LEMONADE, INC. – 10-K – Management report and analysis of the financial situation and operating results
The following discussion and analysis of our financial condition and results of operations should be read in conjunction with our consolidated financial statements and the accompanying notes and other information included elsewhere in this Annual Report. This discussion and analysis below include forward-looking statements that are subject to risks, uncertainties and other factors described in "Risk Factors" that could cause actual results to differ materially from such forward-looking statements. Additionally, our historical results are not necessarily indicative of the results that may be expected for any period in the future. A discussion of the year ended
December 31, 2020compared to the year ended December 31, 2019has been reported previously under "Management's Discussion and Analysis of Financial Condition and Results of Operations" in our Annual Report on Form 10-K for the year ended December 31, 2020filed with the SECon March 8, 2021. In this Annual Report, unless we indicate otherwise or the context requires, " Lemonade, Inc.," "Lemonade," "the company," "our company," "the registrant," "we," "our," "ours" and "us" refer to Lemonade, Inc.and its consolidated subsidiaries, including Lemonade Insurance Companyand Lemonade Insurance Agency, LLC
Lemonade is rebuilding insurance from the ground up on a digital substrate and an innovative business model. By leveraging technology, data, artificial intelligence, contemporary design, and behavioral economics, we believe we are making insurance more delightful, more affordable, more precise, and more socially impactful. To that end, we have built a vertically-integrated company with wholly-owned insurance carriers in
the United Statesand Europe, and the full technology stack to power them. A brief chat with our bot, AI Maya, is all it takes to get covered with renters, homeowners, pet, car or life insurance, and we expect to offer a similar experience for other insurance products over time. Claims are filed by chatting with another bot, AI Jim, whopays claims in as little as three seconds. This breezy experience belies the extraordinary technology that enables it: a state-of-the-art platform that spans marketing to underwriting, customer care to claims processing, finance to regulation. Our architecture melds artificial intelligence with the human kind, and learns from the prodigious data it generates to become ever better at delighting customers and quantifying risk. In addition to digitizing insurance end-to-end, we also reimagined the underlying business model to minimize volatility while maximizing trust and social impact. In a departure from the traditional insurance model, where profits can literally depend on the weather, we typically retain a fixed fee, currently 25% of premiums, and our gross margin is expected to change little in good years and in bad. At Lemonade, excess claims are generally offloaded to reinsurers, while excess premiums are usually donated to nonprofits selected by our customers as part of our annual "Giveback". These two ballasts, reinsurance and Giveback, reduce volatility, while creating an aligned, trustful, and values-rich relationship with our customers. See "Business - Our Business Model" and "Business - Our Product Offerings - Giveback Feature." Lemonade's cocktail of delightful experience, aligned values, and great prices enjoys broad appeal, while over indexing on younger and first time buyers of insurance. As these customers progress through predictable lifecycle events, their insurance needs typically grow to encompass more and higher-value products: renters regularly acquire more property and frequently upgrade to successively larger homes; home buying often coincides with a growing household and a corresponding need for life or pet insurance, and so forth. These progressions can trigger orders-of-magnitude increases in insurance premiums. The result is a business with highly-recurring and naturally-growing revenue streams; a level of automation that we believe delights consumers while collapsing costs; and an architecture that generates and employs data to price and underwrite risk with ever-greater precision to the benefit of our company, our customers and their chosen nonprofits. 87 -------------------------------------------------------------------------------- Table of Contents On November 8, 2021, Lemonade entered into a definitive agreement ("Metromile Agreement") to acquire Metromile, Inc. ("Metromile'). Pursuant to the terms of the Metromile Agreement, the Company will acquire 100% of the equity of Metromile, through an all-stock transaction that implies a fully diluted equity value of $500.0 million, or over $200.0 millionnet of cash (based upon the conversion ratio of 19 shares of Metromile for 1 share of Lemonade). The transaction is expected to close in the second quarter of 2022 subject to customary closing conditions and approvals. Metromile is a leading digital insurance platform in the United States. With data science at its foundation, Metromile offers real-time, personalized auto insurance policies by the mile instead of the industry's reliance on approximations that have historically made prices unfair. Metromile's digitally native offering is built around the modern driver's needs, featuring automated claims and complementary smart driving features. In addition, through Metromile Enterprise, Metromile licenses its technology platform to insurance companies around the world. Metromile's cloud-based software as a service enables carriers to operate with greater efficiency, automate claims to expedite resolution, reduce losses associated with fraud, and unlock the productivity of employees.
IPO and follow-on offering
July 7, 2020, we completed our initial public offering of common stock, or IPO, which resulted in the issuance and sale of 12,650,000 shares of common stock at the IPO price of $29.00, including the exercise of the underwriters' option to purchase additional shares, and generated net proceeds of $335.6 millionafter deducting underwriting discounts and other offering costs. On January 14, 2021, we completed a follow-on offering of common stock (the "Follow-on Offering"), which resulted in the issuance and sale of 3,300,000 shares of common stock by us and 1,524,314 shares of common stock by certain selling shareholders, and generated net proceeds to us of $525.7 millionafter deducting underwriting discounts and other offering costs. On February 1, 2021, the underwriters exercised their option to purchase additional shares, which resulted in the issuance and sale of an additional 718,647 shares of common stock by us, and generated additional net proceeds of $114.6 millionto us after deducting underwriting discounts.
Key Factors and Trends Affecting Our Results of Operations
Our financial condition and results of operations have been and will continue
be, affected by a number of factors, including the following:
Seasonal trends can impact both our customer acquisition rate and the
occurrence of claims and losses.
Based on historical experience, existing and potential customers move more frequently in the third quarter, compared to the rest of the calendar year. As a result, we may see greater demand for new or expanded insurance coverage, and increased online engagement resulting in proportionately more growth during the third quarter. We expect that as we grow our customers, 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. 88 -------------------------------------------------------------------------------- Table of Contents COVID-19 Impact In
December 2019, COVID-19 was reported to have surfaced in Wuhan, Chinaand was subsequently recognized as a pandemic by the World Health Organization. The global pandemic has severely impacted businesses worldwide, including many in the insurance sector. Insurers of travel, events or business interruption may be directly and adversely affected by claims from COVID-19 or the lock-down it engendered. Other insurers, in lines of business that are not directly impacted by COVID-19, may nevertheless be dependent on office-based brokers, in-person inspections, or teams that are poorly equipped to work from home - all of which can translate into value erosion. Finally, the broader financial crisis may hurt insurers in other ways, too. With interest rates at all-time lows, many insurers may see their return on capital drop; while those selling premium or discretionary products may see an increase in churn and a decrease in demand.
In this context, it should be noted that our activity has continued to grow,
and the main drivers of our business continued to develop positively,
despite the pandemic.
•Lemonade writes insurance in lines that have so far been largely unaffected by
COVID-19, or, historically, by the recession.
•Our systems are entirely cloud based and accessible to our teams from any browser anywhere in the world. Customers' phone calls are routed to our team's laptops, and answered and logged from wherever they happen to be. Internal communication has been via Slack and Zoom since our founding. The upshot is that while we all enjoy each other's company, our teams are able to access systems, support customers and collaborate with each other from anywhere, much as they did before the pandemic.
• Our customers’ experience with Lemonade is also unaffected by the
the bustle, as AI Maya and AI Jim chat with customers wherever they are,
without triggering social distancing concerns.
This resilience is reflected in our results. As of
December 31, 2021, our in force premium, or IFP, was about 78% higher than it was on December 31, 2020, and December 31, 2020was 87% higher in comparison to December 31, 2019, the comparable pre-pandemic period. For information regarding how we calculate IFP, see "Key Operating and Financial Metrics - In Force Premium." While the global economy began to reopen in the first quarter of 2021 and continues to show positive economic growth in the U.S.as the vaccination roll-out has reduced the spread and severity of COVID-19 and variants of the virus, there remains to be an uncertainty about the duration and ultimate impact of COVID-19 and variants of the virus, including the length of time needed to vaccinate significant segment of the global population and effectiveness of the vaccines with respect to the new variants of the virus. Management continues to monitor and cannot definitively determine the ultimate financial impact of COVID-19 and variants of the virus, and the related economic conditions at this time. With respect to our investment portfolio which showed a diversified mix in securities beginning in the third quarter of 2021, and given the conservative nature of our portfolio and investment in high-quality securities, we do not expect a material adverse impact in the value of our investment portfolio, or long-term negative impact on our financial condition, results of operations or cash flows as it relates to COVID-19 and variants of the virus. See "Risk Factors - Risks Relating to our Industry - Severe weather events and other catastrophes, including the effects of climate change and global pandemics, are inherently unpredictable and may have a material adverse effect on our financial results and financial condition." 89 -------------------------------------------------------------------------------- Table of Contents Reinsurance We obtain reinsurance to help manage our exposure to property and casualty insurance risks. Although our reinsurance counterparties are liable to us according to the terms of the reinsurance policies, we remain primarily liable to our policyholders as the direct insurers on all risks reinsured, see "Risk Factors - Risks Relating to Our Business" and "Risks Relating to Our Industry." As a result, reinsurance does not eliminate the obligation of our insurance subsidiaries to pay all claims, and we are subject to the risk that one or more of our reinsurers will be unable or unwilling to honor its obligations, that the reinsurers will not pay in a timely fashion, or that our losses are so large that they exceed the limits inherent in our reinsurance contracts, each of which could have a material effect on our results of operations and financial condition. Furthermore, reinsurance may be unavailable at current levels and prices, which may limit our ability to write new business. Through June 30, 2021, we had proportional reinsurance covering 75% of our business. Under the proportional reinsurance contracts, which cover all of our products and geographies, we transferred, or "ceded," 75% of our premium to our reinsurers ("Proportional Reinsurance Contracts"). In exchange, these reinsurers paid us a ceding commission of 25% for every dollar ceded, in addition to funding all of the corresponding claims, or 75% of all our claims. This arrangement mirrors our fixed fee, and hence shields most of our gross profit margin from the volatility of claims, while boosting our capital efficiency dramatically. We have opted to manage the remaining 25% of our business with alternative forms of reinsurance. A portion of Lemonade's proportional reinsurance program expired on June 30, 2021. We renewed the majority of the expiring reinsurance contracts at terms that are very similar to the prior agreements. As the business continued to grow and diversify, and with stability in our insurance results, we decreased the overall share of proportional reinsurance from 75% of premium to 70%. In addition, we purchased a new reinsurance program to protect us against natural catastrophe risk in the U.S.that exceed $60 millionin losses. Other non-proportional reinsurance contracts were renewed with terms similar to the expiring contracts.
Components of our operating results
Gross written premium
Gross written premium is the amount received, or to be received, for insurance policies written by us during a specific period of time without reduction for premiums ceded to reinsurance. 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, renewals of existing policies, and average size and premium rate of bound policies.
Ceded written bonus
Ceded written premium is the amount of gross written premium ceded to reinsurers. We enter into reinsurance contracts to limit our exposure to potential losses as well as to provide additional capacity for growth. Ceded written premium is earned 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 any decision we make to increase or decrease in reinsurance limits, retention levels and co-participation. Our ceded written premium can also be impacted significantly in certain periods due to changes in reinsurance agreements. In periods where we start or stop ceding a large volume of our premium, ceded written premium may increase or decrease significantly compared to prior periods and these fluctuations may not be indicative of future trends.
Gross Earned Premium
Gross earned premium represents the earned portion of our gross written premium. Our insurance policies generally have a term of one year and premium is earned pro rata over the term of the policy.
Premium earned ceded
The premium earned ceded corresponds to the amount of gross earned premium ceded to reinsurers.
Net Earned Premium
Net earned premium represents the earned portion of our gross written premium, less the earned portion that is ceded to third-party reinsurers under our reinsurance agreements. Premium is earned pro rata over the term of the policy, which is generally one year. Ceding Commission Income Ceding commission income is commission we receive based on the premium ceded to third-party reinsurers to reimburse us for acquisition and underwriting expenses. We earn commissions 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. The portion of ceding commission income which represents reimbursement of successful acquisition costs related to the underlying policies is recorded as an offset to other insurance expense.
Net investment income
Net investment income represents interest earned from fixed maturity securities, short term securities and other investments, and the gains or losses from the sale of investments, net of investment fees paid to the Company's investment manager. Our cash and invested assets are primarily comprised 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. Over time, we expect that net investment income will represent a more meaningful component of our results of operations. Commission and Other Income Commission income consists of commissions earned for policies placed with third-party insurance companies where we have no exposure to the insured risk. Such commission is recognized on the effective date of the associated policy. Other income consists of fees collected from policyholders relating to installment premiums. These fees are recognized at the time each policy installment is billed.
Claims and claims adjustment expenses, net
Loss and loss adjustment expense ("LAE"), net 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. These expenses are a function of the size and term of the insurance policies we write and the loss experience associated with the underlying risks. Loss and LAE are based on an actuarial analysis of the estimated losses, including losses incurred during the period and changes in estimates from prior periods. Loss and LAE may be paid out over a period of years. Certain policies we write are subject to catastrophe losses. Catastrophe losses are losses resulting from events involving claims and policyholders, including earthquakes, hurricanes, floods, storms, terrorist acts or other aggregating events that are designated by internationally recognized organizations, such as Property Claims Services, that track and report on insured losses resulting from catastrophic events.
Other insurance costs
Other insurance expense consists primarily of amortization of commissions 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. Other insurance expense also includes employee compensation, including stock-based compensation and benefits, of our underwriting teams as well as allocated occupancy costs and related overhead based on headcount. Other insurance expense is offset by the portion of ceding commission income which represents reimbursement of successful acquisition costs related to the underlying policies. 91
Sales and Marketing
Sales and Marketing includes third-party marketing, advertising, branding,
public relations and sales costs. Sales and Marketing also includes
employee-related compensation, including stock-based compensation and
benefits, as well as allocated occupancy costs and related overhead based on
effective. Sales and marketing costs are expensed as incurred.
We plan to continue to invest in sales and marketing to attract and acquire new customers and increase our brand awareness. 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.
Technology development consists of employee compensation, including stock-based compensation and benefits, and expenses related to vendors engaged in product management, design, development and testing of our websites and products. Technology development also includes allocated occupancy costs and related overhead based on headcount. We expense technology development costs as incurred, except for costs that are capitalized related to internal-use software development projects and subsequently depreciated over the expected useful life of the developed software. We expect product technology development costs, a portion of which will be capitalized, to continue to grow in the foreseeable future as we identify opportunities to invest in the development of new products and internal tools and enhancement of our existing products and technologies that we believe will drive the long-term profitability of the business.
General and administrative
General and administrative includes employee compensation, including stock-based compensation and benefits for executive, finance, accounting, legal, business operations, and other administrative personnel. In addition, general and administrative includes outside professional services, non-income based taxes, insurance, charitable donations, and allocated occupancy costs and related overhead based on headcount. Depreciation and amortization expense is recorded as a component of general and administrative. We expect to incur incremental general and administrative costs to support our global operational growth and enhancements to support our reporting and planning functions. We have incurred and expect to continue to incur significant additional general and administrative expense as a result of operating as a public company, including expenses related to compliance with the rules and regulations of the
SECand the listing standards of the NYSE, additional corporate, director and officer insurance expenses, greater investor relations expenses and increased legal, audit and consulting fees. We also expect to increase the size of our general and administrative function to support our increased compliance requirements and the growth of our business. As a result, we expect that our general and administrative expense will increase in absolute dollars in future periods and vary from period-to-period as a percentage of revenue.
income tax expense
Our provision for income taxes consists primarily of foreign income taxes related to income generated by our subsidiaries organized under the laws of
the Netherlandsand Israel. As we expand the scale of our international business activities, any changes in the U.S.and foreign taxation of such activities may increase our overall provision for income taxes in the future. We have a valuation allowance for our U.S.deferred tax assets, including federal and state net operating losses. We expect to maintain this valuation allowance until it becomes more likely than not that the benefit of our federal and state deferred tax assets will be realized through expected future taxable income in the United States. 92
Main operational and financial indicators
We regularly review a number of metrics, including the following key operating and financial metrics, to evaluate our business, measure our performance, identify trends in our business, prepare financial projections and make strategic decisions. We believe these non-GAAP and operational measures are useful in evaluating our performance, in addition to our financial results prepared in accordance with GAAP. See "- Non-GAAP Financial Measures" for additional information on non-GAAP financial measures and a reconciliation to the most comparable GAAP measures. The following table sets forth these metrics as of and for the periods presented: Year Ended December 31, 2021 2020 ($ in millions, except Premium per customer) Customers (end of period) 1,427,481 1,000,802 In force premium (end of period)
$ 380.1 $ 213.0Premium per customer (end of period) $ 266 $ 213 Annual dollar retention (end of period) 82 % 79 % Total revenue $ 128.4 $ 94.4Gross earned premium $ 292.0 $ 158.7Gross profit $ 31.2 $ 24.8Adjusted gross profit $ 45.6 $ 31.2Net loss $ (241.3) $ (122.3)Adjusted EBITDA $ (184.2) $ (97.9)Gross profit margin 24 % 26 % Adjusted gross profit margin 36 % 33 % Ratio of Adjusted Gross Profit to Gross Earned Premium 16 % 20 % Gross loss ratio 90 % 71 % Net loss ratio 93 % 71 % Customers We define customers as the number of current policyholders underwritten by us or placed by us with third-party insurance partners ( whopay us recurring commissions) as of the period end date. A customer that has more than one policy counts as a single customer for the purposes of this metric. We view customers as an important metric to assess our financial performance because customer growth drives our revenue, expands brand awareness, deepens our market penetration, creates additional upsell and cross-sell opportunities and generates additional data to continue to improve the functioning of our platform.
Premium in force
We define In-Place Premium (“IFP”) as the aggregate annualized premium for
customers at the period end date. At each period end date, we calculate the IFP
as the sum of:
i) In-force written premium – the annualized premium for in-force policies
underwritten by us; and
ii)In force placed premium - the annualized premium of in force policies placed with third party insurance companies for which we earn a recurring commission payment. In force placed premium currently reflects approximately 2% of IFP. 93
The annualized value of premiums is a legal and contractual determination made by assessing the contractual terms with our customers. The annualized value of contracts is not determined by reference to historical revenues, deferred revenues or any other GAAP financial measure over any period. IFP is not a forecast of future revenues nor is it a reliable indicator of revenue expected to be earned in any given period. We believe that our calculation of IFP is useful to analysts and investors because it captures the impact of growth in customers and premium per customer at the end of each reported period, without adjusting for known or projected policy updates, cancellations, rescissions and non-renewals. We use IFP because we believe it gives our management useful insight into the total reach of our platform by showing all in force policies underwritten and placed by us. Other companies, including companies in our industry, may calculate IFP differently or not at all, which reduces the usefulness of IFP as a tool for comparison.
Premium per customer
We define premium per customer as the average annualized premium customers pay for products underwritten by us or placed by us with third-party insurance partners. We calculate premium per customer by dividing IFP by customers. We view premium per customer as an important metric to assess our financial performance because premium per customer reflects the average amount of money our customers spend on our products, which helps drive strategic initiatives.
Annual dollar retention
We define Annual Dollar Retention ("ADR"), as the percentage of IFP retained over a twelve month period, inclusive of changes in policy value, changes in number of policies, changes in policy type, and churn. To calculate ADR we first aggregate the IFP from all active customers at the beginning of the period and then aggregate the IFP from those same customers at the end of the period. ADR is then equal to the ratio of ending IFP to beginning IFP. We believe that our calculation of ADR is useful to analysts and investors because it captures our ability to retain customers and sell additional products and coverage to them over time. We view ADR as an important metric to measure our ability to provide a delightful end-to-end customer experience, satisfy our customers' evolving insurance needs and maintain our customers' trust in our products. Our customers become more valuable to us every year they continue to subscribe to our products. Other companies, including companies in our industry, may calculate ADR differently or not at all, which reduces the usefulness of ADR as a tool for comparison. Gross Earned Premium
Gross earned premium is the earned portion of our gross written premium.
We use this operating metric as we believe it gives our management and other users of our financial information useful insight into the gross economic benefit generated by our business operations and allows us to evaluate our underwriting performance without regard to changes in our underlying reinsurance structure. See ''- Components of Our Results of Operations - Revenue - Gross Earned Premium.'' Unlike net earned premium, gross earned premium excludes the impact of premiums ceded to reinsurers, and therefore should not be used as a substitute for net earned premium, total revenue, or any other measure presented in accordance with GAAP. Gross Profit Gross profit is calculated in accordance with GAAP as total revenue less loss and loss adjustment expense, net, other insurance expense, and depreciation and amortization (allocated to cost of revenue).
Adjusted gross profit
We define adjusted gross profit, a non-GAAP financial measure, as:
• Gross profit, excluding net investment income, plus
• Employee costs, plus
• Professional and other fees, plus
• Amortization and depreciation (allocated to the cost of income)
See “- Non-GAAP Financial Measures” for a reconciliation of total revenue with
adjusted gross margin.
Adjusted EBITDA We define adjusted EBITDA, a non-GAAP financial measure, as net loss excluding the impact of interest expense, income tax expense, depreciation, amortization, stock-based compensation, net investment income and other transactions that we consider to be unique in nature. See "- Non-GAAP Financial Measures" for a reconciliation of net loss to adjusted EBITDA in accordance with GAAP.
We define gross profit margin, expressed as a percentage, as the ratio of the
profit to total revenue.
Adjusted Gross Profit Margin We define adjusted gross profit margin, a non-GAAP financial measure, expressed as a percentage, as the ratio of adjusted gross profit to total revenue. See "- Non-GAAP Financial Measures."
Ratio of adjusted gross margin to earned gross premium
We define Ratio of Adjusted Gross Profit to Gross Earned Premium, a non-GAAP financial measure, expressed as a percentage, as the ratio of adjusted gross profit to gross earned premium. Our Ratio of Adjusted Gross Profit to Gross Earned Premium provides management with useful insight into our operating performance. See ''- Non-GAAP Financial Measures.''
Gross loss rate
We define the gross loss ratio, expressed as a percentage, as the loss ratio
and claims adjustment expenses to gross premiums earned.
Net loss ratio
We define the net loss ratio, expressed as a percentage, as the ratio between losses and
claims adjustment expense, less amounts ceded to reinsurers, to net income
The following table presents our results of operations for the periods indicated: Years Ended December 31, 2021 2020 Change % Change ($ in millions) Revenue Net earned premium
$ 77.0 $ 77.3 $ (0.3)- % Ceding commission income 44.9 15.3 29.6 193 % Net investment income 1.9 1.5 0.4 27 % Commission and other income 4.6 0.3 4.3 1433 % Total revenue 128.4 94.4 34.0 36 % Expense Loss and loss adjustment expense, net 71.9 54.7 17.2 31 % Other insurance expense 24.1 14.4 9.7 67 % Sales and marketing 141.6 80.4 61.2 76 % Technology development 51.8 19.4 32.4 167 % General and administrative 72.6 46.3 26.3 57 % Total expense 362.0 215.2 146.8 68 % Loss before income taxes (233.6) (120.8) (112.8) 93 % Income tax expense 7.7 1.5 6.2 413 % Net loss $ (241.3) $ (122.3) $ (119.0)97 %
Comparison of the years ended
Net Earned Premium
Net earned premium decreased slightly by
$0.3 million, to $77.0 millionfor the year ended December 31, 2021compared to the year ended December 31, 2020primarily due to the earning of increased gross written premium, offset by the earning of increased ceded written premium under our Proportional Reinsurance Contracts as discussed in detail above under "Reinsurance." Years Ended December 31, 2021 2020 Change % Change ($ in millions) Gross written premium $ 375.7 $ 214.4 $ 161.375 %
Written premium ceded (273.4) (171.7) (101.7) 59%
Net written premium
Gross written premium increased
$161.3 million, or 75%, to $375.7 millionfor the year ended December 31, 2021compared to the year ended December 31, 2020. The increase was primarily due to a 43% increase in net added customers year over year driven by the success of our digital advertising campaigns. We also continued to expand our geographic footprint and product offerings. In addition, we saw a 25% increase in premiums per customer year over year due to our diversified book of business by scaling recently launched higher-premium products and using our expanded portfolio to increase bundling, cross selling and upselling. 96
Ceded written premium increased
$101.7 million, or 59%, to $273.4 millionfor the year ended December 31, 2021compared to the year ended December 31, 2020. A portion of the Company's proportional reinsurance program expired on June 30, 2021. The Company renewed a majority of the reinsurance contracts that expired on June 30, 2021at terms that are very similar to the prior agreements, and decreased the overall share of proportional reinsurance from 75% of premium to 70%. The Company also purchased a new reinsurance program to protect against natural catastrophe risk in the U.S.Other non-proportional reinsurance contracts were renewed with terms similar to expiring contracts. Net written premium increased $59.6 million, or 140%, to $102.3 millionfor the year ended December 31, 2021compared to the year ended December 31, 2020. The increase was primarily due to the $161.3 million, or 75% increase in gross written premium offset by the increase in ceded written premiums for the year ended December 31, 2021, as compared to year ended December 31, 2020. The table below shows the amount of premium we earned on a gross and net basis. Ceded earned premium as a percentage of gross earned premium increased to 74% for the year ended December 31, 2021, as compared to 51.3% for the year ended December 31, 2020primarily due to the new Proportional Reinsurance Contracts. Years Ended December 31, 2021 2020 Change % Change ($ in millions) Gross earned premium $ 292.0 $ 158.7 $ 133.384 % Ceded earned premium (215.0) (81.4) (133.6) 164 % Net earned premium $ 77.0 $ 77.3 $ (0.3)- % Ceding Commission Income
Disposal of commission income from
Net Investment Income Net investment income increased
$0.4 million, or 27%, to $1.9 millionfor the year ended December 31, 2021compared to the year ended December 31, 2020. The increase was primarily driven by the diversification of the Company's investment portfolio with higher returns in comparison to prior year, offset by investment expenses of $0.1 million. We mainly invest in cash, money market funds, U.S. Treasurybills, corporate debt securities, notes and other obligations issued or guaranteed by the U.S. Government.
Commissions and other income
Commission and other income of
$4.6 millionwas recognized for the year ended December 31, 2021based on premium placed with third-party insurance companies during the period and installment fees billed.
Claims and claims adjustment expenses, net
Loss and LAE, net increased
$17.2 million, or 31%, to $71.9 millionfor the year ended December 31, 2021compared to the year ended December 31, 2020. The increase was primarily due to increased claims in line with premium volume growth and net incurred losses of $6.9 millionrelating to Winter Storm Uri that affected our customers in the states of Texasand Oklahomaat the beginning of 2021, and $0.8 millionrelating to wildfires in Coloradoand large losses with unfavorable prior period development during the last quarter of 2021. 97
Other insurance costs
Other insurance expense increased
$9.7 million, or 67%, to $24.1 millionfor the year ended December 31, 2021compared to the year ended December 31, 2020. Employee-related expense, including stock based compensation, increased by $5.2 million, or 127%, as compared to the year ended December 31, 2020, driven by an increase in underwriting staff to support our continued growth. Credit card processing fees increased $2.2 million, or 50%, as a result of the increase in customers and associated premium. Professional fees, and other increased by $2.6 million, or 79% primarily in support of growth and expansion initiatives during the year ended December 31, 2021. These increases were offset by $0.3 milliondecrease in amortization of deferred acquisition costs, net of ceded commissions.
Sales and Marketing
Sales and marketing expenses increased
$61.2 million, or 76%, to $141.6 millionfor the year ended December 31, 2021compared to the year ended December 31, 2020, primarily due to expense related to brand and performance advertising, the largest component of our sales and marketing expenses, which increased by $46.9 million, or 81%, as a result of more spending on search advertising and other customer acquisition channels. Employee-related expense, including stock based compensation, increased $12.3 million, or 75%, as compared to the prior year period, driven by an increase in sales and marketing headcount to support our continued growth and expansion into new markets.
Technology development expenses increased
$32.4 million, or 167%, to $51.8 millionfor the year ended December 31, 2021compared to the year ended December 31, 2020. Employee-related expense, including stock based compensation, net of capitalized costs for the development of internal-use software, increased $29.0 million, or 180%, as compared to the year ended December 31, 2020, driven by an increase in payroll expense for product, engineering, design and quality assurance personnel to support our continued growth and product development initiatives, including automation, improvement in machine learning, new products, and geographic expansion. Technology tools and software expense increased by $1.9 million, or 100%.
General and administrative
General and administrative expenses increased
$26.3 million, or 57%, to $72.6 millionfor the year ended December 31, 2021compared to the year ended December 31, 2020. After taking into account the impact of the $12.2 millionnon-cash expense recognized in prior year in connection with a contribution to the Lemonade Foundationof 500,000 shares of common stock with a fair market value of $24.36per share (see Note 20 - Related Party Transactions in the Notes to Consolidated Financial Statements included in this Annual Report), general and administrative expense increased by $38.5 million, or 113% during the year ended December 31, 2021compared to the year ended December 31, 2020. Employee related expense, including stock-based compensation, increased by $21.8 million, or 165%, as we increased finance, legal, business operations and administrative personnel. Insurance obtained for operating as a public company increased by $4.7 million, or 92%. Bad debt expense increased by $4.0 million, or 182%. Non-recurring transaction costs of $3.5 millionprimarily relating to legal and other professional fees were incurred relating to the Metromile acquisition. Donations made through the annual Lemonade Giveback increased by $1.2 million, or 109%. Depreciation and amortization increased by $2.0 millionor 118% and software costs increased by $1.9 million, or 190%.
Income tax expense increased
increase in the tax burden related to income generated by our subsidiaries
organized under the laws of
Net loss increased
factors described above.
Non-GAAP Financial Measures
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 gross profit and adjusted gross profit margin, ratio of adjusted gross profit to gross earned premium, and adjusted EBITDA should not be construed as indicators of our operating performance, liquidity or cash flows generated by operating, investing and financing activities, as there may be significant factors or trends that they fail 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 these 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) facilitate external comparisons of the results of our overall business to the historical operating performance of other companies that may have different capital structures and debt levels; (iv) review and assess the operating performance of our management team; (v) analyze and evaluate financial and strategic planning decisions regarding future operating investments; and (vi) plan for and prepare future annual operating budgets and determine appropriate levels of operating investments.
Adjusted gross profit and adjusted gross profit margin
We define adjusted gross profit, a non-GAAP financial measure, as gross profit excluding net investment income plus fixed cost and overhead associated with our underwriting operations including employee-related expense and professional fees and other, and depreciation and amortization allocated to cost of revenue. After these adjustments, the resulting calculation is inclusive of only those variable costs of revenue incurred on the successful acquisition of business and without the volatility of investment income. We use adjusted gross profit as a key measure of our progress towards profitability and to consistently evaluate the variable contribution to our business from underwriting operations from period to period.
We define adjusted gross profit margin, a non-GAAP financial measure, expressed
as a percentage, such as the ratio of adjusted gross margin to total revenue.
The following table provides a reconciliation of total revenue to adjusted gross profit and the related adjusted gross profit margin for the periods presented: Year Ended December 31, 2021 2020 ($ in millions) Total revenue
$ 128.4 $ 94.4Adjustments: Loss and loss adjustment expense, net (71.9) (54.7) Other insurance expense (24.1) (14.4) Depreciation and amortization (1.2) (0.5) Gross profit $ 31.2 $ 24.8Gross profit margin (% of total revenue) 24 % 26 % Adjustments: Net investment income $ (1.9) $ (1.5)Employee-related costs 9.2 4.1 Professional fees and other 5.9 3.3 Depreciation and amortization 1.2 0.5 Adjusted gross profit $ 45.6 $ 31.2Adjusted gross profit margin (% of total revenue) 36 %
Ratio of adjusted gross margin to earned gross premium
The Ratio of Adjusted Gross Profit to Gross Earned Premium measures the relationship between the underlying business volume and gross economic benefit generated by our underwriting operations, on the one hand, and our underlying profitability trends, on the other. We rely on this measure, which supplements our gross profit ratio as calculated in accordance with GAAP, because it provides management with insight into our underlying profitability trends over time. We use gross earned premium as the denominator in calculating this ratio, which excludes the impact of premiums ceded to reinsurers, because we believe that it reflects the business volume and the gross economic benefit generated by our underlying underwriting operations, which in turn are the key drivers of our future profit opportunities. We exclude the impact of ceded premiums from the denominator because ceded premiums can change rapidly and significantly based on the type and mix of reinsurance structures we use and, therefore, add volatility that is not indicative of our underlying profitability. For example, a shift to a proportional reinsurance arrangement would result in an increase in ceded premium, with offsetting benefits to gross profit from ceded losses and ceding commissions earned, resulting in a nominal overall economic impact. This shift would result in a steep decline in total revenue with a corresponding spike in gross margin, whereas we expect that the Ratio of Adjusted Gross Profit to Gross Earned Premium would remain relatively unchanged. We expect our reinsurance structure to evolve along with our costs and capital requirements, and we believe that our reinsurance structure at a given time does not reflect the performance of our underlying underwriting operations, which we expect to be the key driver of our costs of reinsurance over time. On the other hand, the numerator, which is adjusted gross profit, includes the net impact of all reinsurance, including ceded premiums and the benefits of ceded losses and ceding commissions earned. Because our reinsurance structure is a key component of our risk management and a key driver of our profitability or loss in a given period, we believe this is meaningful. Therefore, by providing this Ratio of Adjusted Gross Profit to Gross Earned Premium for a given period, we are able to assess the relationship between business volume and profitability, while eliminating the volatility from the cost of our then-current reinsurance structure, which is driven primarily by the performance of our insurance underwriting platform rather than our business volume.
The following table presents our calculation of the adjusted gross profit ratio
Profit on Gross Earned Premium for the periods presented:
Year Ended December 31, 2021 2020 ($ in millions) Numerator: Adjusted gross profit
Denominator: Gross earned premium
Ratio of adjusted gross margin to earned gross premium 16% 20%
100 -------------------------------------------------------------------------------- Table of Contents Adjusted EBITDA We define adjusted EBITDA, a non-GAAP financial measure, as net loss excluding interest expense, income tax expense, depreciation, amortization, stock-based compensation, net investment income, and other transactions that we would consider to be unique in nature. We exclude these items from adjusted EBITDA because we do not consider them to be directly attributable to our underlying operating performance. We use adjusted EBITDA as an internal performance measure in the management of our operations because we believe it gives our management and other customers of our financial information useful insight into our results of operations and our underlying business performance. Adjusted EBITDA should not be viewed as substitute for net loss calculated in accordance with GAAP, and other companies may define adjusted EBITDA differently. The following table provides a reconciliation of adjusted EBITDA to net loss for the periods presented. Year Ended December 31, 2021 2020 ($ in millions) Net loss
$ (241.3) $ (122.3)Adjustments: Income tax expense 7.7 1.5 Depreciation and amortization 3.7 1.7 Stock-based compensation 44.1 10.6 Contribution to the Lemonade Foundation - 12.2 Transaction costs 3.5 - Interest income - (0.1) Net investment income (1.9) (1.5) Adjusted EBITDA $ (184.2) $ (97.9)101
Cash and capital resources
December 31, 2021, we had $270.6 millionin cash and cash equivalents and $801.8 millionin investments. From the date we commenced operations, we have generated negative cash flows from operations, and we have financed our operations primarily through private sales of equity securities. On January 14, 2021, we issued and sold 3,300,000 shares of common stock, and generated net proceeds to us of $525.7 millionafter deducting underwriting discounts and other offering costs. On February 1, 2021, the underwriters exercised their option to purchase additional shares, which resulted in the issuance and sale of an additional 718,647 shares of common stock by us, and generated additional net proceeds of $114.6 million. Excluding capital raises, our principal sources of funds are insurance premiums, investment income, reinsurance recoveries and proceeds from maturity and sale of invested assets. These funds are primarily used to pay claims, operating expenses and taxes. We believe our cash and cash equivalents as of December 31, 2021will be sufficient to meet our working capital and capital expenditures needs over at least the next 12 months.
Our cash flows used in operations may differ significantly from our net loss due
non-cash charges or changes in balance sheet accounts.
The timing of our cash flows from operating activities can also vary among periods due to the timing of payments made or received. Some of our payments and receipts, including loss settlements and subsequent reinsurance receipts, can be significant. Therefore, their timing can influence cash flows from operating activities in any given period. The potential for a large claim under an insurance or reinsurance contract means that our insurance subsidiaries may need to make substantial payments within relatively short periods of time, which would have a negative impact on our operating cash flows. We are a holding company that transacts a majority of our business through operating subsidiaries. Consequently, our ability to pay dividends to stockholders, meet debt payment obligations and pay taxes and operating expenses is largely dependent on dividends or other distributions from our subsidiaries and affiliates, whose ability to pay us is highly regulated. Our
U.S.and Dutch insurance company subsidiaries, and our Dutch insurance holding company, are restricted by statute as to the amount of dividends that they may pay without the prior approval of their respective competent regulatory authorities. As of December 31, 2021, cash and short-term investments held by these companies was $184.2 million. Insurance companies in the United Statesare also required by state law to maintain a minimum level of policyholder's surplus. Insurance regulators in the states in which we operate have a risk-based capital standard designed to identify property and casualty insurers that may be inadequately capitalized based on inherent risks of the insurer's assets and liabilities and its mix of net written premium. Insurers falling below a calculated threshold may be subject to varying degrees of regulatory action. As of December 31, 2021, the total adjusted capital of our U.S.insurance subsidiary was in excess of its respective prescribed risk-based capital requirements. The following table summarizes our cash flow data for the periods presented: Year Ended December 31, 2021 2020 ($ in millions) Net cash used in operating activities $ (144.6)$
Net cash (used) from investing activities
Net cash provided by financing activities
$ 649.6 $ 341.1102
Cash used in operating activities was
$144.6 millionfor the year ended December 31, 2021, an increase of $52.9 millionfrom $91.7 millionfor the year ended December 31, 2020. This reflected the $119.0 millionincrease in our net loss, primarily offset by increases in unearned premium, funds held, and unpaid loss and loss adjustment expense that exceeded the increase in prepaid reinsurance premium, premiums receivable and amounts expected to be recovered from our reinsurance partners. The increase in cash used in operating activities from year ended December 31, 2021compared to year ended December 31, 2020was primarily due to claims payments, settlements, settlements with our reinsurance partners, and increased spend related to growth and expansion. Cash used in operating activities was $91.7 millionfor the year ended December 31, 2020. This reflected the $13.8 millionincrease in our net loss, including the $12.2 millionone-time non-cash share contribution expense, partially offset by increases in funds held for reinsurance treaties, unearned premium, unpaid losses and loss adjustment expenses and deferred ceding commission included in other liabilities that outpaced the increases in premiums receivable, prepaid reinsurance premiums and amounts expected to be recovered from our reinsurance partners.
Cash used in investing activities was
$804.8 millionfor the year ended December 31, 2021primarily due to purchases of U.S.government obligations, corporate debt securities, short term investments and purchases of property and equipment during the year.
Cash flows from investing activities were
excess purchases of short-term investments.
Cash from financing activities was
as indicated above and comes from stock market exercises.
Cash from financing activities was
We do not have any current plans for material capital expenditures other than current operating requirements. We believe that we will generate sufficient cash flows from operations to satisfy our liquidity requirements for at least the next 12 months and for the foreseeable future. The following table summarizes the Company's contractual obligations and commitments as of
December 31, 2021, and the effect of such obligations are expected to have on our liquidity and cash flows in the future periods. Payments Due by Period Less than 1 to 3 4 to 5 More than Total 1 Year Years Years 5 Years ($ in millions) Unpaid losses and loss adjustment expense(1) $ 97.9 $ 78.4 $ 17.3 $ 1.4 $ 0.8Operating lease commitments 24.6 4.9 18.1 1.6 - Total $ 122.5 $ 83.3 $ 35.4 $ 3.0 $ 0.8___________ (1)The reserve for losses and loss adjustment expenses represent management's estimate of the ultimate cost of settling losses. As more fully discussed in "- Critical Accounting Policies and Estimates - Unpaid loss and loss adjustment expenses", 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 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. 103
The amounts in the above table represent our gross estimates of known liabilities as of
December 31, 2021and do not include any allowance for claims for future events within the time period specified. Accordingly, we expect that the total amounts of obligations paid by us in the time periods shown will be greater than those indicated in the table. To the extent our future operating cash flows are insufficient to cover our net losses from catastrophic events, we had $1,072.4 millionin cash and investment securities available at December 31, 2021. We also have the ability to access additional capital through pursuing third-party borrowings, sales of our equity, issuance of debt securities or entrance into new reinsurance arrangements.
Significant Accounting Policies and Estimates
Our financial statements are prepared in accordance with GAAP in
the United States. The preparation of the consolidated financial statements in conformity with accounting principles generally accepted in the United Statesrequires our management to make a number of estimates and assumptions relating to the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenue and expenses during the period. We evaluate our significant estimates on an ongoing basis, including, but not limited to, estimates related to unpaid loss and loss adjustment expense, reinsurance assets, stock-based compensation, income tax assets and liabilities, including recoverability of our net deferred tax asset, income tax provisions and certain non-income tax accruals. 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 value of assets and liabilities that are not readily apparent from other sources. Actual results could differ from those estimates. We believe that the accounting policies described below involve a significant degree of judgment and complexity. Accordingly, we believe these are the most critical to aid in fully understanding and evaluating our consolidated financial condition and results of operations. For further information, see Note 4 - Summary of Significant Accounting Policies in the Notes to Consolidated Financial Statements included in this Annual Report.
Unpaid Losses and Claims Adjustment Expenses
The reserves for loss and LAE represent management's best estimate of the ultimate cost of all reported and unreported losses and LAE incurred through the balance sheet date. Unpaid losses and LAE are based on the assumption that past developments are an appropriate indicator of future events. The incurred but not reported portion of unpaid losses and LAE is based on past experience and other factors.
The estimate of unpaid losses and claims adjustment expenses is based on several
•the determination of the actuarial models serving as a basis for these
•the relative weight given to these models;
•the underlying assumptions used in these models; and
• the determination of appropriate groupings of similar product lines and, in
some cases, the disaggregation of dissimilar losses.
Because actual experience can differ from key assumptions used in establishing reserves, there is potential for significant variation in the development of loss reserves.
For property coverage, the nature of loss is usually a short statement
period of volatility resulting from occasional severe events. The process for
estimating and recording unpaid and LAE losses based on history
claims reported, industry insights, claim frequency and latency
reported, and assumptions of current environmental factors.
104 -------------------------------------------------------------------------------- Table of Contents The following tables summarize our gross and net reserves for unpaid loss and LAE as of
December 31, 2021and 2020, respectively: December 31, 2021 Gross % of total Net
% of total
($ in millions) Loss and loss adjustment reserves Case reserve
$ 44.846 % $ 10.943 % IBNR 53.1 54 % 14.4 57 % Total reserves $ 97.9100 % $ 25.3100 % December 31, 2020 Gross % of total Net % of Total ($ in millions) Loss and loss adjustment reserves Case reserve $ 24.052 % $ 4.949 % IBNR 22.3 48 % 5.1 51 % Total reserves $ 46.3100 % $ 10.0100 % We have assessed the impact of potential reserve deviations from our carried reserve at December 31, 2021. We applied sensitivity factors to incurred losses for the three most recent accident years and to the carried reserve for all prior accident years combined. Due to our contractual arrangements with our reinsurers, the sensitivity analysis results in no change to our previous income or stockholders' equity.
The amount by which the estimated losses differ from those originally reported for a
period is known as “Development”.
Development is unfavorable when the losses ultimately settle for more than the amount reserved or subsequent estimates indicate a basis for reserve increases on unresolved claims. Development is favorable when losses ultimately settle for less than the amount reserved, or subsequent estimates indicate a basis for reducing loss reserves on unresolved claims. We reflect favorable or unfavorable development of loss reserves in the results of operations in the period the estimates are changed. 105
The following tables summarize our Ultimate Gross and LAE Losses, and Net
Ultimate losses and LAE at
Gross Ultimate Losses and LAE ($ in millions) Calendar Year Development Accident Year 2021 2020 2020 to 2021 2017
$ 5.1 $ 5.1$ - 2018 23.2 23.0 0.2 2019 58.4 58.6 (0.2) 2020 121.0 119.6 1.4 2021 262.8 N/A N/A $ 1.4Net Ultimate Losses and LAE ($ in millions) Calendar Year Development Accident Year 2021 2020 2020 to 2021 2017 $ 1.7 $ 1.7$ - 2018 13.4 13.4 - 2019 46.2 46.0 0.2 2020 52.0 53.5 (1.5) 2021 69.4 N/A N/A $ (1.3)Reinsurance assets The estimation of reinsurance recoverable involves a significant amount of judgment. Reinsurance assets include reinsurance recoverable on unpaid losses and loss adjustment expenses that are estimated as part of our loss reserving process and, consequently, are subject to similar judgments and uncertainties. This estimate requires significant judgment for which key considerations include:
•amounts paid and unpaid recoverable;
•if the balance is disputed or subject to judicial recovery;
• the financial situation of a reinsurer (i.e. liquidated, insolvent, in
receivership or otherwise subject to formal or informal regulatory restrictions);
•the collectability of the reinsurance recovery for factors such as, amounts outstanding, length of collection periods, disputes, any collateral or letters of credit held and other relevant factors.
Income tax assets and liabilities, including recoverability of our net deferred charges
The evaluation of the recoverability of our deferred tax asset and the need for a valuation allowance requires us to weigh all positive and negative evidence to reach a conclusion that it is more likely than not that all or some portion of the deferred tax asset will not be realized. The weight given to the evidence is commensurate with the extent to which it can be objectively verified. The more negative evidence that exists, the more positive evidence is necessary and the more difficult it is to support a conclusion that a valuation allowance is not needed. 106
We consider a number of factors to reliably estimate future taxable income so we can determine the extent of our ability to realize NOLs, foreign tax credits, realized capital loss and other carryforwards. These factors include forecasts of future income for each of our businesses and actual and planned business and operational changes, both of which include assumptions about future macroeconomic and company-specific conditions and events. We subject the forecasts to stresses of key assumptions and evaluate the effect on tax attribute utilization. On
December 22, 2017, the President of the United Statessigned into law the Tax Act. The legislation significantly changes U.S.tax law by, among other things, lowering corporate income tax rates from 35% to 21%, effective January 1, 2018. GAAP requires companies to recognize the effect of tax law changes in the period of enactment. We evaluated all available information and made reasonable estimates of the impact of tax reform to substantially all components of our net deferred tax assets as of December 31, 2017. We finalized our accounting for the Tax Act during 2018 with no significant impact to earnings or deferred taxes.
We account for stock-based compensation in accordance with ASC Topic 718, "Compensation - Stock Compensation." Stock options are mainly awarded to employees and members of our board of directors and measured at fair value at each grant date. We calculate the fair value of share options on the date of grant using the Black-Scholes option-pricing model and the expense is recognized over the requisite service period for awards expected to vest using the straight-line method. The requisite service period for share options is generally four years. We recognize forfeitures as they occur. Prior to the IPO, the fair value of common stock underlying the options was historically determined by our board of directors, with input from management, and considered third party valuations of our common stock. Because there was no public market for our common stock prior to the IPO, our board of directors determined its fair value at the time of grant of the option by considering a number of objective and subjective factors, including financing investment rounds, operating and financial performance, the lack of liquidity of share capital and general and industry specific economic outlook, among other factors. Our board of directors determined the fair value of common stock based on valuations performed using the Option Pricing Method ("OPM") and the Probability Weighted Expected Return Method ("PWERM") subject to relevant facts and circumstances for the year ended
December 31, 2019.
See Note 17 – Stock-based compensation in the Notes to the consolidated financial statements
Statements included in this annual report for a complete description of the
accounting for stock-based awards.
Recently issued and adopted accounting pronouncements
See “Note 4 – Summary of significant accounting policies” in the Notes to
Consolidated financial statements included in this annual report for a
discussion of recently adopted accounting pronouncements and their impact on our
consolidated financial statements.
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