0001808220-21-000032 | 10-Q | XBRL Viewer

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Cover - shares	6 Months Ended
Cover - shares	Jun. 30, 2021	Aug. 04, 2021
Document Information [Line Items]
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Jun. 30, 2021
Document Transition Report	false
Entity File Number	001-39390
Entity Registrant Name	GoHealth, Inc.
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	85-0563805
Entity Address, Address Line One	214 West Huron St.
Entity Address, City or Town	Chicago,
Entity Address, State or Province	IL
Entity Address, Postal Zip Code	60654
City Area Code	312
Local Phone Number	386-8200
Title of 12(b) Security	Class A Common Stock,$0.0001 par value per share
Trading Symbol	GOCO
Security Exchange Name	NASDAQ
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	true
Entity Ex Transition Period	false
Entity Shell Company	false
Current Fiscal Year End Date	--12-31
Amendment Flag	false
Document Fiscal Year Focus	2021
Document Fiscal Period Focus	Q2
Entity Central Index Key	0001808220
Class A Common Stock
Document Information [Line Items]
Entity Common Stock, Shares Outstanding		114,628,759
Class B common stock
Document Information [Line Items]
Entity Common Stock, Shares Outstanding		206,196,780

Condensed Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2021	Jun. 30, 2020	Jun. 30, 2021	Jun. 30, 2020
Net revenues:
Net revenues	$ 196,902	$ 127,057	$ 401,081	$ 268,067
Operating expenses:
Cost of revenue	37,442	36,559	85,817	78,693
Marketing and advertising	55,735	21,634	110,219	47,708
Customer care and enrollment	61,927	28,394	109,021	52,371
Technology	11,983	5,705	21,600	10,298
General and administrative	25,251	10,359	44,944	20,849
Change in fair value of contingent consideration liability	0	15,300	0	19,700
Amortization of intangible assets	23,515	23,514	47,029	47,029
Total operating expenses	215,853	141,465	418,630	276,648
Income (loss) from operations	(18,951)	(14,408)	(17,549)	(8,581)
Interest expense	8,277	8,986	16,965	15,742
Loss on extinguishment of debt	11,935	0	11,935	0
Other (income) expense, net	44	(505)	57	(495)
Income (loss) before income taxes	(39,207)	(22,889)	(46,506)	(23,828)
Income tax expense (benefit)	(32)	(22)	(63)	(24)
Net income (loss)	(39,175)	(22,867)	(46,443)	(23,804)
Net income (loss) attributable to non-controlling interests	(27,186)	0	(32,364)	0
Net income (loss) attributable to GoHealth, Inc.	$ (11,989)	(22,867)	$ (14,079)	(23,804)
Net loss per share (Note 7):
Net loss per share of Class A common stock — basic (in dollars per share)	$ (0.12)		$ (0.14)
Net loss per share of Class A common stock — diluted (in dollars per share)	$ (0.12)		$ (0.14)
Weighted-average shares of Class A common stock outstanding — basic (in shares)	102,300		97,349
Weighted-average shares of Class A common stock outstanding — diluted (in shares)	102,300		97,349
Commission
Net revenues:
Net revenues	$ 147,508	96,606	$ 321,489	209,116
Enterprise
Net revenues:
Net revenues	$ 49,394	$ 30,451	$ 79,592	$ 58,951

Condensed Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2021	Jun. 30, 2020	Jun. 30, 2021	Jun. 30, 2020
Statement of Comprehensive Income [Abstract]
Net income (loss)	$ (39,175)	$ (22,867)	$ (46,443)	$ (23,804)
Other comprehensive income (loss):
Foreign currency translation adjustments	(106)	183	(99)	98
Comprehensive income (loss)	(39,281)	(22,684)	(46,542)	(23,706)
Comprehensive income (loss) attributable to non-controlling interests	(27,260)	0	(32,433)	0
Comprehensive income (loss) attributable to GoHealth, Inc.	$ (12,021)	$ (22,684)	$ (14,109)	$ (23,706)

- Definition

Amount after tax of increase (decrease) in equity from transactions and other events and circumstances from net income (loss) and other comprehensive income (loss), attributable to noncontrolling interests. Excludes changes in equity resulting from investments by owners and distributions to owners.

+ References + Details

- Definition

Amount after tax of increase (decrease) in equity from transactions and other events and circumstances from net income and other comprehensive income. Excludes changes in equity resulting from investments by owners and distributions to owners.

+ References + Details

- Definition

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

+ References

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+ Details

Condensed Consolidated Balance Sheets - USD ($) $ in Thousands	Jun. 30, 2021	Dec. 31, 2020
Current assets:
Cash and cash equivalents	$ 112,863	$ 144,234
Accounts receivable, net of allowance for doubtful accounts of $686 in 2021 and $787 in 2020	17,335	14,211
Receivable from NVX Holdings, Inc.	0	3,395
Commissions receivable - current	113,062	188,128
Prepaid expense and other current assets	52,992	41,854
Total current assets	296,252	391,822
Commissions receivable - non-current	761,011	622,270
Other long-term assets	2,594	2,072
Property, equipment, and capitalized software, net	23,527	17,353
Intangible assets, net	641,697	688,726
Goodwill	386,553	386,553
Total assets	2,111,634	2,108,796
Current liabilities:
Accounts payable	17,080	8,733
Accrued liabilities	31,036	26,926
Commissions payable - current	51,579	78,478
Deferred revenue	700	736
Current portion of long-term debt	4,270	4,170
Other current liabilities	9,207	8,328
Total current liabilities	113,872	127,371
Non-current liabilities:
Commissions payable - non-current	214,237	182,596
Long-term debt, net of current portion	414,908	396,400
Other non-current liabilities	2,817	3,274
Total non-current liabilities	631,962	582,270
Commitments and Contingencies (Note 10)
Stockholders’ equity:
Preferred stock – $0.0001 par value; 20,000 shares authorized; no shares issued and outstanding at June 30, 2021 and December 31, 2020.	0	0
Additional paid-in capital	503,689	399,169
Accumulated other comprehensive income (loss)	(13)	17
Accumulated deficit	(32,881)	(18,802)
Total stockholders' equity attributable to GoHealth, Inc.	470,827	380,416
Non-controlling interests	894,973	1,018,739
Total stockholders’ equity	1,365,800	1,399,155
Total liabilities and stockholders’ equity	2,111,634	2,108,796
Class A Common Stock
Stockholders’ equity:
Common stock	10	8
Class B common stock
Stockholders’ equity:
Common stock	$ 22	$ 24

Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands	Jun. 30, 2021	Dec. 31, 2020
Allowance for doubtful accounts	$ 686	$ 787
Preferred stock, par value (in dollars per share)	$ 0.0001	$ 0.0001
Preferred stock, shares authorized (in shares)	20,000,000	20,000,000
Preferred stock, shares issued (in shares)	0	0
Preferred stock, shares outstanding (in shares)	0	0
Class A Common Stock
Common stock, par value (in dollars per share)	$ 0.0001	$ 0.0001
Common stock, shares authorized (in shares)	1,100,000,000	1,100,000,000
Common stock, shares issued (in shares)	105,318,000	84,196,000
Common stock, shares outstanding (in shares)	105,318,000	84,196,000
Class B common stock
Common stock, par value (in dollars per share)	$ 0.0001	$ 0.0001
Common stock, shares authorized (in shares)	597,502,000	619,004,000
Common stock, shares issued (in shares)	215,495,000	236,997,000
Common stock, shares outstanding (in shares)	215,495,000	236,997,000

Condensed Consolidated Statements of Changes in Stockholders' / Members' Equity - USD ($) shares in Thousands, $ in Thousands	Total	Class A Common Stock	Class B Common Stock	Common Stock Class A Common Stock	Common Stock Class B Common Stock	Additional Paid-In Capital	Accumulated Deficit	Accumulated Other Comprehensive Income (Loss)	Non-Controlling Interest	Members’ Equity
Beginning balance at Dec. 31, 2019										$ 860,144
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Issuance of Senior Preferred Earnout Units										100,000
Issuance of Common Earnout Units										100,000
Issuance of common units										10,000
Net loss	$ (23,804)									(23,804)
Share-based compensation expense										1,077
Foreign currency translation adjustment	98									98
Ending balance at Jun. 30, 2020										1,047,513
Beginning balance at Mar. 31, 2020										869,602
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Issuance of Senior Preferred Earnout Units										100,000
Issuance of Common Earnout Units										100,000
Net loss	(22,867)									(22,867)
Share-based compensation expense										597
Foreign currency translation adjustment	183									183
Ending balance at Jun. 30, 2020										$ 1,047,513
Beginning balance (in shares) at Dec. 31, 2020		84,196	236,997	84,196	236,997
Beginning balance at Dec. 31, 2020	1,399,155			$ 8	$ 24	$ 399,169	$ (18,802)	$ 17	$ 1,018,739
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Issuance of Class A common shares related to share-based compensation plans (in shares)				74
Issuance of Class A common shares related to share-based compensation plans	476					476
Net loss	(46,443)						(14,079)		(32,364)
Share-based compensation expense	12,711					12,711
Foreign currency translation adjustment	(99)							(30)	(69)
Forfeitures of Time-Vesting Units (in shares)					(454)
Redemption of LLC Interests (in shares)				21,048	(21,048)
Redemption of LLC Interests	0			$ 2	$ (2)	91,333			(91,333)
Ending balance (in shares) at Jun. 30, 2021		105,318	215,495	105,318	215,495
Ending balance at Jun. 30, 2021	1,365,800			$ 10	$ 22	503,689	(32,881)	(13)	894,973
Beginning balance (in shares) at Mar. 31, 2021				98,518	222,606
Beginning balance at Mar. 31, 2021	1,397,006			$ 10	$ 22	465,936	(20,892)	19	951,911
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Issuance of Class A common shares related to share-based compensation plans (in shares)				62
Issuance of Class A common shares related to share-based compensation plans	476					476
Net loss	(39,175)						(11,989)		(27,186)
Share-based compensation expense	7,599					7,599
Foreign currency translation adjustment	(106)							(32)	(74)
Forfeitures of Time-Vesting Units (in shares)					(373)
Redemption of LLC Interests (in shares)				6,738	(6,738)
Redemption of LLC Interests	0					29,678			(29,678)
Ending balance (in shares) at Jun. 30, 2021		105,318	215,495	105,318	215,495
Ending balance at Jun. 30, 2021	$ 1,365,800			$ 10	$ 22	$ 503,689	$ (32,881)	$ (13)	$ 894,973

Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2021	Jun. 30, 2020
Operating activities:
Net income (loss)	$ (46,443)	$ (23,804)
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:
Share-based compensation	12,711	1,077
Depreciation and amortization	4,076	1,636
Amortization of intangible assets	47,029	47,029
Amortization of debt discount and issuance costs	1,262	1,058
Change in fair value of contingent consideration	0	19,700
Loss on extinguishment of debt	11,935	0
Other non-cash items	(884)	(458)
Changes in assets and liabilities:
Accounts receivable	(2,702)	12,383
Commissions receivable	(63,675)	(58,709)
Prepaid expenses and other assets	(11,778)	1,794
Accounts payable	6,114	(3,467)
Accrued liabilities	3,993	(7,641)
Deferred revenue	(36)	(14,171)
Commissions payable	4,742	18,135
Other liabilities	1,406	1,269
Net cash provided by (used in) operating activities	(32,250)	(4,169)
Investing Activities
Purchases of property, equipment and software	(7,909)	(7,764)
Net cash provided by (used in) investing activities	(7,909)	(7,764)
Financing Activities
Proceeds received upon issuance of common units	0	10,000
Borrowings under term loans	310,000	117,000
Payments of term loans	(296,835)	(1,793)
Call premium paid for debt extinguishment	(5,910)	0
Payments of deferred offering costs	0	(874)
Debt issuance cost payments	(1,608)	(6,289)
Principal payments under capital lease obligations	(154)	(144)
Cash received on advancement to NVX Holdings, Inc.	3,395	0
Net cash provided by (used in) financing activities	8,888	117,900
Effect of exchange rate changes on cash and cash equivalents	(100)	98
Increase (decrease) in cash and cash equivalents	(31,371)	106,065
Cash and cash equivalents at beginning of period	144,234	12,276
Cash and cash equivalents at end of period	112,863	118,341
Non-cash investing and financing activities:
Purchases of property, equipment and software included in accounts payable	2,233	798
Senior preferred earnout stock
Non-cash investing and financing activities:
Issuance of equity to settle contingent consideration liability	0	100,000
Common earnout stock
Non-cash investing and financing activities:
Issuance of equity to settle contingent consideration liability	$ 0	$ 100,000

Description of Business and Significant Accounting Policies	6 Months Ended
	Jun. 30, 2021
Accounting Policies [Abstract]
Description of Business and Significant Accounting Policies	DESCRIPTION OF BUSINESS AND SIGNIFICANT ACCOUNTING POLICIES Description of Business GoHealth, Inc. (the “Company”) is a leading health insurance marketplace and Medicare-focused digital health company whose mission is to improve access to 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. The Company 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 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"). On July 17, 2020, the Company completed an initial public offering of 43,500 shares of its Class A common stock at a public offering price of $21.00 per share (“the IPO”), receiving approximately $852.4 million in net proceeds, after deducting the underwriting discount and offering expenses. Pursuant to a reorganization into a holding company structure, the Company is 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, conducts its business. Basis of Presentation and Significant Accounting Policies 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) Class A common stock, with each share of the Company’s Class A common stock entitling its holder to economic rights and one vote per share on all matters presented to stockholders generally and (2) Class B common stock, with each share of the Company’s Class B common stock being a non-economic share but entitling its holder to one vote per share on all matters presented to stockholders generally (provided that shares of Class B common stock may only be held by the Continuing Equity Owners and their respective permitted transferees); •the issuance of 307,980 shares of the Company's Class B common stock, including the issuance of 229,399 such shares 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 issuance of 43,500 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 offering expenses payable by the Company, of approximately $852.4 million; •the acquisition by the Company of the Blocker Company in a merger transaction (the “Blocker Merger”), which Blocker Company held 45,503 LLC interests and a corresponding amount of the Company’s Class B common stock (which shares were cancelled after the Blocker Merger), in exchange for 40,683 shares of the Company’s Class A common stock and payment of $96.2 million in cash to Blocker Shareholders; •the use of the remaining net proceeds from the IPO to (i) pay $508.3 million in cash to redeem 25,480 LLC Interests held directly or indirectly by the Continuing Equity Owners, (ii) satisfy in full $100.0 million in aggregate face amount of senior preferred earnout units in connection with the Transactions, and (iii) use for general corporate purposes; and •the Company entered into (1) a stockholders’ agreement with Centerbridge and NVX Holdings, Inc., (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 controls the management of GHH, LLC. As a result, the Company consolidates GHH, LLC’s financial results in its Condensed Consolidated Financial Statements and reports a non-controlling interest for the economic interest in GHH, LLC held by the Continuing Equity Owners. Substantially concurrently with the consummation of the IPO, the existing limited liability company agreement of GHH, LLC was amended and restated to, among other things, recapitalize its capital structure by creating a single new class of units (the “common units”) and provide for a right of redemption of common units (subject in certain circumstances to time-based vesting requirements and certain other restrictions) in exchange for, at the Company’s election, cash or newly-issued shares of Class A common stock on a one-for-one basis. In connection with any redemption, the Company will receive a corresponding number of common units, increasing the Company’s total ownership interest in GHH, LLC. Immediately following the completion of the Transactions and the IPO, the Company owned 26.8% of the economic interests in GHH, LLC, while the Continuing Equity Owners owned the remaining 73.2% of the economic interests in GHH, LLC. Net income and loss is allocated to the Continuing Equity Owners on a pro rata basis, assuming that any Class B common units that are subject to time-based vesting requirements are fully vested. The Transactions were considered transactions between entities under common control. As a result, the financial statements for periods prior to the IPO and the Transactions have been adjusted to combine the previously separate entities for presentation purposes. 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 GHH, LLC are carried out by Norvax. On August 15, 2019, GHH, LLC entered into 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 GHH, LLC's operating entity (the “Acquisition”). 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. Certain prior period amounts have been reclassified to conform with the current period presentation, including a reclassification of unbilled receivables that was previously reported within accounts receivables, net to prepaid expenses and other current assets within the Condensed Consolidated Balance Sheets and Condensed Consolidated Statements of Cash Flows. Refer to Note 9, “Revenue,” for information on unbilled receivables. These reclassifications had no impact on the Company’s financial position, results of operations, or cash flows. Use of Estimates The preparation of the Condensed Consolidated Financial Statements in conformity with 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, 2020. 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 ACA 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 Recent Accounting Pronouncements Not Yet Adopted The Company qualifies as an “emerging growth company” pursuant to the provisions of the Jumpstart Our Business Startups Act (“JOBS Act”). The JOBS Act allows an emerging growth company to delay adoption of new or revised accounting standards applicable to public companies until such standards are applicable to private companies. The Company has elected to use the adoption dates applicable to private companies. In the event that the Company no longer meets the requirements of being an emerging growth company, the effective adoption dates of such standards would be that of non-emerging growth companies. In February 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“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 in 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 and related disclosures. 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 in 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 and related disclosures. In December 2019, the FASB issued ASU 2019-12, Simplifying the Accounting for Income Taxes (Topic 740). The guidance simplifies the accounting for income taxes and is effective for annual and interim periods beginning after December 15, 2021. Early adoption is permitted. The Company is currently evaluating the guidance to determine the impact it will have on its Condensed Consolidated Financial Statements and related disclosures.

Fair Value Measurements

6 Months Ended

Jun. 30, 2021

Fair Value Disclosures [Abstract]

Fair Value Measurements

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

In connection with the Acquisition, GHH, LLC agreed to pay additional contingent consideration if certain financial targets are achieved. 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. In connection with the IPO, a significant shareholder assumed the outstanding contingent consideration liability and the Company recorded the settlement of the $62.4 million liability as an increase to additional paid-in capital.

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


(in thousands)
Balance at Dec. 31, 2019	$	242,700
Settlement of 2019 earnout	(200,000)
2020 earnout fair value adjustment	19,700

Balance at Jun. 30, 2020	$	62,400

The carrying amount of certain financial instruments, including cash and cash equivalents, accounts receivable, unbilled receivables, 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, 2021

Goodwill and Intangible Assets Disclosure [Abstract]

Goodwill and Intangible Assets, Net

GOODWILL AND INTANGIBLE ASSETS, NET

Goodwill

During 2019, the Company allocated $380.3 million and $6.2 million of the goodwill recognized in connection with the Acquisition to its Medicare—Internal segment and Medicare—External segment, respectively, based on an estimate of the relative fair value of each reportable segment.

The Company tests goodwill for impairment at the reporting unit level annually and whenever events or circumstances make it more likely than not that an impairment may have occurred. A reporting unit is an operating segment or one level below an operating segment to which goodwill is assigned when initially recorded. The Company has four reporting units, which are the same as its four operating segments.

There was no impairment of goodwill for the three and six months ended June 30, 2021 and 2020.

Intangible Assets

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 trade names, are as follows:


	Jun. 30, 2021
(in thousands)	Gross Carrying Amount		Accumulated Amortization		Net Carrying Amount
Developed technology	$	496,000	$	127,543	$	368,457
Customer relationships	232,000		41,760		190,240
Total intangible assets subject to amortization	$	728,000	$	169,303	$	558,697
Indefinite-lived trade names					83,000
Total intangible assets					$	641,697


	Dec. 31, 2020
(in thousands)	Gross Carrying Amount		Accumulated Amortization		Net Carrying Amount
Developed technology	$	496,000	$	92,114	$	403,886
Customer relationships	232,000		30,160		201,840
Total intangible assets subject to amortization	$	728,000	$	122,274	$	605,726
Indefinite-lived trade names					83,000
Total intangible assets					$	688,726

There was no impairment of intangible assets for the three and six months ended June 30, 2021 and 2020.

As of June 30, 2021, expected amortization expense related to intangible assets for each of the five succeeding years is as follows:


(in thousands)	Developed Technology		Customer Relationships		Total
Remainder of 2021	$	35,429	$	11,600	$	47,029
2022	70,857		23,200		94,057
2023	70,857		23,200		94,057
2024	70,857		23,200		94,057
2025	70,857		23,200		94,057
Thereafter	49,600		85,840		135,440
Total	$	368,457	$	190,240	$	558,697

Long-Term Debt

6 Months Ended

Jun. 30, 2021

Debt Disclosure [Abstract]

Long-Term Debt

LONG-TERM DEBT

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


(in thousands)	Jun. 30, 2021		Dec. 31, 2020
Term Loan Facilities	$	425,538	$	412,373
Less: Unamortized debt discount and issuance costs	(6,360)		(11,803)
Total debt	$	419,178	$	400,570
Less: Current portion of long-term debt	(4,270)		(4,170)
Total long-term-debt	$	414,908	$	396,400

Term Loan Facilities

On September 13, 2019, in connection with the Acquisition, Norvax (“the Borrower”) entered into a first lien credit agreement (the “Credit Agreement”) which provided for a $300.0 million aggregate principal amount senior secured term loan facility (the “Initial Term Loan Facility”). During 2020, the Company entered into a series of amendments to the Credit Agreement to provide for, among other items as further described below, $117.0 million of incremental term loans (the “Incremental Term Loan Facility”).

On June 11, 2021, the Company entered into Amendment No. 5 to the Credit Agreement and Incremental Facility Agreement (“Amendment No. 5”). Amendment No. 5 creates a new class of incremental term loans (the “2021 Incremental Term Loans”) in an aggregate principal amount equal to $310.0 million, which was used to refinance $295.5 million of outstanding principal under the Initial Term Loan Facility, pay the related accrued interest and fund the prepayment premium. In connection with Amendment No. 5 and the refinancing of the Initial Term Loan, the Company recognized an $11.9 million loss on debt extinguishment, representing the 2% prepayment premium of $5.9 million and the write-down of deferred financing costs and debt discounts of $6.0 million. The Company incurred $1.7 million of debt issuance costs associated with Amendment No. 5, which are being amortized over the life of the debt to interest expense using the effective interest method.

The Company collectively refers to the Initial Term Loan Facility, the Incremental Term Loan Facility, and the 2021 Incremental Term Loans as the “Term Loan Facilities”.

As of June 30, 2021, the Company had a principal amount of $115.5 million and $310.0 million outstanding under the Incremental Term Loan Facility and the 2021 Incremental Term Loans, respectively. As of December 31, 2020, the Company had a principal amount of $296.3 million and $116.1 million outstanding under the Initial Term Loan Facility and Incremental Term Loan Facility, respectively. The Incremental Term Loan Facility effective interest rate was 7.5% at both June 30, 2021 and December 31, 2020. The 2021 Incremental Term Loans effective interest rate was 5.0% at June 30, 2021. The Initial Term Loan Facility effective interest rate was 7.5% at December 31, 2020.

Borrowings under the Incremental Term Loan Facility are, at the option of the Borrower, either (i) alternate base rate (“ABR”) plus 5.50% per annum or (ii) LIBOR plus 6.50% per annum. The 2021 Incremental Term Loans bear interest at either (i) ABR plus 3.00% per annum or (ii) LIBOR plus 4.00% per annum.

The Term Loan Facilities 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 Facilities, together with all accrued and unpaid interest thereon, is due and payable on or prior to September 13, 2025.

Revolving Credit Facilities

The Credit Agreement provided for a $30.0 million aggregate principal amount senior secured revolving credit facility (the “Revolving Credit Facility”). During 2020, the Company entered into a series of amendments to the Credit Agreement to provide for $28.0 million of incremental revolving credit (the “Incremental Revolving Credit Facilities”).

On May 7, 2021, the Company entered into a fourth amendment to the Credit Agreement, which provided $142.0 million of incremental revolving credit (the “Incremental No. 4 Revolving Credit Facility”), for a total amount of $200.0 million.

The Company collectively refers to the Revolving Credit Facility, the Incremental Revolving Credit Facilities, and the Incremental No. 4 Revolving Credit Facility as the “Revolving Credit Facilities”.

Amendment No. 5, as described above, also separates the Revolving Credit Facilities into two classes of revolving commitments consisting of Class A Revolving Commitments in the amount of $30.0 million and Class B Revolving Commitments in the amount of $170.0 million.

Borrowings under the Class A Revolving Commitments bear interest at either ABR plus 5.50% per annum or LIBOR plus 6.50% per annum. Borrowings under the Class B Revolving Commitments bear interest at either ABR plus 3.00% per annum or LIBOR plus 4.00% per annum. The Borrower is required to pay a commitment fee of 0.50% per annum under the Revolving Credit Facilities.

The Company had no amounts outstanding under the Revolving Credit Facilities as of June 30, 2021 and December 31, 2020. The Revolving Credit Facilities have a remaining capacity of $200.0 million in the aggregate as of June 30, 2021.

Outstanding borrowings under the Revolving Credit Facilities do not amortize and are due and payable on September 13, 2024.

The Borrower’s obligations under the Term Loan Facilities and Revolving 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. The Credit Agreement contains customary events of default and financial and non-financial covenants. The Company is in compliance with all covenants as of June 30, 2021.

Stockholders' Equity and Members' Equity	6 Months Ended
Stockholders' Equity and Members' Equity	Jun. 30, 2021
Equity [Abstract]
Stockholders' Equity and Members' Equity	STOCKHOLDERS' EQUITY AND MEMBERS' EQUITY 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 shares of Class A common stock, 690,000 shares of Class B common stock and 20,000 shares of preferred stock, each having a par value of $0.0001 per share. The number of shares of Class B common stock authorized is reduced for redemptions and forfeitures as they occur. The Company’s amended and restated certificate of incorporation and the GoHealth Holdings, LLC Agreement require that the Company and GoHealth Holdings, LLC at all times maintain a one-to-one ratio between the number of shares of Class A common stock issued by the Company and the number of LLC Interests owned by the Company, except as otherwise determined by the Company. Additionally, the Company’s amended and restated certificate of incorporation and the GoHealth Holdings, LLC Agreement require that the Company and GoHealth Holdings, LLC at all times maintain a one-to-one ratio between the number of shares of Class B common stock owned by the Continuing Equity Owners and their respective permitted transferees and the number of LLC Interests owned by the Continuing Equity Owners and their respective permitted transferees, except as otherwise determined by the Company. Only the Continuing Equity Owners and the permitted transferees of Class B common stock are permitted to hold shares of Class B common stock. Shares of Class B common stock are transferable for shares of Class A common stock only together with an equal number of LLC Interests. Holders of shares of the Company’s Class A common stock are entitled to one vote for each share held of record on all matters submitted to a vote of stockholders. Each share of Class B common stock entitles its holders to one vote per share on all matters presented to the Company’s stockholders generally. Holders of shares of Class B common stock will vote together with holders of the Company’s Class A common stock as a single class on all matters presented to the Company’s stockholders for their vote or approval, except for certain amendments to the Company’s amended and restated certificate of incorporation or as otherwise required by applicable law or the amended and restated certificate of incorporation. Holders of our Class B common stock are not entitled to participate in any dividends declared by our board of directors. Under the terms of the Company’s 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. The Continuing Equity Owners may, subject to certain exceptions, from time to time at each of their options require GoHealth Holdings, LLC to redeem all or a portion of their LLC Interests in exchange for, at the Company’s election (determined by at least two of the Company’s independent directors who are disinterested), newly-issued shares of Class A common stock on a one-for- one basis, or to the extent there is cash available from a secondary offering, a cash payment equal to a volume weighted average market price of one share of the Company’s Class A common stock for each LLC Interest so redeemed, in each case, in accordance with the terms of the GoHealth Holdings, LLC Agreement. The weighted average ownership percentages for the applicable reporting periods are used to attribute net income (loss) and other comprehensive income (loss) to the Company and the non-controlling interest holders. The non-controlling interest holders' weighted average ownership percentages for the three and six months ended June 30, 2021 was 68.1% and 69.7%, respectively. 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.

Share-Based Compensation Plans

6 Months Ended

Jun. 30, 2021

Share-based Payment Arrangement [Abstract]

Share-Based Compensation Plans

SHARE-BASED COMPENSATION PLANS

The following table summarizes share-based compensation expense by operating function for the periods presented:


	Three months ended Jun. 30,				Six months ended Jun. 30,
(in thousands)	2021		2020		2021		2020
Marketing and advertising	$	426	$	61	$	764	$	119
Customer care and enrollment	1,043		32		1,839		58
Technology	1,133		83		1,880		159
General and administrative	4,997		421		8,228		741
Total share-based compensation expense	$	7,599	$	597	$	12,711	$	1,077

Performance Stock Units (“PSUs”)

During the six months ended June 30, 2021, the Company granted to certain of its employees 489 shares of Class A common stock issuable pursuant to PSUs. The criteria for the market-based PSUs is based on the Company’s total shareholder return (“TSR”) relative to the TSR of the common stock of a pre-defined industry peer group. TSR is measured at the end of the performance period, which is generally the period commencing on the grant date and ending on the three-year anniversary of the grant date. Depending on the relative TSR achieved, the number of PSUs earned can vary from 0% of the target award to a maximum of 200% of the target award. The Company estimated the grant-date fair value of the awards subject to a market condition using a Monte Carlo simulation model, using the following weighted-average assumptions: risk-free interest rate of 0.2% and annualized volatility of 72.0%. The grant date fair value of the PSUs was $22.17. The Company recognizes the grant date fair value of PSUs as compensation expense on a straight-line basis over the three-year performance period. For the three and six months ended June 30, 2021, the Company recorded share-based compensation expense related to PSUs of $0.9 million and $1.4 million, respectively.

2020 Employee Stock Purchase Plan (“2020 ESPP”)

On July 7, 2020, the Company adopted the 2020 ESPP. The first offering period of the 2020 ESPP commenced on January 1, 2021 and expired on June 30, 2021. The current offering period of the 2020 ESPP commenced on July 1, 2021, and will expire on December 31, 2021. The purpose of the 2020 ESPP is to provide the Company's eligible employees with an opportunity to purchase designated shares of the Company’s Class A common stock at a price equal to 85% of the lower of the closing price at the beginning or end of each offering period. During the three months ended June 30, 2021, the Company issued 50 shares through the ESPP. For the three and six months ended June 30, 2021, the Company recorded share-based compensation expense related to the 2020 ESPP of $0.1 million and $0.2 million, respectively.

Net Loss Per Share

6 Months Ended

Jun. 30, 2021

Earnings Per Share [Abstract]

Net Loss Per Share

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.

Prior to the IPO, the GHH, LLC membership structure included Preferred units, Senior Preferred Earnout Units, Class A common units, Class B common units and Profit Units. The Company analyzed the calculation of earnings per unit for periods prior to the IPO using the two-class method and determined that it resulted in values that would not be meaningful to the users of these Condensed Consolidated Financial Statements. Therefore, earnings per share information has not been presented for periods prior to the IPO on July 17, 2020.

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:


(in thousands, except per share amounts)	Three months ended Jun. 30, 2021		Six months ended Jun. 30, 2021
Numerator:
Net loss	$	(39,175)	$	(46,443)

Less: Net loss attributable to non-controlling interests	(27,186)		(32,364)
Net loss attributable to GoHealth, Inc.	(11,989)		(14,079)
Denominator:
Weighted-average shares of Class A common stock outstanding—basic	102,300		97,349
Effect of dilutive securities	—		—
Weighted-average shares of Class A common stock outstanding—diluted	102,300		97,349
Net loss per share of Class A common stock—basic and diluted	$	(0.12)	$	(0.14)

The following number of shares were excluded from the calculation of diluted loss per share because the effect of including such potentially dilutive shares would have been antidilutive:

(in thousands)

Jun. 30, 2021

Class A common stock issuable pursuant to equity awards

7,337

Class B common stock

215,495

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.

For periods prior to the Transactions and the IPO, the reported income taxes represent those of GHH, LLC. As a result of the Transactions and the IPO, the Company became subject to U.S. federal and certain state and local income taxes with respect to its allocable share of any taxable income or loss generated by GHH, LLC. There was no pro forma impact on loss per share to reflect income tax expense at an effective tax rate as the Company determined it is not more likely than not that the tax benefits associated with the deferred tax assets arising from the Transactions and the IPO will be realized.

Income Taxes	6 Months Ended
Income Taxes	Jun. 30, 2021
Income Tax Disclosure [Abstract]
Income Taxes	INCOME TAXES The Company is taxed as a corporation for income tax purposes and is subject to federal, state, and local taxes on the income allocated to it from GHH, LLC based upon the Company’s economic interest in GHH, LLC. The Company is the sole managing member of GHH, LLC and, as a result, consolidates the financial results of GHH, LLC. GHH, LLC is a limited liability company taxed as a partnership for income tax purposes, and the subsidiaries of GHH, LLC are limited liability companies for income tax purposes except for a subsidiary and its foreign subsidiary, which are taxed as a corporation and foreign disregarded entity, respectively. As such, GHH, LLC does not pay any federal income taxes, as income or loss is included in the tax returns of the individual members. Additionally, certain wholly-owned entities taxed as corporations are subject to federal, state, and foreign income taxes in the jurisdictions in which they operate, and accruals for such taxes are included in the Condensed Consolidated Financial Statements. For periods prior to the IPO, the Company’s taxes represent those of GHH, LLC. The Company’s effective tax rate for the three and six months ended June 30, 2021 was 0.08% and 0.14%, respectively. The Company’s effective tax rate for the three and six months ended June 30, 2020 was 0.10% and 0.10%, respectively. The effective tax rate for each period is lower than the statutory tax rate primarily due to the effect of loss entities for which the Company excludes from its effective tax rate calculation and loss attributable to non-controlling interests. Tax Receivable Agreement (“TRA”) In connection with the IPO, the Company entered into a TRA 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). The amounts payable under the TRA will vary depending upon a number of factors, including the amount, character, and timing of the taxable income of the Company in the future. As of June 30, 2021, the Company has determined there is no resulting liability related to the TRA arising from the Transactions and IPO. Should the Company determine that the TRA liability will be considered probable at a future date based on new information, any changes will be recorded within income from continuing operations at that time.

- Definition

The entire disclosure for income taxes. Disclosures may include net deferred tax liability or asset recognized in an enterprise's statement of financial position, net change during the year in the total valuation allowance, approximate tax effect of each type of temporary difference and carryforward that gives rise to a significant portion of deferred tax liabilities and deferred tax assets, utilization of a tax carryback, and tax uncertainties information.

+ References + Details

Revenue

6 Months Ended

Jun. 30, 2021

Revenue from Contract with Customer [Abstract]

Revenue

REVENUE

Revenue Recognition for Variable Consideration

The Company’s variable consideration includes the total estimated lifetime value (“LTV”) it expects to receive for selling an insurance product after the carrier approves an application. The consideration is variable based on the amount of time it estimates a policy will remain in force, which is based on historical experience or carrier experience to the extent available, industry data, and expectations as to future retention rates. Additionally, the Company considers the application of a 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.

On a quarterly basis, the Company re-estimates LTV at a vintage level for outstanding vintages, reviews and monitors changes in the data used to estimate LTV, as well as the cash received for each vintage as compared to the original estimates. The difference between cash received for each vintage and the respective estimated LTV can be significant and may or may not be indicative of the need to adjust revenue for prior period vintages. Changes in LTV may result in an increase or a decrease to revenue and a corresponding change to commissions receivable. The Company analyzes these differences and to the extent the Company believes differences in the estimates are indicative of a change to prior period LTVs, the Company will adjust revenue for the affected vintages 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. As a result of this analysis, for the three and six months ended June 30, 2021, the Company recorded a negative revenue adjustment of $1.4 million and $3.6 million, respectively, relating to performance obligations satisfied in prior periods. For the three and six months ended June 30, 2020, there was no revenue adjustment relating to performance obligations satisfied in prior periods.

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 Jun. 30,				Six months ended Jun. 30,
(in thousands)	2021		2020		2021		2020
Commission revenue:
Medicare:
Medicare Advantage	$	144,039	$	87,626	$	312,187	$	186,917
Medicare Supplement	789		1,965		1,573		4,154
Prescription Drug Plans	488		425		1,041		995
Total Medicare	145,316		90,016		314,801		192,066
Individual and Family Plan:
Fixed Indemnity	808		3,818		3,589		10,597
Short-term	219		1,524		619		3,302
Major Medical	208		52		409		238
Total Individual and Family Plan	1,235		5,394		4,617		14,137
Ancillary	891		952		1,999		2,259
Small Group	66		244		72		654
Total commission revenue	147,508		96,606		321,489		209,116
Enterprise revenue:
Partner Marketing and Enrollment Services	42,531		20,968		64,388		38,369
Direct Partner Campaigns	6,700		6,653		14,802		14,176
Other	163		2,830		402		6,406
Total enterprise revenue	49,394		30,451		79,592		58,951
Net revenues	$	196,902	$	127,057	$	401,081	$	268,067

Contract Assets and Liabilities

The company records contract assets and contract liabilities from contracts with customers as it relates to commissions receivable, commissions payable and deferred revenue. Commissions receivable represents estimated variable consideration for commissions to be received from insurance carriers for performance obligations that have been satisfied. Commissions payable represents estimated commissions to be paid to the Company’s external agents and other partners. Deferred revenue includes amounts collected for partner marketing and enrollment services and technology licensing and implementation fees in advance of the Company satisfying its performance obligations for such customers. The Company had unbilled receivables for performance-based enrollment fees as of June 30, 2021 and December 31, 2020 of $3.0 million and $12.9 million, respectively, which were reclassified to prepaid expenses and other current assets from accounts receivable, net on the Condensed Consolidated Balance Sheets. The reclassification was based on the Company’s conditional rights to receive consideration based on the services transferred to the customer. Prior period amounts have been reclassified to match the current period presentation. There are no other contract liabilities or contract assets recorded by the Company.

For the three and six months ended June 30, 2021, the Company recognized $26 thousand and $0.1 million of revenue that was deferred as of December 31, 2020.

Commissions Receivable

Commissions receivable activity is summarized as follows:


(in thousands)	Six months ended Jun. 30, 2021
Beginning balance	$	810,398
Commission revenue	321,489
Cash receipts	(257,814)
Ending balance	$	874,073
Less: Commissions receivable - current	113,062
Commissions receivable - non-current	$	761,011

- Definition

The entire disclosure of revenue from contract with customer to transfer good or service and to transfer nonfinancial asset. Includes, but is not limited to, disaggregation of revenue, credit loss recognized from contract with customer, judgment and change in judgment related to contract with customer, and asset recognized from cost incurred to obtain or fulfill contract with customer. Excludes insurance and lease contracts.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-URI http://asc.fasb.org/topic&trid=49130388

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 10
-URI http://asc.fasb.org/extlink&oid=121604090&loc=SL49130551-203045

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
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-Section 50
-Paragraph 13
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Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
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Reference 5: http://www.xbrl.org/2003/role/disclosureRef
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Reference 6: http://www.xbrl.org/2003/role/disclosureRef
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-Publisher FASB
-Name Accounting Standards Codification
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Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
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-URI http://asc.fasb.org/extlink&oid=121604090&loc=SL49130554-203045

+ Details

Commitments and Contingencies	6 Months Ended
Commitments and Contingencies	Jun. 30, 2021
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	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 2032. 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 In September 2020, three purported securities class action complaints were filed in the United States District Court for the Northern District of Illinois against the Company, certain of its officers and directors, and certain underwriters, private equity firms, and investment vehicles alleging violations of the Securities Act of 1933. On December 10, 2020 the court in the earliest filed action consolidated the three complaints, appointed lead plaintiffs and lead counsel for the consolidated action, and captioned the consolidated action In re GoHealth, Inc. Securities Litigation. Lead plaintiffs filed a consolidated complaint on February 25, 2021. Defendants filed responsive pleadings on April 26, 2021 to dismiss the complaint. On June 14, 2021, the plaintiffs filed an opposition brief, to which the defendants replied on July 6, 2021. On May 19, 2021, a derivative action against certain of the Company’s officers and directors was filed, alleging substantially the same allegations as the In re GoHealth, Inc. Securities Litigation. By suggestion of the plaintiff’s counsel, this lawsuit is stayed until at least as long as the motion to dismiss in the In re GoHealth, Inc. Securities Litigation is pending. The Company disputes each and every of plaintiffs’ claims and intends to defend these matters vigorously.

Related Party Transactions	6 Months Ended
Related Party Transactions	Jun. 30, 2021
Related Party Transactions [Abstract]
Related Party Transactions	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, 2021 and 2020, the Company made aggregate lease payments of $0.4 million, $0.7 million, $0.3 million and $0.6 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 certain 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, 2021 and 2020, the Company recorded expense of $0.3 million, $0.4 million, $34 thousand and $0.8 million, respectively, under this lease. 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 (“commencement date”) and is not deemed to be the owner during the construction period. This lease agreement expires ten years after the commencement date. The Company did not make any lease payments during the three and six months ended June 30, 2021 and 2020 under this lease. The initial base annual rent will be approximately $4.6 million beginning in mid-2022. During the twelve months ended December 31, 2020, the Company provided a short-term advancement to NVX Holdings, Inc., which is controlled by significant shareholders, for which the Company recorded a receivable of $3.4 million. The advancement was collected by the Company during the three months ended March 31, 2021.

Operating Segments and Significant Customers

6 Months Ended

Jun. 30, 2021

Segment Reporting [Abstract]

Operating Segments and Significant Customers

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). For segment reporting purposes in accordance with ASC 280-10, Segment Reporting, the Company’s business structure is comprised of four operating and reportable segments:

Medicare Internal and External: The Medicare internal and external segments consist primarily of revenues earned from sales of Medicare Advantage, Medicare Supplement, Prescription Drug Plans, and Medicare Special Needs Plans (or “SNPs”), for multiple carriers.

Individual and Family Plan and Other (“IFP and Other”) Internal and External: The IFP and Other internal and external segments consist primarily of revenues earned from sales of individual and family plans, dental plans, vision plans and other ancillary plans to individuals that are not Medicare-eligible.

The Internal and External segments relative to both Medicare and IFP are defined as follows:

Internal: The two internal segments primarily consist of sales of products and plans by Company-employed agents offering qualified prospects plans from multiple carriers, Company-employed agents offering qualified prospects plans on a carrier-specific basis, or sales of products and plans through our online platform without the assistance of our agents (do-it-yourself or “DIY”). The Company earns revenue in this channel through commissions paid by carriers based on sales the Company generates, as well as enrollment fees, hourly fees and other fees for services performed for specific carriers and other partners.

External: The two external segments represent sales of products and plans under the Company’s carrier contracts using an independent, national network of agents who are not employed by the Company. These agents utilize the Company’s technology and platform to enroll consumers in health insurance plans and provide a means to earn a return on leads that otherwise may have not been addressed. The Company also sells insurance prospects (or “leads”) to agencies within this channel. The Company earns revenue in this channel through commissions paid by carriers as a result of policy sales, as well as sales of leads to external agencies.

The following table presents summary results of the Company’s operating segments for the periods indicated:


	Three months ended Jun. 30,				Six months ended Jun. 30,
(in thousands)	2021		2020		2021		2020
Net revenues:
Medicare:
Internal channel	$	160,433	$	87,201	$	317,786	$	182,488
External channel	31,379		28,108		70,879		57,053
Total Medicare	191,812		115,309		388,665		239,541
IFP and Other:
Internal channel	3,788		7,019		7,763		15,651
External channel	1,302		4,729		4,653		12,875
Total IFP and Other	5,090		11,748		12,416		28,526
Net revenues	196,902		127,057		401,081		268,067
Segment profit (loss):
Medicare:
Internal channel	31,257		32,746		77,700		74,482
External channel	(1,688)		495		(2,319)		173
Total Medicare	29,569		33,241		75,381		74,655
IFP and Other:
Internal channel	(800)		(54)		(1,529)		427
External channel	(57)		130		103		642
Total IFP and Other	(857)		76		(1,426)		1,069
Segment profit	28,712		33,317		73,955		75,724
Corporate expense	24,148		8,911		44,475		17,576
Change in fair value of contingent consideration liability	—		15,300		—		19,700
Amortization of intangible assets	23,515		23,514		47,029		47,029

Loss on extinguishment of debt	11,935		—		11,935		—
Interest expense	8,277		8,986		16,965		15,742
Other (income) expense, net	44		(505)		57		(495)
Income (loss) before income taxes	$	(39,207)	$	(22,889)	$	(46,506)	$	(23,828)

There are no internal revenue transactions between the Company’s operating segments. Substantially all revenue for the periods presented 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

The following table presents carriers representing 10% or more of the Company’s total revenue for the periods indicated:


	Three months ended Jun. 30,				Six months ended Jun. 30,
	2021		2020		2021		2020
Anthem	38	%	32	%	34	%	32	%
Humana	29	%	38	%	29	%	40	%
United	16	%	10	%	17	%	8	%
Centene	9	%	9	%	12	%	7	%

Substantially all of the revenue from these customers was from the sales of products and plans within the Medicare—Internal and Medicare—External segments.

Concentration of Credit Risk

The Company does not require collateral or other security in granting credit. As of June 30, 2021, three customers each represented 10% or more of the Company’s total accounts receivable and unbilled receivables and, in aggregate, represented 84%, or $17.2 million, of the combined total. As of December 31, 2020, three customers each represented 10% or more of the Company’s total accounts receivable and unbilled receivables and, in aggregate, represented 86%, or $23.2 million, of the combined total.

- Definition

The entire disclosure for reporting segments including data and tables. Reportable segments include those that meet any of the following quantitative thresholds a) it's reported revenue, including sales to external customers and intersegment sales or transfers is 10 percent or more of the combined revenue, internal and external, of all operating segments b) the absolute amount of its reported profit or loss is 10 percent or more of the greater, in absolute amount of 1) the combined reported profit of all operating segments that did not report a loss or 2) the combined reported loss of all operating segments that did report a loss c) its assets are 10 percent or more of the combined assets of all operating segments.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 31
-URI http://asc.fasb.org/extlink&oid=120311839&loc=d3e8924-108599

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
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Reference 4: http://www.xbrl.org/2003/role/disclosureRef
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Reference 8: http://www.xbrl.org/2003/role/disclosureRef
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+ Details

Description of Business and Significant Accounting Policies (Policies)	6 Months Ended
	Jun. 30, 2021
Accounting Policies [Abstract]
Basis of Presentation and Significant Accounting Policies	Basis of Presentation and Significant Accounting Policies 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) Class A common stock, with each share of the Company’s Class A common stock entitling its holder to economic rights and one vote per share on all matters presented to stockholders generally and (2) Class B common stock, with each share of the Company’s Class B common stock being a non-economic share but entitling its holder to one vote per share on all matters presented to stockholders generally (provided that shares of Class B common stock may only be held by the Continuing Equity Owners and their respective permitted transferees); •the issuance of 307,980 shares of the Company's Class B common stock, including the issuance of 229,399 such shares 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 issuance of 43,500 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 offering expenses payable by the Company, of approximately $852.4 million; •the acquisition by the Company of the Blocker Company in a merger transaction (the “Blocker Merger”), which Blocker Company held 45,503 LLC interests and a corresponding amount of the Company’s Class B common stock (which shares were cancelled after the Blocker Merger), in exchange for 40,683 shares of the Company’s Class A common stock and payment of $96.2 million in cash to Blocker Shareholders; •the use of the remaining net proceeds from the IPO to (i) pay $508.3 million in cash to redeem 25,480 LLC Interests held directly or indirectly by the Continuing Equity Owners, (ii) satisfy in full $100.0 million in aggregate face amount of senior preferred earnout units in connection with the Transactions, and (iii) use for general corporate purposes; and •the Company entered into (1) a stockholders’ agreement with Centerbridge and NVX Holdings, Inc., (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 controls the management of GHH, LLC. As a result, the Company consolidates GHH, LLC’s financial results in its Condensed Consolidated Financial Statements and reports a non-controlling interest for the economic interest in GHH, LLC held by the Continuing Equity Owners. Substantially concurrently with the consummation of the IPO, the existing limited liability company agreement of GHH, LLC was amended and restated to, among other things, recapitalize its capital structure by creating a single new class of units (the “common units”) and provide for a right of redemption of common units (subject in certain circumstances to time-based vesting requirements and certain other restrictions) in exchange for, at the Company’s election, cash or newly-issued shares of Class A common stock on a one-for-one basis. In connection with any redemption, the Company will receive a corresponding number of common units, increasing the Company’s total ownership interest in GHH, LLC. Immediately following the completion of the Transactions and the IPO, the Company owned 26.8% of the economic interests in GHH, LLC, while the Continuing Equity Owners owned the remaining 73.2% of the economic interests in GHH, LLC. Net income and loss is allocated to the Continuing Equity Owners on a pro rata basis, assuming that any Class B common units that are subject to time-based vesting requirements are fully vested. The Transactions were considered transactions between entities under common control. As a result, the financial statements for periods prior to the IPO and the Transactions have been adjusted to combine the previously separate entities for presentation purposes. 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 GHH, LLC are carried out by Norvax. On August 15, 2019, GHH, LLC entered into 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 GHH, LLC's operating entity (the “Acquisition”). 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. Certain prior period amounts have been reclassified to conform with the current period presentation, including a reclassification of unbilled receivables that was previously reported within accounts receivables, net to prepaid expenses and other current assets within the Condensed Consolidated Balance Sheets and Condensed Consolidated Statements of Cash Flows. Refer to Note 9, “Revenue,” for information on unbilled receivables. These reclassifications had no impact on the Company’s financial position, results of operations, or cash flows.
Use of Estimates	Use of Estimates The preparation of the Condensed Consolidated Financial Statements in conformity with 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, 2020.
Seasonality	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 ACA 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	Recent Accounting Pronouncements Recent Accounting Pronouncements Not Yet Adopted The Company qualifies as an “emerging growth company” pursuant to the provisions of the Jumpstart Our Business Startups Act (“JOBS Act”). The JOBS Act allows an emerging growth company to delay adoption of new or revised accounting standards applicable to public companies until such standards are applicable to private companies. The Company has elected to use the adoption dates applicable to private companies. In the event that the Company no longer meets the requirements of being an emerging growth company, the effective adoption dates of such standards would be that of non-emerging growth companies. In February 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“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 in 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 and related disclosures. 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 in 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 and related disclosures. In December 2019, the FASB issued ASU 2019-12, Simplifying the Accounting for Income Taxes (Topic 740). The guidance simplifies the accounting for income taxes and is effective for annual and interim periods beginning after December 15, 2021. Early adoption is permitted. The Company is currently evaluating the guidance to determine the impact it will have on its Condensed Consolidated Financial Statements and related disclosures.
Revenue Recognition for Variable Consideration	Revenue Recognition for Variable Consideration The Company’s variable consideration includes the total estimated lifetime value (“LTV”) it expects to receive for selling an insurance product after the carrier approves an application. The consideration is variable based on the amount of time it estimates a policy will remain in force, which is based on historical experience or carrier experience to the extent available, industry data, and expectations as to future retention rates. Additionally, the Company considers the application of a 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. On a quarterly basis, the Company re-estimates LTV at a vintage level for outstanding vintages, reviews and monitors changes in the data used to estimate LTV, as well as the cash received for each vintage as compared to the original estimates. The difference between cash received for each vintage and the respective estimated LTV can be significant and may or may not be indicative of the need to adjust revenue for prior period vintages. Changes in LTV may result in an increase or a decrease to revenue and a corresponding change to commissions receivable. The Company analyzes these differences and to the extent the Company believes differences in the estimates are indicative of a change to prior period LTVs, the Company will adjust revenue for the affected vintages 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.

- Definition

Disclosure of accounting policy for revenue from contract with customer.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 17
-URI http://asc.fasb.org/extlink&oid=121604090&loc=SL49130561-203045

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
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-Paragraph 20
-Subparagraph (a)
-URI http://asc.fasb.org/extlink&oid=121604090&loc=SL49130566-203045

+ Details

Fair Value Measurements (Tables)

6 Months Ended

Jun. 30, 2021

Fair Value Disclosures [Abstract]

Changes to the 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.


(in thousands)
Balance at Dec. 31, 2019	$	242,700
Settlement of 2019 earnout	(200,000)
2020 earnout fair value adjustment	19,700

Balance at Jun. 30, 2020	$	62,400

Goodwill And Intangible Assets, Net (Tables)

6 Months Ended

Jun. 30, 2021

Goodwill and Intangible Assets Disclosure [Abstract]

Schedule of Definite-lived Amortizable Intangible Assets


	Jun. 30, 2021
(in thousands)	Gross Carrying Amount		Accumulated Amortization		Net Carrying Amount
Developed technology	$	496,000	$	127,543	$	368,457
Customer relationships	232,000		41,760		190,240
Total intangible assets subject to amortization	$	728,000	$	169,303	$	558,697
Indefinite-lived trade names					83,000
Total intangible assets					$	641,697


	Dec. 31, 2020
(in thousands)	Gross Carrying Amount		Accumulated Amortization		Net Carrying Amount
Developed technology	$	496,000	$	92,114	$	403,886
Customer relationships	232,000		30,160		201,840
Total intangible assets subject to amortization	$	728,000	$	122,274	$	605,726
Indefinite-lived trade names					83,000
Total intangible assets					$	688,726

Schedule of Indefinite-lived Intangible Trade Names


	Jun. 30, 2021
(in thousands)	Gross Carrying Amount		Accumulated Amortization		Net Carrying Amount
Developed technology	$	496,000	$	127,543	$	368,457
Customer relationships	232,000		41,760		190,240
Total intangible assets subject to amortization	$	728,000	$	169,303	$	558,697
Indefinite-lived trade names					83,000
Total intangible assets					$	641,697


	Dec. 31, 2020
(in thousands)	Gross Carrying Amount		Accumulated Amortization		Net Carrying Amount
Developed technology	$	496,000	$	92,114	$	403,886
Customer relationships	232,000		30,160		201,840
Total intangible assets subject to amortization	$	728,000	$	122,274	$	605,726
Indefinite-lived trade names					83,000
Total intangible assets					$	688,726

Schedule of Expected Amortization Expense Related to Intangible Assets

As of June 30, 2021, expected amortization expense related to intangible assets for each of the five succeeding years is as follows:


(in thousands)	Developed Technology		Customer Relationships		Total
Remainder of 2021	$	35,429	$	11,600	$	47,029
2022	70,857		23,200		94,057
2023	70,857		23,200		94,057
2024	70,857		23,200		94,057
2025	70,857		23,200		94,057
Thereafter	49,600		85,840		135,440
Total	$	368,457	$	190,240	$	558,697

Long-Term Debt (Tables)

6 Months Ended

Jun. 30, 2021

Debt Disclosure [Abstract]

Summary of Long-Term Debt

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


(in thousands)	Jun. 30, 2021		Dec. 31, 2020
Term Loan Facilities	$	425,538	$	412,373
Less: Unamortized debt discount and issuance costs	(6,360)		(11,803)
Total debt	$	419,178	$	400,570
Less: Current portion of long-term debt	(4,270)		(4,170)
Total long-term-debt	$	414,908	$	396,400

- 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)
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-Paragraph 3
-URI http://asc.fasb.org/extlink&oid=109259400&loc=d3e21475-112644

+ Details

Share-Based Compensation Plans (Tables)

6 Months Ended

Jun. 30, 2021

Share-based Payment Arrangement [Abstract]

Summary of Share-Based Compensation Expenses by Operating Function

The following table summarizes share-based compensation expense by operating function for the periods presented:


	Three months ended Jun. 30,				Six months ended Jun. 30,
(in thousands)	2021		2020		2021		2020
Marketing and advertising	$	426	$	61	$	764	$	119
Customer care and enrollment	1,043		32		1,839		58
Technology	1,133		83		1,880		159
General and administrative	4,997		421		8,228		741
Total share-based compensation expense	$	7,599	$	597	$	12,711	$	1,077

Net Loss Per Share (Tables)

6 Months Ended

Jun. 30, 2021

Earnings Per Share [Abstract]

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:


(in thousands, except per share amounts)	Three months ended Jun. 30, 2021		Six months ended Jun. 30, 2021
Numerator:
Net loss	$	(39,175)	$	(46,443)

Less: Net loss attributable to non-controlling interests	(27,186)		(32,364)
Net loss attributable to GoHealth, Inc.	(11,989)		(14,079)
Denominator:
Weighted-average shares of Class A common stock outstanding—basic	102,300		97,349
Effect of dilutive securities	—		—
Weighted-average shares of Class A common stock outstanding—diluted	102,300		97,349
Net loss per share of Class A common stock—basic and diluted	$	(0.12)	$	(0.14)

Schedule of Antidilutive Securities Excluded From Calculation of Diluted Loss Per Share

The following number of shares were excluded from the calculation of diluted loss per share because the effect of including such potentially dilutive shares would have been antidilutive:

(in thousands)

Jun. 30, 2021

Class A common stock issuable pursuant to equity awards

7,337

Class B common stock

215,495

Revenue (Tables)

6 Months Ended

Jun. 30, 2021

Revenue from Contract with Customer [Abstract]

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 Jun. 30,				Six months ended Jun. 30,
(in thousands)	2021		2020		2021		2020
Commission revenue:
Medicare:
Medicare Advantage	$	144,039	$	87,626	$	312,187	$	186,917
Medicare Supplement	789		1,965		1,573		4,154
Prescription Drug Plans	488		425		1,041		995
Total Medicare	145,316		90,016		314,801		192,066
Individual and Family Plan:
Fixed Indemnity	808		3,818		3,589		10,597
Short-term	219		1,524		619		3,302
Major Medical	208		52		409		238
Total Individual and Family Plan	1,235		5,394		4,617		14,137
Ancillary	891		952		1,999		2,259
Small Group	66		244		72		654
Total commission revenue	147,508		96,606		321,489		209,116
Enterprise revenue:
Partner Marketing and Enrollment Services	42,531		20,968		64,388		38,369
Direct Partner Campaigns	6,700		6,653		14,802		14,176
Other	163		2,830		402		6,406
Total enterprise revenue	49,394		30,451		79,592		58,951
Net revenues	$	196,902	$	127,057	$	401,081	$	268,067

Summary of Commissions Receivable Activity

Commissions receivable activity is summarized as follows:


(in thousands)	Six months ended Jun. 30, 2021
Beginning balance	$	810,398
Commission revenue	321,489
Cash receipts	(257,814)
Ending balance	$	874,073
Less: Commissions receivable - current	113,062
Commissions receivable - non-current	$	761,011

Operating Segments and Significant Customers (Tables)

6 Months Ended

Jun. 30, 2021

Segment Reporting [Abstract]

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 periods indicated:


	Three months ended Jun. 30,				Six months ended Jun. 30,
(in thousands)	2021		2020		2021		2020
Net revenues:
Medicare:
Internal channel	$	160,433	$	87,201	$	317,786	$	182,488
External channel	31,379		28,108		70,879		57,053
Total Medicare	191,812		115,309		388,665		239,541
IFP and Other:
Internal channel	3,788		7,019		7,763		15,651
External channel	1,302		4,729		4,653		12,875
Total IFP and Other	5,090		11,748		12,416		28,526
Net revenues	196,902		127,057		401,081		268,067
Segment profit (loss):
Medicare:
Internal channel	31,257		32,746		77,700		74,482
External channel	(1,688)		495		(2,319)		173
Total Medicare	29,569		33,241		75,381		74,655
IFP and Other:
Internal channel	(800)		(54)		(1,529)		427
External channel	(57)		130		103		642
Total IFP and Other	(857)		76		(1,426)		1,069
Segment profit	28,712		33,317		73,955		75,724
Corporate expense	24,148		8,911		44,475		17,576
Change in fair value of contingent consideration liability	—		15,300		—		19,700
Amortization of intangible assets	23,515		23,514		47,029		47,029

Loss on extinguishment of debt	11,935		—		11,935		—
Interest expense	8,277		8,986		16,965		15,742
Other (income) expense, net	44		(505)		57		(495)
Income (loss) before income taxes	$	(39,207)	$	(22,889)	$	(46,506)	$	(23,828)

Summary of Revenue by Major Customers by Reporting Segments

The following table presents carriers representing 10% or more of the Company’s total revenue for the periods indicated:


	Three months ended Jun. 30,				Six months ended Jun. 30,
	2021		2020		2021		2020
Anthem	38	%	32	%	34	%	32	%
Humana	29	%	38	%	29	%	40	%
United	16	%	10	%	17	%	8	%
Centene	9	%	9	%	12	%	7	%

Description of Business and Significant Accounting Policies - Narrative (Details) $ / shares in Units, shares in Thousands, $ in Millions		1 Months Ended
	Jul. 17, 2020 USD ($) vote $ / shares shares	Jul. 31, 2020 vote	Jun. 30, 2021	Jul. 18, 2020	May 06, 2020	Aug. 15, 2019
Class of Stock [Line Items]
Payments to redeem LLC Interests \| $	$ 508.3
LLC Interests Redeemed (in shares)	25,480
Payments for equity instruments \| $	$ 100.0
Common units to class A common stock, conversion ratio	1
Blocker Company
Class of Stock [Line Items]
LLC interests held (in shares)	45,503
GHH, LLC \| Norvax
Class of Stock [Line Items]
Equity method investment ownership percentage			100.00%			100.00%
GHH, LLC \| Blizzard Midco
Class of Stock [Line Items]
Equity method investment ownership percentage					100.00%
Blizzard Midco \| Norvax
Class of Stock [Line Items]
Equity method investment ownership percentage					100.00%
GHH, LLC
Class of Stock [Line Items]
Noncontrolling interest ownership percentage held by the Company				26.80%
Noncontrolling interest ownership percentage held by the Continuing Equity Owners				73.20%
Blocker Merger
Class of Stock [Line Items]
Payment of partial consideration of the Blocker Merger \| $	$ 96.2
Class A Common Stock
Class of Stock [Line Items]
Number of votes per common share held \| vote	1	1
Class A Common Stock \| Blocker Merger
Class of Stock [Line Items]
Business combination equity interest Issued (in shares)	40,683
Class A Common Stock \| IPO
Class of Stock [Line Items]
Shares issued during the period (in shares)	43,500
Share issue price (in dollars per share) \| $ / shares	$ 21.00
Proceeds from initial public offering \| $	$ 852.4
Class B common stock
Class of Stock [Line Items]
Number of votes per common share held \| vote	1	1
Stock issued for continuing equity owners (in shares)	307,980
Class B common stock \| Continuing Equity Owners
Class of Stock [Line Items]
Stock issued for continuing equity owners (in shares)	229,399

Fair Value Measurements - Narrative (Details) $ in Millions	Jul. 17, 2020 USD ($)
Contingent consideration
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Settlement	$ 62.4

Fair Value Measurements - Summary of Fair value of the Contingent Consideration (Details) - Contingent consideration - USD ($) $ in Thousands		6 Months Ended
	Jul. 17, 2020	Jun. 30, 2020
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Beginning balance		$ 242,700
Settlement	$ (62,400)
Ending balance		62,400
2019 earnout
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Settlement		(200,000)
2020 earnout
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Fair value adjustment		$ 19,700

Goodwill And Intangible Assets, Net - Narrative (Details)	3 Months Ended		6 Months Ended		12 Months Ended
	Jun. 30, 2021 USD ($)	Jun. 30, 2020 USD ($)	Jun. 30, 2021 USD ($) reporting_unit segment	Jun. 30, 2020 USD ($)	Dec. 31, 2019 USD ($)
Goodwill [Line Items]
Number of reporting units \| reporting_unit			4
Number of operating segments \| segment			4
Impairment of goodwill	$ 0	$ 0	$ 0	$ 0
Impairment of intangible assets	$ 0	$ 0	$ 0	$ 0
Medicare—Internal
Goodwill [Line Items]
Goodwill recorded					$ 380,300,000
Medicare—External
Goodwill [Line Items]
Goodwill recorded					$ 6,200,000

Goodwill And Intangible Assets, Net - Summary of Definite-lived and Indefinite-lived Intangible Assets (Details) - USD ($) $ in Thousands	Jun. 30, 2021	Dec. 31, 2020
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	$ 728,000	$ 728,000
Accumulated Amortization	169,303	122,274
Net Carrying Amount	558,697	605,726
Intangible Assets, Net (Excluding Goodwill) [Abstract]
Net Carrying Amount	641,697	688,726
Indefinite-lived trade names
Indefinite-lived Intangible Assets [Line Items]
Indefinite-lived trade names	83,000	83,000
Developed technology
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	496,000	496,000
Accumulated Amortization	127,543	92,114
Net Carrying Amount	368,457	403,886
Customer relationships
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	232,000	232,000
Accumulated Amortization	41,760	30,160
Net Carrying Amount	$ 190,240	$ 201,840

Goodwill and Intangible Assets, Net - Summary of Expected Future Amortization Expense Related to Intangible Assets (Details) - USD ($) $ in Thousands	Jun. 30, 2021	Dec. 31, 2020
Finite-Lived Intangible Assets [Line Items]
Remainder of 2021	$ 47,029
2022	94,057
2023	94,057
2024	94,057
2025	94,057
Thereafter	135,440
Net Carrying Amount	558,697	$ 605,726
Developed technology
Finite-Lived Intangible Assets [Line Items]
Remainder of 2021	35,429
2022	70,857
2023	70,857
2024	70,857
2025	70,857
Thereafter	49,600
Net Carrying Amount	368,457	403,886
Customer relationships
Finite-Lived Intangible Assets [Line Items]
Remainder of 2021	11,600
2022	23,200
2023	23,200
2024	23,200
2025	23,200
Thereafter	85,840
Net Carrying Amount	$ 190,240	$ 201,840

Long-Term Debt - Summary of Long-Term Debt (Details) - USD ($) $ in Thousands	Jun. 30, 2021	Dec. 31, 2020
Debt Disclosure [Abstract]
Term Loan Facilities	$ 425,538	$ 412,373
Less: Unamortized debt discount and issuance costs	(6,360)	(11,803)
Total debt	419,178	400,570
Less: Current portion of long-term debt	(4,270)	(4,170)
Total long-term-debt	$ 414,908	$ 396,400

Long-Term Debt - Narrative (Details) - USD ($)		3 Months Ended		6 Months Ended
Long-Term Debt - Narrative (Details) - USD ($)	Jun. 11, 2021	Jun. 30, 2021	Jun. 30, 2020	Jun. 30, 2021	Jun. 30, 2020	May 07, 2021	Dec. 31, 2020	Sep. 13, 2019
Debt Instrument [Line Items]
Loss on extinguishment of debt		$ 11,935,000	$ 0	$ 11,935,000	$ 0
Prepayment premium				$ 5,910,000	$ 0
Secured debt
Debt Instrument [Line Items]
Periodic payment percentage				0.25%
Secured debt \| Initial Term Loan Facility
Debt Instrument [Line Items]
Aggregate principal amount								$ 300,000,000.0
Amount outstanding	$ 295,500,000						$ 296,300,000
Loss on extinguishment of debt	$ 11,900,000
Prepayment premium, percentage	2.00%
Prepayment premium	$ 5,900,000
Write-down of deferred financing costs and debt discounts	6,000,000.0
Debt issuance costs	1,700,000
Effective interest rate							7.50%
Secured debt \| Incremental Term Loan Facility
Debt Instrument [Line Items]
Aggregate principal amount							$ 117,000,000.0
Amount outstanding		$ 115,500,000		$ 115,500,000			$ 116,100,000
Effective interest rate		7.50%		7.50%			7.50%
Secured debt \| Incremental Term Loan Facility \| Alternate Base Rate
Debt Instrument [Line Items]
Variable interest rate spread				5.50%
Secured debt \| Incremental Term Loan Facility \| LIBOR
Debt Instrument [Line Items]
Variable interest rate spread				6.50%
Secured debt \| 2021 Incremental Term Loan Facility
Debt Instrument [Line Items]
Aggregate principal amount	310,000,000.0
Amount outstanding		$ 310,000,000.0		$ 310,000,000.0
Effective interest rate		5.00%		5.00%
Secured debt \| 2021 Incremental Term Loan Facility \| Alternate Base Rate
Debt Instrument [Line Items]
Variable interest rate spread				3.00%
Secured debt \| 2021 Incremental Term Loan Facility \| LIBOR
Debt Instrument [Line Items]
Variable interest rate spread				4.00%
Revolving Credit Facility
Debt Instrument [Line Items]
Aggregate principal amount						$ 200,000,000.0
Amount outstanding		$ 0		$ 0			$ 0
Commitment fee percentage				0.50%
Remaining borrowing capacity		$ 200,000,000.0		$ 200,000,000.0
Revolving Credit Facility \| Revolving Credit Facility
Debt Instrument [Line Items]
Aggregate principal amount								$ 30,000,000.0
Revolving Credit Facility \| Incremental Revolving Credit Facilities
Debt Instrument [Line Items]
Aggregate principal amount							$ 28,000,000.0
Revolving Credit Facility \| Incremental No. 4 Revolving Credit Facility
Debt Instrument [Line Items]
Aggregate principal amount						$ 142,000,000.0
Revolving Credit Facility \| Class A Revolving Commitments
Debt Instrument [Line Items]
Aggregate principal amount	30,000,000.0
Revolving Credit Facility \| Class A Revolving Commitments \| Alternate Base Rate
Debt Instrument [Line Items]
Variable interest rate spread				5.50%
Revolving Credit Facility \| Class A Revolving Commitments \| LIBOR
Debt Instrument [Line Items]
Variable interest rate spread				6.50%
Revolving Credit Facility \| Class B Revolving Commitments
Debt Instrument [Line Items]
Aggregate principal amount	$ 170,000,000.0
Revolving Credit Facility \| Class B Revolving Commitments \| Alternate Base Rate
Debt Instrument [Line Items]
Variable interest rate spread				3.00%
Revolving Credit Facility \| Class B Revolving Commitments \| LIBOR
Debt Instrument [Line Items]
Variable interest rate spread				4.00%

Stockholders' Equity and Members' Equity (Details) shares in Thousands		1 Months Ended	3 Months Ended	6 Months Ended
	Jul. 17, 2020 vote	Jul. 31, 2020 vote $ / shares shares	Jun. 30, 2021 $ / shares shares	Jun. 30, 2021 $ / shares shares	Dec. 31, 2020 $ / shares shares
Class of Stock [Line Items]
Preferred stock, shares authorized (in shares) \| shares		20,000	20,000	20,000	20,000
Preferred stock, par value (in dollars per share) \| $ / shares		$ 0.0001	$ 0.0001	$ 0.0001	$ 0.0001
Ratio between the number of shares of Class A common stock issued and the number of LLC Interests owned		1
GHH, LLC
Class of Stock [Line Items]
Weighted-average ownership percentage by non-controlling interest holders			68.10%	69.70%
Continuing Equity Owners and permitted transferees
Class of Stock [Line Items]
Ratio between the number of shares of Class B common stock owned and the number of LLC Interests owned		1
GHH, LLC
Class of Stock [Line Items]
LLC Interests to newly issued Class A common stock, conversion ratio		1
Class A Common Stock
Class of Stock [Line Items]
Common stock, shares authorized (in shares) \| shares		1,100,000	1,100,000	1,100,000	1,100,000
Common stock, par value (in dollars per share) \| $ / shares		$ 0.0001	$ 0.0001	$ 0.0001	$ 0.0001
Number of votes per common share held \| vote	1	1
Class B common stock
Class of Stock [Line Items]
Common stock, shares authorized (in shares) \| shares		690,000	597,502	597,502	619,004
Common stock, par value (in dollars per share) \| $ / shares		$ 0.0001	$ 0.0001	$ 0.0001	$ 0.0001
Number of votes per common share held \| vote	1	1

Share-Based Compensation Plans - Summary of Share-Based Compensation Expenses by Operating Function (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2021	Jun. 30, 2020	Jun. 30, 2021	Jun. 30, 2020
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total share-based compensation expense	$ 7,599	$ 597	$ 12,711	$ 1,077
Marketing and advertising
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total share-based compensation expense	426	61	764	119
Customer care and enrollment
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total share-based compensation expense	1,043	32	1,839	58
Technology
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total share-based compensation expense	1,133	83	1,880	159
General and administrative
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total share-based compensation expense	$ 4,997	$ 421	$ 8,228	$ 741

Share-Based Compensation Plans - Narrative (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands		3 Months Ended		6 Months Ended
	Jul. 07, 2020	Jun. 30, 2021	Jun. 30, 2020	Jun. 30, 2021	Jun. 30, 2020
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-based compensation expense		$ 7,599	$ 597	$ 12,711	$ 1,077
PSU's
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Awards granted (in shares)				489
Performance period				3 years
Risk-free interest rate				0.20%
Annualized volatility				72.00%
Grant date fair value (in dollars per share)				$ 22.17
Share-based compensation expense		900		$ 1,400
PSU's \| Minimum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Percentage of target award				0.00%
PSU's \| Maximum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Percentage of target award				200.00%
ESPP
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-based compensation expense		$ 100		$ 200
ESPP purchase price of common stock, percent of market price	85.00%
Share-based compensation arrangement by share-based payment award, shares issued in period		50

Net Loss Per Share - Reconciliation of the Numerator and Denominator Used in the Calculation of Basic and Diluted Net Loss Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2021	Jun. 30, 2020	Jun. 30, 2021	Jun. 30, 2020
Numerator:
Net loss	$ (39,175)	$ (22,867)	$ (46,443)	$ (23,804)
Less: Net loss attributable to non-controlling interests	(27,186)	0	(32,364)	0
Net income (loss) attributable to GoHealth, Inc.	$ (11,989)	$ (22,867)	$ (14,079)	$ (23,804)
Denominator:
Weighted-average shares of Class A common stock outstanding — basic (in shares)	102,300		97,349
Effect of dilutive securities (in shares)	0		0
Weighted-average shares of Class A common stock outstanding—diluted	102,300		97,349
Net loss per share of Class A common stock — basic (in dollars per share)	$ (0.12)		$ (0.14)
Net loss per share of Class A common stock — diluted (in dollars per share)	$ (0.12)		$ (0.14)

Net Loss Per Share - Antidilutive Securities (Details) shares in Thousands	6 Months Ended
	Jun. 30, 2021 shares
Class A common stock issuable pursuant to equity awards
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Weighted-average potentially dilutive shares excluded from calculation of diluted loss per share because effect would be antidilutive (in shares)	7,337
Class B common stock
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Weighted-average potentially dilutive shares excluded from calculation of diluted loss per share because effect would be antidilutive (in shares)	215,495

Income Taxes (Details) - USD ($)	3 Months Ended		6 Months Ended
Income Taxes (Details) - USD ($)	Jun. 30, 2021	Jun. 30, 2020	Jun. 30, 2021	Jun. 30, 2020	Jul. 17, 2020
Income Tax Disclosure [Abstract]
Effective tax rate	0.08%	0.10%	0.14%	0.10%
Tax Receivable Agreement, payment, percent of amount of tax benefits realized or deemed to realize					85.00%
Tax Receivable Agreement, liability	$ 0		$ 0

Revenue - Narrative (Details) - USD ($)	3 Months Ended		6 Months Ended
Revenue - Narrative (Details) - USD ($)	Jun. 30, 2021	Jun. 30, 2020	Jun. 30, 2021	Jun. 30, 2020	Dec. 31, 2020
Disaggregation of Revenue [Line Items]
Positive (negative) revenue adjustment relating to performance obligations satisfied in prior periods	$ (1,400,000)	$ 0	$ (3,600,000)	$ 0
Revenue recognized that was previously deferred	26,000		100,000
Prepaid expenses and other current assets
Disaggregation of Revenue [Line Items]
Unbilled receivables for performance-based enrollment fees	$ 3,000,000.0		$ 3,000,000.0		$ 12,900,000

Revenue - Summary of Disaggregation of Revenue (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2021	Jun. 30, 2020	Jun. 30, 2021	Jun. 30, 2020
Disaggregation of Revenue [Line Items]
Net revenues	$ 196,902	$ 127,057	$ 401,081	$ 268,067
Commission
Disaggregation of Revenue [Line Items]
Net revenues	147,508	96,606	321,489	209,116
Ancillary
Disaggregation of Revenue [Line Items]
Net revenues	891	952	1,999	2,259
Small Group
Disaggregation of Revenue [Line Items]
Net revenues	66	244	72	654
Enterprise
Disaggregation of Revenue [Line Items]
Net revenues	49,394	30,451	79,592	58,951
Partner Marketing and Enrollment Services
Disaggregation of Revenue [Line Items]
Net revenues	42,531	20,968	64,388	38,369
Direct Partner Campaigns
Disaggregation of Revenue [Line Items]
Net revenues	6,700	6,653	14,802	14,176
Other
Disaggregation of Revenue [Line Items]
Net revenues	163	2,830	402	6,406
Medicare
Disaggregation of Revenue [Line Items]
Net revenues	145,316	90,016	314,801	192,066
Medicare \| Medicare Advantage
Disaggregation of Revenue [Line Items]
Net revenues	144,039	87,626	312,187	186,917
Medicare \| Medicare Supplement
Disaggregation of Revenue [Line Items]
Net revenues	789	1,965	1,573	4,154
Medicare \| Prescription Drug Plans
Disaggregation of Revenue [Line Items]
Net revenues	488	425	1,041	995
Individual and Family Plan
Disaggregation of Revenue [Line Items]
Net revenues	1,235	5,394	4,617	14,137
Individual and Family Plan \| Fixed Indemnity
Disaggregation of Revenue [Line Items]
Net revenues	808	3,818	3,589	10,597
Individual and Family Plan \| Short-term
Disaggregation of Revenue [Line Items]
Net revenues	219	1,524	619	3,302
Individual and Family Plan \| Major Medical
Disaggregation of Revenue [Line Items]
Net revenues	$ 208	$ 52	$ 409	$ 238

Revenue - Summary of Commissions Receivable Activity (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2021	Jun. 30, 2020	Jun. 30, 2021	Jun. 30, 2020	Dec. 31, 2020
Contract with Customer, Asset [Roll Forward]
Commission revenue	$ 196,902	$ 127,057	$ 401,081	$ 268,067
Less: Commissions receivable - current	113,062		113,062		$ 188,128
Commissions receivable - non-current	761,011		761,011		$ 622,270
Commission
Contract with Customer, Asset [Roll Forward]
Beginning balance			810,398
Commission revenue	147,508	$ 96,606	321,489	$ 209,116
Cash receipts			(257,814)
Ending balance	874,073		874,073
Less: Commissions receivable - current	113,062		113,062
Commissions receivable - non-current	$ 761,011		$ 761,011

- Definition

Amount, including tax collected from customer, of revenue from satisfaction of performance obligation by transferring promised good or service to customer. Tax collected from customer is tax assessed by governmental authority that is both imposed on and concurrent with specific revenue-producing transaction, including, but not limited to, sales, use, value-added and excise.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 41
-Subparagraph (a)
-URI http://asc.fasb.org/extlink&oid=120311839&loc=d3e9038-108599

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 5
-URI http://asc.fasb.org/extlink&oid=121604090&loc=SL49130545-203045

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 32
-Subparagraph (b)
-URI http://asc.fasb.org/extlink&oid=120311839&loc=d3e8933-108599

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 32
-Subparagraph (a)
-URI http://asc.fasb.org/extlink&oid=120311839&loc=d3e8933-108599

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 30
-Subparagraph (a)
-URI http://asc.fasb.org/extlink&oid=120311839&loc=d3e8906-108599

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 22
-Subparagraph (b)
-URI http://asc.fasb.org/extlink&oid=120311839&loc=d3e8736-108599

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 22
-Subparagraph (a)
-URI http://asc.fasb.org/extlink&oid=120311839&loc=d3e8736-108599

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 4
-Subparagraph (a)
-URI http://asc.fasb.org/extlink&oid=121604090&loc=SL49130543-203045

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 42
-URI http://asc.fasb.org/extlink&oid=120311839&loc=d3e9054-108599

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 40
-URI http://asc.fasb.org/extlink&oid=120311839&loc=d3e9031-108599

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 924
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SAB Topic 11.L)
-URI http://asc.fasb.org/extlink&oid=6472922&loc=d3e499488-122856

+ Details

Commitments and Contingencies - Narrative (Details)	1 Months Ended
Commitments and Contingencies - Narrative (Details)	Sep. 30, 2020 claim
Pending litigation
Loss Contingencies [Line Items]
Number of securities class action complaints filed	3

Related Party Transactions (Details) - USD ($)	3 Months Ended		6 Months Ended
Related Party Transactions (Details) - USD ($)	Jun. 30, 2021	Jun. 30, 2020	Jun. 30, 2021	Jun. 30, 2020	Dec. 31, 2020
Related Party Transaction [Line Items]
Lease payments	$ 400,000	$ 300,000	$ 700,000	$ 600,000
Receivable from NVX Holdings, Inc.	0		0		$ 3,395,000
Wilson Tech Five
Related Party Transaction [Line Items]
Lease payments	$ 0	0	$ 0	0
Lease expiration period	10 years		10 years
Initial base rent			$ 4,600,000
Non-Exclusive Aircraft Dry Lease Agreement
Related Party Transaction [Line Items]
Agreement terminable without cause by either party, period of required prior written notice			30 days
Amount required to pay per flight hour for use of aircraft	$ 6,036.94		$ 6,036.94
Lease expenses incurred	$ 300,000	$ 34,000	$ 400,000	$ 800,000

Operating Segments and Significant Customers - Narrative (Details) $ in Millions	6 Months Ended	12 Months Ended
	Jun. 30, 2021 USD ($) segment	Dec. 31, 2020 USD ($)
Segment Reporting [Abstract]
Number of operating segments	4
Number of reportable segments	4
Three customers \| Accounts receivable and unbilled receivables \| Customer concentration risk
Revenue, Major Customer [Line Items]
Concentration risk, percentage	84.00%	86.00%
Accounts receivable and unbilled receivables \| $	$ 17.2	$ 23.2

Operating Segments and Significant Customers - Summary of Reconciliation of Operating Profit (Loss) from Segments to Consolidated (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2021	Jun. 30, 2020	Jun. 30, 2021	Jun. 30, 2020
Net revenues:
Net revenues	$ 196,902	$ 127,057	$ 401,081	$ 268,067
Segment profit (loss):
Segment profit	(18,951)	(14,408)	(17,549)	(8,581)
Corporate expense	24,148	8,911	44,475	17,576
Change in fair value of contingent consideration liability	0	15,300	0	19,700
Amortization of intangible assets	23,515	23,514	47,029	47,029
Loss on extinguishment of debt	11,935	0	11,935	0
Interest expense	8,277	8,986	16,965	15,742
Other (income) expense, net	44	(505)	57	(495)
Income (loss) before income taxes	(39,207)	(22,889)	(46,506)	(23,828)
Operating Segments
Net revenues:
Net revenues	196,902	127,057	401,081	268,067
Segment profit (loss):
Segment profit	28,712	33,317	73,955	75,724
Medicare
Net revenues:
Net revenues	145,316	90,016	314,801	192,066
Medicare \| Operating Segments
Net revenues:
Net revenues	191,812	115,309	388,665	239,541
Segment profit (loss):
Segment profit	29,569	33,241	75,381	74,655
Internal channel \| Operating Segments
Net revenues:
Net revenues	160,433	87,201	317,786	182,488
Segment profit (loss):
Segment profit	31,257	32,746	77,700	74,482
External channel \| Operating Segments
Net revenues:
Net revenues	31,379	28,108	70,879	57,053
Segment profit (loss):
Segment profit	(1,688)	495	(2,319)	173
Individual and Family Plan and Other \| Operating Segments
Net revenues:
Net revenues	5,090	11,748	12,416	28,526
Segment profit (loss):
Segment profit	(857)	76	(1,426)	1,069
Internal channel \| Operating Segments
Net revenues:
Net revenues	3,788	7,019	7,763	15,651
Segment profit (loss):
Segment profit	(800)	(54)	(1,529)	427
External channel \| Operating Segments
Net revenues:
Net revenues	1,302	4,729	4,653	12,875
Segment profit (loss):
Segment profit	$ (57)	$ 130	$ 103	$ 642

Operating Segments and Significant Customers - Summary of Revenue by Major Customers by Reporting Segments (Details) - Revenue - Customer concentration risk	3 Months Ended		6 Months Ended
	Jun. 30, 2021	Jun. 30, 2020	Jun. 30, 2021	Jun. 30, 2020
Anthem
Revenue, Major Customer [Line Items]
Revenue reported by segment, percent	38.00%	32.00%	34.00%	32.00%
Humana
Revenue, Major Customer [Line Items]
Revenue reported by segment, percent	29.00%	38.00%	29.00%	40.00%
United
Revenue, Major Customer [Line Items]
Revenue reported by segment, percent	16.00%	10.00%	17.00%	8.00%
Centene
Revenue, Major Customer [Line Items]
Revenue reported by segment, percent	9.00%	9.00%	12.00%	7.00%