HIPPO HOLDINGS INC. – 10-Q – MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Unless the context otherwise requires, references in this "Management's Discussion and Analysis of Financial Condition and Results of Operations" to "we," "our," "Hippo" and "the Company" refer to the business and operations ofHippo Enterprises Inc. and its consolidated subsidiaries prior to the Business Combination and toHippo Holdings Inc. and its consolidated subsidiaries following the consummation of the Business Combination. You should read the following discussion of our financial condition and results of operations in conjunction with our condensed consolidated financial statements and the related notes included elsewhere in this Quarterly Report on Form 10-Q and with our audited consolidated financial statements included in our Annual Report on Form 10-K for the year endedDecember 31, 2021 , as filed with theSecurities and Exchange Commission .
Overview
Hippo is a different kind of home protection company, built from the ground up to provide a standard of care and protection for homeowners. Our goal is to make homes safer and better protected so that customers spend less time worrying about the burdens of homeownership and more time enjoying their homes and the life within. Harnessing real-time data, smart home technology, and a growing suite of home services, we have created an integrated home protection platform. The home insurance industry has long been defined by incumbents that we believe deliver a passive, high- friction experience to policyholders. We view these incumbents as constrained by outdated captive-agent distribution models, legacy technology, and strong incentives not to disrupt their businesses. Accordingly, the industry has not seen meaningful innovation in decades. We believe this results in a flawed customer experience that creates a transactional, adversarial relationship-one that pits insurance companies and their "policyholders" against each other in a zero-sum game. The outcome of this misalignment is an experience that is out of touch with the needs of modern homeowners. As a digital-first, customer-centric company, we offer an improved customer value proposition and are well-positioned to succeed in this growing market. By making our policies fast and easy to buy, designing coverages around the needs of modern homeowners, and offering a proactive, white-glove claims experience, we have created an active partnership with our customers to better protect their homes, which saves our customers money and is expected to deliver a better economic outcome for Hippo. Beyond a core insurance experience that is simple, intuitive, and human, we focus our resources on Hippo's true promise: better outcomes for homeowners. Through our unique Smart Home program, customers may detect and address water, fire, and other issues before they become major losses. And we help our customers maintain their homes with on-demand maintenance advice and access to home check-ups designed to reduce the probability of future losses. In short, we have created an integrated home protection platform, which offers a growing suite of proactive features designed to prevent loss and provide greater peace of mind. Our partnership with our customers is designed to create a virtuous cycle. By making homes safer, we help deliver better risk outcomes and increase customer loyalty, which improves our unit economics and customer lifetime value ("LTV"). This enables us to invest in expanding our product offering, customer value proposition, and marketing programs, which help attract more customers to the Hippo family. This growth generates more data and insights to fuel further innovation in our product experience and improved underwriting precision. The result is even safer homes and more loyal customers. We believe this virtuous cycle, combined with our significant existing scale, deep partnerships, and compelling unit economics, will propel Hippo to become a trusted household name synonymous with home protection. 26 --------------------------------------------------------------------------------
Our Asset-Light Capital Model and Reinsurance
We have historically pursued an asset-light capital strategy to support the growth of our business. We generally retain only as much risk on our balance sheet as is necessary to secure attractive terms from the reinsurers who bear the risk of the policies we sell. Those reinsurers usually insist that insurance companies like ours retain some risk to ensure alignment of interests. This strategy also helps support our growth: third party reinsurance helps decrease the statutory capital required to support new business growth. As a result, we expect to be able to grow at an accelerated pace with lower capital investments upfront than we would otherwise require. We have a successful track record of securing the appropriate reinsurance coverage with strong reinsurance carriers, providing a solid foundation for a long-term, sustainable model.
Reinsurance
Proportional Reinsurance Treaties - Hippo
For our primary homeowners reinsurance treaty commencing in 2022, we secured quota share reinsurance from a diverse panel of eleven third-party reinsurers. All reinsurers are either rated "A-" Excellent or better by AM Best, or are collateralized. We retain approximately 10% of the premium through our insurance company subsidiaries, including our captive reinsurance company, RHS. Additionally, the reinsurance contracts are subject to variable commission adjustments and loss participation features, including loss ratio caps and loss corridors, which align our interests with those of our reinsurers. Similar to the prior year, we saw increased use of loss participation features in the 2022 reinsurance agreements, which may increase the amount of risk retained by our insurance company subsidiaries in excess of our pro rata participation. We also seek to further reduce our risk retention through purchases of non-proportional reinsurance described below in the section titled "Non-Proportional Reinsurance."
Non-Proportional Reinsurance - Hippo
We also purchase non-proportional XOL reinsurance. Through the Company's
insurance company subsidiaries, the Company is exposed to the risk of natural
catastrophe events that could occur on the risks arising from policies
underwritten by the Company.
Other Reinsurance
Spinnaker purchases reinsurance for programs written by MGAs other than Hippo. The reinsurance treaties are a mix of proportional and XOL in which approximately 75% to 100% of the risk is ceded. The reinsurance contracts continue to be subject to variable commission adjustments and loss participation features, including loss caps, and may increase the amount of risk retained by the Company in excess of our pro-rata participation. Such provisions are recognized in the period based on the experience to date under the agreement. Spinnaker also purchases a corporate catastrophe XOL program that sits above the reinsurance programs protecting the business written by Hippo as well as the other MGAs. This treaty has a floating retention and attaches at the exhaustion point of the underlying programs' specific reinsurance. This program provides protection to the Company from catastrophes that could impact a large number of insurance policies underwritten by the Company or other MGAs. We buy XOL so that the probability of losses from a single occurrence exceeding the protection purchased is no more than 0.4%, or equivalent to a 1 in 250 year return period. This reinsurance protects us from all but the most severe catastrophic events. 27 --------------------------------------------------------------------------------
Key Factors and Trends Affecting our Operating Results
Our financial condition and results of operations have been, and will continue
to be, affected by a number of factors, including our ability to:
•attract new customers,
•retain customers,
•expand nationally across
•expand fee income and premium through cross-sales to existing customers, and
•manage risk.
For more information about these factors, see our Annual Report on Form 10-K for
the year ended
Our financial condition and results of operations have also been, and will continue to be, affected by seasonal patterns in both our rate of customer acquisition and the incurrence of claims losses. Based on historical experience, existing and potential customers move more frequently during the summer months of the year, compared to the rest of the calendar year. As a result, we may see greater demand for new or expanded insurance coverage, and increased engagement resulting in proportionately more growth during the third quarter. We expect that as we grow, expand geographically, and launch new products, the impact of seasonal variability on our rate of growth may decrease. Additionally, seasonal weather patterns impact the level and amount of claims we receive. These patterns include hurricanes, wildfires, and coastal storms in the fall, cold weather patterns and changing home heating needs in the winter, and tornados and hailstorms in the spring and summer. The mix of geographic exposure and products within our customer base impacts our exposure to these weather patterns, and as we diversify our base of premium such that our exposure more closely resembles the industry exposure, we should see the impact of these events on our business more closely resemble the impact on the broader industry.
Basis of Presentation
The accompanying consolidated financial statements have been prepared in
accordance with GAAP as determined by the
("FASB"), Accounting Standards Codification ("ASC"), and pursuant to the
regulations of the
Components of Results of Operations
Revenue
Gross Written Premium
Gross written premium is the amount received or to be received for insurance policies written or assumed by us and our affiliates as a carrier, without reduction for policy acquisition costs, reinsurance costs, or other deductions. In addition, gross written premium includes amounts received from our participation in our own reinsurance treaty. The volume of our gross written premium in any given period is generally influenced by:
•New business submissions;
•Binding of new business submissions into policies;
•Bound policies going effective;
•Renewals of existing policies; and
•Average size and premium rate of bound policies.
28 --------------------------------------------------------------------------------
Ceded Written Premium
Ceded written premium is the amount of gross written premium written or assumed by us and our affiliates as a carrier that we cede to reinsurers. We enter into reinsurance contracts to limit our exposure to losses, as well as to provide additional capacity for growth. Ceded written premium is treated as a reduction from gross written premium written during a specific period of time over the reinsurance contract period in proportion to the period of risk covered. The volume of our ceded written premium is impacted by the level of our gross written premium and decisions we make to increase or decrease retention levels.
Net Earned Premium
Net earned premium represents the earned portion of our gross written premium for insurance policies written or assumed by us and less ceded written premium (any portion of our gross written premium that is ceded to third-party reinsurers under our reinsurance agreements). We earn written premiums on a pro-rata basis over the term of the policies.
Commission Income, Net Includes:
a.MGA Commission : We operate as an MGA for multiple insurers. We design and underwrite insurance products on behalf of the insurers culminating in the sale of insurance policies. We earn recurring commission and policy fees associated with the policies we sell. While we have underwriting authority and responsibility for administering claims (see Claim Processing Fee below), we take a proportional risk associated with policies written on third-party carriers. Rather, we work with affiliated and unaffiliated carrier platforms and a diversified panel of highly rated reinsurance companies who pay us commission in exchange for the opportunity to take that risk on their balance sheets. Our performance obligation associated with these contracts is the placement of the policy, which is met on the effective date. Upon issuance of a new policy, we charge policy fees and inspection fees (see Service and Fee Income below), retain our share of commission, and remit the balance premium to the respective insurers. Subsequent commission adjustments arising from policy changes such as endorsements are recognized when the adjustments can be reasonably estimated. The MGA commission is subject to adjustments, higher or lower (commonly referred to as "commission slide"), depending on the underwriting performance of the policies placed by us. We are required to return a portion of our MGA commission due to commission slide on the policies placed as an MGA if the underwriting performance varies due to higher Hippo programs' loss ratio from provisional performance of the Hippo programs' loss ratio. We also return a portion of our MGA commission if the policies are cancelled before the term of the policy. Accordingly, we reserve for commission slide using estimated Hippo programs' loss ratio performance, or a cancellation reserve as a reduction of revenue for each period presented in our statement of operations and comprehensive loss. b.Agency Commission : We also operate licensed insurance agencies that are engaged solely in the sale of policies, including non-Hippo policies. For these policies, we earn a recurring agency commission from the carriers whose policies we sell, which is recorded in the commission income, net line on our statements of operations and comprehensive loss. Similar to the MGA businesses, the performance obligation from the agency contracts is placement of the insurance policies. For both MGA and insurance agency activities, we recognize commission received from insurers for the sale of insurance contracts as revenue at a point in time on the policy effective dates. Cash received in advance of policy effective dates is recorded on the consolidated balance sheets, representing our portion of commission and premium due to insurers and reinsurers, and hold this cash in trust for the benefit of the insurers and reinsurers as fiduciary liabilities. c.Ceding Commission: We receive commission based on the premium we cede to third-party reinsurers for the reimbursement for our acquisition and underwriting services. Excess ceding commission over the cost of acquisition is included in the commission income, net line on our statements of operations and comprehensive loss. For the policies that we write on our own carrier as MGA, we recognize this commission as ceding commission on the statement of operations and comprehensive loss. We earn 29 -------------------------------------------------------------------------------- commission on reinsurance premium ceded in a manner consistent with the recognition of the earned premium on the underlying insurance policies, on a pro-rata basis over the terms of the policies reinsured. We record the portion of ceding commission income, which represents reimbursement of successful direct acquisition costs related to the underlying policies as an offset to the applicable direct acquisition costs. d.Carrier Fronting Fees: Through our insurance-as-a-service business, we earn recurring fees from the MGA programs we support. We earn fronting fees in a manner consistent with the recognition of the earned premium on the underlying insurance policies, on a pro-rata basis over the terms of the policies. This revenue is included in the commission income, net line on our statements of operations and comprehensive loss. e.Claim Processing Fees: As an MGA, we receive a fee that is calculated as a percent of the premium from the insurers in exchange for providing claims adjudication services. The claims adjudication services are provided over the term of the policy and recognized ratably over the same period. This revenue is included in the commission income, net line on our statements of operations and comprehensive loss. Service and Fee Income Service and fee income mainly represents policy fees and other revenue. We directly bill policyholders for policy fees and collect and retain fees per the terms of the contracts between us and our insurers. Similar to the commission revenue, we estimate a cancellation reserve for policy fees using historical information. The performance obligation associated with these fees is satisfied at a point in time upon completion of the underwriting process, which is the policy effective date. Accordingly, we recognize all fees as revenue on the policy effective date.
Net Investment Income
Net investment income represents interest earned from fixed maturity securities, short-term investments and other investments, and the gains or losses from the sale of investments. Our cash and invested assets primarily consist of fixed-maturity securities, and may also include cash and cash equivalents, equity securities, and short-term investments. The principal factors that influence net investment income are the size of our investment portfolio and the yield on that portfolio. As measured by amortized cost (which excludes changes in fair value, such as changes in interest rates), the size of our investment portfolio is mainly a function of our invested equity capital along with premium we receive from our customers less payments on customer claims. Net investment income also includes an insignificant amount of net realized gains (losses) on investments, which are a function of the difference between the amount received by us on the sale of a security and the security's amortized cost, as well as any allowances for credit losses recognized in earnings, if any. Expenses
Loss and Loss Adjustment Expenses
Loss and loss adjustment expenses represent the costs incurred for losses net of amounts ceded to reinsurers. We enter into reinsurance contracts to limit our exposure to potential losses as well as to provide additional capacity for growth. The expenses are a function of the size and term of the insurance policies and the loss experience and loss participation features associated with the underlying risks. Loss and LAE are based on actuarial assumptions and management judgements, including losses incurred during the period and changes in estimates from prior periods. Loss and LAE also include employee compensation (including stock-based compensation and benefits) of our claims processing teams, as well as allocated occupancy costs and related overhead based on headcount.
Insurance Related Expenses
Insurance related expenses primarily consist of amortization of direct acquisition commission costs and premium taxes incurred on the successful acquisition of business written on a direct basis and credit card processing fees not charged to our customers. Insurance related expenses also include employee compensation (including stock-based compensation and benefits) of our underwriting teams, as well as allocated occupancy costs and related 30 -------------------------------------------------------------------------------- overhead based on headcount. Insurance related expenses are offset by a portion of ceding commission income, which represents reimbursement of successful acquisition costs related to the underlying policies. Additionally, insurance related expenses include the costs of providing bound policies and delivering claims services to our customers. These costs include underwriting technology service costs including software, data services used for performing underwriting, and third-party call center costs in addition to personnel-related costs. Technology and Development Technology and development expenses primarily consist of employee compensation (including stock-based compensation and benefits) for our technology staff, which includes technology development, infrastructure support, actuarial, and third-party services. Technology and development also include allocated facility costs and related overhead based on headcount.
We expense development costs as incurred, except for costs related to
internal-use software development projects, which are capitalized and
subsequently depreciated over the expected useful life of the developed
software. We expect our technology and development costs to increase for the
foreseeable future as we continue to invest in research and development
activities to achieve our technology development roadmap.
Sales and Marketing
Sales and marketing expenses primarily consist of sales commission, advertising costs, and marketing expenditures, as well as employee compensation (including stock-based compensation and benefits) for employees engaged in sales, marketing, data analytics, and customer acquisition. Sales and marketing also include allocated facility costs and related overhead based on headcount. We plan to continue to invest in sales and marketing to attract and acquire new customers and to increase our brand awareness. We expect that our sales and marketing expenses will increase over time as we continue to hire additional personnel to scale our business, increase commission payments to our producers and partners as a result of our premium growth, and invest in developing a nationally-recognized brand. We expect that sales and marketing costs will increase in absolute dollars in future periods and vary from period-to-period as a percentage of revenue in the near-term. We expect that-in the long-term-our sales and marketing costs will decrease as a percentage of revenue as we continue to drive customer acquisition efficiencies and as the proportion of renewals to our total business increases.
General and Administrative
General and administrative expenses primarily consist of employee compensation (including stock-based compensation and benefits) for our finance, human resources, legal, and general management functions, as well as facilities, insurance, and professional services. We expect our general and administrative expenses to increase for the foreseeable future as we scale headcount with the growth of our business, and as a result of operating as a public company, including compliance with the rules and regulations of theSEC and other regulatory bodies, legal, audit, additional insurance expenses, investor relations activities, and other administrative and professional services.
Interest and Other (Income) Expense
Interest and other (income) expense after the Business Combination inAugust 2021 primarily consists of fair value adjustments on outstanding warrants. Prior to the Business Combination interest and other (income) expense primarily consisted of interest expense incurred for convertible promissory notes, fair value adjustments on preferred stock warrant liabilities, and fair value adjustments on the embedded derivative on our convertible promissory notes.
Income Taxes
We record income taxes using the asset and liability method. Under this method, we record deferred income tax assets and liabilities based on the estimated future tax effects of differences between the financial statement and income tax basis of existing assets and liabilities. We measure these differences using the enacted statutory tax rates that are expected to apply to taxable income for the years in which differences are expected to reverse. We recognize the effect on deferred income taxes of a change in tax rates in income in the period that includes the enactment date. 31 -------------------------------------------------------------------------------- We record a valuation allowance to reduce deferred tax assets and liabilities to the net amount that we believe is more likely than not to be realized. We consider all available evidence, both positive and negative, including historical levels of income, expectations, and risks associated with estimates of future taxable income and ongoing tax planning strategies in assessing the need for a valuation allowance.
Key Operating and Financial Metrics and Non-GAAP Measures
We regularly review the following key operating and financial metrics in order
to evaluate our business, measure our performance, identify trends in our
business, prepare financial projections, and make strategic decisions.
The non-GAAP financial measures below have not been calculated in accordance with GAAP and should be considered in addition to results prepared in accordance with GAAP and should not be considered as a substitute for, or superior to, GAAP results. In addition, Adjusted EBITDA should not be construed as an indicator of our operating performance, liquidity, or cash flows generated by operating, investing, and financing activities, as there may be significant factors or trends that it fails to address. We caution investors that non-GAAP financial information-by its nature-departs from traditional accounting conventions. Therefore, its use can make it difficult to compare our current results with our results from other reporting periods and with the results of other companies. Our management uses non-GAAP financial measures, in conjunction with GAAP financial measures, as an integral part of managing our business and to, among other things: (i) monitor and evaluate the performance of our business operations and financial performance; (ii) facilitate internal comparisons of the historical operating performance of our business operations; (iii) review and assess the operating performance of our management team; (iv) analyze and evaluate financial and strategic planning decisions regarding future operating investments; and (v) plan for and prepare future annual operating budgets and determine appropriate levels of operating investments. Three Months Ended Six Months Ended June 30, June 30, 2022 2021 2022 2021 ($ in millions) Total Generated Premium$ 204.1 $ 158.7 $ 357.8 $ 281.9 Total Revenue 28.7 20.9 53.2 37.9 Net Loss attributable to Hippo (73.5) (84.5) (141.1) (279.8) Adjusted EBITDA (55.8) (42.3) (104.3) (78.0) Gross Loss Ratio 78 % 161 % 77 % 177 % Total Generated Premium We define Total Generated Premium as the aggregate written premium placed across all of our business platforms for the period presented. We measure Total Generated Premium as it reflects the volume of our business irrespective of choices related to how we structure our reinsurance treaties, the amount of risk we retain on our own balance sheet, or the amount of business written in our capacity as an MGA, agency, or as an insurance carrier/reinsurer. We calculate Total Generated Premium as the sum of:
i)Gross written premium ("GWP")-a GAAP measure defined above; and
ii)Gross placed premium-premium of policies placed with third-party insurance companies, for which we do not retain insurance risk and for which we earn a commission payment, and policy fees charged by us to the policyholders on the effective date of the policy. Our Total Generated Premium for the three months endedJune 30, 2022 grew 29% year-over-year to$204.1 million from$158.7 million for the three months endedJune 30, 2021 . The growth was driven primarily by growth across channels in existing states, expansion into new states, expansion of our independent agent network, 32 -------------------------------------------------------------------------------- launch of new strategic partnerships, maintaining solid premium retention levels, achieving planned premium rate increases, and growth of non-Hippo written premium supported by our insurance company, Spinnaker. As ofJune 30, 2022 , we were selling policies in 40 states as compared to 37 states as ofJune 30, 2021 . Our Total Generated Premium for the six months endedJune 30, 2022 grew 27% year-over-year to$357.8 million from$281.9 million for the six months endedJune 30, 2021 . The growth was driven primarily by growth across channels in existing states, expansion into new states, expansion of our independent agent network, launch of new strategic partnerships, maintaining solid premium retention levels, achieving planned premium rate increases, and growth of non-Hippo written premium supported by our insurance company, Spinnaker. The following table presents Total Generated Premium for the periods presented (in millions): Three Months Ended June 30, Six Months Ended June 30, 2022 2021 Change 2022 2021 Change Gross Written Premium$ 161.8 $ 128.6 $ 33.2 $ 278.9 $ 227.7 $ 51.2 Gross Placed Premium 42.3 30.1 12.2 78.9 54.2 24.7 Total Generated Premium$ 204.1 $ 158.7 $ 45.4 $ 357.8 $ 281.9 $ 75.9 Total Revenue For the three months endedJune 30, 2022 , total revenue was$28.7 million , an increase of$7.8 million compared to$20.9 million for the three months endedJune 30, 2021 . This increase was primarily driven by an increase in commission income, net, of$6.4 million . The increases in net earned premium was partially offset by additional catastrophe XOL coverages that were placed in the second quarter of 2022, which is recognized over the XOL term, in connection with certain quota share reinsurance contracts that provide an allowance for the Company to purchase XOL, which is recognized over the term of the underlying policies in place. For the six months endedJune 30, 2022 , total revenue was$53.2 million , an increase of$15.3 million compared to$37.9 million for the six months endedJune 30, 2021 . This increase was primarily driven by an increase in commission income, net, of$12.8 million . The increases in net earned premium was partially offset by additional catastrophe XOL coverages that were placed in the first and second quarter of 2022, which is recognized over the XOL term, in connection with certain quota share reinsurance contracts that provide an allowance for the Company to purchase XOL, which is recognized over the term of the underlying policies in place.
Net Loss Attributable to Hippo
Net loss attributable to Hippo is calculated in accordance with GAAP as total
revenue less total expenses and taxes and net of net income attributable to
non-controlling interest, net of tax.
For the three months endedJune 30, 2022 , net loss attributable to Hippo was$73.5 million , a decrease of$11.0 million compared to$84.5 million for the three months endedJune 30, 2021 . This was primarily driven by a decrease in other (income) expense of$36.3 million . In the three months endedJune 30, 2021 , we recorded fair value losses on preferred stock warrants and derivative liability on our convertible promissory notes of$24.7 million and interest expense of$11.3 million on the convertible promissory notes. These instruments were settled in the third quarter of 2021. The decrease was also due an increase in revenues of$7.8 million . These amounts were partially offset by an increase in other expenses as a result of the growth in our business and an increase in public company costs. For the six months endedJune 30, 2022 , net loss attributable to Hippo was$141.1 million , a decrease of$138.7 million compared to$279.8 million for the six months endedJune 30, 2021 . This was primarily driven by a decrease in other (income) expense of$184.4 million . In the first six months of 2021, we recorded fair value losses on preferred stock warrants and derivative liability on our convertible promissory notes of$161.1 million and interest expense of$21.9 million on the convertible promissory notes. These instruments were settled in the third quarter of 2021. The decrease was also due an increase in revenues of$15.3 million . These amounts were partially 33 --------------------------------------------------------------------------------
offset by an increase in other expenses as a result of the growth in our
business and an increase in public company costs.
Adjusted EBITDA
We define adjusted Earnings Before Interest, Taxes, Depreciation, and Amortization ("adjusted EBITDA"), a Non-GAAP financial measure, as net loss attributable to Hippo excluding interest expense, income tax expense, depreciation, amortization, stock-based compensation, net investment income, other non-cash fair market value adjustments, contingent consideration for one of our acquisitions, and other transactions that we consider to be unique in nature. For the three months endedJune 30, 2022 , adjusted EBITDA loss was$55.8 million , an increase of$13.5 million compared to$42.3 million for the three months endedJune 30, 2021 , due primarily to an increase in our loss and loss adjustment expense due to increasing risk retention and loss participation clauses in several of our proportional reinsurance treaties, employee-related costs due to an increase in headcount to support our growth, and an increase in amortization of deferred direct acquisition costs. These amounts are partially offset by increase in commission income, net. For the six months endedJune 30, 2022 , adjusted EBITDA loss was$104.3 million , an increase of$26.3 million compared to$78.0 million for the six months endedJune 30, 2021 , due primarily to an increase in our loss and loss adjustment expense due to increasing risk retention and loss participation clauses in several of our proportional reinsurance treaties, employee-related costs due to an increase in headcount to support our growth, and an increase in amortization of deferred direct acquisition costs. These amounts are partially offset by increase in commission income, net.
The following table provides a reconciliation from net loss attributable to
Hippo to Adjusted EBITDA for the periods presented (in millions):
Three Months Ended Six Months Ended June 30, June 30, 2022 2021 2022 2021
Net loss attributable to Hippo
Adjustments:
Net investment income (1.1) (0.1)
(1.5) (0.2)
Depreciation and amortization 3.5 2.6 7.4 5.1 Interest expense - 11.3
- 21.9
Stock-based compensation 15.9 2.8 29.3 5.3 Fair value adjustments (1.4) 24.7
(2.6) 161.1
Contingent consideration charge (0.8) 0.7 2.4 1.3 Other one-off transactions 1.3 - 1.3 7.0 Income taxes (benefit) expense 0.3 0.2
0.5 0.3 Adjusted EBITDA$ (55.8) $ (42.3) $ (104.3) $ (78.0) 34
--------------------------------------------------------------------------------
Gross Loss Ratio
Gross Loss Ratio, expressed as a percentage, is the ratio of the Gross Losses
and LAE to the Gross Earned Premium (in millions).
Three Months Ended Six Months Ended June 30, June 30, 2022 2021 2022 2021 Gross Losses and LAE$ 101.0 $ 140.5 $ 192.2 $ 286.2 Gross Earned Premium 128.8 87.1 248.9 161.5 Gross Loss Ratio 78 % 161 % 77 % 177 %
The following table provides a reconciliation of Gross Loss Ratio by named event
Property Claims Services ("PCS") and non-PCS events.
Three Months Ended Six Months Ended June 30, June 30, 2022 2021 2022 2021 PCS losses 22 % 99 % 21 % 116 % Non-PCS losses 56 % 62 % 56 % 61 % Gross loss ratio 78 % 161 % 77 % 177 % For the three months endedJune 30, 2022 , our Gross Loss Ratio was 78% compared with 161% for the three months endedJune 30, 2021 . This was primarily driven by a decrease in the impact of PCS catastrophic events as a result of a more mild catastrophe season relative to the exposure on our book of business. Incrementally, we released gross reserves of$15.3 million or 12 percentage points and$13.0 million or 10 percentage points of PCS and non-PCS events, respectively due to reduced uncertainty in loss and loss adjustment expense on prior accident years. The decrease was also attributable due to the impact ofTexas winter storm Uri inFebruary 2021 , which was 14 percentage points of our Gross Loss Ratio for the three months endedJune 30, 2021 . For the six months endedJune 30, 2022 , our Gross Loss Ratio was 77% compared with 177% for the six months endedJune 30, 2021 . The decrease was due to the impact of abnormal PCS catastrophic events primarily in the first six months of 2021, including theTexas winter storm Uri inFebruary 2021 . The decrease is also attributable to gross reserve releases of$22.1 million or 9 percentage points and$29.0 million or 12 percentage points of PCS and non-PCS events, respectively due to reduced uncertainty on loss and loss adjustment expense on prior accident years. Net Loss Ratio
Net loss ratio expressed as a percentage, is the ratio of the net losses and LAE
to the net earned premium (in millions).
Three Months Ended Six Months Ended June 30, June 30, 2022 2021 2022 2021 Net Losses and LAE$ 29.2 $ 21.4 $ 51.7 $ 38.7 Net Earned Premium 11.2 10.2 20.2 19.0 Net Loss Ratio 261 % 210 % 256 % 204 %
For the three months ended
with 210% for the three months ended
primarily to an increase in our loss and loss adjustment expense due to our
increasing risk retention and loss participation clauses in several of our
proportional reinsurance treaties,
35 -------------------------------------------------------------------------------- offset by net reserve releases of$3.2 million or 29 percentage points on prior accident years. Although there was an increase in gross earned premium, net earned premium did not increase in proportion to gross earned premium due to the increased cost of XOL premiums for our catastrophic coverage, which resulted in an increase to our ceded earned premium, and a lower net earned premium. For the six months endedJune 30, 2022 , our Net Loss Ratio was 256% compared with 204% for the six months endedJune 30, 2021 . The increase was due primarily to an increase in our loss and loss adjustment expense due to our increasing risk retention and loss participation clauses in several of our proportional reinsurance treaties, offset by net reserve releases of$6.0 million or 30 percentage points on prior accident years. Similarly to the three-month period, the net earned premium for the six-month period also did not increase in proportion to gross earned premium due to the increased cost of XOL premiums for our catastrophic coverage, which resulted in an increase to our ceded earned premium, and a lower net earned premium. 36 --------------------------------------------------------------------------------
Results of Operations
The following table sets forth our consolidated results of operations data for
the periods presented (dollars in millions):
Three Months Ended Six Months Ended June 30, June 30, 2022 2021 Change % Change 2022 2021 Change % Change Revenue: Net earned premium$ 11.2 $ 10.2 $ 1.0 10 %$ 20.2 $ 19.0 $ 1.2 6 % Commission income, net 12.9 6.5 6.4 98 % 24.4 11.6 12.8 110 % Service and fee income 3.5 4.1 (0.6) (15) % 7.1 7.1 - - % Net investment income 1.1 0.1 1.0 1000 % 1.5 0.2 1.3 650 % Total revenue 28.7 20.9 7.8 37 % 53.2 37.9 15.3 40 % Expenses: Losses and loss adjustment expenses 29.2 21.4 7.8 36 % 51.7 38.7 13.0 34 % Insurance related expenses 17.4 8.5 8.9 105 % 30.6 16.0 14.6 91 % Technology and development 16.5 7.5 9.0 120 % 31.2 14.5 16.7 115 % Sales and marketing 19.4 22.2 (2.8) (13) % 44.3 46.9 (2.6) (6) % General and administrative 18.2 8.8 9.4 107 % 34.7 17.1 17.6 103 % Interest and other (income) expense (0.3) 36.0 (36.3) (101) % (1.3) 183.1 (184.4) (101) % Total expenses 100.4 104.4 (4.0) (4) % 191.2 316.3 (125.1) (40) % Loss before income taxes (71.7) (83.5) 11.8 (14) % (138.0) (278.4) 140.4 (50) % Income tax expense 0.3 0.2 0.1 50 % 0.5 0.3 0.2 67 % Net loss (72.0) (83.7) 11.7 (14) % (138.5) (278.7) 140.2 (50) % Net income attributable to noncontrolling interests, net of tax 1.5 0.8 0.7 88 % 2.6 1.1 1.5 136 % Net loss attributable to Hippo$ (73.5) $ (84.5) $ 11.0 (13) %$ (141.1) $ (279.8) $ 138.7 (50) % Other comprehensive income: Change in net unrealized gain on available-for-sale securities, net of tax (1.6) 0.3 (1.9) (633) % (4.2) (0.3) (3.9) 1300 % Comprehensive loss attributable to Hippo$ (75.1) $ (84.2) $ 9.1 (11) %$ (145.3) $ (280.1) $ 134.8 (48) % 37
--------------------------------------------------------------------------------
Comparison of the Three and Six Months Ended
Net Earned Premium
For the three months endedJune 30, 2022 , net earned premium was$11.2 million , an increase of$1.0 million compared to$10.2 million for the three months endedJune 30, 2021 . For the six months endedJune 30, 2022 , net earned premium was$20.2 million , an increase of$1.2 million compared to$19.0 million for the six months endedJune 30, 2021 . The three and six month increases were due primarily to increases in gross earned premium due to year-over-year growth of our total book of business, offset by an increased cost of XOL premiums for our catastrophic coverage. This results in an increase in ceded earned premium, which results in a lower net earned premium. XOL is purchased to cover events in excess of per occurrence limits based on the expected growth in exposure during the year. An amount of$5.3 million and$3.1 million was offset against earned premium for XOL for the three months endedJune 30, 2022 and 2021, respectively. For the six months endedJune 30, 2022 and 2021,$11.1 million and$6.4 million was offset against earned premium for XOL, respectively. The following table presents gross written premium, ceded written premium, net written premium, change in unearned premium, and net earned premium for the three and six months ended months endedJune 30, 2022 and 2021 (in millions). Three Months Ended Six Months Ended June 30, June 30, 2022 2021 Change 2022 2021 Change Gross written premium$ 161.8 $ 128.6 $ 33.2 $ 278.9 $ 227.7 $ 51.2 Ceded written premium 147.2 116.4 30.8 263.6 208.4 55.2 Net written premium 14.6 12.2 2.4 15.3 19.3 (4.0) Change in unearned premium (3.4) (2.0) (1.4) 4.9 (0.3) 5.2 Net earned premium$ 11.2 $ 10.2 $ 1.0 $ 20.2 $ 19.0 $ 1.2 Commission Income, Net For the three months endedJune 30, 2022 , commission income was$12.9 million , an increase of$6.4 million , or 98%, compared to$6.5 million for the three months endedJune 30, 2021 . The increase was due primarily to increased ceding commissions, including fronting fees, of$5.8 million , which grew due to the year-over-year growth of our total book of business, net of variable commission provisions. For the six months endedJune 30, 2022 , commission income was$24.4 million , an increase of$12.8 million , or 110%, compared to$11.6 million for the six months endedJune 30, 2021 . The increase was due primarily to increased ceding commissions, including fronting fees, of$11.9 million , which grew due to the year-over-year growth of our total book of business, net of variable commission provisions. Service and Fee Income For the three months endedJune 30, 2022 , service and fee income was$3.5 million , a decrease of$0.6 million , or 15%, compared to$4.1 million for the three months endedJune 30, 2021 . The decrease was due primarily to a decrease in fee income as we strengthen our underwriting thresholds and a higher percentage of our new policies meet these thresholds, which do not require inspections.
For both the six months ended
income was
Net Investment Income For the three months endedJune 30, 2022 , net investment income was$1.1 million , an increase of$1.0 million , compared to$0.1 million for the three months endedJune 30, 2021 . The increase was due primarily to an increase in our investment balances from the cash proceeds received upon the completion of the Business 38 --------------------------------------------------------------------------------
Combination in
invested in corporate securities, residential mortgage-backed securities, and
other fixed maturities securities issued by the
For the six months endedJune 30, 2022 , net investment income was$1.5 million , an increase of$1.3 million , compared to$0.2 million for the six months endedJune 30, 2021 . The increase was due primarily to an increase in our investment balances from the cash proceeds received upon the completion of the Business Combination inAugust 2021 , along with an increase in yields. We are mainly invested in corporate securities, residential mortgage-backed securities, and other fixed maturities securities issued by theU.S. government and agencies.
Loss and Loss Adjustment Expenses
For the three months endedJune 30, 2022 , loss and loss adjustment expenses were$29.2 million , an increase of$7.8 million , compared to$21.4 million for the three months endedJune 30, 2021 . The increase was due primarily to an increase in loss participation features of$11.3 million and an increase in employee-related expenses of$1.8 million for our claims processing department, including an increase in stock-based compensation of$0.9 million , driven by an increase in headcount to support our growth. This was offset by a net reserve release of$3.2 million relating to prior accident years. The remaining offset was primarily attributed to improved loss experience. For the six months endedJune 30, 2022 , loss and loss adjustment expenses were$51.7 million , an increase of$13.0 million , compared to$38.7 million for the six months endedJune 30, 2021 . The increase was due primarily to an increase in loss participation features of$19.4 million and an increase in employee-related expenses of$3.8 million for our claims processing department, including an increase in stock-based compensation of$1.5 million , driven by an increase in headcount to support our growth. This was offset by a net reserve release of$6.0 million relating to prior accident years. The remaining offset was primarily attributed to improved loss experience.
Insurance Related Expenses
For the three months endedJune 30, 2022 , insurance related expenses were$17.4 million , an increase of$8.9 million , or 105%, compared to$8.5 million for the three months endedJune 30, 2021 . The increase was due primarily to an increase in amortization of deferred direct acquisition costs of$5.8 million , an increase in employee-related expenses of$1.4 million , including an increase in stock-based compensation of$1.2 million , driven by an increase in headcount to support our growth, and an increase in amortization expense attributable to capitalized internal use software of$1.0 million . For the six months endedJune 30, 2022 , insurance related expenses were$30.6 million , an increase of$14.6 million or 91%, compared to$16.0 million , for the six months endedJune 30, 2021 . The increase was due primarily to an increase in amortization of deferred direct acquisition costs of$8.8 million , an increase in employee-related expenses of$2.9 million , including an increase in stock-based compensation of$2.4 million , driven by an increase in headcount to support our growth, and an increase in amortization expense attributable to capitalized internal use software of$1.8 million .
The primary components of insurance related expenses are listed below (in
millions):
39 --------------------------------------------------------------------------------
Three Months Ended Six Months Ended June 30, June 30, 2022 2021 2022 2021 Amortization of deferred direct acquisition costs, net$ 7.2 $ 1.3 $ 11.8 $ 3.0 Employee-related costs 3.1 1.7 5.9 3.0 Underwriting costs 2.1 2.0 4.1 3.6 Amortization of capitalized internal use software 2.1 1.1 3.9 2.1 Other 2.9 2.4 4.9 4.3 Total$ 17.4 $ 8.5 $ 30.6 $ 16.0 Direct acquisition costs were$16.3 million and$30.5 million for the three and six months endedJune 30, 2022 , of which$9.1 million and$18.7 million were offset by ceding commission income.
Direct acquisition costs were
six months ended
offset by ceding commission income.
Technology and Development Expenses
For the three months endedJune 30, 2022 , technology and development expenses were$16.5 million , an increase of$9.0 million , or 120%, compared to$7.5 million for the three months endedJune 30, 2021 . The increase was due primarily to an increase in employee-related costs of$7.7 million , including an increase in stock-based compensation of$5.3 million , driven by an increase in headcount to support our long-term product roadmap and business growth. For the six months endedJune 30, 2022 , technology and development expenses were$31.2 million , an increase of$16.7 million , or 115%, compared to$14.5 million for the six months endedJune 30, 2021 . The increase was due primarily to an increase in employee-related costs of$14.5 million , including an increase in stock-based compensation of$10.1 million , driven by an increase in headcount to support our long-term product roadmap and business growth.
Sales and Marketing Expenses
For the three months endedJune 30, 2022 , sales and marketing expenses were$19.4 million , a decrease of$2.8 million , or 13%, compared to$22.2 million for the three months endedJune 30, 2021 . The decrease was due primarily to a decrease in advertising costs of$5.4 million and a decrease due to the change in fair value of contingent consideration of$1.5 million . These amounts were partially offset by an increase in employee-related expenses of$3.4 million , including an increase in stock-based compensation of$1.9 million , driven by an increase in headcount to support our growth, and an increase in facilities and IT costs of$0.7 million . For the six months endedJune 30, 2022 , sales and marketing expenses were$44.3 million , an decrease of$2.6 million , or 6%, compared to$46.9 million for the six months endedJune 30, 2021 . The decrease was due primarily to a decrease in service fees of$7.0 million related to the issuance of a convertible promissory note in the first quarter of 2021 and a decrease in advertising costs of$5.0 million . These amounts were partially offset by an increase in employee-related expenses of$6.8 million , including an increase in stock-based compensation of$3.3 million , driven by an increase in headcount to support our growth, an increase due to the change in fair value of contingent consideration of$1.1 million , and an increase in facilities and IT costs of$1.6 million .
General and Administrative Expenses
For the three months endedJune 30, 2022 , general and administrative expenses were$18.2 million , an increase of$9.4 million , or 107%, compared to$8.8 million for the three months endedJune 30, 2021 . The increase was due primarily to an increase in employee-related expenses of$6.0 million , including an increase in stock-based compensation of$3.8 million , driven by an increase in headcount to support our growth. There was also an increase 40 --------------------------------------------------------------------------------
in corporate and directors and officers insurance costs of
to the increased cost of public company requirements.
For the six months endedJune 30, 2022 , general and administrative expenses were$34.7 million , an increase of$17.6 million , or 103%, compared to$17.1 million for the six months endedJune 30, 2021 . The increase was due primarily to an increase in employee-related expenses of$10.8 million , including an increase in stock-based compensation of$6.7 million , driven by an increase in headcount to support our growth. There was also an increase in corporate and directors and officers insurance costs of$3.6 million related to the increased cost of public company requirements.
Interest and Other (Income) Expense
For the three months endedJune 30, 2022 , other income was$0.3 million , an increase of$36.3 million compared to an expense of$36.0 million for the three months endedJune 30, 2021 . The increase was due primarily to fair value losses on preferred stock warrants and the derivative liability on our convertible promissory notes of$24.7 million and interest expense of$11.3 million on the convertible promissory notes, recorded in the second quarter of 2021. These instruments were settled in the third quarter of 2021. In the second quarter of 2022, we recorded a gain on the change in fair value of our outstanding warrants of$1.4 million . For the six months endedJune 30, 2022 , other income was$1.3 million , an increase of$184.4 million compared to an expense of$183.1 million for the six months endedJune 30, 2021 . The increase was due primarily to fair value losses on preferred stock warrants and the derivative liability on our convertible promissory notes of$161.1 million and interest expense of$21.9 million on the convertible promissory notes, recorded in the first six months of 2021. These instruments were settled in the third quarter of 2021. In the first six months of 2022 we recorded a gain on the change in fair value of our outstanding warrants of$2.6 million .
Income Taxes
For the three months ended
an increase of
three months ended
For the six months endedJune 30, 2022 , income tax expense was$0.5 million , an increase of$0.2 million , compared to an expense of$0.3 million for the six months endedJune 30, 2021 .
Liquidity and Capital Resources
Sources of Liquidity
InAugust 2021 , we completed the Business Combination. In connection with this transaction, we received net proceeds of approximately$450 million . We also received proceeds of$29.0 million from the exercise of preferred stock warrants immediately prior to the Business Combination. Our existing sources of liquidity include cash and cash equivalents and marketable securities. As ofJune 30, 2022 , we had$324.5 million of cash and restricted cash and$454.3 million of available-for-sale fixed income securities and short term investments. In addition, we are a member of theFederal Home Loan Bank (FHLB) ofNew York , which provides secured borrowing capacity. Our borrowing capacity as ofJune 30, 2022 , is$13.5 million , and there were no outstanding amounts under this agreement. To date, we have funded operations primarily with issuances of convertible preferred stock, convertible promissory notes, and from net proceeds from a private placement transaction in connection with the Business Combination, the Business Combination, and revenue. Until we can generate sufficient revenue and other income to cover operating expenses, working capital and capital expenditures, we expect the funds raised as discussed above to fund our cash needs. Our capital requirements depend on many factors, including the volume of issuances of 41 -------------------------------------------------------------------------------- insurance policies, the timing and extent of spending to support research and development efforts, investments in information technology systems, and the expansion of sales and marketing activities. In the future, we may raise additional funds through the issuance of debt or equity securities or through borrowing. We cannot assure that such funds will be available on favorable terms, or at all.
Cash Flow Summary
The following table summarizes our cash flows for the periods presented (in millions): Six Months Ended June 30, 2022 2021 Change Net cash provided by (used in): Operating activities$ (88.4) $ (69.2)
Investing activities$ (403.2) $ (10.2)
Financing activities$ (2.6) $ (2.8) $ 0.2 Operating Activities Cash used in operating activities was$88.4 million for the six months endedJune 30, 2022 , an increase of$19.2 million , from$69.2 million for the six months endedJune 30, 2021 . This increase was due primarily to increased payments associated with higher expenses, primarily related loss and loss adjustment expenses as a result of the growth in our business in which we retain more risk and employee related costs due to an increase in headcount to support our growth. These amounts were partially offset by an increase in cash collected associated with increased revenues and changes in our operating assets and liabilities.
Investing Activities
Cash used in investing activities was
Cash used in investing activities was$10.2 million for the six months endedJune 30, 2021 , due primarily to purchases of intangible assets and investment securities, partially offset by maturities and sales of investment securities.
Financing Activities
Cash used in financing activities was$2.6 million for the six months endedJune 30, 2022 , primarily driven by taxes paid related to net share settlement of RSUs and payments of contingent consideration, partially offset by proceeds from common stock issuances. Cash provided by financing activities was$2.8 million for the six months endedJune 30, 2021 , which consisted primarily of payments of contingent consideration and transaction related costs, partially offset by proceeds from common stock issuances. Material Cash Requirements Our material cash requirements from known contractual and other obligations primarily relate to purchase commitments, lease payments, and unpaid loss and loss adjustment expense. There have been no material changes to our contractual obligations from those described in the Annual Report on Form 10-K for the year endedDecember 31, 2021 , other than an increase in Unpaid Loss and Loss Adjustment Expense, certain operating leases as disclosed in Note 13 of the consolidated financial statements, or the agreement to purchase office space as noted below. The estimation of the unpaid losses and loss adjustment expenses is based on various complex and subjective judgments. Actual losses paid may differ, perhaps significantly, from the reserve estimates reflected in our consolidated 42 -------------------------------------------------------------------------------- financial statements. Similarly, the timing of payment of our estimated losses is not fixed and there may be significant changes in actual payment activity. The assumptions used in estimating the likely payments due by period are based on our historical claims payment experience and industry payment patterns, but due to the inherent uncertainty in the process of estimating the timing of such payments, there is a risk that the amounts paid can be significantly different from the amounts disclosed. OnFebruary 24, 2022 , Spinnaker, a wholly owned subsidiary ofHippo Holdings Inc. , entered into a Purchase and Sale Agreement (the "Purchase Agreement") withElevate Sabine Investors LP (the "Seller"). The Purchase Agreement was amended effectiveMarch 24, 2022 (the "Amendment" and, together with the Purchase Agreement, the "Agreement"). Pursuant to the Agreement, Spinnaker will purchase from the Seller certain real property, improvements and personal property located at701 E. 5th Street ,Austin, Texas 78701, as well as Seller's interest in and to certain leases and other agreements, licenses, permits and approvals as set forth in the Agreement (together, the "Property"). The Property will be used as office space for employees ofHippo Holdings Inc. and affiliated companies. Subject to certain prorations and adjustments as provided for in the Agreement, the purchase price for the Property will be approximately$30.0 million in cash due at closing. Spinnaker deposited$2.0 million into escrow inFebruary 2022 . The Agreement was terminable by Spinnaker in Spinnaker's sole discretion and without cause untilApril 21, 2022 . The Agreement contains customary representations and warranties, covenants, closing conditions and termination provisions.Hippo Analytics Inc. , an affiliate ofHippo Holdings Inc. , is currently party to a lease agreement with the Seller to occupy a portion of the Property once it is fully built and ready to occupy. The future minimum rental payments for the leased space total$11.7 million .
Critical Accounting Policies and Estimates
Our discussion and analysis of our financial condition and results of operations are based upon our condensed consolidated financial statements, which have been prepared in accordance with GAAP. The preparation of our financial statements requires us to make estimates and judgments that affect the reported amounts in our condensed consolidated financial statements. We evaluate our estimates on an on-going basis, including those related to our revenue, loss and loss adjustment expense reserve, recoverability of our net deferred tax asset, goodwill and intangible assets, business combinations, fair value of common stock, valuation of embedded derivatives, and redeemable convertible preferred stock warrant liability. We base our estimates on historical experience and on various other assumptions that we believe to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities. Although actual results have historically been reasonably consistent with management's expectations, the actual results may differ from these estimates or our estimates may be affected by different assumptions or conditions.
Recent Accounting Pronouncements
The information set forth under Note 1 to the consolidated financial statements under the caption "Description of Business and Summary of Significant Accounting Policies" is incorporated herein by reference.
Emerging Growth Company Status
We currently qualify as an "emerging growth company" under the JOBS Act. Accordingly, we are provided the option to adopt new or revised accounting guidance either (1) within the same periods as those otherwise applicable to non-emerging growth companies or (2) within the same time periods as private companies. We have elected to adopt new or revised accounting guidance within the same time period as private companies, unless management determines that it is preferable to take advantage of early adoption provisions offered within the applicable guidance. Our utilization of these transition periods may make it difficult to compare our financial statements to those of non-emerging growth companies and other emerging growth companies that have opted out of the transition periods afforded under the JOBS Act. 43
--------------------------------------------------------------------------------
HG HOLDINGS, INC. FILES (8-K) Disclosing Change in Directors or Principal Officers, Other Events, Financial Statements and Exhibits
FG FINANCIAL GROUP, INC. – 10-Q – MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Advisor News
Annuity News
Health/Employee Benefits News
Life Insurance News