those applied in current lease accounting, but without explicit bright lines. Per ASU

2020-05,

Revenue from Contracts with Customers (Topic 606) and Leases (Topic 842): Effective Dates for Certain Entities

, issued June 2020, the guidance in ASU

2016-02,

as amended, is effective for fiscal years beginning after December 15, 2021, and interim periods within fiscal years beginning after December 15, 2022. Early adoption is permitted. The Company is currently evaluating the new guidance to determine the impact it will have on its condensed consolidated financial statements.

In November 2019, the FASB issued ASU

2019-11,

Financial Instruments – Credit Losses

(Topic 326), which amends the guidance for accounting for assets that are potentially subject to credit risk. The amendments affect contract assets, loans, debt securities, trade receivables, net investments in leases,

off-balance-sheet

credit exposures, reinsurance receivables, and any other financial assets not excluded from the scope that have the contractual right to receive cash. Per ASU

2019-10,

issued November 2019, the guidance is effective for annual and interim periods beginning after December 15, 2022. Early adoption is permitted. The Company is currently evaluating the new guidance to determine the impact it will have on its condensed consolidated financial statements.

Stockholder's Equity

6 Months Ended

Jun. 30, 2020

Stockholders' Equity Note [Abstract]

Stockholder's Equity

3.	STOCKHOLDER’S EQUITY

On March 27, 2020, the Company was authorized to issue 1,000 shares of common stock, $0.001 par value. On March 27, 2020, the Company issued 1,000 shares of common stock for $1, all of which were owned by GHH, LLC.

In connection with the Company’s IPO in July 2020, the Company’s Board of Directors approved an amended and restated certificate of incorporation and amended and restated bylaws. The amended and restated certificate of incorporation authorizes the issuance of up to 1,100,000,000 shares of Class A common stock, 690,000,000 shares of Class B common stock and 20,000,000 shares of preferred stock, each having a par value of $0.0001 per share.

Holders of Class A common stock are entitled to one vote per share held of record on all matters submitted to a vote of stockholders. Holders of Class A common stock are entitled to receive dividends when and if declared by

the Company’s

board of directors out of funds legally available, subject to any statutory or contractual restrictions on the payment of dividends and to any restrictions on the payment of dividends imposed by the terms of any outstanding preferred stock.

Holders of Class B common stock are entitled to one vote per share held of record on all matters presented to stockholders generally and do not have any right to receive dividends.

Upon the Company’s dissolution or liquidation, after payment in full of all amounts required to be paid to creditors and to the holders of preferred stock having liquidation preferences, if any, holders of Class A common stock and Class B common stock will be entitled to receive ratable portions of the Company’s remaining assets available for distribution; provided, that the holders of Class B common stock shall not be entitled to receive more than $0.0001 per share of Class B common stock and upon receiving such amount, shall not be entitled to receive any of the Company’s other assets or funds with respect to such shares of Class B common stock.

Under the terms of the amended and restated certificate of incorporation, the Company’s board of directors is authorized to direct the Company to issue shares of preferred stock in one or more series without stockholder approval. The Company’s board of directors has the discretion to determine the rights, preferences, privileges and restrictions, including voting rights, dividend rights, conversion rights, redemption privileges and liquidation preferences, of each series of preferred stock.

Acquisition

6 Months Ended

Jun. 30, 2020

GOHealth LLC [Member]

Acquisition

2. ACQUISITION

Acquisition of Norvax, LLC

On September 13, 2019, the Company acquired a 100% interest in Norvax, for $807.6 million in cash and $306.0 million in equity. In connection with the Acquisition, the Company also agreed to pay additional consideration of up to $275.0 million in additional Common and Senior Preferred Earnout Units, if Adjusted EBITDA, as defined in the terms of the acquisition agreement, exceeds certain thresholds for the period September 13, 2019 to December 31, 2019 and the year ended December 31, 2020 (“Earnout” or “contingent consideration”).

The elements of the purchase consideration are as follows:


Cash paid	$	807,591
Fair value of Class A and B Common Units issued		306,000
Fair value of contingent consideration liability		172,000

Total consideration	$	1,285,591

Contingent Consideration

The contingent consideration liability of $172.0 million represents the acquisition date fair value of the Earnout payments to Norvax’s selling shareholders and will be remeasured at each reporting date until settled. The contingent consideration will be settled in Common and Senior Preferred Earnout Units within 60 days of the issuance of the 2019 and 2020 audited financial statements. The Senior Preferred Earnout Units earn an annual coupon of 10.3% that provides for the accrual of additional units. Changes in the fair value of the contingent consideration are recognized in the consolidated statement of income (loss).

The full amount available relative to the 2019 target was earned as of December 31, 2019. On May 15, 2020, the contingent consideration related to the 2019 target of $200.0 million was settled with the issuance of 113,407,000 Class A Common Units, 48,644,750 Class B Common Units, and 100,000,000 Senior Preferred Earnout Units.

In connection with the IPO, the Company satisfied in full the Senior Preferred Earnout Units issued in connection with the 2019 Earnout through the use of proceeds raised in the IPO in the amount of $100.0 million. In addition, in connection with the IPO a significant shareholder assumed the liability associated with the 2020 Earnout. After the completion of the IPO, the full amount of the Company’s liabilities with respect to the 2019 and 2020 Earnouts accrued in connection with the Acquisition were settled.

Allocation of Preliminary Purchase Price

The preliminary allocation of the purchase price is based on the fair value of assets acquired and liabilities assumed as of the acquisition date. The components of the preliminary purchase price allocation are as follows:


Net working capital	$	18,787
Commission receivable – non-current		113,565
Property and equipment		4,442
Other noncurrent assets		218
Other noncurrent liabilities		(963	)
Trade names		83,000
Developed technology		496,000
Customer relationships		232,000
Goodwill		386,553
Deferred revenue		(3,283	)
Commissions payable – non-current		(44,728	)

Total consideration transferred	$	1,285,591

Goodwill represents the excess of the consideration paid over the estimated fair value of assets acquired and liabilities assumed in a business combination and is primarily attributable to future growth and the assembled workforce.

Balance Sheet Accounts

6 Months Ended

Jun. 30, 2020

GOHealth LLC [Member]

Balance Sheet Accounts

3. BALANCE SHEET ACCOUNTS

Commissions Receivable

Commissions receivable activity is summarized as follows:


	Successor
	Six Months Ended June 30, 2020
Balance at December 31, 2019	$	382,931
Commission revenue for the period		209,116
Cash receipts for the period		(150,407	)

Balance at June 30, 2020		441,640
Less: Commissions receivable – current		74,044

Commissions receivable – non-current	$	367,596

Fair Value Measurements

6 Months Ended

Jun. 30, 2020

GOHealth LLC [Member]

Fair Value Measurements

4. FAIR VALUE MEASUREMENTS

The Company defines fair value as the price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Valuation techniques the Company uses to measure fair value maximize the use of observable inputs and minimize the use of unobservable inputs. The Company classifies the inputs used to measure fair value into the following hierarchy:


Level 1 Inputs		Unadjusted quoted prices in active markets for identical assets or liabilities.

Level 2 Inputs		Unadjusted quoted prices in active markets for similar assets or liabilities; unadjusted quoted prices for identical or similar assets or liabilities in markets that are not active; inputs other than quoted prices that are observable for the asset or liability.

Level 3 Inputs		Unobservable inputs for the asset or liability.

Fair Value Measurements

The fair value of the acquired developed technology was estimated as of the acquisition date of September 13, 2019 and does not represent the fair value as of June 30, 2020. Such fair value was estimated using the multi-period excess earnings model. This method discounts the amount of excess cash flows generated by the asset. The fair value of the acquired trade names was estimated using the relief from-royalty method which required that the Company estimate hypothetical royalty payments that would be required over the economic life of the asset as if it were to be licensed instead of purchased. These payments were then discounted to their present value. Both developed technology and trade names represent a Level 3 measurement within the fair value hierarchy.

The fair value of the acquired customer relationships was estimated as of the acquisition date of September 13, 2019 and does not represent the fair value as of June 30, 2020. Such fair value was estimated using the distributor method under the income approach, which included Level 3 inputs such as revenue, attrition, margin and contributory asset charges.

The fair value of the contingent consideration liability was measured using a Monte Carlo simulation and is discounted using a rate that appropriately captures the risk associated with the obligation. The weighted average discount rate used to value the contingent consideration as of June 30, 2020 was approximately 8.5% and was based on an analysis of publicly traded peers. Expected volatility was estimated to be 45%, based on an analysis of publicly traded peers that ranged from approximately 9% to 72%. The contingent consideration was part of the acquisition consideration and will be remeasured at each reporting date until settled. The following table sets forth the changes to the fair value of the contingent consideration for the six months ended June 30, 2020.


	Successor
	Six Months Ended June 30, 2020
Balance at December 31, 2019	$	242,700
Settlement of 2019 earnout		(200,000	)
2020 earnout fair value adjustment		19,700

Balance at June 30, 2020	$	62,400

The carrying amount of certain financial instruments, including cash and cash equivalents, accounts receivable, commissions receivable, accounts payable, accrued expenses, and commissions payable approximate fair value due to the short maturity of these instruments. Commissions receivable are recorded at constrained lifetime values. The carrying value of debt approximates fair value due to the variable nature of interest rates.

- Definition

The entire disclosure for the fair value of financial instruments (as defined), including financial assets and financial liabilities (collectively, as defined), and the measurements of those instruments as well as disclosures related to the fair value of non-financial assets and liabilities. Such disclosures about the financial instruments, assets, and liabilities would include: (1) the fair value of the required items together with their carrying amounts (as appropriate); (2) for items for which it is not practicable to estimate fair value, disclosure would include: (a) information pertinent to estimating fair value (including, carrying amount, effective interest rate, and maturity, and (b) the reasons why it is not practicable to estimate fair value; (3) significant concentrations of credit risk including: (a) information about the activity, region, or economic characteristics identifying a concentration, (b) the maximum amount of loss the entity is exposed to based on the gross fair value of the related item, (c) policy for requiring collateral or other security and information as to accessing such collateral or security, and (d) the nature and brief description of such collateral or security; (4) quantitative information about market risks and how such risks are managed; (5) for items measured on both a recurring and nonrecurring basis information regarding the inputs used to develop the fair value measurement; and (6) for items presented in the financial statement for which fair value measurement is elected: (a) information necessary to understand the reasons for the election, (b) discussion of the effect of fair value changes on earnings, (c) a description of [similar groups] items for which the election is made and the relation thereof to the balance sheet, the aggregate carrying value of items included in the balance sheet that are not eligible for the election; (7) all other required (as defined) and desired information.

+ References + Details

Goodwill And Intangible Assets, Net

6 Months Ended

Jun. 30, 2020

GOHealth LLC [Member]

Goodwill And Intangible Assets, Net

5. GOODWILL AND INTANGIBLE ASSETS, NET

The gross carrying amounts, accumulated amortization, and net carrying amounts of the Company’s definite-lived amortizable intangible assets, as well as its indefinite-lived intangible trademarks, are presented in the tables below:


	June 30, 2020 (Successor)
	Gross Carrying Amount		Accumulated Amortization		Net Carrying Amount
Developed technology	$	496,000	$	56,686	$	439,314
Customer relationships		232,000		18,560		213,440

Total intangible assets subject to amortization	$	728,000	$	75,246	$	652,754

Indefinite-lived trademarks						83,000

Total intangible assets					$	735,754


	December 31, 2019 (Successor)
	Gross Carrying Amount		Accumulated Amortization		Net Carrying Amount
Developed technology	$	496,000	$	21,257	$	474,743
Customer relationships		232,000		6,960		225,040

Total intangible assets subject to amortization	$	728,000	$	28,217	$	699,783

Indefinite-lived trademarks						83,000

Total intangible assets					$	782,783

There was no impairment of goodwill or intangible assets for the three or six months ended June 30, 2020.

Long Term Debt

6 Months Ended

Jun. 30, 2020

GOHealth LLC [Member]

Long Term Debt

6. LONG TERM DEBT

The Company’s long-term debt consisted of the following:


	Successor June 30, 2020			Successor December 31, 2019
Credit Facility	$	414,458		$	299,250
Less: unamortized debt discount and issuance costs		(13,053	)		(8,017	)

Total debt		401,405			291,233
Less: current portion		(4,170	)		(3,000	)

Total long-term debt	$	397,235		$	288,233

Successor

General

On September 13, 2019, in connection with the Acquisition, Norvax, or the Borrower, entered into a first lien credit agreement (the “Credit Agreement”) which provides for the following:

•

$300.0 million aggregate principal amount senior secured term loan facility, or the Term Loan Facility; and

•

$30.0 million aggregate principal amount senior secured revolving credit facility, or the Revolving Credit Facility.

On March 20, 2020, the Company entered into an amendment to the Credit Agreement, which provided $117.0 million of incremental term loans, or the “Incremental Term Loan Facility”. On March 23, 2020, the Company issued 6,666,667 Class B Common units to a lender that is party to the Company’s Credit Agreement for $10.0 million in proceeds.

On May 7, 2020, the Company entered into a second amendment to the Credit Agreement, which provided $20.0 million of incremental revolving credit, or the “Incremental Revolving Credit Facility”.

On June 11, 2020, the Company entered into a third amendment to the Credit Agreement, which provided $8.0 million of incremental revolving credit, or the “Incremental No. 3 Revolving Credit Facility.”

The Company collectively refers to the Term Loan Facility, the Revolving Credit Facility, the Incremental Term Loan Facility, the Incremental Revolving Credit Facility, and the Incremental No.

3 Revolving Credit Facility as the “Credit Facilities”.

The Company incurred $9.3 million, $6.0 million, $200 thousand and $80 thousand of debt issuance costs associated with the Term Loan Facility, the Incremental Term Loan Facility, the Incremental Revolving Credit Facility and the Incremental No. 3 Revolving Credit Facility, respectively, which are being amortized over the life of the debt to interest expense on a straight-line basis.

As of June 30, 2020, the Company had a principal amount of $297.8 million and $116.7 million outstanding on the Term Loan Facility and Incremental Term Loan Facility, respectively. The effective interest rate was 7.5% and 8.4% at June 30, 2020 and December 31, 2019, respectively. The Company had no amounts outstanding on the Revolving Credit Facility, Incremental Revolving Credit Facility, or Incremental No. 3 Revolving Credit Facility, which had a remaining capacity of $58.0 million in the aggregate as of June 30, 2020.

Interest Rates and Fees

Borrowings under the Credit Facilities are, at the option of the Borrower, either alternate base rate (“ABR”) loans or LIBOR loans. Term loans and revolving loans comprising each ABR borrowing under the Term Loan Facility accrue interest at the ABR plus an applicable rate of 5.50% per annum. Term loans and revolving loans comprising each LIBOR borrowing bear interest at the LIBOR plus an applicable rate of 6.50% per annum.

In addition to paying interest on the principal amounts outstanding under the Credit Facilities, the Borrower is required to pay a commitment fee of 0.50% per annum under the Revolving Credit Facility, Incremental Revolving Credit Facility, and Incremental No. 3 Revolving Credit Facility in respect of the unutilized commitments thereunder. The Borrower is also subject to customary letter of credit and agency fees.

Mandatory Prepayments

The Credit Agreement requires that the Borrower, following the end of each fiscal year, commencing with the fiscal year ending December 31, 2020, repay the outstanding principal amount of all term loans under the Credit Facilities in an aggregate amount equal to (A) 50.0% of the excess cash flow of the Borrower and its restricted subsidiaries for such fiscal year if the Total Net Leverage Ratio (as defined in the Credit Agreement) is greater than 4.50:1.00, which percentage is reduced to 25% if the Total Net Leverage Ratio is less than or equal to 4.50:1.00 and greater than 4.00:1.00, which percentage is further reduced to 0% if the Total Net Leverage Ratio is less than or equal to 4.00:1.00, minus (B) at the option of the Borrower, (x) the aggregate amount of certain voluntary prepayments of term loans under the Credit Agreement during such fiscal year or after

year-end

and prior to the time such Excess Cash Flow prepayment is due, (y) the aggregate principal amount of any voluntary prepayments of indebtedness under pari passu incremental facilities, incremental equivalent debt and/or certain refinancing indebtedness, made during such fiscal year or after such fiscal year and prior to the time such prepayment is due.

The Credit Agreement requires the Borrower to repay amounts equal to 100% of the net cash proceeds of certain asset sales or other dispositions of property (including insurance and condemnation proceeds); provided, that, in the case of any prepayment events required in connection with certain dispositions and casualty events, if the net proceeds therefrom are invested (or committed to be invested) within 12 months after the receipt of such net proceeds, then no prepayment shall be required except to the extent such net proceeds have not been so invested (or committed to be invested) by the end of

such 12-month

period.

The Credit Agreement requires 100% of the net proceeds from the issuance or incurrence of certain indebtedness to be applied to prepay the term loans under the Term Loan Facility and the Incremental Term Loan Facility, except to the extent the indebtedness constitutes refinancing indebtedness.

Voluntary Prepayment

The Borrower may voluntarily prepay outstanding borrowings under the Credit Facilities at any time in whole or in part without premium or penalty; provided, that, with respect to voluntary prepayments of the Term Loan Facility and the Incremental Term Loan Facility and in certain other circumstances, the Borrower may have to pay a prepayment premium.

Amortization and Final Maturity

The Term Loan Facility and Incremental Term Loan Facility are payable in quarterly installments in the principal amount of 0.25% of the original principal amount. The remaining unpaid balance on the Term Loan Facility and Incremental Term Loan Facility, together with all accrued and unpaid interest thereon, is due and payable on or prior to September 13, 2025. Outstanding borrowings under the Revolving Credit Facility, the Incremental Revolving Credit Facility and the Incremental No. 3 Revolving Credit Facility do not amortize and are due and payable on September 13, 2024.

Guarantees and Security

The Borrower’s obligations under the Credit Facilities are guaranteed by Blizzard Midco, LLC and certain of the Borrower’s subsidiaries. All obligations under the Credit Agreement are secured by a first priority lien on substantially all of the assets of the Borrower, including a pledge of all of the equity interests of its subsidiaries.

Covenants and Other Matters

The Credit Agreement contains a number of covenants that, among other things and subject to certain exceptions, restrict the Borrower’s and its restricted subsidiaries’ ability to:

•

incur indebtedness;

•

incur certain liens;

•

consolidate, merge or sell or otherwise dispose of assets;

•

make investments, loans, advances, guarantees and acquisitions;

•

pay dividends or make other distributions on equity interests, or redeem, repurchase or retire equity interests;

•

enter into transactions with affiliates;

•

alter the business conducted by the Company and subsidiaries;

•

change their fiscal year; and

•

amend or modify governing documents.

In addition, the Credit Agreement contains financial and

non-financial

covenants. The Company is in compliance with all covenants as of June 30, 2020.

The Credit Agreement also contains certain customary representations and warranties and affirmative covenants, and certain reporting obligations. In addition, the lenders under the Credit Facilities will be permitted to accelerate all outstanding borrowings and other obligations, terminate outstanding commitments and exercise other specified remedies upon the occurrence of certain events of default (subject to certain grace periods and exceptions), which include, among other things, payment defaults, breaches of representations and warranties, covenant defaults, certain cross-defaults and cross-accelerations to other indebtedness, certain events of bankruptcy and insolvency, certain judgments and changes of control. Subject to certain limited exceptions, substantially all of the Company’s assets are restricted from distribution.

Predecessor

During 2019, Norvax had a senior secured revolving credit facility (the “Predecessor Credit Facility”) with The Huntington National Bank (formerly FirstMerit Bank N.A.). In connection with the Acquisition, this facility was paid off and retired. The Predecessor Credit Facility provided for borrowings up to a maximum of $16.0 million based upon 80% of eligible trade accounts receivable, plus 40% of certain earned enrollment/commission fees. Norvax paid a variable interest rate on borrowings equal to, at Norvax’s discretion, Prime minus 50 basis points or LIBOR plus 250 basis points. The Predecessor Credit Facility was collateralized by substantially all the assets of Norvax and was subject to certain financial covenants.

Members' Equity

6 Months Ended

Jun. 30, 2020

GOHealth LLC [Member]

Members' Equity

7. MEMBERS’ EQUITY

Successor

The GoHealth Holdings, LLC operating agreement (“Operating Agreement”) provides for the classes of units, allocation of profits and losses, and other member rights. The Operating Agreement allows for equity Preferred units (the “Preferred”) and Common units (the “Common”). Preferred units are divided into two classes: Senior Preferred Earnout Units, which are

non-voting,

and Preferred Units (“Preferred Unit”), which have voting rights. Common units are divided into two classes: Class A Common units (“Class A”), which have voting rights and Class B Common units (“Class B”), which are

non-voting.

Members of management will be issued profits interests (the “Profit Units,” and together with the Preferred units and the Common units, the “Units”) from an equity pool with an aggregate value equal to 10% of the Company’s fully diluted equity.

Voting Rights

Each Preferred Unit and Class A unit has equal voting rights. The Preferred Unit and Class A unit holders also elect the members of the board of managers of the Company based on the percentage of units held by such investor.

Liquidation Preference

Upon a liquidity event defined as: (a) sale or disposition of all or substantially all of the assets of the Company; or (b) the liquidation, dissolution or winding up of the Company; first, in connection with refinancing or repayment of debt, Senior Preferred Earnout Units, the ceiling of which is the face amount of the Senior Preferred Earnout Units; second, Preferred Unit holders up to 150% of their invested capital; third, to Common holders, up to 150% of their invested capital; fourth, to the Profit Unit holders, pro rata, with the residual to the Common holders, pro rata, up to 150% of their invested capital, inclusive of prior distributions; fifth, to the Profit Unit holders, pro rata, with the residual to all members until each has received an aggregate amount of additional capital contributions, less amounts previously distributed; sixth, to Preferred Unit, Common and Profit Unit holders until Preferred Unit holders have received a cumulative amount equal to 250% of their invested capital; seventh, to Common holders equal to $75.0 million; eighth, pro rata, 100% Common, 100% Profit units, and 90% Preferred Unit/10% Common until Preferred Unit holders have received 300% of their invested capital; ninth, Common holders equal to $75.0 million; tenth, pro rata, 100% Common, 100% Profit units, 85% Preferred Unit/15% Common until Preferred Unit holders receive 400% of their invested capital; and, eleventh, pro rata, 100% Common, 100% Profit units and 80% Preferred Unit/20% Common.

Right of First Offer

Following the fifth anniversary of the Closing, Common units will be freely transferable, subject to customary “prohibited transfer” restrictions and a right of first offer for the benefit of the Company, first, and any

non-transferring

Investors, second.

Predecessor

The Norvax operating agreement (“Norvax Operating Agreement”) provided for classes of units, allocation of profits and losses, distribution rights, and other member rights. The Norvax Operating Agreement allowed for equity units (Class A units and Class B units) and profits interests units (Class C units). Class A and Class B units had voting rights. Except for board of manager composition, any action taken by the Class A and Class B members required a majority of members holding the outstanding Class A and Class B units, voting together as a single class. Class C units were nonvoting and represented profit interests’ units and entailed no initial capital contribution. Members were limited in their liability to their capital contributions. Immediately prior to the Acquisition described in

Note 2 – Acquisition

, all Class B units converted to Class A units.

Distribution Rights

Class A and Class B unit holders were entitled to distributions on a

pro-rata

basis, as approved by the board of managers. To the extent that Norvax had available cash, it distributed to each Class A and Class B unit holder a tax distribution in an amount equal to the product of the aggregate total of all taxable income allocable to the members multiplied by the tax rate. The tax rate is 45% as set forth in the Norvax Operating Agreement.

Voting Rights

Each Class A and Class B unit had equal voting rights and preferences, except Norwest Equity partners (“NEP”) was granted authority to approve certain actions. The Class A and Class B unit holders also elected the members of the board of managers of Norvax.

Antidilution Rights

Class B units contained an antidilution feature that required an adjustment to the conversion ratio in the event of subsequent issuances of securities by Norvax at a price below the conversion price in effect immediately prior to each such issuance. The Class B conversion ratio could be adjusted in the event that grants of options or changes in option prices or conversion rates on convertible securities resulted in prices below the conversion price in effect immediately prior to each such grant or change.

Liquidation Preference

Upon a liquidity event defined as: (a) sale or disposition of all or substantially all of the assets of Norvax; (b) the liquidation, dissolution or winding up of Norvax; or (c) any consolidation or merger of Norvax in which the Class A and Class B unit holders owned less than 50% of the voting power of the outstanding securities immediately after the consolidation or merger, the Class B units are first to be paid proceeds at a liquidation amount of $10.00 per unit, and from time to time, was decreased by subtracting distributions (other than tax distributions) made in respect of Class B units.

Upon the occurrence of a Dissolution Event, Norvax continued solely for the purposes of winding up its affairs in an orderly manner, liquidating its assets, and satisfying the claims of its creditors and members. A Dissolution Event is an event by the order of a court pursuant to

Section 18-802

of the Delaware Code or by action of the members with NEP’s approval. Net income, net losses, and other items of Norvax’s income, gain, loss, or deduction was to continue to be allocated in the manner provided in the Norvax Operating Agreement. In a Dissolution Event, Class B units received the liquidation preference specified above.

Involuntary Transfer Rights

Upon any involuntary transfer, Norvax had the first option, and the purchase option unit holders had the subsequent options, to purchase all or any portion of the units subject to the involuntary transfer.

Right of First Refusal

A unit holder could transfer, sell, or assign any Class A or Class B units in a permitted transfer, given that Norvax first had the option to purchase the units being transferred.

Class B Put Option

Class B units are classified as temporary equity as they were redeemable upon exercise of the Class B put option, which was outside of Norvax’s control, for cash at a put price equal to the greater of the Class B unit fair value or their original cost. Because the Class B units were redeemable, the Company was accreting the change up to the maximum redemption amount. The Company recorded accretion of $15.0 million and $130.0 million in the three and six months ended June 30, 2019, respectively. These amounts appear as Redeemable Class B unit accretion on the condensed consolidated statements of changes in members’ equity.

Immediately prior to the Acquisition described in

Note 2 – Acquisition

, Norvax adjusted NEP’s Redeemable Class B units to their full redemption amounts and were then converted to Class A units.

Share-Based Compensation Plans

6 Months Ended

Jun. 30, 2020

GOHealth LLC [Member]

Share-Based Compensation Plans

8. SHARE-BASED COMPENSATION PLANS

The following table summarizes share-based compensation expense by operating function for the three and six months ended June 30, 2020:


	Successor		Successor
	Three Months Ended June 30, 2020		Six Months Ended June 30, 2020
Marking and advertising	$	61	$	119
Customer care and enrollment		32		58
Technology		83		159
General and administrative		421		741

Total share-based compensation expense	$	597	$	1,077

Successor

Effective September 13, 2019 and in conjunction with the Acquisition, the Company authorized the grants of

non-voting

Profit Units. The Profits Units are issued by Blizzard Management Feeder, LLC, to employees on behalf of the Company.

One-third

of the Profit Units granted to each employee will vest in five equal installments on the first through fifth anniversaries of the date of grant, so long as the employee remains employed by the Company through the applicable vesting date (“Time-Vesting Units”).

Two-thirds

of the Profit Units granted to each individual will vest upon a liquidity event based on the extent to which the distributions received by the Preferred and the Common exceed their investment in the Company (“Performance-Vesting Units”).

Compensation expense for the Time-Vesting Units is recognized on a straight-line basis over the five-year requisite service period. Performance-Vesting Units contain market conditions and an implied performance condition, which results in compensation cost being recognized when the performance condition is considered probable of being satisfied. Performance-Vesting Units vest upon the achievement of a contingent exit event that is defined as a transaction in which the ultimate parent disposes of all or substantially all of its investment in the Company. Such an exit event is not considered probable until it consummates. As such, no share-based compensation expense has been recorded for the Performance-Vesting Units as of June 30, 2020.

In June 2020, the Company modified the terms of the Performance-Vesting Units such that the performance-vesting targets will be measured against the public offering price of the IPO. The completion of the IPO in July 2020 satisfied the implied performance condition and triggered an accelerated vesting of approximately 14,000,000 Performance-Vesting Units. The Company will record the related compensation expense in the third quarter of 2020 with a corresponding increase to additional

paid-in

capital.

The number of Profit Units eligible for issuance will equal, in the aggregate, approximately 10% of the fully diluted equity of the Company at the closing of the Acquisition. All Profit Units (i.e., issued at closing of the Acquisition or issued thereafter) will have the economic rights and entitlements in relation to other equity interests in the Company under the waterfall described in the Operating Agreement.

The Company granted 7,699,728 Profit Units in the six months ended June 30, 2020, of which 3,681,773 and 4,017,955 were Time-Vesting Units and Performance-Vesting Units, respectively.

Predecessor

Class C Incentive Plan

Norvax had a Class C Incentive Plan (the “Class C Plan”), which Norvax accounted for as a liability award. Class C units granted under the plan represented profit interests’ units and entailed no initial capital contribution. Class C units had no voting rights.

Incentive Share Plan

Norvax had an Incentive Share Plan, which Norvax accounted for as a liability award. The plan consisted of incentive share grants made to employees that provided for cash payments to participants upon the occurrence of a triggering event. Triggering events included a change in control or an employee’s involuntary termination without cause. In the event of a change in control, the triggering event value per share was the average per share purchase price of the common stock giving rise to such change in control. Cash payments were based on the difference between the triggering event value per share and the value per share on the grant date. In the event of an involuntary termination without cause, cash payments were calculated as the positive difference between the book value per share of Norvax’s stock on the date of the triggering event and the value per share on the grant date for each incentive share then triggered, as defined in the Incentive Share Plan.

On September 13, 2019, GoHealth Holdings, LLC acquired a 100% interest in Norvax. Per the Incentive Share Plan, a change in control triggering event occurred and employees granted incentive shares under this plan became eligible for cash payments and as a result, the Company recorded $13.1 million in incentive share expense for the year ended December 31, 2019.

Pro Forma Net (Loss) Per Share

6 Months Ended

Jun. 30, 2020

GOHealth LLC [Member]

Pro Forma Net (Loss) Per Share

9. PRO FORMA NET (LOSS) PER SHARE

Basic (loss) per share is computed by dividing net (loss) attributable to GoHealth, Inc. by the weighted-average number of shares of Class A common stock outstanding during the period. Diluted (loss) per share is computed giving effect to all potentially dilutive shares. Diluted (loss) per share for all periods presented is the same as basic (loss) per share as the inclusion of potentially issuable shares would be antidilutive.

For purposes of calculating (loss) per share for periods prior to the IPO, the Transactions were treated as a merger of entities under common control. Therefore, (loss) per share is retrospectively reflected as though these transactions had occurred as of the earliest period presented. For all periods prior to the IPO, historical net (loss) is allocated between the Class A stockholders and the

non-controlling

interest based on their respective share ownership. The weighted average shares of Class A common stock outstanding was based upon the number of the Company’s Class A common stock issued to the Blocker Shareholders directly prior to the consummation of the IPO, while the weighted average shares of Class B common stock outstanding for the

non-controlling

interest was based upon the LLC Units held by the Continuing Equity Owners directly prior to the consummation of the IPO. These calculations do not consider the 43,500,000 shares of Class A common stock sold or the 2,426,100 shares of Class A common stock issuable pursuant to stock options and 305,068 shares of Class A common stock issuable pursuant to restricted stock units, both of which would have a dilutive effect on the weighted-average shares of Class A common stock outstanding, in the IPO.

A reconciliation of the numerator and denominator used in the calculation of basic and diluted net (loss) per share of Class A common stock is as follows:


	Successor			Successor
	Three Months Ended June 30, 2020			Six Months Ended June 30, 2020
Numerator:
Net (loss)	$	(22,867	)	$	(23,804	)
Less: Net (loss) attributable to non-controlling interests		(20,005	)		(20,825	)

Net (loss) attributable to GoHealth, Inc.	$	(2,862	)	$	(2,979	)

Denominator:
Weighted-average shares of Class A common stock outstanding—basic		40,682,961			40,682,961
Effect of dilutive securities		—			—

Weighted-average shares of Class A common stock outstanding—diluted		40,682,961			40,682,961

Net (loss) per share of Class A common stock—basic and diluted	$	(0.07	)	$	(0.07	)

Shares of Class B common stock do not share in earnings and are not participating securities. Accordingly, separate presentation of (loss) per share of Class B common stock under the

two-class

method has not been presented. Shares of Class B common stock are, however, considered potentially dilutive shares of Class A common stock. After evaluating the potential dilutive effect, the 284,396,355 shares of Class B common stock outstanding as of June 30, 2020 were determined to be anti-dilutive and have therefore been excluded from the computations of diluted earnings per share of Class A common stock

Income Taxes

6 Months Ended

Jun. 30, 2020

GOHealth LLC [Member]

Income Taxes

10. INCOME TAXES

The Company’s effective tax rate for the second quarter of 2020 and 2019 was 0.10% and 0.05%, respectively. The effective tax rate for each period is lower than the statutory tax rate primarily due to the effect of

tax-exempt

entity status.

Commitments and Contingencies

6 Months Ended

Jun. 30, 2020

GOHealth LLC [Member]

Commitments and Contingencies

11. COMMITMENTS AND CONTINGENCIES

Leases

The Company is party to various

non-cancelable

operating lease agreements for certain of the Company’s offices and data centers with lease periods expiring in 2030. Certain of these arrangements have free rent periods or escalating rent payment provisions, and the Company recognizes rent expense under such arrangements on a straight-line basis.

Legal Proceedings

From time to time, the Company is party to various litigation matters incidental to the conduct of its business. The Company is not presently party to any legal proceedings the resolution of which it believes would have a material adverse effect on its business, prospects, financial condition, liquidity, results of operation, cash flows or capital levels.

Related-Party Transactions

6 Months Ended

Jun. 30, 2020

GOHealth LLC [Member]

Related-Party Transactions

12. RELATED-PARTY TRANSACTIONS

The Company is party to various lease agreements with 214 W Huron LLC, 220 W Huron Street Holdings LLC, and 215 W Superior LLC, each of which are controlled by significant shareholders, to lease its corporate offices in Chicago, Illinois. The Company pays rent, operating expenses, maintenance, and utilities under the terms of the leases. For the three and six months ended June 30, 2020 and 2019, the Company made aggregate lease payments of $0.3 million, $0.6 million, $0.2 million, and $0.5 million, respectively, under these leases.

On January 1, 2020, the Company entered into a

non-exclusive

aircraft dry lease agreement with an entity wholly-owned and controlled by significant shareholders. The agreement allows the Company to use an aircraft owned by this entity for business and on an

as-needed

basis. The agreement has no set term and is terminable without cause by either party upon 30 days’ prior written notice. Under the agreement, the Company is required to pay $6,036.94 per flight hour for use of the aircraft. For the three and six months ended June 30, 2020, the Company recorded expense of $34 thousand and $0.8 million under this lease, respectively, all of which was unpaid and recorded as accounts payable in the condensed consolidated balance sheet as of June 30, 2020.

On May 12, 2020, the Company entered into a lease agreement with Wilson Tech 5, which is controlled by significant shareholders, for a proposed site in Lindon, Utah, beginning in 2022. The Company will not have access to the leased premises until construction is complete and is not deemed to be the owner during the construction period. This lease agreement expires on May 11, 2030. The Company did not make any lease payments during the three and six months ended June 30, 2020 under this lease. The initial base annual rent will be approximately $4.6 million beginning in mid-2022.

Operating Segments and Significant Customers

6 Months Ended

Jun. 30, 2020

GOHealth LLC [Member]

Operating Segments and Significant Customers

13. OPERATING SEGMENTS AND SIGNIFICANT CUSTOMERS

Operating Segments

The Company reports segment information based on how the Company’s chief operating decision maker (“CODM”) regularly reviews operating results, allocates resources and makes decisions regarding business operations. The performance measures of the segments include total revenue and profit (loss). The Company’s business structure is comprised of four operating and reportable segments: Medicare Internal, Medicare External, Individual and Family Plan and Other (“IFP and Other”) Internal, and IFP and Other External.

The following table presents summary results of the Company’s operating segments for the three and six months ended June 30, 2020 and 2019:


	Three Months Ended June 30,						Six Months Ended June 30,
	Successor			Predecessor			Successor			Predecessor
	2020			2019			2020			2019
Revenues:
Medicare:
Internal channel	$	87,201		$	32,412		$	182,488		$	53,324
External channel		28,108			19,070			57,053			39,404

Total Medicare		115,309			51,482			239,541			92,728
Individual and Family Plan and Other:
Internal channel		7,019			12,340			15,651			26,780
External channel		4,729			10,689			12,875			24,093

Total Individual and Family Plan and Other		11,748			23,029			28,526			50,873

Total revenues		127,057			74,511			268,067			143,601
Segment profit (loss):
Medicare:
Internal channel		32,746			14,941			74,482			19,806
External channel		495			5,692			173			9,071

Total Medicare segment profit		33,241			20,633			74,655			28,877
Individual and Family Plan and Other:
Internal channel		(54	)		(268	)		427			612
External channel		130			107			642			1,370

Total Individual and Family Plan and Other segment profit (loss)		76			(161	)		1,069			1,982

Total segment profit		33,317			20,472			75,724			30,859
Corporate expense		8,911			4,769			17,576			10,114
Change in fair value of contingent consideration liability		15,300			—			19,700			—
Amortization of intangible assets		23,514			—			47,029			—
Transaction costs		—			299			—			299
Interest expense		8,986			81			15,742			109
Other (income) expense		(505	)		38			(495	)		48

(Loss) income before income taxes	$	(22,889	)	$	15,285		$	(23,828	)	$	20,289

There are no internal revenue transactions between the Company’s operating segments. Substantially all revenue for the three and six months ended June 30, 2020 and 2019 was generated from customers located in the United States. The Company’s CODM does not separately evaluate assets by segment, and therefore assets by segment are not presented. The Company’s assets are primarily located in the United States.

Significant Customers

Carriers representing 10% or more of the Company’s total revenue for the three and six months ended June 30, 2020 and 2019 are presented in the tables below:


	Three Months Ended June 30,
	Successor	Predecessor
	2020	2019
Humana	38%	32%
Anthem	32%	21%
United	10%	11%

	Six Months Ended June 30,
	Successor	Predecessor
	2020	2019
Humana	40%	30%
Anthem	32%	18%
United	8%	14%

Subsequent Events

6 Months Ended

Jun. 30, 2020

Subsequent Events

4.	SUBSEQUENT EVENTS

In connection with the Company’s IPO, the Company completed a series of organizational transactions (the “Transactions”). The Transactions included:

•

The amendment and restatement of the existing limited liability company agreement of GHH, LLC to, among other things, (1) recapitalize all existing ownership interests in GHH, LLC (including profits units awarded under the existing limited liability company agreement of GHH, LLC) and (2) appoint the Company as the sole managing member of GHH, LLC upon its acquisition of LLC Interests in connection with the IPO;

•

The amendment and restatement of the Company’s certificate of incorporation to, among other things, provide for (1) the recapitalization of the Company’s outstanding shares of existing common stock into one share of Class A common stock, (2) Class A common stock, with each share of the Company’s Class A common stock entitling its holder to one vote per share on all matters presented to stockholders generally and (3) Class B common stock, with each share of the Company’s Class B common stock entitling its holder to one vote per share on all matters presented to stockholders generally, and that shares of Class B common stock may only be held by the Continuing Equity Owners and their respective permitted

transferees

;

•

The issuance of 229,399,322 shares of the Company’s Class B common stock to the Continuing Equity Owners, which is equal to the number of LLC Interests held directly or indirectly by such Continuing Equity Owners immediately following the Transactions, for nominal consideration;

•

The acquisition of, by means of one or more mergers, the Blocker Company (the “Blocker Merger”) and the issuance to the Blocker Shareholders 40,682,961 shares of the Company’s Class A common stock and payment of $96.2 million in cash to Blocker Shareholders as partial consideration in the Blocker Merger;

•

The issuance of 43,500,000 shares of the Company’s Class A common stock to the purchasers in the IPO in exchange for net proceeds, after taking into account the underwriting discount and estimated offering expenses payable by the Company, of approximately $852.0 million;

•

The use of the net proceeds from the IPO to (i) purchase

38,679,685

newly-issued LLC Interests directly from GHH, LLC at a price per unit equal to the IPO price per share of Class A common stock less the underwriting discount and estimated offering expenses payable by the Company and (ii) pay $96.2 million in cash to the Blocker Shareholders as partial consideration in the Blocker Merger;

•

GHH, LLC used the net proceeds from the sale of LLC Interests to the Company (i) to pay $508.3 million in cash to partially redeem certain of the LLC Interests held directly or indirectly by the Continuing Equity Owners, (ii) to satisfy in full $100.0 million in aggregate face amount of an existing equity instrument in connection with the Transactions and (iii) for general corporate purposes, to the extent any proceeds remain, to support the growth of the business; and

•

The Company entered into (1) a stockholders’ agreement with Centerbridge and NVX Holdings, (2) a registration rights agreement with certain of the Continuing Equity Owners and (3) a tax receivable agreement with GHH, LLC, the Continuing Equity Owners and the Blocker Shareholders.

In connection with the IPO, the Company became the sole managing member of GHH, LLC and will control the management of GHH, LLC. As a result, the Company will consolidate GHH, LLC’s financial results in its consolidated financial statements and report a

non-controlling

interest for the economic interest in GHH, LLC held by the Continuing Equity Owners.

In connection with the IPO, the Company entered into the Tax Receivable Agreement with GHH, LLC, the Continuing Equity Owners and the Blocker Shareholders that will provide for the payment by the Company to the Continuing Equity Owners and the Blocker Shareholders of 85% of the amount of tax benefits, if any, that the Company actually realizes (or in some circumstances is deemed to realize) as a result of (1) the Company’s allocable share of existing tax basis acquired in connection with the Transactions (including the Blocker Company’s share of existing tax basis) and increases to such allocable share of existing tax basis; (2) increases in tax basis resulting from (a) the Company’s purchase of LLC Interests directly from GHH, LLC and the partial redemption of LLC Interests by GHH, LLC, (b) future redemptions or exchanges (or deemed exchanges in certain circumstances) of LLC Interests for Class A common stock or cash, and (c) certain distributions (or deemed distributions) by GHH, LLC; and (3) certain additional tax benefits arising from payments made under the Tax Receivable Agreement.

On July 7, 2020, the Company adopted the 2020 Incentive Award Plan, which became effective on July 14, 2020, under which 6,465,359 shares of the Company’s Class A common stock will be initially reserved for issuance. In connection with the IPO, the Company granted 2,426,100 shares of Class A common stock issuable pursuant to stock options and 305,068 shares of Class A common stock issuable pursuant to restricted stock units.

Also on July 7, 2020, the Company adopted the 2020 Employee Stock Purchase Plan, which became effective on the same date, under which 808,170 shares of the Company’s Class A common stock will be initially reserved for issuance.

GOHealth LLC [Member]

Subsequent Events

14. SUBSEQUENT EVENTS

On July 17, 2020, GoHealth, Inc. completed its IPO of 43,500,000 shares of Class A common stock at a public offering price of $21.00 per share and received approximately $852.0 million in net proceeds, after deducting the underwriting discount and estimated offering expenses. GoHealth Inc. used the net proceeds to purchase 38,679,685 newly-issued LLC interests from GHH, LLC at a price per unit equal to the initial public offering price per share of Class A common stock in the IPO, less the underwriting discount and estimated offering expenses. Immediately following the completion of the IPO and related organizational transactions, GoHealth Inc. held 84,182,961 LLC interests of GHH, LLC, representing an approximately 26.8% economic interest in GHH, LLC.

The Company used the net proceeds from the sale of LLC interests to GoHealth, Inc. (i) to partially redeem certain of the LLC interests held directly or indirectly by certain shareholders of the Company, (ii) to satisfy in full the 2019 Senior Preferred Earnout Units in the amount of $100.0 million, and (iii) for general corporate purposes.

Description of Business and Significant Accounting Policies (Policies)

6 Months Ended

Jun. 30, 2020

Cash and Cash Equivalents

Cash

All cash as of the balance sheet date was cash on hand held in deposit, and is carried at fair value, which approximates carrying value.

Income Taxes

GOHealth LLC [Member]

Description of Business

Basis of Presentation and Significant Accounting Policies

As a result of the Acquisition, which is discussed further in

Note 2 – Acquisition

Use of Estimates

Cash and Cash Equivalents

Concentration of Credit Risk

Accounts Receivable and Allowance for Doubtful Accounts

Commissions Receivable

non-current

Deferred Offering Costs

Revenue Recognition

non-commission

•

non-commission

revenue are typically 30 days from the invoice date.

•

Commission Revenue

The Company typically enters contractual agency relationships with health insurance carriers that are

non-exclusive

Compensation in the form of commissions is received from insurance carriers for the multiple types of insurance products sold by the Company on behalf of the carriers. For Medicare and

non-Medicare

On a quarterly basis, the Company

re-estimates

Other Revenue

e-commerce

one-time

Additionally, the Company earns development funds, based on delivering call volumes to certain insurance carriers. The Company recognizes revenue as control transfers over the term of the contract.

Disaggregation of Revenue

The table below depicts the disaggregation of revenue by product, and is consistent with how the Company evaluates its financial performance:


	Three Months Ended June 30,				Six Months Ended June 30,
	Successor		Predecessor		Successor		Predecessor
	2020		2019		2020		2019
Commission revenue:
Medicare
Medicare Advantage	$	87,626	$	41,035	$	186,917	$	72,063
Medicare Supplement		1,965		3,594		4,154		6,988
Prescription Drug Plans		425		532		995		1,047

Total Medicare		90,016		45,161		192,066		80,098
Individual and Family Plan:
Fixed Indemnity		3,818		11,463		10,597		24,101
Short Term		1,524		1,006		3,302		2,060
Major Medical		52		170		238		330

Total Individual and Family Plan		5,394		12,639		14,137		26,491
Ancillary		952		1,920		2,259		4,006
Small Group		244		357		654		698

Total Commission Revenue		96,606		60,077		209,116		111,293
Other Revenue		30,451		14,434		58,951		32,308

Net Revenues	$	127,057	$	74,511	$	268,067	$	143,601

For the six months ended June 30, 2020, the Company recognized $14.6 million of revenue that was deferred as of December 31, 2019.

Seasonality

Recent Accounting Pronouncements

In August 2018, the FASB issued ASU

2018-13,

Fair Value Measurement Disclosure Framework – Changes to the Disclosure Requirements for Fair Value Measuremen

In June 2018, the FASB issued ASU

2018-07,

Stock Compensation

– Improvements to Nonemployee Share-Based Payment Accounting (

Topic 718). This guidance expands the scope of Topic 718 to include share-based payment transactions for acquiring goods and services from nonemployees. Per ASU

2019-08,

In February 2016, the FASB issued ASU

2016-02,

Leases

(Topic 842). The guidance specifies that lessees will need to recognize a

right-of-use

2020-05,

Revenue from Contracts with Customers (Topic 606) and Leases (Topic 842): Effective Dates for Certain Entities

, issued June 2020, the guidance in ASU

2016-02,

In November 2019, the FASB issued ASU

2019-11,

Financial Instruments – Credit Losses

off-balance-sheet

credit exposures, reinsurance receivables, and any other financial assets not excluded from the scope that have the contractual right to receive cash. Per ASU

2019-10,

Description of Business and Significant Accounting Policies (Tables)

6 Months Ended

Jun. 30, 2020

GOHealth LLC [Member]

Summary of Disaggregation of Revenue

The table below depicts the disaggregation of revenue by product, and is consistent with how the Company evaluates its financial performance:


	Three Months Ended June 30,				Six Months Ended June 30,
	Successor		Predecessor		Successor		Predecessor
	2020		2019		2020		2019
Commission revenue:
Medicare
Medicare Advantage	$	87,626	$	41,035	$	186,917	$	72,063
Medicare Supplement		1,965		3,594		4,154		6,988
Prescription Drug Plans		425		532		995		1,047

Total Medicare		90,016		45,161		192,066		80,098
Individual and Family Plan:
Fixed Indemnity		3,818		11,463		10,597		24,101
Short Term		1,524		1,006		3,302		2,060
Major Medical		52		170		238		330

Total Individual and Family Plan		5,394		12,639		14,137		26,491
Ancillary		952		1,920		2,259		4,006
Small Group		244		357		654		698

Total Commission Revenue		96,606		60,077		209,116		111,293
Other Revenue		30,451		14,434		58,951		32,308

Net Revenues	$	127,057	$	74,511	$	268,067	$	143,601

Acquisition (Tables) - GOHealth LLC [Member]

6 Months Ended

Jun. 30, 2020

Summary of Purchase Consideration

The elements of the purchase consideration are as follows:


Cash paid	$	807,591
Fair value of Class A and B Common Units issued		306,000
Fair value of contingent consideration liability		172,000

Total consideration	$	1,285,591

Summary of Allocation of Preliminary Purchase Price


Net working capital	$	18,787
Commission receivable – non-current		113,565
Property and equipment		4,442
Other noncurrent assets		218
Other noncurrent liabilities		(963	)
Trade names		83,000
Developed technology		496,000
Customer relationships		232,000
Goodwill		386,553
Deferred revenue		(3,283	)
Commissions payable – non-current		(44,728	)

Total consideration transferred	$	1,285,591

Balance Sheet Accounts (Tables)

6 Months Ended

Jun. 30, 2020

GOHealth LLC [Member]

Summary of Commission Receivable

Commissions receivable activity is summarized as follows:


	Successor
	Six Months Ended June 30, 2020
Balance at December 31, 2019	$	382,931
Commission revenue for the period		209,116
Cash receipts for the period		(150,407	)

Balance at June 30, 2020		441,640
Less: Commissions receivable – current		74,044

Commissions receivable – non-current	$	367,596

Fair Value Measurements (Tables)

6 Months Ended

Jun. 30, 2020

GOHealth LLC [Member]

Summary of Fair value of the Contingent Consideration

The following table sets forth the changes to the fair value of the contingent consideration for the six months ended June 30, 2020.


	Successor
	Six Months Ended June 30, 2020
Balance at December 31, 2019	$	242,700
Settlement of 2019 earnout		(200,000	)
2020 earnout fair value adjustment		19,700

Balance at June 30, 2020	$	62,400

Goodwill And Intangible Assets, Net (Tables)

6 Months Ended

Jun. 30, 2020

GOHealth LLC [Member]

Summary of Goodwill and Intangible Assets, Net


	June 30, 2020 (Successor)
	Gross Carrying Amount		Accumulated Amortization		Net Carrying Amount
Developed technology	$	496,000	$	56,686	$	439,314
Customer relationships		232,000		18,560		213,440

Total intangible assets subject to amortization	$	728,000	$	75,246	$	652,754

Indefinite-lived trademarks						83,000

Total intangible assets					$	735,754


	December 31, 2019 (Successor)
	Gross Carrying Amount		Accumulated Amortization		Net Carrying Amount
Developed technology	$	496,000	$	21,257	$	474,743
Customer relationships		232,000		6,960		225,040

Total intangible assets subject to amortization	$	728,000	$	28,217	$	699,783

Indefinite-lived trademarks						83,000

Total intangible assets					$	782,783

Long Term Debt (Tables)

6 Months Ended

Jun. 30, 2020

GOHealth LLC [Member]

Summmary of Company's Long-term Debt

The Company’s long-term debt consisted of the following:


	Successor June 30, 2020			Successor December 31, 2019
Credit Facility	$	414,458		$	299,250
Less: unamortized debt discount and issuance costs		(13,053	)		(8,017	)

Total debt		401,405			291,233
Less: current portion		(4,170	)		(3,000	)

Total long-term debt	$	397,235		$	288,233

- Definition

Tabular disclosure of long-debt instruments or arrangements, including identification, terms, features, collateral requirements and other information necessary to a fair presentation. These are debt arrangements that originally required repayment more than twelve months after issuance or greater than the normal operating cycle of the entity, if longer.

+ References

Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 210
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.5-02.22)
-URI http://asc.fasb.org/extlink&oid=6877327&loc=d3e13212-122682

Reference 2: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 835
-SubTopic 30
-Section 45
-Paragraph 1A
-URI http://asc.fasb.org/extlink&oid=114775744&loc=d3e28541-108399

Reference 3: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 6
-URI http://asc.fasb.org/extlink&oid=109259400&loc=d3e21506-112644

Reference 4: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 235
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08.(e),(f))
-URI http://asc.fasb.org/extlink&oid=26873400&loc=d3e23780-122690

Reference 5: http://fasb.org/us-gaap/role/ref/legacyRef
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-Name Accounting Standards Codification
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-URI http://asc.fasb.org/extlink&oid=114775744&loc=d3e28551-108399

Reference 6: http://fasb.org/us-gaap/role/ref/legacyRef
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-Name Accounting Standards Codification
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-URI http://asc.fasb.org/extlink&oid=109259400&loc=d3e21521-112644

Reference 7: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
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-URI http://asc.fasb.org/extlink&oid=109259400&loc=d3e21538-112644

Reference 8: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 942
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-Section 50
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-URI http://asc.fasb.org/extlink&oid=75038535&loc=d3e64711-112823

Reference 9: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 835
-SubTopic 30
-Section 55
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-URI http://asc.fasb.org/extlink&oid=114775985&loc=d3e28878-108400

Reference 10: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 3
-URI http://asc.fasb.org/extlink&oid=109259400&loc=d3e21475-112644

+ Details

Share-Based Compensation Plans (Tables)

6 Months Ended

Jun. 30, 2020

GOHealth LLC [Member]

Summary of Share-Based Compensation Expenses by Operating Function

The following table summarizes share-based compensation expense by operating function for the three and six months ended June 30, 2020:


	Successor		Successor
	Three Months Ended June 30, 2020		Six Months Ended June 30, 2020
Marking and advertising	$	61	$	119
Customer care and enrollment		32		58
Technology		83		159
General and administrative		421		741

Total share-based compensation expense	$	597	$	1,077

Pro Forma Net(Loss) Per Share (Tables)

6 Months Ended

Jun. 30, 2020

GOHealth LLC [Member]

Summary of reconciliation of the numerator and denominator used in the calculation of basic and diluted net (loss) per share

A reconciliation of the numerator and denominator used in the calculation of basic and diluted net (loss) per share of Class A common stock is as follows:


	Successor			Successor
	Three Months Ended June 30, 2020			Six Months Ended June 30, 2020
Numerator:
Net (loss)	$	(22,867	)	$	(23,804	)
Less: Net (loss) attributable to non-controlling interests		(20,005	)		(20,825	)

Net (loss) attributable to GoHealth, Inc.	$	(2,862	)	$	(2,979	)

Denominator:
Weighted-average shares of Class A common stock outstanding—basic		40,682,961			40,682,961
Effect of dilutive securities		—			—

Weighted-average shares of Class A common stock outstanding—diluted		40,682,961			40,682,961

Net (loss) per share of Class A common stock—basic and diluted	$	(0.07	)	$	(0.07	)

Operating Segments and Significant Customers (Tables) - GOHealth LLC [Member]

6 Months Ended

Jun. 30, 2020

Summary of Reconciliation of Operating Profit (Loss) From Segments to Consolidated

The following table presents summary results of the Company’s operating segments for the three and six months ended June 30, 2020 and 2019:


	Three Months Ended June 30,						Six Months Ended June 30,
	Successor			Predecessor			Successor			Predecessor
	2020			2019			2020			2019
Revenues:
Medicare:
Internal channel	$	87,201		$	32,412		$	182,488		$	53,324
External channel		28,108			19,070			57,053			39,404

Total Medicare		115,309			51,482			239,541			92,728
Individual and Family Plan and Other:
Internal channel		7,019			12,340			15,651			26,780
External channel		4,729			10,689			12,875			24,093

Total Individual and Family Plan and Other		11,748			23,029			28,526			50,873

Total revenues		127,057			74,511			268,067			143,601
Segment profit (loss):
Medicare:
Internal channel		32,746			14,941			74,482			19,806
External channel		495			5,692			173			9,071

Total Medicare segment profit		33,241			20,633			74,655			28,877
Individual and Family Plan and Other:
Internal channel		(54	)		(268	)		427			612
External channel		130			107			642			1,370

Total Individual and Family Plan and Other segment profit (loss)		76			(161	)		1,069			1,982

Total segment profit		33,317			20,472			75,724			30,859
Corporate expense		8,911			4,769			17,576			10,114
Change in fair value of contingent consideration liability		15,300			—			19,700			—
Amortization of intangible assets		23,514			—			47,029			—
Transaction costs		—			299			—			299
Interest expense		8,986			81			15,742			109
Other (income) expense		(505	)		38			(495	)		48

(Loss) income before income taxes	$	(22,889	)	$	15,285		$	(23,828	)	$	20,289

Summary of Revenue by Major Customers by Reporting Segments

Carriers representing 10% or more of the Company’s total revenue for the three and six months ended June 30, 2020 and 2019 are presented in the tables below:


	Three Months Ended June 30,
	Successor	Predecessor
	2020	2019
Humana	38%	32%
Anthem	32%	21%
United	10%	11%

	Six Months Ended June 30,
	Successor	Predecessor
	2020	2019
Humana	40%	30%
Anthem	32%	18%
United	8%	14%

Organization and Basis of Presentation - Additional information (Detail) - USD ($) $ / shares in Units, $ in Millions			6 Months Ended
	Jul. 17, 2020	Mar. 27, 2020	Jun. 30, 2020
Date of incorporation			Mar. 27, 2020
Shares issued during the period		1,000
Share issue price		$ 1
IPO [Member] \| Subsequent Event [Member]
Acquisition of non controlling interest shares	38,679,685
Class A Common Stock [Member] \| IPO [Member] \| Subsequent Event [Member]
Shares issued during the period	43,500,000
Share issue price	$ 21.00
Proceeds from initial public offering	$ 852.0

Description of Business and Significant Accounting Policies - Additional Information (Detail) - USD ($)			3 Months Ended		6 Months Ended		12 Months Ended
	Jul. 17, 2020	Mar. 27, 2020	Jun. 30, 2020	Jun. 30, 2019	Jun. 30, 2020	Jun. 30, 2019	Dec. 31, 2019	May 06, 2020	Aug. 15, 2019
Shares issued during the period		1,000
Share issue price		$ 1
Commissions Receivable Impairment Loss			$ 0	$ 0	$ 0	$ 0
GOHealth LLC [Member]
Equity Method Investment, Ownership Percentage							100.00%
Cash, FDIC Insured Amount			250,000		250,000
Cash, Uninsured Amount			$ 117,700,000		$ 117,700,000		$ 11,900,000
Concentration Risk, Percentage			10.00%	10.00%	10.00%	10.00%	10.00%
Deferred Offering Costs			$ 7,700,000		$ 7,700,000
Revenue Recognized					$ 14,600,000
Accounts Receivable [Member] \| GOHealth LLC [Member]
Concentration Risk, Customer					three customers		five customers
Concentration Risk, Percentage					92.00%		87.00%
Accounts Receivable, after Allowance for Credit Loss			$ 8,700,000		$ 8,700,000		$ 21,200,000
Norvax LLC [Member] \| GOHealth LLC [Member]
Equity Method Investment, Ownership Percentage			100.00%		100.00%			100.00%	100.00%
Blizzard Midco LLC [Member] \| GOHealth LLC [Member]
Equity Method Investment, Ownership Percentage								100.00%
Subsequent Event [Member] \| IPO [Member]
Acquisition of non controlling interest shares	38,679,685
Subsequent Event [Member] \| IPO [Member] \| GOHealth LLC [Member]
Acquisition of non controlling interest shares	38,679,685
Subsequent Event [Member] \| Class A Common Stock [Member] \| IPO [Member]
Shares issued during the period	43,500,000
Share issue price	$ 21.00
Proceeds from initial public offering	$ 852,000,000
Subsequent Event [Member] \| Class A Common Stock [Member] \| IPO [Member] \| GOHealth LLC [Member]
Shares issued during the period	43,500,000
Share issue price	$ 21.00
Proceeds from initial public offering	$ 852,000,000

Description of Business and Significant Accounting Policies - Summary of Disaggregation of Revenue (Detail) - GOHealth LLC [Member] - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2020	Jun. 30, 2019	Jun. 30, 2020	Jun. 30, 2019
Disaggregation of Revenue [Line Items]
Financial Designation		Predecessor		Predecessor
Net Revenues	$ 127,057	$ 74,511	$ 268,067	$ 143,601
Commissions [Member]
Disaggregation of Revenue [Line Items]
Net Revenues	96,606	60,077	209,116	111,293
Other [Member]
Disaggregation of Revenue [Line Items]
Net Revenues	30,451	14,434	58,951	32,308
Medicare [Member]
Disaggregation of Revenue [Line Items]
Net Revenues	90,016	45,161	192,066	80,098
Medicare [Member] \| Medical Advantage [Member]
Disaggregation of Revenue [Line Items]
Net Revenues	87,626	41,035	186,917	72,063
Medicare [Member] \| Medicare Supplement [Member]
Disaggregation of Revenue [Line Items]
Net Revenues	1,965	3,594	4,154	6,988
Medicare [Member] \| Prescription Drug Plans [Member]
Disaggregation of Revenue [Line Items]
Net Revenues	425	532	995	1,047
Individual and Family Plan [Member]
Disaggregation of Revenue [Line Items]
Net Revenues	5,394	12,639	14,137	26,491
Individual and Family Plan [Member] \| Fixed Indemnity [Member]
Disaggregation of Revenue [Line Items]
Net Revenues	3,818	11,463	10,597	24,101
Individual and Family Plan [Member] \| Short Term [Member]
Disaggregation of Revenue [Line Items]
Net Revenues	1,524	1,006	3,302	2,060
Individual and Family Plan [Member] \| Major Medical [Member]
Disaggregation of Revenue [Line Items]
Net Revenues	52	170	238	330
Ancillary [Member]
Disaggregation of Revenue [Line Items]
Net Revenues	952	1,920	2,259	4,006
Small Group [Member]
Disaggregation of Revenue [Line Items]
Net Revenues	$ 244	$ 357	$ 654	$ 698

Stockholder's Equity - Additional information (Detail) - $ / shares	Mar. 27, 2020	Jul. 31, 2020	Jun. 30, 2020
Class of Stock [Line Items]
Common stock, par value	$ 0.001		$ 0.001
Common stock, shares authorized	1,000		1,000
Shares issued during the period	1,000
Share issue price	$ 1
Preferred stock, shares authorized			20,000,000
Preferred stock, par value			$ 0.0001
Subsequent Event [Member]
Class of Stock [Line Items]
Common stock, par value		$ 0.0001
Common Class A [Member]
Class of Stock [Line Items]
Common stock, shares authorized			1,100,000,000
Common Class B [Member]
Class of Stock [Line Items]
Common stock, shares authorized			690,000,000

Acquisition - Additional Information (Detail) - GOHealth LLC [Member] - USD ($) $ in Thousands			3 Months Ended	6 Months Ended
	May 15, 2020	Sep. 13, 2019	Jun. 30, 2020	Jun. 30, 2020
Class A Common Units [Member]
Business Acquisition [Line Items]
Business combination issuance of common units contingent consideration settlement			113,407,000	113,407,000
Class B Common Units [Member]
Business Acquisition [Line Items]
Business combination issuance of common units contingent consideration settlement			48,645,000	48,645,000
Novarax [Member]
Business Acquisition [Line Items]
Business combination percentage of voting interest acquired		100.00%
Business combination cash consideration paid		$ 807,591
Business combination consideration payable as shares		306,000
Business combination contingent consideration liability		275,000
Business acquisition earnout payments		$ 172,000
Coupon rate		10.30%
Business combination settlement of contingent consideration shares issued value	$ 200,000
Payment of contingent consideration in cash	$ 100,000
Novarax [Member] \| Class A Common Units [Member]
Business Acquisition [Line Items]
Business combination issuance of common units contingent consideration settlement	113,407,000
Novarax [Member] \| Class B Common Units [Member]
Business Acquisition [Line Items]
Business combination issuance of common units contingent consideration settlement	48,644,750
Novarax [Member] \| Preferred Units [Member]
Business Acquisition [Line Items]
Business combination issuance of preferred senior units contingent consideration settlment	100,000,000

Acquisition - Summary of Purchase Consideration (Detail) - GOHealth LLC [Member] - Novarax [Member] $ in Thousands	Sep. 13, 2019 USD ($)
Business Combination Components of Purchase Consideration [Line Items]
Cash paid	$ 807,591
Fair value of Class A and B Common Units issued	306,000
Fair value of contingent consideration liability	172,000
Total consideration	$ 1,285,591

Acquisition - Summary of Allocation of Preliminary Purchase Price (Detail) - GOHealth LLC [Member] - USD ($) $ in Thousands	Jun. 30, 2020	Dec. 31, 2019	Sep. 13, 2019
Business Acquisition [Line Items]
Goodwill	$ 386,553	$ 386,553
Novarax [Member]
Business Acquisition [Line Items]
Net working capital			$ 18,787
Commission receivable – non-current			113,565
Property and equipment			4,442
Other noncurrent assets			218
Other noncurrent liabilities			(963)
Goodwill			386,553
Deferred revenue			(3,283)
Commissions payable – non-current			(44,728)
Total consideration transferred			1,285,591
Novarax [Member] \| Trade Names [Member]
Business Acquisition [Line Items]
Finite-Lived Intangibles			83,000
Novarax [Member] \| Developed Technology [Member]
Business Acquisition [Line Items]
Finite-Lived Intangibles			496,000
Novarax [Member] \| Customer Relationships [Member]
Business Acquisition [Line Items]
Finite-Lived Intangibles			$ 232,000

Balance Sheet Accounts - Summary of Commission Receivable (Detail) - GOHealth LLC [Member] - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2020	Jun. 30, 2019	Jun. 30, 2020	Jun. 30, 2019
Commission revenue for the period	$ 127,057	$ 74,511	$ 268,067	$ 143,601
Commissions [Member]
Balance at December 31, 2019			382,931
Commission revenue for the period	96,606	$ 60,077	209,116	$ 111,293
Cash receipts for the period			(150,407)
Balance at June 30, 2020	441,640		441,640
Less: Commissions receivable – current	74,044		74,044
Commissions receivable – non-current	$ 367,596		$ 367,596

Fair Value Measurements - Additional Information (Detail) - GOHealth LLC [Member]	Jun. 30, 2020
Measurement Input, Discount Rate [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Business combination measurement input	0.085
Measurement Input, Price Volatility [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Business combination measurement input	0.45
Measurement Input, Price Volatility [Member] \| Minimum [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Business combination measurement input	0.09
Measurement Input, Price Volatility [Member] \| Maximum [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Business combination measurement input	0.72

Fair Value Measurements - Summary of Fair value of the Contingent Consideration (Detail) - GOHealth LLC [Member] - Contingent Consideration [Member] $ in Thousands	6 Months Ended
	Jun. 30, 2020 USD ($)
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Balance at December 31, 2019	$ 242,700
Settlement of 2019 earnout	(200,000)
2020 earnout fair value adjustment	19,700
Balance at June 30, 2020	$ 62,400

Goodwill And Intangible Assets, Net - Summary of Goodwill and Intangible Assets, Net (Detail) - GOHealth LLC [Member] - USD ($) $ in Thousands	Jun. 30, 2020	Dec. 31, 2019
Schedule of Finite and Indefinite Intangible Assets [Line Items]
Gross Carrying Amount	$ 728,000	$ 728,000
Accumulated Amortization	75,246	28,217
Net carrying amount	652,754	699,783
Indefinite-lived trademarks	83,000	83,000
Intangible Assets	735,754	782,783
Developed Technology [Member]
Schedule of Finite and Indefinite Intangible Assets [Line Items]
Gross Carrying Amount	496,000	496,000
Accumulated Amortization	56,686	21,257
Net carrying amount	439,314	474,743
Customer Relationships [Member]
Schedule of Finite and Indefinite Intangible Assets [Line Items]
Gross Carrying Amount	232,000	232,000
Accumulated Amortization	18,560	6,960
Net carrying amount	$ 213,440	$ 225,040

Goodwill And Intangible Assets, Net - Additional Information (Detail) - USD ($)	3 Months Ended	6 Months Ended
	Jun. 30, 2020	Jun. 30, 2020
GOHealth LLC [Member]
Schedule Of Finite And Indefinite Intangible Assets [Line Items]
Impairment of intangible assets including goodwill	$ 0	$ 0

Long Term Debt - Summary of Long Term Debt (Detail) - GOHealth LLC [Member] - USD ($) $ in Thousands	Jun. 30, 2020	Dec. 31, 2019
Debt Instrument [Line Items]
Credit Facility	$ 414,458	$ 299,250
Less: unamortized debt discount and issuance costs	(13,053)	(8,017)
Total debt	401,405	291,233
Less: current portion	(4,170)	(3,000)
Total long-term debt	$ 397,235	$ 288,233

Long Term Debt - Additional Informatiom (Detail) - USD ($) $ in Thousands			6 Months Ended	12 Months Ended
	Mar. 27, 2020	Mar. 23, 2020	Jun. 30, 2020	Dec. 31, 2019	Jun. 11, 2020	May 07, 2020	Mar. 20, 2020	Sep. 13, 2019
Debt Instrument [Line Items]
Issuance of Common Units, Units	1,000
GOHealth LLC [Member]
Debt Instrument [Line Items]
Line of credit remaining borrowing capacity			$ 58,000
Mandatory prepayment as a percentage of assets sold			100.00%
Debt instrument periodic payment percentage			0.25%
Debt instrument payment terms			quarterly
Debt Instrument, effective interest rate			7.50%	8.40%
GOHealth LLC [Member] \| Incremental Revolving Credit Facility [Member]
Debt Instrument [Line Items]
Debt Issuance Costs Gross			$ 200
GOHealth LLC [Member] \| Incremental No.3 Revolving Credit Facility [Member]
Debt Instrument [Line Items]
Debt Issuance Costs Gross			$ 80
GOHealth LLC [Member] \| Credit Agreement [Member]
Debt Instrument [Line Items]
Credit agreement redemption, description			50.0% of the excess cash flow of the Borrower and its restricted subsidiaries for such fiscal year if the Total Net Leverage Ratio (as defined in the Credit Agreement) is greater than 4.50:1.00, which percentage is reduced to 25% if the Total Net Leverage Ratio is less than or equal to 4.50:1.00 and greater than 4.00:1.00, which percentage is further reduced to 0% if the Total Net Leverage Ratio is less than or equal to 4.00:1.00
GOHealth LLC [Member] \| Prepayment Percentage One [Member]
Debt Instrument [Line Items]
Prepayment as a percentage of principal amount outstanding			50.00%
GOHealth LLC [Member] \| Prepayment Percentage One [Member] \| Minimum [Member]
Debt Instrument [Line Items]
Net debt to leverage ratio			4.50
GOHealth LLC [Member] \| Prepayment Percentage Two [Member]
Debt Instrument [Line Items]
Prepayment as a percentage of principal amount outstanding			25.00%
GOHealth LLC [Member] \| Prepayment Percentage Two [Member] \| Minimum [Member]
Debt Instrument [Line Items]
Net debt to leverage ratio			4.00
GOHealth LLC [Member] \| Prepayment Percentage Two [Member] \| Maximum [Member]
Debt Instrument [Line Items]
Net debt to leverage ratio			4.50
GOHealth LLC [Member] \| Prepayment Percentage Three [Member]
Debt Instrument [Line Items]
Prepayment as a percentage of principal amount outstanding			0.00%
GOHealth LLC [Member] \| Prepayment Percentage Three [Member] \| Maximum [Member]
Debt Instrument [Line Items]
Net debt to leverage ratio			4.00
GOHealth LLC [Member] \| Line of Credit [Member]
Debt Instrument [Line Items]
Credit facility, aggregate principal amount								$ 30,000
Commitement fee percentage due to unutilised commitements			0.50%
GOHealth LLC [Member] \| Line of Credit [Member] \| Incremental Revolving Credit Facility [Member]
Debt Instrument [Line Items]
Credit facility, aggregate principal amount						$ 20,000
GOHealth LLC [Member] \| Line of Credit [Member] \| Incremental No.3 Revolving Credit Facility [Member]
Debt Instrument [Line Items]
Credit facility, aggregate principal amount					$ 8,000
GOHealth LLC [Member] \| Line of Credit [Member] \| Novarax Member [Member]
Debt Instrument [Line Items]
Line of credit current borrowing capacity				$ 16,000
Line of credit current borrowing capacity as a percentage of trade receivables				80.00%
Line of credit current borrowing capacity as a percentage of enrollment and commison fees earned				40.00%
GOHealth LLC [Member] \| Line of Credit [Member] \| LIBOR [Member] \| Novarax Member [Member]
Debt Instrument [Line Items]
Debt instrument variable interest rate spread				2.50%
GOHealth LLC [Member] \| Line of Credit [Member] \| Prime Rate [Member] \| Novarax Member [Member]
Debt Instrument [Line Items]
Debt instrument variable interest rate spread				(0.50%)
GOHealth LLC [Member] \| Term Loan and Revolving Credit Facility [Member] \| Alternate Base Rate [Member]
Debt Instrument [Line Items]
Debt instrument variable interest rate spread			5.50%
Debt instrument interest rate description			ABR plus an applicable rate of 5.50%
GOHealth LLC [Member] \| Term Loan and Revolving Credit Facility [Member] \| LIBOR [Member]
Debt Instrument [Line Items]
Debt instrument variable interest rate spread			6.50%
Debt instrument interest rate description			LIBOR plus an applicable rate of 6.50%
GOHealth LLC [Member] \| Term Loan and Incremental Term Loan [Member]
Debt Instrument [Line Items]
Mnadatory prepayment as a percentage of amount raised on debt issue			100.00%
GOHealth LLC [Member] \| Term Loan Facility [Member]
Debt Instrument [Line Items]
Credit facility, aggregate principal amount								$ 300,000
Debt Issuance Costs Gross			$ 9,300
Long term debt, net			297,800
GOHealth LLC [Member] \| Incremental Term Loan Facility [Member]
Debt Instrument [Line Items]
Credit facility, aggregate principal amount							$ 117,000
Debt Issuance Costs Gross			6,000
Long term debt, net			$ 116,700
GOHealth LLC [Member] \| Incremental Revolving Credit Facility [Member]
Debt Instrument [Line Items]
Commitement fee percentage due to unutilised commitements			0.50%
GOHealth LLC [Member] \| Incremental No.3 Revolving Credit Facility [Member]
Debt Instrument [Line Items]
Commitement fee percentage due to unutilised commitements			0.50%
GOHealth LLC [Member] \| Credit Amendment Agreement [Member]
Debt Instrument [Line Items]
Issuance of Common Units, Units		6,666,667
Proceeds from term loan and line of credit facility		$ 10,000

Members' Equity - Additional Information (Detail) - GOHealth LLC [Member] - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2020	Jun. 30, 2019	Jun. 30, 2020	Jun. 30, 2019
Schedule of Members Equity [Line Items]
Profit units as a percentage of diluted equity to be issued	10.00%		10.00%
Liquidation price percentage	100.00%		100.00%
Tax rate			45.00%
Minimum voting rights of common stock	50.00%		50.00%
Liquidation Proceeds per unit	$ 10.00		$ 10.00
Temporary equity, accretion	$ 15,000	$ 15,000	$ 130,000	$ 130,000
400% Preferred Units Holder Distribution [member]
Schedule of Members Equity [Line Items]
Liquidation price percentage	100.00%		100.00%
300% Preferred Units Holder Distribution [member]
Schedule of Members Equity [Line Items]
Liquidation price percentage	100.00%		100.00%
Preferred Units Eighth Pro Rata [Member] \| 300% Preferred Units Holder Distribution [member]
Schedule of Members Equity [Line Items]
Liquidation price percentage	10.00%		10.00%
Common Units [Member] \| 400% Preferred Units Holder Distribution [member]
Schedule of Members Equity [Line Items]
Liquidation price percentage	15.00%		15.00%
Liquidation price			$ 75,000
Common Units [Member] \| 300% Preferred Units Holder Distribution [member]
Schedule of Members Equity [Line Items]
Liquidation price			$ 75,000
Common Units [Member] \| 250% Preferred Units Holder Distribution [member]
Schedule of Members Equity [Line Items]
Liquidation price percentage	150.00%		150.00%
Preferred Units [Member]
Schedule of Members Equity [Line Items]
Liquidation price percentage	80.00%		80.00%
Preferred Units [Member] \| 400% Preferred Units Holder Distribution [member]
Schedule of Members Equity [Line Items]
Liquidation price percentage	85.00%		85.00%
Liquidation price cumulative percentage			400.00%
Preferred Units [Member] \| 300% Preferred Units Holder Distribution [member]
Schedule of Members Equity [Line Items]
Liquidation price percentage	90.00%		90.00%
Liquidation price cumulative percentage			300.00%
Preferred Units [Member] \| 250% Preferred Units Holder Distribution [member]
Schedule of Members Equity [Line Items]
Liquidation price percentage	150.00%		150.00%
Liquidation price cumulative percentage			250.00%
Common [Member]
Schedule of Members Equity [Line Items]
Liquidation price percentage	20.00%		20.00%
Profit Units [Member]
Schedule of Members Equity [Line Items]
Liquidation price percentage	100.00%		100.00%
Profit Units [Member] \| 400% Preferred Units Holder Distribution [member]
Schedule of Members Equity [Line Items]
Liquidation price percentage	100.00%		100.00%
Profit Units [Member] \| 300% Preferred Units Holder Distribution [member]
Schedule of Members Equity [Line Items]
Liquidation price percentage	100.00%		100.00%
Profit Units [Member] \| 250% Preferred Units Holder Distribution [member]
Schedule of Members Equity [Line Items]
Liquidation price percentage	150.00%		150.00%

Share-Based Compensation Plans - Summary of Share-Based Compensation Expenses by Operating Function (Detail) - GOHealth LLC [Member] - USD ($) $ in Thousands	3 Months Ended	6 Months Ended	12 Months Ended
	Jun. 30, 2020	Jun. 30, 2020	Dec. 31, 2019
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-based compensation expense	$ 597	$ 1,077	$ 13,100
Marking and Advertising [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-based compensation expense	61	119
Customer Care and Enrollment [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-based compensation expense	32	58
Technology [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-based compensation expense	83	159
General and Administrative [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-based compensation expense	$ 421	$ 741

Share-Based Compensation Plans - Additional Information (Detail) - GOHealth LLC [Member] - USD ($) $ in Thousands	1 Months Ended	3 Months Ended	6 Months Ended	12 Months Ended
	Jul. 31, 2020	Jun. 30, 2020	Jun. 30, 2020	Dec. 31, 2019
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Equity Method Investment, Ownership Percentage				100.00%
Incentive share expense		$ 597	$ 1,077	$ 13,100
Profit Units [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share based awards granted			7,699,728
Profit units as a percentage of diluted equity to be issued	10.00%
Time Based Units [Member] \| Profit Units [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share based awards granted			3,681,773
Performance-Vesting Units [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Performance-Vesting Units vested	14,000,000
Performance-Vesting Units [Member] \| Profit Units [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share based awards granted			4,017,955

Pro Forma Net(Loss) Per Share- Additional Information (Detail) - shares			6 Months Ended
	Jul. 17, 2020	Jul. 14, 2020	Jun. 30, 2020
GOHealth LLC [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount			284,396,355
Subsequent Event [Member] \| Twenty Twenty Incentive Award Plan [Member]
Options, Grants In Period		2,426,100
Restricted Stock Units, Grants In Period		305,068
Subsequent Event [Member] \| Twenty Twenty Incentive Award Plan [Member] \| GOHealth LLC [Member]
Options, Grants In Period		2,426,100
Restricted Stock Units, Grants In Period		305,068
Subsequent Event [Member] \| IPO [Member] \| GOHealth LLC [Member]
Sale of stock, number of shares issued in transaction	43,500,000

Pro Forma Net (Loss) Per Share-Summary of reconciliation of the numerator and denominator used in the calculation of basic and diluted net (loss) per share - (Detail) - GOHealth LLC [Member] - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	3 Months Ended	6 Months Ended
	Jun. 30, 2020	Jun. 30, 2020	Jun. 30, 2019
Net (loss)	$ (22,867)	$ (23,804)	$ 20,278
Less: Net (loss) attributable to non-controlling interests	(20,005)	(20,825)
Net (loss) attributable to GoHealth, Inc.	$ (2,862)	$ (2,979)
Weighted-average shares of Class A common stock outstanding—basic	40,682,961	40,682,961
Weighted-average shares of Class A common stock outstanding—diluted	40,682,961	40,682,961
Net (loss) per share of Class A common stock—basic and diluted	$ (0.07)	$ (0.07)

- Definition

The consolidated profit or loss for the period, net of income taxes, including the portion attributable to the noncontrolling interest.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 220
-SubTopic 10
-Section 45
-Paragraph 1A
-Subparagraph (a)
-URI http://asc.fasb.org/extlink&oid=118930883&loc=SL7669619-108580

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 810
-SubTopic 10
-Section 50
-Paragraph 1A
-Subparagraph (a)(1)
-URI http://asc.fasb.org/extlink&oid=109239629&loc=SL4573702-111684

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 220
-SubTopic 10
-Section 45
-Paragraph 1B
-Subparagraph (a)
-URI http://asc.fasb.org/extlink&oid=118930883&loc=SL7669625-108580

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 810
-SubTopic 10
-Section 50
-Paragraph 1A
-Subparagraph (c)(1)
-URI http://asc.fasb.org/extlink&oid=109239629&loc=SL4573702-111684

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 22
-URI http://asc.fasb.org/extlink&oid=115929826&loc=d3e8736-108599

Reference 6: http://www.xbrl.org/2003/role/exampleRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 810
-SubTopic 10
-Section 55
-Paragraph 4J
-URI http://asc.fasb.org/extlink&oid=116874947&loc=SL4591551-111686

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 230
-SubTopic 10
-Section 45
-Paragraph 2
-URI http://asc.fasb.org/extlink&oid=118932676&loc=d3e3000-108585

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 810
-SubTopic 10
-Section 45
-Paragraph 19
-URI http://asc.fasb.org/extlink&oid=108774443&loc=SL4569616-111683

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 32
-Subparagraph (c)
-URI http://asc.fasb.org/extlink&oid=115929826&loc=d3e8933-108599

Reference 10: http://www.xbrl.org/2003/role/exampleRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 810
-SubTopic 10
-Section 55
-Paragraph 4K
-URI http://asc.fasb.org/extlink&oid=116874947&loc=SL4591552-111686

+ Details

Income Taxes - Additional Information (Detail)	6 Months Ended
Income Taxes - Additional Information (Detail)	Jun. 30, 2020	Jun. 30, 2019
GOHealth LLC [Member]
Income Taxes Disclosure [Line Items]
Effective tax rate	0.10%	0.05%

Related-Party Transactions - Additional Information (Detail) - GOHealth LLC [Member] - USD ($)	3 Months Ended		6 Months Ended
	Jun. 30, 2020	Jun. 30, 2019	Jun. 30, 2020	Jun. 30, 2019
Related Party Transaction [Line Items]
Lease payments	$ 300,000	$ 200,000	$ 600,000	$ 500,000
Wilson Tech Five [Member]
Related Party Transaction [Line Items]
Operating Leases, Rent Expense, Minimum Rentals			4,600,000
Non-Exclusive Aircraft Dry Lease Agreement [Member]
Related Party Transaction [Line Items]
Amount of transactions with related party			6,036,940
Lease expense incurred	$ 34,000		$ 800,000

Operating Segments and Significant Customers - Summary of Reconciliation of Operating Profit (Loss) from Segments to Consolidated (Detail) - GOHealth LLC [Member] - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2020	Jun. 30, 2019	Jun. 30, 2020	Jun. 30, 2019
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items]
Financial Designation		Predecessor		Predecessor
Revenues:
Total revenues	$ 127,057	$ 74,511	$ 268,067	$ 143,601
Segment profit (loss):
Total segment profit	(14,408)	15,404	(8,581)	20,446
Change in fair value of contingent consideration liability	15,300		19,700
Amortization of intangible assets	23,514		47,029
TransactionCost		299		299
Interest expense	8,986	81	15,742	109
Other (income) expense	(505)	38	(495)	48
(Loss) income before income taxes	(22,889)	15,285	(23,828)	20,289
Operating Segments [Member]
Revenues:
Total revenues	127,057	74,511	268,067	143,601
Segment profit (loss):
Total segment profit	33,317	20,472	75,724	30,859
Corporate expense	8,911	4,769	17,576	10,114
Change in fair value of contingent consideration liability	15,300		19,700
Amortization of intangible assets	23,514		47,029
TransactionCost		299		299
Interest expense	8,986	81	15,742	109
Other (income) expense	(505)	38	(495)	48
(Loss) income before income taxes	(22,889)	15,285	(23,828)	20,289
Medicare [Member]
Revenues:
Total revenues	90,016	45,161	192,066	80,098
Medicare [Member] \| Operating Segments [Member]
Revenues:
Total revenues	115,309	51,482	239,541	92,728
Medicare [Member] \| Reportable Subsegments [Member] \| Operating Segments [Member]
Segment profit (loss):
Total segment profit	33,241	20,633	74,655	28,877
Medicare [Member] \| Internal Channel [Member] \| Reportable Subsegments [Member] \| Operating Segments [Member]
Revenues:
Total revenues	87,201	32,412	182,488	53,324
Segment profit (loss):
Total segment profit	32,746	14,941	74,482	19,806
Medicare [Member] \| External channel [Member] \| Reportable Subsegments [Member] \| Operating Segments [Member]
Revenues:
Total revenues	28,108	19,070	57,053	39,404
Segment profit (loss):
Total segment profit	495	5,692	173	9,071
Individual and Family Plan and Other [Member] \| Operating Segments [Member]
Revenues:
Total revenues	11,748	23,029	28,526	50,873
Individual and Family Plan and Other [Member] \| Reportable Subsegments [Member] \| Operating Segments [Member]
Segment profit (loss):
Total segment profit	76	(161)	1,069	1,982
Individual and Family Plan and Other [Member] \| Internal Channel [Member] \| Reportable Subsegments [Member] \| Operating Segments [Member]
Revenues:
Total revenues	7,019	12,340	15,651	26,780
Segment profit (loss):
Total segment profit	(54)	(268)	427	612
Individual and Family Plan and Other [Member] \| External channel [Member] \| Reportable Subsegments [Member] \| Operating Segments [Member]
Revenues:
Total revenues	4,729	10,689	12,875	24,093
Segment profit (loss):
Total segment profit	$ 130	$ 107	$ 642	$ 1,370

Operating Segments and Significant Customers - Additional Information (Detail)	3 Months Ended		6 Months Ended		12 Months Ended
	Jun. 30, 2020	Jun. 30, 2019	Jun. 30, 2020	Jun. 30, 2019	Dec. 31, 2019
GOHealth LLC [Member]
Segment Reporting, Revenue Reconciling Item [Line Items]
Revenue reported by segment, percent	10.00%	10.00%	10.00%	10.00%	10.00%

Operating Segments and Significant Customers - Summary of Revenue by Major Customers by Reporting Segments (Detail) - GOHealth LLC [Member]	3 Months Ended		6 Months Ended		12 Months Ended
	Jun. 30, 2020	Jun. 30, 2019	Jun. 30, 2020	Jun. 30, 2019	Dec. 31, 2019
Revenue, Major Customer [Line Items]
Financial Designation		Predecessor		Predecessor
Revenue reported by segment, percent	10.00%	10.00%	10.00%	10.00%	10.00%
Humana [Member] \| Sales revenue [Member]
Revenue, Major Customer [Line Items]
Revenue reported by segment, percent	38.00%	32.00%	40.00%	30.00%
Anthem [Member] \| Sales revenue [Member]
Revenue, Major Customer [Line Items]
Revenue reported by segment, percent	32.00%	21.00%	32.00%	18.00%
United [Member] \| Sales revenue [Member]
Revenue, Major Customer [Line Items]
Revenue reported by segment, percent	10.00%	11.00%	8.00%	14.00%

Subsequent Events - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Millions	Jul. 31, 2020	Jul. 17, 2020	Jul. 14, 2020	Mar. 27, 2020	Jul. 07, 2020
Subsequent Event [Line Items]
Shares issued, initial public offering				1,000
Shares Issued, Price Per Share				$ 1
Subsequent Event [Member]
Subsequent Event [Line Items]
Payments to redeem LLC Interests	$ 508.3
Subsequent Event [Member] \| Twenty Twenty Incentive Award Plan [Member]
Subsequent Event [Line Items]
Shares reserved for issuance			6,465,359
Options, Grants In Period			2,426,100
Restricted Stock Units, Grants In Period			305,068
Subsequent Event [Member] \| Twenty Twenty Employee Stock Purchase Plan [Member]
Subsequent Event [Line Items]
Shares reserved for issuance					808,170
Subsequent Event [Member] \| Blocker Merger [Member]
Subsequent Event [Line Items]
Cash Payments To Acquire Business	$ 96.2
Business Acquisition, Equity Interest Issued or Issuable, Number of Shares	40,682,961
Subsequent Event [Member] \| Tax Receivable Agreement [Member]
Subsequent Event [Line Items]
Percentage Of Tax Benefits	85.00%
Subsequent Event [Member] \| GOHealth LLC [Member]
Subsequent Event [Line Items]
Issuance of 2019 Senior Preferred Earnout Units		$ 100.0
Subsequent Event [Member] \| GOHealth LLC [Member] \| Twenty Twenty Incentive Award Plan [Member]
Subsequent Event [Line Items]
Options, Grants In Period			2,426,100
Restricted Stock Units, Grants In Period			305,068
Subsequent Event [Member] \| Class A Common Stock [Member] \| GOHealth LLC [Member]
Subsequent Event [Line Items]
Sale of stock, number of shares issued in transaction		38,679,685
Common shares held		84,182,961
Common shares held economic interest, percent		26.80%
Subsequent Event [Member] \| Class B Common Stock [Member]
Subsequent Event [Line Items]
Stock Issued For Continuing Equity Owners	229,399,322
Subsequent Event [Member] \| IPO [Member] \| GOHealth LLC [Member]
Subsequent Event [Line Items]
Sale of stock, number of shares issued in transaction		43,500,000
Subsequent Event [Member] \| IPO [Member] \| Class A Common Stock [Member]
Subsequent Event [Line Items]
Shares issued, initial public offering		43,500,000
Shares Issued, Price Per Share		$ 21.00
Proceeds from initial public offering		$ 852.0
Subsequent Event [Member] \| IPO [Member] \| Class A Common Stock [Member] \| GOHealth LLC [Member]
Subsequent Event [Line Items]
Shares issued, initial public offering		43,500,000
Shares Issued, Price Per Share		$ 21.00
Proceeds from initial public offering		$ 852.0