false0001784535411 1st Avenue S.Suite 501SeattleWashington00017845352024-07-312024-07-31
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): July 31, 2024
PORCH GROUP, INC.
(Exact name of registrant as specified in its charter)
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Delaware | | 001-39142 | | 83-2587663 |
(State or other jurisdiction of incorporation) | | (Commission File Number) | | (IRS Employer Identification No.) |
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411 1st Avenue S., Suite 501 | |
Seattle, Washington | 98104 |
(Address of principal executive offices) | (Zip Code) |
(855) 767-2400
(Registrant’s telephone number, including area code)
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
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o | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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o | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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o | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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o | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
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Title of each class | | Trading Symbol(s) | | Name of each exchange on which registered |
Common stock, par value $0.0001 | | PRCH | | The Nasdaq Stock Market LLC |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company o
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o
Item 2.02. Results of Operations and Financial Condition.
On August 6, 2024, Porch Group, Inc. (the “Company” or "Porch") issued an earnings release announcing financial results for its second quarter ended June 30, 2024. The full text of the press release issued in connection with the announcement is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.
Item 3.02. Unregistered Sales of Equity Securities.
Porch recently completed a contribution of a total of 18,312,208 newly issued shares of its common stock to Homeowners of America Insurance Company (“HOA”), its insurance carrier subsidiary. The contribution was completed across two issuances: 13,812,208 shares on July 31, 2024 and 4,500,000 shares on June 26, 2024.
This contribution supports the planned transition of Porch’s insurance underwriting business to a reciprocal exchange and helps to bolster HOA’s balance sheet strength and financial stability rating after second quarter 2024 weather impacted surplus. In addition, the contribution strengthens HOA’s long-term surplus position, which better positions HOA for any future third party surplus note capital raise, and is expected to support premium growth in 2025 and beyond.
Collectively, the shares contributed by Porch to HOA represent approximately 18.3% of the Company’s common stock outstanding prior to the initial contribution. The value of the shares as of the end of each quarter, as determined based on statutory financial guidelines, will be included in HOA’s statutory financial statements. While the shares contributed to HOA have been issued and are outstanding, as provided under Delaware law, these shares will neither be entitled to vote nor be counted for quorum purposes so long as HOA (or any successor transferee) holds the shares and is a direct or indirect subsidiary of Porch or is otherwise controlled, directly or indirectly, by Porch.
The above-described equity contributions from Porch to HOA were not registered under the Securities Act of 1933, as amended (the “Securities Act”), in reliance on the exemption from registration provided by Section 4(a)(2) of the Securities Act. Porch intends to file in the near term a registration statement with the Securities and Exchange Commission (the “SEC”) to register these shares of common stock contributed to HOA.
Item 7.01. Regulation FD Disclosure.
On August 6, 2024, the Company will host an earnings call at 5:00 p.m. Eastern time to discuss its financial results for the quarter ended June 30, 2024. Live and archived webcasts of the presentation will also be available on the Company’s investor relations website at https://ir.porchgroup.com.
On August 6, 2024, the Company posted supplemental investor materials on its investor relations website. The Company uses its investor relations website as a means of disclosing material non-public information, announcing upcoming investor conferences and for complying with its disclosure obligations under Regulation FD. Accordingly, investors should monitor the Company’s investor relations website in addition to following the Company’s press releases, SEC filings and public conference calls and webcasts.
The information in Items 2.02 and 7.01 of this Current Report on Form 8-K and Exhibit 99.1 attached hereto, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act or the Exchange Act, except as expressly set forth by specific reference in such a filing.
Item 8.01. Other Events.
On August 6, 2024, Porch announced that HOA had filed an updated application with the Texas Department of Insurance (“TDI”) seeking its approval to form a Texas reciprocal insurance exchange (the “Reciprocal”) and that Porch had made the share contribution to HOA. If approved by the TDI and fully implemented by the Company, the Company’s insurance underwriting business would be conducted exclusively through the Reciprocal.
A copy of the press release which discusses this matter is furnished hereto as Exhibit 99.2, and incorporated herein by reference.
Forward-Looking Statements
Certain statements in this Form 8-K may be considered “forward-looking statements” within the meaning of the “safe harbor” provisions of the United States Private Securities Litigation Reform Act of 1995. These statements are based on the beliefs and assumptions of management. Although we, Porch Group, Inc., believe that our plans, intentions, and expectations reflected in or suggested by these forward-looking statements are reasonable, we cannot assure you that we will achieve or realize these plans, intentions, or expectations. Forward-looking statements are inherently subject to risks, uncertainties, and assumptions. Generally, statements that are not historical facts, including statements concerning our possible or assumed future actions, business strategies, events, results of operations, or financial condition, are forward-looking statements. These statements may be, but are not always, preceded by, followed by, or include the words “believe,” “estimate,” “expect,” “project,” “forecast,” “may,” “will,” “should,” “seek,” “plan,” “scheduled,” “anticipate,” “intend,” or similar expressions.
Forward-looking statements are not guarantees of performance or occurrence. You should not put undue reliance on these statements which speak only as of the date hereof, and include statements relating to our strategic initiatives, value-creating benefits of the contribution, benefits to surplus and creation of a buffer against volatility, capital/surplus position, premium growth, future share contribution, voting and quorum rights of contributed shares, valuation of the contributed shares and any discount applied, the filing of a registration statement for and registration of the contributed shares, expectations that HOA will not resell or otherwise transfer the shares, the conditions under which the contributed shares may be sold or transferred, any expectations regarding increases in share price, and the potential formation of a new reciprocal exchange, including its capital, financial and operational impact. You should understand that the following important factors, among others, could affect our future results and condition and could cause those results, condition or other outcomes to differ materially from those expressed or implied in our forward-looking statements:
•the incidence, frequency, and severity of weather events, extensive wildfires, and other catastrophes, including those occurring during our second quarter;
•economic conditions, especially those affecting the housing, insurance, and financial markets;
•expectations regarding revenue, cost of revenue, operating expenses, and the ability to achieve and maintain future profitability;
•existing and developing federal and state laws and regulations, including with respect to insurance, warranty, privacy, information security, data protection, and taxation, and management’s interpretation of and compliance with such laws and regulations;
•our reinsurance program, which includes the use of a captive reinsurer, the success of which is dependent on a number of factors outside management’s control, along with reliance on reinsurance to protect against loss;
•the possibility that a decline in our share price would result in a negative impact to HOA’s surplus position and may require further financial support to enable HOA to meet applicable regulatory requirements and maintain financial stability rating;
•the uncertainty and significance of the known and unknown effects on our insurance carrier subsidiary, Homeowners of America Insurance Company (“HOA”), and us due to the termination of a reinsurance contract following the fraud committed by Vesttoo Ltd. (“Vesttoo”), including, but not limited to, the outcome of Vesttoo’s Chapter 11 bankruptcy proceedings; our ability to successfully pursue claims arising out of the fraud, the costs associated with pursuing the claims, and the timeframe associated with any recoveries; HOA's ability to obtain and maintain adequate reinsurance coverage against excess losses; HOA’s ability to stay out of regulatory supervision and maintain its financial stability rating; and HOA’s ability to maintain a healthy surplus;
•uncertainties related to regulatory approval of insurance rates, policy forms, insurance products, license applications, acquisitions of businesses, or strategic initiatives, including the reciprocal exchange restructuring, and other matters within the purview of insurance regulators (including the discount associated with the contributed shares);
•changes in capital requirements, and the ability to access capital when needed to provide statutory surplus;
•uncertainty related to the timing of the filing, review, and approval of the registration statement related to the contributed shares;
•our ability to timely repay our outstanding indebtedness;
•the ability of the Company and its affiliates to consummate the proposed formation of the reciprocal exchange and the satisfaction of the conditions precedent to consummation of the proposed formation of such exchange, including the ability to secure regulatory approvals (on a state by state basis and initially in Texas) on the terms expected, at all or in a timely manner;
•the ability of the Company to successfully operate its businesses alongside a reciprocal exchange;
•the ability of the Company to implement its plans, forecasts and other expectations with respect to the reciprocal exchange business after the completion of the formation and to realize expected synergies and/or convert policyholders from its existing insurance carrier business into policyholders of the reciprocal exchange;
•potential business disruption following the formation of the reciprocal exchange, as well as other risks and important factors detailed in our public filings with the Securities and Exchange Commission; and
•other risks and uncertainties discussed in Part I, Item 1A, “Risk Factors,” in our Annual Report on Form 10-K (“Annual Report”) for the year ended December 31, 2023, and in subsequent reports filed with the Securities and Exchange Commission (“SEC”), all of which are available on the SEC’s website at www.sec.gov.
We caution you that the foregoing list may not contain all of the risks to forward-looking statements made in this Form 8-K.
You should not rely upon forward-looking statements as predictions of future events. We have based the forward-looking statements contained in this Form 8-K primarily on our current expectations and projections about future events and trends that we believe may affect our business, financial condition, results of operations and prospects. The outcome of the events described in these forward-looking statements is subject to risks, uncertainties, and other factors, including those described in the reports filed with the SEC and elsewhere in this Form 8-K. We disclaim any obligation to update publicly any forward-looking statements, whether in response to new information, future events, or otherwise, except as required by applicable law.
Item 9.01. Financial Statements and Exhibits.
(d)Exhibits.
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Exhibit No. | | Description |
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99.1 | | |
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99.2 | | |
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104 | | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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| PORCH GROUP, INC. |
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| By: | /s/ Shawn Tabak |
| | Name: | Shawn Tabak |
| | Title: | Chief Financial Officer |
Date: August 6, 2024
Porch Group Reports Second Quarter 2024 Results
Solid performance in the second quarter
SEATTLE, August 6, 2024 (BUSINESS WIRE) – Porch Group, Inc. (“Porch Group” or “the Company”) (NASDAQ: PRCH), a homeowners insurance and vertical software platform, today reported second quarter results through June 30, 2024, with total revenue of $110.8 million, which increased 12% compared to the prior year. GAAP net loss was $64.3 million, an improvement of $22.6 million compared to the prior year, and Adjusted EBITDA Loss was $34.8 million, an improvement of $8.4 million compared to the prior year.
CEO Summary
“The team delivered a solid performance this quarter. Despite a May hurricane-like event in Houston with 100 miles per hour sustained winds that caused catastrophic weather claims worse than historic experiences and expectations, our results are still broadly in line with plan and showed solid year-over-year improvement. Our insurance profitability actions continued to result in attritional losses performing better than anticipated and substantial improvement in our gross combined ratio year-over-year,” said Matt Ehrlichman, Chief Executive Officer, Chairman and Founder. “Our focus remains on deepening our long-term competitive moat by expanding our data platform, monetizing data products such as Home Factors in the market, and executing the reciprocal exchange to structure our insurance operation in a way we believe scales rapidly and profitability with lower volatility. We are excited about the announcement of having filed the updated reciprocal application, with a targeted 2024 approval. We remain focused on building long-term value for our shareholders and are very excited about how the years ahead are shaping up.”
Second Quarter 2024 Financial Results
•Total revenue of $110.8 million, an increase of 12% or $12.1 million compared to prior year (second quarter 2023: $98.8 million), driven by the Insurance segment, including a 28% increase in premium per policy and lower reinsurance ceding.
•Revenue less cost of revenue of $19.2 million, 17% of total revenue (second quarter 2023: $17.4 million, 18% of total revenue). Vertical Software Segment margin improved ~800bps, driven by price increases and strong cost control. In the Insurance Segment attritional losses were better than anticipated, offsetting the severe Houston catastrophic event in the second quarter.
•GAAP net loss of $64.3 million, compared to a GAAP net loss of $87.0 million for the second quarter of 2023.
•Adjusted EBITDA Loss of $34.8 million, a $8.4 million improvement from the prior year (second quarter 2023: loss of $43.1 million), driven by the Insurance segment, SaaS price increases and strong cost control.
•Gross written premium for the quarter in our Insurance segment was $117 million with approximately 232 thousand policies in force.
•$409.8 million cash, cash equivalents, and investments at June 30, 2024.
Second Quarter 2024 Operational Highlights
•21% attritional loss ratio, an improvement from 35% in the prior year, driven by the insurance profitability actions.
•The second quarter, which historically has been the highest claims quarter for the insurance business, realized substantial improvement in its Gross Combined Ratio, from 180% in Q2 2023 to 124% in Q2 2024, despite increased catastrophic weather driven by the May Houston wind event.
•Approved in 13 states to use Porch's unique property data to improve underwriting risk accuracy.
•Launched Home Factors data products formally to the market with strong early momentum.
•Warranty business launched Surge Protection product, with early sales conversion demonstrating good demand.
•Porch recertified as a Great Place to Work.
The following tables present financial highlights of the Company’s second quarter 2024 results compared to the second quarter results of 2023 (dollars are in millions):
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Second Quarter 2024 (unaudited) | | Insurance | | Vertical Software | | Corporate | | Consolidated |
Revenue | | $ | 78.3 | | | $ | 32.6 | | | $ | — | | | $ | 110.8 | |
Year-over-year growth | | 22 % | | (5) | % | | — % | | 12 % |
Revenue less cost of revenue | | $ | (8.0) | | | $ | 27.2 | | | $ | — | | | $ | 19.2 | |
Year-over-year growth | | (4) | % | | 6 | % | | — % | | 10 | % |
As % of revenue | | (10) | % | | 83 % | | — % | | 17 % |
GAAP net loss | | | | | | | | $ | (64.3) | |
Adjusted EBITDA (loss) | (1) | $ | (27.3) | | | $ | 4.8 | | | $ | (12.2) | | | $ | (34.8) | |
Adjusted EBITDA (loss) as a percent of revenue | (2) | (35) | % | | 15 | % | | — % | | (31) | % |
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Second Quarter 2023 (unaudited) | | Insurance | | Vertical Software | | Corporate | | Consolidated |
Revenue | | $ | 64.3 | | | $ | 34.4 | | | $ | — | | | $ | 98.8 | |
Revenue less cost of revenue | | $ | (8.3) | | | $ | 25.7 | | | $ | — | | | $ | 17.4 | |
As % of revenue | | (13) | % | | 75 | % | | — % | | 18 | % |
GAAP net loss | | | | | | | | $ | (87.0) | |
Adjusted EBITDA (loss) | (1) | $ | (31.2) | | | $ | 1.8 | | | $ | (13.8) | | | $ | (43.1) | |
Adjusted EBITDA (loss) as a percent of revenue | (2) | (48) | % | | 5 | % | | — % | | (44) | % |
____________________________________________(1)See Non-GAAP Financial Measures section for the definition and Adjusted EBITDA (loss) table for the reconciliation to GAAP net income (loss)
(2)Adjusted EBITDA (loss) as a percent of revenue is calculated as Adjusted EBITDA (loss) divided by Revenue
The following table presents the Company’s key performance indicators(1).
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| | Three Months Ended June 30, |
(unaudited) | | 2024 | | 2023 | | % Change |
Gross Written Premium (in millions) | | $ | 117 | | | $ | 143 | | | (19) | % |
Policies in Force (in thousands) | | 232 | | 358 | | (35) | % |
Annualized Revenue per Policy (unrounded) | | $ | 1,348 | | | $ | 517 | | | 161 % |
Annualized Premium per Policy (unrounded) | | $ | 2,059 | | | $ | 1,603 | | | 28 % |
Premium Retention Rate | | 88% | | 104% | | |
Gross Loss Ratio | | 117% | | 120% | | |
Average Companies in Quarter (unrounded) | | 29,494 | | 30,691 | | (4) % |
Average Monthly Revenue per Account in Quarter (unrounded) | | $ | 1,253 | | | $ | 1,073 | | | 17 % |
Monetized Services (unrounded) | | 231,209 | | 244,605 | | (5) | % |
Average Quarterly Revenue per Monetized Service (unrounded) | | $ | 395 | | | $ | 331 | | | 19 % |
_____________________________________
(1)Definitions of the key performance indicators presented in this table are included on page 10 of this release.
Balance Sheet Information (unaudited)
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(dollars are in millions) | | June 30, 2024 | | December 31, 2023 | | Change |
Cash and cash equivalents | | $ | 274.2 | | | $ | 258.4 | | | 6% |
Investments | | 135.6 | | | 139.2 | | | (3%) |
Cash, cash equivalents, and investments | | $ | 409.8 | | | $ | 397.6 | | | 3% |
The Company ended the second quarter of 2024 with cash, cash equivalents, and investments of $409.8 million. Of this amount, Homeowner's of America (“HOA”), Porch's insurance carrier, held cash and cash equivalents of $194.7 million and investments of $98.1 million. Excluding HOA, Porch held $117.0 million of cash, cash equivalents, and investments. In addition, the Company ended the second quarter of 2024 with $11.1 million of restricted cash and cash equivalents, primarily for the captive and warranty businesses. Porch Group also holds a $49 million surplus note from HOA.
As of June 30, 2024, outstanding principal for convertible debt was $550.3 million. This includes $333.3 million of the 6.75% Senior Secured Convertible Notes due October 2028 (the “2028 Notes”) and $217.0 million of 0.75% Convertible Senior Notes due September 2026 (the “2026 Notes”).
Post Balance Sheet Events
On July 29, 2024, we filed a new and updated application to form and license a Texas reciprocal exchange (the “Reciprocal”) with the Texas Department of Insurance (“TDI”). If approved by the TDI, our insurance underwriting business will be sold to the Reciprocal for an increased surplus note, with then all homeowner insurance underwriting being performed within the Reciprocal. A Porch subsidiary would serve as the operator (or “attorney-in-fact”) for the Reciprocal. In that role it would perform underwriting, claims, and management services for the Reciprocal and receive a management fee calculated as a percentage of its premiums. Porch subsidiaries would act as general agents for the Reciprocal and HOA and would receive fees and commissions. There can be no assurance that the Reciprocal will receive regulatory approval, and if obtained, that the approval would be based on terms as proposed or subject to additional requirements that may not be acceptable to us. If approved, we intend to launch Porch Insurance, a new brand and product to be offered by the Reciprocal, including unique benefits for consumers such as a free 90-day warranty and proprietary discounts to customers within the Porch ecosystem.
Along with the reciprocal exchange application, Porch contributed a cumulative approximately 18.3 million Porch Group common stock shares into HOA to support this critical planned transition. This contribution helps to bolster HOA’s balance sheet strength and rating after Q2 2024 weather impacted surplus. In addition, the contribution strengthens HOA's long-term surplus position, which better positions HOA for any future third-party surplus note capital-raising efforts, and, importantly, it is expected to support premium growth in 2025 and beyond. See Note 8 of the second quarter 2024 10Q for further information on our contributions to HOA.
Full Year 2024 Financial Outlook
Porch Group provides full year 2024 guidance based on current market conditions and expectations as of the date of this release.
Our updated profit guidance is primarily driven by three items:
•In Q2 2024 we saw strong performance against the things that we can control, including underwriting performance and related attritional losses in our insurance business, price increases in our software business, and strong cost control.
This has been offset by two 1 in 10 year catastrophic weather events, which fall outside the range of our typical expectations for catastrophic weather included in our original guidance.
•The first was a $23 million May Houston catastrophic event in Q2 2024.
•The second is Hurricane Beryl, which made landfall in Houston in the first week of July that we expect to have $30 million in claims cost of revenue net of reinsurance in Q3 2024.
Full year 2024 guidance is as follows:
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Full Year 2024 Guidance |
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Revenue $450m to $470m Growth of 5% to 9% (Unchanged) |
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Revenue Less Cost of Revenue $190m to $200m (Previously: $230m to $240m) |
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Adjusted EBITDA1 $(20)m to $(10)m (Previously: $2.5m to $12.5m) |
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Gross Written Premium2 $460m to $480m (Unchanged) |
Catastrophic weather further in excess of historical experiences, would create downside to the lower end of the range.
1Adjusted EBITDA is a non-GAAP measure.
22024 gross written premium (“GWP”) guidance is stated as the expected full-year GWP for 2024 and is the total premium written by our licensed insurance carrier(s) (before deductions for reinsurance) and premiums from our home warranty offerings (for the face value of one year’s premium). Note, full-year 2023 GWP included approximately $45 million from EIG placed with third party carriers. Post divestiture of EIG, any sales to third-party carriers is no longer included in GWP reporting.
Porch Group is not providing reconciliations of expected Adjusted EBITDA for future periods to the most directly comparable measures prepared in accordance with GAAP because the Company is unable to provide these reconciliations without unreasonable effort because certain information necessary to calculate such measures on a GAAP basis is unavailable or dependent on the timing of future events outside of the Company’s control.
Conference Call
Porch Group management will host a conference call today August 6, 2024, at 5:00 p.m. Eastern time (2:00 p.m. Pacific time). The call will be accompanied by a slide presentation available on the Investor Relations section of the Company’s website at ir.porchgroup.com. A question-and-answer session will follow management’s prepared remarks.
All are invited to listen to the event by registering for the webinar, a replay of the webinar will also be available. See the Investor Relations section of the Porch Group’s corporate website at ir.porchgroup.com.
About Porch Group
Porch Group, Inc. (“Porch”) is a homeowners insurance and vertical software platform. Porch's strategy to win in homeowners insurance is to leverage unique data for advantaged underwriting, provide the best services for homebuyers, and protect the whole home. The long-term competitive moats that create this differentiation come from Porch's leadership in home services software-as-a-service and its deep relationships with approximately 30 thousand companies that are key to the home-buying transaction, such as home inspectors, mortgage, and title companies.
To learn more about Porch, visit ir.porchgroup.com.
Investor Relations Contact
Lois Perkins, Head of Investor Relations
Porch Group, Inc.
Loisperkins@porch.com
Forward-Looking Statements
Certain statements in this release may be considered forward-looking statements as defined by the Private Securities Litigation Reform Act of 1995. These statements are based on the beliefs and assumptions of management. Although we believe that our plans, intentions, and expectations reflected in or suggested by these forward-looking statements are reasonable, we cannot assure you that we will achieve or realize these plans, intentions, or expectations. Forward-looking statements are inherently subject to risks, uncertainties, and assumptions. Generally, statements that are not historical facts, including statements concerning our possible or assumed future actions, business strategies, events, or results of operations, are forward-looking statements. These statements may be preceded by, followed by, or include the words “believe,” “estimate,” “expect,” “project,” “forecast,” “may,” “will,” “should,” “seek,” “plan,” “scheduled,” “anticipate,” “intend,” or similar expressions.
Forward-looking statements are not guarantees of performance. You should not put undue reliance on these statements which speak only as of the date herein. Unless specifically indicated otherwise, the forward-looking statements in this Quarterly Report do not reflect the potential impact of any divestitures, mergers, acquisitions, or other business combinations that have not been completed as of the date of this filing. You should understand that the following important factors, among others, could affect our future results and could cause those results or other outcomes to differ materially from those expressed or implied in our forward-looking statements:
(1)expansion plans and opportunities, and managing growth, to build a consumer brand;
(2)the incidence, frequency, and severity of weather events, extensive wildfires, and other catastrophes;
(3)economic conditions, especially those affecting the housing, insurance, and financial markets;
(4)expectations regarding revenue, cost of revenue, operating expenses, and the ability to achieve and maintain future profitability;
(5)existing and developing federal and state laws and regulations, including with respect to insurance, warranty, privacy, information security, data protection, and taxation, and management’s interpretation of and compliance with such laws and regulations;
(6)our reinsurance program, which includes the use of a captive reinsurer, the success of which is dependent on a number of factors outside management’s control, along with reliance on reinsurance to protect against loss;
(7)the possibility that a decline in our share price would result in a negative impact to our insurance carrier subsidiary’s, Homeowners of America Insurance Company (“HOA”), surplus position and may require further financial support to enable HOA to meet applicable regulatory requirements and maintain financial stability rating;
(8)the uncertainty and significance of the known and unknown effects on our insurance carrier subsidiary, Homeowners of America Insurance Company (“HOA”), and us due to the termination of a reinsurance contract following of fraud committed by Vesttoo Ltd. (“Vesttoo”), including, but not limited to, the outcome of Vesttoo’s Chapter 11 bankruptcy proceedings; our ability to successfully pursue claims arising out of the fraud, the costs associated with pursuing the claims, and the timeframe associated with any recoveries; HOA's ability to obtain and maintain adequate reinsurance coverage against excess losses; HOA’s ability to stay out of regulatory supervision and maintain its financial stability rating; and HOA’s ability to maintain a healthy surplus
(9)uncertainties related to regulatory approval of insurance rates, policy forms, insurance products, license applications, acquisitions of businesses, or strategic initiatives, including the reciprocal restructuring, and other matters within the purview of insurance regulators (including the discount associated with the shares contributed to HOA);
(10)the ability to consummate the proposed formation of the reciprocal exchange and the satisfaction of the conditions precedent to consummation of the proposed formation of such exchange, including the ability to secure regulatory approvals (on a state by state basis and initially in Texas) on the terms expected, at all or in a timely manner;
(11)our ability to successfully operate its businesses alongside a reciprocal exchange;
(12)our ability to implement our plans, forecasts and other expectations with respect to the reciprocal exchange business after the completion of the formation and to realize expected synergies and/or convert policyholders from its existing insurance carrier business into policyholders of the reciprocal exchange;
(13)potential business disruption following the formation of the reciprocal exchange;
(14)reliance on strategic, proprietary relationships to provide us with access to personal data and product information, and the ability to use such data and information to increase transaction volume and attract and retain customers;
(15)the ability to develop new, or enhance existing, products, services, and features and bring them to market in a timely manner;
(16)changes in capital requirements, and the ability to access capital when needed to provide statutory surplus;
(17)our ability to timely repay our outstanding indebtedness;
(18)the increased costs and initiatives required to address new legal and regulatory requirements arising from developments related to cybersecurity, privacy, and data governance and the increased costs and initiatives to protect against data breaches, cyber-attacks, virus or malware attacks, or other infiltrations or incidents affecting system integrity, availability, and performance;
(19)retaining and attracting skilled and experienced employees;
(20)costs related to being a public company; and
(21)other risks and uncertainties discussed in Part II, Item 1A, “Risk Factors,” in the Company’s Annual Report on Form 10-K for the year ended December 31, 2023, as well as those discussed in Part II, Item 1A, “Risk Factors,” in the Company’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2024 and in subsequent reports filed with the Securities and Exchange Commission (“SEC”), all of which are available on the SEC’s website at www.sec.gov.
We caution you that the foregoing list may not contain all the risks to forward-looking statements made in this release.
You should not rely upon on forward-looking statements as predictions of future events. We have based the forward-looking statements contained in this release primarily on our current expectations and projections about future events and trends we believe may affect our business, financial condition, results of operations and prospects. The outcome of the events described in these forward-looking statements is subject to risks, uncertainties, and other factors, including those described above and elsewhere in this release. We disclaim any obligation to update publicly any forward-looking statements, whether in response to new information, future events, or otherwise, except as required by applicable law.
Non-GAAP Financial Measures
This release includes non-GAAP financial measures, such as Adjusted EBITDA (Loss) and Adjusted EBITDA (Loss) as a percent of revenue.
We define Adjusted EBITDA (Loss) as net income (loss) adjusted for interest expense; income taxes; depreciation and amortization; gain or loss on extinguishment of debt; other expense (income), net; impairments of intangible assets and goodwill; impairments of property, equipment, and software; stock-based compensation expense; mark-to-market gains or losses recognized on changes in the value of contingent consideration arrangements, earnouts, warrants, and derivatives; restructuring costs; acquisition and other transaction costs; and non-cash bonus expense. Adjusted EBITDA (Loss) as a percent of revenue is defined as Adjusted EBITDA (Loss) divided by total revenue.
Our management uses these non-GAAP financial measures as supplemental measures of our operating and financial performance, for internal budgeting and forecasting purposes, to evaluate financial and strategic planning matters, and to establish certain performance goals for incentive programs. We believe that the use of these non-GAAP financial measures provides investors with useful information to evaluate our operating and financial performance and trends and in comparing our financial results with competitors, other similar companies and companies across different industries, many of which present similar non-GAAP financial measures to investors. However, our definitions and methodology in calculating these non-GAAP measures may not be comparable to those used by other companies. In addition, we may modify the presentation of these non-GAAP financial measures in the future, and any such modification may be material.
You should not consider these non-GAAP financial measures in isolation, as a substitute to or superior to financial performance measures determined in accordance with GAAP. The principal limitation of these non-GAAP financial measures is that they exclude specified income and expenses, some of which may be significant or material, that are required by GAAP to be recorded in our consolidated financial statements. We may also incur future income or expenses similar to those excluded from these non-GAAP financial measures, and the presentation of these measures should not be construed as an inference that future results will be unaffected by unusual or non-recurring items. In addition, these non-GAAP financial measures reflect the exercise of management judgment about which income and expense are included or excluded in determining these non-GAAP financial measures.
You should review the tables accompanying this release for reconciliations of these non-GAAP financial measures to the most directly comparable GAAP financial measure. We are not providing reconciliations of non-GAAP financial measures for future periods to the most directly comparable measures prepared in accordance with GAAP. We are unable to provide these reconciliations without unreasonable effort because certain information necessary to calculate such measures on a GAAP basis is unavailable or dependent on the timing of future events outside of our control.
The following tables reconcile Net loss to Adjusted EBITDA (Loss) for the periods presented (dollar amounts in thousands):
| | | | | | | | | | | | | | | | | | | | | | | |
| Three Months Ended June 30, | | Six Months Ended June 30, |
(Unaudited) | 2024 | | 2023 | | 2024 | | 2023 |
Net loss | $ | (64,323) | | | $ | (86,963) | | | $ | (77,685) | | | $ | (125,703) | |
Interest expense | 10,326 | | | 8,775 | | | 21,113 | | | 10,963 | |
Income tax provision (benefit) | 688 | | | 29 | | | 866 | | | (82) | |
Depreciation and amortization | 6,202 | | | 6,214 | | | 12,519 | | | 12,229 | |
Gain on extinguishment of debt | — | | | (81,354) | | | (4,891) | | | (81,354) | |
Impairment loss on intangible assets and goodwill | — | | | 55,211 | | | — | | | 57,232 | |
Loss (gain) on reinsurance contract (1) | (1,095) | | | 48,244 | | | (1,106) | | | 48,244 | |
Impairment loss on property, equipment, and software | — | | | 254 | | | — | | | 254 | |
Stock-based compensation expense | 7,105 | | | 6,404 | | | 12,473 | | | 13,298 | |
Mark-to-market losses (gains) | 5,405 | | | 279 | | | 5,398 | | | (220) | |
Other income, net (2) | (704) | | | (1,578) | | | (22,206) | | | (2,340) | |
Restructuring costs (3) | 1,635 | | | 1,093 | | | 1,792 | | | 2,077 | |
Acquisition and other transaction costs | (12) | | | 258 | | | 166 | | | 386 | |
Non-cash bonus expense | — | | | — | | | — | | | — | |
Adjusted EBITDA (Loss) | $ | (34,773) | | | $ | (43,134) | | | $ | (51,561) | | | $ | (65,016) | |
Adjusted EBITDA (Loss) as a percentage of revenue | (31) | % | | (44) | % | | (23) | % | | (35) | % |
______________________________________
(1)See Note 10 in the notes to unaudited condensed consolidated financial statements.
(2)Difference from Other Income, net in Condensed Consolidated Statements of Operations and Comprehensive Loss is primarily due to a portion of the income resulting from the Aon business collaboration agreement, disclosed in Note 10, that is not a non-GAAP adjustment.
(3)Primarily consists of costs related to forming a reciprocal exchange and share contributions to HOA (see Note 8).
| | | | | | | | | | | | | | | | | | | | | | | |
| Three Months Ended June 30, | | Six Months Ended June 30, |
(Unaudited) | 2024 | | 2023 | | 2024 | | 2023 |
Segment Adjusted EBITDA (Loss) | | | | | | | |
Vertical Software | $ | 4,778 | | | $ | 1,816 | | | $ | 5,901 | | | $ | 1,420 | |
Insurance | (27,320) | | | (31,181) | | | (30,205) | | | (38,366) | |
Subtotal | (22,542) | | | (29,365) | | | (24,304) | | | (36,946) | |
Corporate and other | (12,231) | | | (13,769) | | | (27,257) | | | (28,070) | |
Adjusted EBITDA (Loss) | $ | (34,773) | | | $ | (43,134) | | | $ | (51,561) | | | $ | (65,016) | |
The following table presents Segment Adjusted EBITDA (Loss) as a percentage of segment revenue for the periods presented:
| | | | | | | | | | | | | | | | | | | | | | | |
| Three Months Ended June 30, | | Six Months Ended June 30, |
(Unaudited) | 2024 | | 2023 | | 2024 | | 2023 |
Segment Adjusted EBITDA (Loss) as a Percentage of Revenue | | | | |
Vertical Software | 14.7 % | | 5.3 % | | 9.8 % | | 2.3 % |
Insurance | (34.9) | % | | (48.5) | % | | (18.2) | % | | (31.2) | % |
Key Performance Indicators
In the management of these businesses, we identify, measure and evaluate various operating metrics. The key performance measures and operating metrics used in managing the businesses are discussed below. These key performance measures and operating metrics are not prepared in accordance with generally accepted accounting principles in the United States (“GAAP”) and may not be comparable to or calculated in the same way as other similarly titled measures and metrics used by other companies.
Gross Written Premium — We define Gross Written Premium as the total premium written by our licensed insurance carrier(s) (before deductions for reinsurance); premiums from our home warranty offerings (for the face value of one year’s premium); and premiums of policies placed with third-party insurance companies for which we earn a commission.
Policies in Force — We define Policies in Force as the number of in-force policies at the end of the period for the Insurance segment, including policies and warranties written by us and policies and warranties written by third parties for which we earn a commission.
Annualized Revenue per Policy — We define Annualized Revenue per Policy as quarterly revenue for the Insurance segment, divided by the number of Policies in Force in the Insurance segment, multiplied by four.
Annualized Premium per Policy — We define Annualized Premium per Policy as the total direct earned premium for HOA, our insurance carrier, divided by the number of active insurance policies at the end of the period, multiplied by four.
Premium Retention Rate — We define Premium Retention Rate as the ratio of our insurance carrier’s renewed premiums over the last four quarters to base premiums, which is the sum of the preceding year’s premiums that either renewed or expired.
Gross Loss Ratio — We define Gross Loss Ratio as our insurance carrier’s gross losses divided by the gross earned premium for the respective period on an accident year basis.
Average Companies in Quarter — We define Average Companies in Quarter as the straight-line average of the number of companies as of the end of period compared with the beginning of period across all of our home services verticals that (i) generate recurring revenue and (ii) generated revenue in the quarter. For new acquisitions, the number of companies is determined in the initial quarter based on the percentage of the quarter the acquired business is a part of Porch.
Average Monthly Revenue per Account in Quarter — We view our ability to increase revenue generated from existing customers as a key component of our growth strategy. Average Monthly Revenue per Account in Quarter is defined as the average revenue per month generated across all home services company customer accounts in a quarterly period. Average Monthly Revenue per Account in Quarter is derived from all customers and total revenue.
Monetized Services — We connect consumers with home services companies nationwide and offer a full range of products and services where homeowners can, among other things: (1) compare and buy home insurance policies (along with auto, flood and umbrella policies) and warranties with competitive rates and coverage; (2) arrange for a variety of services in connection with their move, from labor to load or unload a truck to full-service, long-distance moving services; (3) discover and install home automation and security systems; (4) compare internet and television options for their new home; (5) book small handyman jobs at fixed, upfront prices with guaranteed quality; and (6) compare bids from home improvement professionals who can complete bigger jobs. We track the number of monetized services performed through our platform each quarter and the revenue generated per service performed in order to measure market penetration with homebuyers and homeowners and our ability to deliver high-revenue services within those groups. Monetized Services is defined as the total number of services from which we generated revenue, including, but not limited to, new and renewing insurance and warranty customers, completed moving jobs, security installations, TV/Internet installations or other home projects, measured over the period.
Average Quarterly Revenue per Monetized Service — We believe that shifting the mix of services delivered to homebuyers and homeowners toward higher revenue services is an important component of our growth strategy. Average Quarterly Revenue per Monetized Service is the average revenue generated per monetized service performed in a quarterly period. When calculating Average Quarterly Revenue per Monetized Service, average revenue is defined as total quarterly service transaction revenues generated from monetized services.
PORCH GROUP, INC.
Condensed Consolidated Balance Sheets (Unaudited)
(all numbers in thousands)
| | | | | | | | | | | |
| June 30, 2024 | | December 31, 2023 |
Assets | | | |
Current assets | | | |
Cash and cash equivalents | $ | 274,246 | | | $ | 258,418 | |
Accounts receivable, net | 21,437 | | | 24,288 | |
Short-term investments | 34,152 | | | 35,588 | |
Reinsurance balance due | 104,730 | | | 83,582 | |
Prepaid expenses and other current assets | 18,168 | | | 13,214 | |
Deferred policy acquisition costs | 16,279 | | | 27,174 | |
Restricted cash and cash equivalents | 11,119 | | | 38,814 | |
Total current assets | 480,131 | | | 481,078 | |
Property, equipment, and software, net | 19,278 | | | 16,861 | |
Goodwill | 191,907 | | | 191,907 | |
Long-term investments | 101,409 | | | 103,588 | |
Intangible assets, net | 77,800 | | | 87,216 | |
| | | |
Other assets | 5,581 | | | 18,743 | |
Total assets | $ | 876,106 | | | $ | 899,393 | |
| | | |
Liabilities and Stockholders' Deficit | | | |
Current liabilities | | | |
Accounts payable | $ | 3,134 | | | $ | 8,761 | |
Accrued expenses and other current liabilities | 45,536 | | | 59,396 | |
Deferred revenue | 223,202 | | | 248,683 | |
Refundable customer deposits | 14,480 | | | 17,980 | |
Current debt | 150 | | | 244 | |
Losses and loss adjustment expense reserves | 133,220 | | | 95,503 | |
Other insurance liabilities, current | 67,200 | | | 31,585 | |
Total current liabilities | 486,922 | | | 462,152 | |
Long-term debt | 436,635 | | | 435,495 | |
| | | |
| | | |
| | | |
| | | |
Other liabilities | 54,458 | | | 37,429 | |
Total liabilities | 978,015 | | | 935,076 | |
Commitments and contingencies | | | |
Stockholders' deficit | | | |
Common stock | 10 | | | 10 | |
| | | |
| | | |
Additional paid-in capital | 702,720 | | | 690,223 | |
Accumulated other comprehensive loss | (4,898) | | | (3,860) | |
Accumulated deficit | (799,741) | | | (722,056) | |
Total stockholders' deficit | (101,909) | | | (35,683) | |
Total liabilities and stockholders' deficit | $ | 876,106 | | | $ | 899,393 | |
PORCH GROUP, INC.
Condensed Consolidated Statements of Operations (Unaudited)
(all numbers in thousands except per share amounts)
| | | | | | | | | | | | | | | | | | | | | | | |
| Three Months Ended June 30, | | Six Months Ended June 30, |
| 2024 | | 2023 | | 2024 | | 2023 |
Revenue | $ | 110,844 | | $ | 98,765 | | $ | 226,287 | | $ | 186,134 |
Operating expenses: | | | | | | | |
Cost of revenue | 91,646 | | 81,330 | | 167,490 | | 132,605 |
Selling and marketing | 33,197 | | 34,637 | | 67,145 | | 67,222 |
Product and technology | 14,731 | | 15,495 | | 28,651 | | 29,445 |
General and administrative | 24,371 | | 22,779 | | 50,629 | | 48,608 |
Provision for (recovery of) doubtful accounts | (622) | | 48,718 | | (481) | | 48,955 |
Impairment loss on intangible assets and goodwill | — | | 55,211 | | — | | 57,232 |
Total operating expenses | 163,323 | | 258,170 | | 313,434 | | 384,067 |
Operating income (loss) | (52,479) | | (159,405) | | (87,147) | | (197,933) |
Other income (expense): | | | | | | | |
Interest expense | (10,326) | | (8,775) | | (21,113) | | (10,963) |
| | | | | | | |
Change in fair value of private warrant liability | 1,451 | | 15 | | 1,026 | | 360 |
Change in fair value of derivatives | (8,207) | | (2,950) | | (6,724) | | (2,950) |
Gain on extinguishment of debt | — | | 81,354 | | 4,891 | | 81,354 |
Investment income and realized gains, net of investment expenses | 3,526 | | 1,249 | | 7,170 | | 2,007 |
Other income, net | 2,400 | | 1,578 | | 25,078 | | 2,340 |
Total other income (expense) | (11,156) | | 72,471 | | 10,328 | | 72,148 |
Loss before income taxes | (63,635) | | (86,934) | | (76,819) | | (125,785) |
Income tax provision | (688) | | (29) | | (866) | | 82 |
Net loss | $ | (64,323) | | $ | (86,963) | | (77,685) | | (125,703) |
| | | | | | | |
Net loss per share - basic and diluted | $ | (0.65) | | $ | (0.91) | | $ | (0.79) | | $ | (1.32) |
| | | | | | | |
Shares used in computing basic and diluted net loss per share | 99,193 | | 95,732 | | 98,353 | | 95,472 |
The following table summarizes the classification of stock-based compensation expense in the unaudited consolidated statements of operations.
| | | | | | | | | | | | | | | | | | | | | | | |
| Three Months Ended June 30, | | Six Months Ended June 30, |
| 2024 | | 2023 | | 2024 | | 2023 |
Selling and marketing | $ | 710 | | | $ | 896 | | | $ | 1,404 | | | $ | 1,941 | |
Product and technology | 1,426 | | | 1,254 | | | 2,521 | | | 2,703 | |
General and administrative | 4,969 | | | 4,254 | | | 8,548 | | | 8,654 | |
Total stock-based compensation expense | $ | 7,105 | | | $ | 6,404 | | | $ | 12,473 | | | $ | 13,298 | |
PORCH GROUP, INC.
Condensed Consolidated Statements of Cash Flows (Unaudited)
(all numbers in thousands)
| | | | | | | | | | | |
| Six Months Ended June 30, |
| 2024 | | 2023 |
Cash flows from operating activities: | | | |
Net loss | $ | (77,685) | | | $ | (125,703) | |
Adjustments to reconcile net loss to net cash used in operating activities | | | |
Depreciation and amortization | 12,519 | | | 12,229 | |
Provision for (recovery of) doubtful accounts | (481) | | | 48,955 | |
Impairment loss on intangible assets and goodwill | — | | | 57,232 | |
Gain on extinguishment of debt | (4,891) | | | (81,354) | |
Loss on divestiture of business | 5,331 | | | — | |
Change in fair value of private warrant liability | (1,026) | | | (360) | |
Change in fair value of contingent consideration | (300) | | | (2,810) | |
Change in fair value of derivatives | 6,724 | | | 2,950 | |
Stock-based compensation | 12,473 | | | 13,298 | |
Non-cash interest expense | 17,313 | | | 9,828 | |
Gain on settlement of contingent consideration | (14,930) | | | — | |
Other | (1,882) | | | 805 | |
Change in operating assets and liabilities, net of acquisitions and divestitures | | | |
Accounts receivable | (1,548) | | | 1,030 | |
Reinsurance balance due | (20,042) | | | (21,651) | |
| | | |
Deferred policy acquisition costs | 10,895 | | | (9,187) | |
Accounts payable | (5,627) | | | 2,929 | |
Accrued expenses and other current liabilities | (7,827) | | | (10,906) | |
Losses and loss adjustment expense reserves | 37,717 | | | 65,077 | |
Other insurance liabilities, current | 35,615 | | | 51,139 | |
Deferred revenue | (25,693) | | | (13,491) | |
Refundable customer deposits | (3,594) | | | (8,061) | |
Other assets and liabilities, net | 9,434 | | | (726) | |
Net cash used in operating activities | (17,505) | | | (8,777) | |
Cash flows from investing activities: | | | |
Purchases of property and equipment | (86) | | | (672) | |
Capitalized internal use software development costs | (5,458) | | | (4,735) | |
Purchases of short-term and long-term investments | (19,193) | | | (23,602) | |
Maturities, sales of short-term and long-term investments | 22,631 | | | 23,033 | |
Proceeds from sale of business | 10,870 | | | — | |
Acquisitions, net of cash acquired | — | | | (1,974) | |
Net cash provided by (used in) investing activities | 8,764 | | | (7,950) | |
Cash flows from financing activities: | | | |
| | | |
Proceeds from advance funding | — | | | 316 | |
Repayments of advance funding | — | | | (2,683) | |
Proceeds from issuance of debt | — | | | 116,667 | |
Repayments of principal | (3,150) | | | (10,150) | |
Cash paid for debt issuance costs | — | | | (4,610) | |
| | | |
| | | |
| | | |
| | | |
Repurchase of stock | — | | | (5,608) | |
Other | 24 | | | (960) | |
Net cash provided by (used in) financing activities | (3,126) | | | 92,972 | |
Net change in cash and cash equivalents & restricted cash and cash equivalents | $ | (11,867) | | | $ | 76,245 | |
Cash and cash equivalents & restricted cash and cash equivalents, beginning of period | $ | 297,232 | | | $ | 228,605 | |
Cash and cash equivalents & restricted cash and cash equivalents, end of period | $ | 285,365 | | | $ | 304,850 | |
Porch Group Files Reciprocal Exchange Application and Contributes PRCH Shares to HOA to Increase Surplus and Support Future Growth
SEATTLE, Aug 6, 2024 (BUSINESS WIRE) – Porch Group, Inc. (“Porch” or “the Company”) (NASDAQ: PRCH), a homeowners insurance and vertical software platform, today announced it has filed a new and updated application to form and license a Texas reciprocal insurance exchange (“Reciprocal”) with the Texas Department of Insurance (“TDI”). If approved and fully implemented as proposed, Homeowners of America Insurance Company (“HOA”), Porch’s homeowners insurance carrier, would be sold to the Reciprocal at inception resulting in all premiums, policies, and insurance underwriting being conducted through the Reciprocal1.
The formation of the Reciprocal is an important step in Porch’s long-term strategy to reduce its exposure to earnings volatility from its Insurance segment by mitigating direct exposure to insurance claims and weather events.
A reciprocal insurer is an insurance association owned by its policyholder-members who spread risk by pooling their risks together. This reciprocal exchange structure has been utilized by other homeowner insurance businesses such as Farmers Insurance and Erie Insurance. The day-to-day operations of the Reciprocal would be managed by a subsidiary of Porch, which would receive ongoing fees for originating and managing all day-to-day aspects of the homeowners insurance business for the Reciprocal.
Porch would support growth at the Reciprocal by continuing to reach homebuyers early and throughout the homebuying journey and leveraging access to homebuyer information and property data. Homeowners who purchase policies in the Reciprocal could receive unique benefits and value-added services from Porch.
Along with the reciprocal exchange application, Porch contributed approximately 18.3 million Porch Group common stock shares2 into HOA to support this planned transition. This contribution helps to bolster HOA’s balance sheet strength and rating after Q2 2024 weather impacted surplus. In addition, the contribution strengthens HOA's long-term surplus position, which better positions HOA for any future third-party surplus note capital-raising efforts, and, importantly, is expected to support premium growth in 2025 and beyond.
“Launching a reciprocal exchange is a significant step to reduce volatility, enable our insurance business to grow more effectively, and improve margins at Porch Group. We look forward to working with the TDI toward approval of the reciprocal application, positioning Porch and HOA to better serve Texas homeowners.” said Matt Ehrlichman, Chief Executive Officer. “A contribution of Porch Group equity increases HOA’s surplus in the near-term and is an important part of our long-term growth strategy. As we deliver on strategic initiatives, such as leveraging our unique data to grow premium profitably, we believe this should create value at Porch Group and thus contribute to capital growth at the carrier. This ultimately supports further premium growth and profitability at Porch.”
1 The Reciprocal application remains subject to review and approval by the TDI. Formation is subject to ongoing Porch and regulatory review in context of broader capital and operating environment and the decision to proceed remains within the Company’s discretion.
2 Porch intends to file a registration statement with the Securities and Exchange Commission in the near term to register the shares of common stock contributed to HOA to comply with regulatory requirements.
About Porch Group
Porch Group, Inc., ("Porch") is a homeowners insurance and vertical software platform. Porch's strategy to win in homeowners insurance is to leverage unique data for advantaged underwriting, provide the best services for homebuyers, and protect the whole home. The long-term competitive moats that create this differentiation come from Porch's leadership in home services software-as-a-service and its deep relationships with approximately 30 thousand companies that are key to the home-buying transaction, such as home inspectors, mortgage, and title companies.
To learn more about Porch, visit ir.porchgroup.com.
Investor Relations Contact:
Lois Perkins, Head of Investor Relations
Porch Group, Inc.
Loisperkins@porch.com
Forward-Looking Statements
Certain statements in this release may be considered “forward-looking statements” within the meaning of the “safe harbor” provisions of the United States Private Securities Litigation Reform Act of 1995. These statements are based on the beliefs and assumptions of management. Although we, Porch Group, Inc., believe that our plans, intentions, and expectations reflected in or suggested by these forward-looking statements are reasonable, we cannot assure you that we will achieve or realize these plans, intentions, or expectations. Forward-looking statements are inherently subject to risks, uncertainties, and assumptions. Generally, statements that are not historical facts, including statements concerning our possible or assumed future actions, business strategies, events, results of operations, or financial condition, are forward-looking statements. These statements may be, but are not always, preceded by, followed by, or include the words “believe,” “estimate,” “expect,” “project,” “forecast,” “may,” “will,” “should,” “seek,” “plan,” “scheduled,” “anticipate,” “intend,” or similar expressions.
Forward-looking statements are not guarantees of performance or occurrence. You should not put undue reliance on these statements which speak only as of the date hereof, and include statements relating to our strategic initiatives, value-creating benefits of the contribution, benefits to surplus and creation of a buffer against volatility, capital/surplus position, premium growth, future share contributions, voting and quorum rights of contributed shares, valuation of the contributed shares and any discount applied, the filing of a registration statement for and registration of the contributed shares, expectations that HOA will not resell or otherwise transfer the shares, the conditions under which the contributed shares may be sold or transferred, financial performance (including profits and margins), any expectations regarding increases in share price, and the potential formation of a new reciprocal exchange, including its capital, financial and operational impact. You should understand that the following important factors, among others, could affect our future results and condition and could cause those results, condition or other outcomes to differ materially from those expressed or implied in our forward-looking statements:
•the incidence, frequency, and severity of weather events, extensive wildfires, and other catastrophes, including those occurring during our second quarter;
•economic conditions, especially those affecting the housing, insurance, and financial markets;
•expectations regarding revenue, cost of revenue, operating expenses, and the ability to achieve and maintain future profitability;
•existing and developing federal and state laws and regulations, including with respect to insurance, warranty, privacy, information security, data protection, and taxation, and management’s interpretation of and compliance with such laws and regulations;
•our reinsurance program, which includes the use of a captive reinsurer, the success of which is dependent on a number of factors outside management’s control, along with reliance on reinsurance to protect against loss;
•the possibility that a decline in our share price would result in a negative impact to HOA’s surplus position and may require further financial support to enable HOA to meet applicable regulatory requirements and maintain its financial stability rating;
•the uncertainty and significance of the known and unknown effects on our insurance carrier subsidiary, Homeowners of America Insurance Company (“HOA”), and us due to the termination of a reinsurance contract following the fraud committed by Vesttoo Ltd. (“Vesttoo”), including, but not limited to, the outcome of Vesttoo’s Chapter 11 bankruptcy proceedings; our ability to successfully pursue claims arising out of the fraud, the costs associated with pursuing the claims, and the timeframe associated with any recoveries; HOA's ability to obtain and maintain adequate reinsurance coverage against excess losses; HOA’s ability to stay out of regulatory supervision and maintain its financial stability rating; and HOA’s ability to maintain a healthy surplus;
•uncertainties related to regulatory approval of insurance rates, policy forms, insurance products, license applications, acquisitions of businesses, or strategic initiatives, including the reciprocal exchange restructuring, and other matters within the purview of insurance regulators (including the discount associated with the contributed shares);
•changes in capital requirements, and the ability to access capital when needed to provide statutory surplus;
•uncertainty related to the timing of the filing, review, and approval of the registration statement related to the contributed shares;
•our ability to timely repay our outstanding indebtedness;
•the ability of the Company and its affiliates to consummate the proposed formation of the reciprocal exchange and the satisfaction of the conditions precedent to consummation of the proposed formation of such exchange, including the ability to secure regulatory approvals (on a state by state basis and initially in Texas) on the terms expected, at all or in a timely manner;
•the ability of the Company to successfully operate its businesses alongside a reciprocal exchange;
•the ability of the Company to implement its plans, forecasts and other expectations with respect to the reciprocal exchange business after the completion of the formation and to realize expected synergies and/or convert policyholders from its existing insurance carrier business into policyholders of the reciprocal exchange;
•potential business disruption following the formation of the reciprocal exchange, as well as other risks and important factors detailed in our public filings with the Securities and Exchange Commission; and
•other risks and uncertainties discussed in Part I, Item 1A, “Risk Factors,” in our Annual Report on Form 10-K (“Annual Report”) for the year ended December 31, 2023, and in subsequent reports filed with the Securities and Exchange Commission (“SEC”), all of which are available on the SEC’s website at www.sec.gov.
We caution you that the foregoing list may not contain all of the risks to forward-looking statements made in this release.
You should not rely upon forward-looking statements as predictions of future events. We have based the forward-looking statements contained in this release primarily on our current expectations and projections about future events and trends that we believe may affect our business, financial condition, results of operations and prospects. The outcome of the events described in these forward-looking statements is subject to risks, uncertainties, and other factors, including those described in the reports filed with the SEC and elsewhere in this release. We disclaim any obligation to update publicly any forward-looking statements, whether in response to new information, future events, or otherwise, except as required by applicable law.
v3.24.2.u1
Document and Entity Information
|
Jul. 31, 2024 |
Cover [Abstract] |
|
Document Type |
8-K
|
Document Period End Date |
Jul. 31, 2024
|
Entity Registrant Name |
PORCH GROUP, INC.
|
Entity Incorporation, State or Country Code |
DE
|
Entity File Number |
001-39142
|
Entity Tax Identification Number |
83-2587663
|
Entity Address, Address Line One |
411 1st Avenue S.
|
Entity Address, Address Line Two |
Suite 501
|
Entity Address, City or Town |
Seattle
|
Entity Address, State or Province |
WA
|
Entity Address, Postal Zip Code |
98104
|
City Area Code |
855
|
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PRCH
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NASDAQ
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