0000950170-22-002348 | 10-K | XBRL Viewer

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Consolidated Balance Sheets - USD ($) $ in Thousands	Dec. 31, 2021	Dec. 31, 2020
Current assets
Cash and cash equivalents	$ 941,109	$ 968,691
Restricted cash	0	2,900
Accounts receivable, net	118,080	68,729
Prepaid expenses and other current assets	29,638	46,048
Total current assets	1,088,827	1,086,368
Property and equipment, net	21,612	23,057
Goodwill	329,696	261,116
Intangible assets, net	88,791	36,919
Capitalized software, net	44,987	19,800
Operating lease right-of-use assets	27,705	27,712
Deferred tax assets, net	0	13,117
Other assets	6,007	2,025
Total assets	1,607,625	1,470,114
Current liabilities
Accounts payable	17,501	10,291
Accrued expenses and other current liabilities	50,732	37,692
Current portion of debt	7,029	7,029
Operating lease liabilities, current	5,851	4,539
Total current liabilities	81,113	59,551
Debt, net	655,858	659,888
Operating lease liabilities, net of current portion	33,592	33,467
Deferred tax liabilities, net	244
Other liabilities	5,138	5,849
Total liabilities	775,945	758,755
Commitments and contingencies (Note 13)
Stockholders' equity
Preferred stock, $0.0001 par value; 50,000 shares authorized and zero shares issued and outstanding at December 31, 2021 and December 31, 2020	0	0
Common stock, $0.0001 par value; Class A: 2,000,000 shares authorized, 85,028 and 63,071 shares issued and outstanding at December 31, 2021 and December 31, 2020, respectively; and Class B: 1,000,000 shares authorized, 315,534 and 328,589 shares issued and outstanding at December 31, 2021 and December 31, 2020, respectively	40	39
Additional paid-in capital	2,247,347	2,101,773
Accumulated deficit	(1,415,707)	(1,390,453)
Total stockholders' equity	831,680	711,359
Total liabilities and stockholders' equity	$ 1,607,625	$ 1,470,114

Consolidated Balance Sheets (Parenthetical) - $ / shares	Dec. 31, 2021	Dec. 31, 2020	Sep. 25, 2020
Preferred stock, par value	$ 0.0001	$ 0.0001	$ 0.0001
Preferred stock, shares authorized	50,000,000	50,000,000	50,000,000.0
Preferred stock, shares issued	0	0
Preferred stock, shares outstanding	0	0
Common Class A
Common stock, par value	$ 0.0001	$ 0.0001
Common stock, shares authorized	2,000,000,000	2,000,000,000	2,000,000,000.0
Common stock, shares issued	85,028,000	63,071,000
Common stock, shares outstanding	85,028,000	63,071,000
Common Class B
Common stock, par value	$ 0.0001	$ 0.0001	$ 0.0001
Common stock, shares authorized	1,000,000,000	1,000,000,000	1,000,000,000.0
Common stock, shares issued	315,534,000	328,589,000
Common stock, shares outstanding	315,534,000	328,589,000

Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Revenue	$ 745,424	$ 550,700	$ 388,224
Costs and operating expenses:
Cost of revenue, exclusive of depreciation and amortization presented separately below	46,716	29,587	14,016
Product development and technology	125,860	61,816	29,300
Sales and marketing	370,217	255,135	176,967
General and administrative	154,686	461,451	14,692
Depreciation and amortization	34,539	18,430	13,573
Total costs and operating expenses	732,018	826,419	248,548
Operating income (loss)	13,406	(275,719)	139,676
Other expense, net:
Other (income) expense, net	0	(22)	2,967
Loss on extinguishment of debt	0	0	(4,877)
Interest income	(59)	(160)	(715)
Interest expense	23,642	27,913	49,569
Total other expense, net	23,583	27,731	56,698
(Loss) income before income taxes	(10,177)	(303,450)	82,978
Income tax (expense) benefit	(15,077)	9,827	(16,930)
Net (loss) income	(25,254)	(293,623)	66,048
Net (loss) income attributable to common stockholders:
Basic	(25,254)	(293,623)	42,441
Diluted	$ (25,254)	$ (293,623)	$ 42,745
(Loss) earnings per share:
Basic	$ (0.06)	$ (1.07)	$ 0.19
Diluted	$ (0.06)	$ (1.07)	$ 0.18
Weighted average shares used in computing (loss) earnings per share:
Basic	409,981	274,696	226,607
Diluted	409,981	274,696	231,209
Cost of Sales
Stock-based compensation included in costs and operating expenses:
Total stock-based compensation	$ 798	$ 184	$ 28
Research and Development Expense
Stock-based compensation included in costs and operating expenses:
Total stock-based compensation	35,090	10,937	1,775
Selling and Marketing Expense
Stock-based compensation included in costs and operating expenses:
Total stock-based compensation	20,645	8,789	1,268
General and Administrative Expense
Stock-based compensation included in costs and operating expenses:
Total stock-based compensation	$ 103,929	$ 377,375	$ 676

Consolidated Statements of Changes in Redeemable Convertible Preferred Stock and Stockholders' Equity (Deficit) - USD ($) $ in Thousands	Total	IPO Member	Private Placement	Redeemable Convertible Preferred Stock	Redeemable Convertible Preferred Stock IPO Member	Common Stock	Common Stock IPO Member	Class A and Class B Common Stock	Common Class A	Common Class A IPO Member	Common Class A Private Placement	Common Class B	Additional Paid-in Capital	Additional Paid-in Capital IPO Member	Additional Paid-in Capital Private Placement	Accumulated Deficit	Common Stock Common Stock	Common Stock Class A and Class B Common Stock
Redeemable convertible preferred stock, Beginning balance at Dec. 31, 2018				$ 737,009
Redeemable convertible preferred stock, Beginning balance, Shares at Dec. 31, 2018				126,046,000
Beginning balance at Dec. 31, 2018	$ (1,162,427)															$ (1,162,878)	$ 451
Beginning balance, Shares at Dec. 31, 2018						225,201,000
Stock options exercised	3,042					$ 5							$ 3,037
Stock options exercised, Shares						2,397,000
Issuance of common stock	1,623					$ 1							1,622
Issuance of common stock, Shares						273,000
Stock-based compensation	4,132												4,132
Restricted stock issuance						$ 3							(3)
Restricted stock issuance, Shares						1,879,000
Net (loss) income	66,048															66,048
Redeemable convertible preferred stock, Ending balance at Dec. 31, 2019				$ 737,009
Redeemable convertible preferred stock, Ending balance, Shares at Dec. 31, 2019				126,046,000
Ending balance at Dec. 31, 2019	(1,087,582)												8,788			(1,096,830)	$ 460
Ending balance, Shares at Dec. 31, 2019						229,750,000
Stock options exercised	10,831					$ 3							10,828
Stock options exercised, Shares						1,469,000		2,300,000
Issuance of common stock		$ 886,856	$ 100,000							$ 3				$ 886,853	$ 100,000
Issuance of common stock, Shares										28,615,000	3,030,000
Stock-based compensation	399,722												399,722
Redeemable convertible preferred stock, Conversion of redeemable convertible preferred stock to common stock	(737,009)	$ (736,757)			$ 737,009		$ (252)
Redeemable convertible preferred stock, Conversion of redeemable convertible preferred stock to common stock, Shares					126,046,000		(126,046,000)
Conversion of common stock into Class B common stock in connection with initial public offering						$ (715)						$ 36	679
Conversion of common stock into Class B common stock in connection with initial public offering, Shares						(357,265,000)						357,265,000
Vesting of restricted stock awards, Shares								1,252,000
Common stock withheld for tax obligations and net settlement	(83,575)												(83,575)
Common stock withheld for tax obligations and net settlement, Shares								(1,877,000)
Charitable stock donation	41,721												41,721
Charitable stock donation, Shares								1,075,000	1,100,000
Net (loss) income	(293,623)															(293,623)
Ending balance at Dec. 31, 2020	711,359												2,101,773			(1,390,453)		$ 39
Ending balance, Shares at Dec. 31, 2020								391,660,000
Stock options exercised	35,359							$ 1					35,358
Stock options exercised, Shares								7,282,000
Issuance of common stock, Shares											3,000.0
Stock-based compensation	168,171												168,171
Vesting of restricted stock awards, Shares								3,054,000
Common stock withheld for tax obligations and net settlement	(57,955)												(57,955)
Common stock withheld for tax obligations and net settlement, Shares								(1,434,000)
Net (loss) income	(25,254)															(25,254)
Redeemable convertible preferred stock, Ending balance at Dec. 31, 2021				$ 0
Redeemable convertible preferred stock, Ending balance, Shares at Dec. 31, 2021				0
Ending balance at Dec. 31, 2021	$ 831,680												$ 2,247,347			$ (1,415,707)		$ 40
Ending balance, Shares at Dec. 31, 2021								400,562,000

Consolidated Statements of Cash Flows - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Cash flows from operating activities
Net income (loss)	$ 25,254	$ (293,623)	$ 66,048
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
Depreciation and amortization	34,539	18,430	13,573
Loss on extinguishment of debt	0	0	(4,877)
Amortization of debt issuance costs	3,445	3,390	3,381
Non-cash operating lease expense	3,102	4,478	2,150
Stock-based compensation expense	160,462	397,285	3,747
Change in fair value of contingent consideration	0	2,068	0
Deferred income taxes	12,851	(10,910)	(5,674)
Loss on abandonment and impairment of operating lease assets	1,430	961	0
Charitable stock donation	0	41,721	0
Changes in operating assets and liabilities, net of effects of business acquisitions
Accounts receivable	(43,949)	(16,139)	(14,517)
Prepaid expenses and other assets	(17,060)	(40,935)	(102)
Accounts payable	4,207	2,154	515
Accrued expenses and other current liabilities	14,001	15,010	11,225
Operating lease liabilities	(2,404)	4,576	(2,309)
Other liabilities	(711)	2,875	168
Net cash provided by operating activities	178,779	131,341	83,286
Cash flows from investing activities
Purchase of property and equipment	(4,571)	(20,553)	(1,425)
Acquisitions, net of cash acquired	(140,268)	(55,793)	(31,306)
Capitalized software	(29,886)	(15,271)	(4,324)
Investment in minority equity interest	4,008	0	0
Net cash used in investing activities	(178,733)	(91,617)	(37,055)
Cash flows from financing activities
Proceeds from issuance of common stock in initial public offering, net of underwriting discounts and commissions	0	891,793	0
Proceeds from private placement with a related party	0	100,000	0
Proceeds from long-term debt	0	28,000	154,613
Payments on long-term debt	(7,029)	(35,029)	(211,845)
Payment of debt issuance costs and prepayment penalty	0	(1,306)	(2,214)
Payment for contingent consideration	(832)	0	0
Issuance of common stock	0	0	1,623
Payments of initial public offering issuance costs	0	(4,937)	0
Proceeds from exercise of stock options	35,021	5,343	3,042
Proceeds from early exercise of stock options	0	667	0
Employee taxes paid related to net share settlement of equity awards	(57,688)	(78,714)	0
Net cash (used in) provided by financing activities	(30,528)	905,817	(54,781)
Net change in cash, cash equivalents and restricted cash	30,482	945,541	(8,550)
Cash, cash equivalents and restricted cash
Beginning of period	971,591	26,050	34,600
End of period	941,109	971,591	26,050
Supplemental disclosure of cash flow information
Income taxes	18,105	29,228	19,400
Interest	20,198	24,517	48,443
Non cash investing and financing activities
Purchase of property and equipment included in accounts payable and accrued expenses and other current liabilities	0	2,100	0
Right-of-use assets obtained in exchange for new operating lease liabilities	2,910	234	29,493
Stock-based compensation included in capitalized software development costs	7,709	2,437	385
Capitalized software development costs in accounts payable and accrued expenses and other current liabilities	1,086	1,273	0
Conversion of preferred stock to common stock in connection with initial public offering	0	737,009	0
Reconciliation of cash, cash equivalents and restricted cash to the consolidated balance sheets
Cash and cash equivalents	941,109	968,691	26,050
Restricted cash	0	2,900	0
Total cash, cash equivalents and restricted cash	$ 941,109	$ 971,591	$ 26,050

Description of Business

12 Months Ended

Dec. 31, 2021

Description Of Business [Abstract]

Description of Business

1. Description of Business

GoodRx Holdings, Inc. was incorporated in September 2015 and has no material assets or standalone operations other than its ownership in its consolidated subsidiaries. GoodRx, Inc. (“GoodRx”), a Delaware corporation that was initially formed in September 2011, is a wholly-owned subsidiary of GoodRx Intermediate Holdings, LLC, which itself is a wholly-owned subsidiary of GoodRx Holdings, Inc.

GoodRx Holdings, Inc. and its subsidiaries (the “Company”) offer information and tools to help consumers compare prices and save on their prescription drug purchases. The Company operates a price comparison platform that provides consumers with curated, geographically relevant prescription pricing, and provides access to negotiated prices through GoodRx codes that can be used to save money on prescriptions across the United States (the “prescription transactions offering”). The services are free to consumers and the Company primarily earns revenue from its core business from pharmacy benefit managers (“PBMs”) that manage formularies and prescription transactions including establishing pricing between consumers and pharmacies. The Company also offers other healthcare products and services, including subscriptions, pharma manufacturer solutions and telehealth services.

Summary of Significant Accounting Policies

12 Months Ended

Dec. 31, 2021

Accounting Policies [Abstract]

Summary of Significant Accounting Policies

2. Summary of Significant Accounting Policies

Basis of Presentation

The accompanying consolidated financial statements have been prepared in conformity with U.S. generally accepted accounting principles (“GAAP”).

Principles of Consolidation

The consolidated financial statements include the financial statements of GoodRx Holdings, Inc., its wholly-owned subsidiaries and variable interest entities (“VIEs”) for which the Company is the primary beneficiary. Intercompany balances and transactions have been eliminated in consolidation. Results of businesses acquired are included in the Company’s consolidated financial statements from their respective dates of acquisition.

Consolidation of VIEs

The Company evaluates whether an entity in which it has a variable interest is considered a variable interest entity (“VIE”). VIEs are generally entities that have either a total equity investment that is insufficient to permit the entity to finance its activities without additional subordinated financial support, or whose equity investors lack the characteristics of a controlling financial interest (i.e., ability to make significant decisions through voting rights and a right to receive the expected residual returns of the entity or an obligation to absorb the expected losses of the entity).

Under the provisions of Accounting Standards Codification (“ASC”) 810, Consolidation, an entity consolidates a VIE if it is determined to be the primary beneficiary of the VIE. The primary beneficiary has both (a) the power to direct the activities of the VIE that most significantly impact the entity’s economic performance, and (b) the obligation to absorb losses or the right to receive benefits from the VIE that could potentially be significant to the VIE. The Company periodically reassesses whether it is the primary beneficiary of a VIE.

The Company's wholly-owned subsidiary, GoodRx Care, provides management and other services to Professional Service Corporations (“PSCs”), which are owned by medical professionals in accordance with certain state laws which restrict the corporate practice of medicine and require medical practitioners to own such entities. The Company determined that the PSCs are VIEs. The Company also determined that it is able to direct the activities of the PSCs that most significantly impact their economic performance and it funds and absorbs all losses of these VIEs resulting in the Company being the primary beneficiary of the PSCs. Accordingly, the Company consolidates the VIEs.

Total revenue and results of operations of the VIEs were not material for each of the years ended December 31, 2021, 2020 and 2019, and the assets and liabilities of the VIEs were not material as of December 31, 2021 and 2020.

Segment Reporting and Geographic Information

Operating segments are defined as components of an enterprise for which separate financial information is available that is evaluated regularly by the chief operating decision maker in deciding how to allocate resources and in assessing performance. The Company’s chief operating decision maker manages the Company on the basis of one operating segment. During the years ended December 31, 2021, 2020 and 2019, all of the Company’s revenue was from customers located in the United States. In addition, at December 31, 2021 and 2020, all of the Company’s right-of-use assets and property and equipment was in the United States.

Use of Estimates

The preparation of consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements, including the accompanying notes. The Company evaluates its estimates and assumptions on an ongoing basis. Actual results could differ materially from these estimates, and such differences could affect the results of operations reported in future periods. The Company bases its estimates on historical factors, current circumstances, the experience and judgment of management and includes consideration of the economic impact of the COVID-19 pandemic. The Company’s prescription transactions offering experienced a decline in activity at the onset of the pandemic in the second quarter of 2020 as many consumers avoided visiting healthcare professionals and pharmacies in-person, though beginning in the third quarter of 2020 activity in the Company’s prescription transactions offering improved. The full extent to which the COVID-19 pandemic will impact the Company's business, results of operations and financial condition is still unknown and will depend on future developments, which are highly uncertain and cannot be predicted. As the impact of the COVID-19 pandemic continues to develop, many of the Company’s estimates could require increased judgment and carry a higher degree of variability and volatility, and may change materially in future periods.

Certain Risks and Concentrations

Financial instruments that potentially subject the Company to significant concentrations of credit risk consist principally of cash, cash equivalents and accounts receivable. The Company maintains cash deposits with multiple financial institutions in the United States which, at times, may exceed federally insured limits. Cash may be withdrawn or redeemed on demand. The Company believes that the financial institutions that hold its cash are financially sound and, accordingly, minimal credit risk exists with respect to these balances. The Company has not experienced any losses in such accounts.

The Company extends credit to its customers based on an evaluation of their ability to pay amounts due under contractual arrangements and generally does not obtain or require collateral.

For the year ended December 31, 2021, two customers accounted for approximately 13% and 11% of the Company’s revenue. At December 31, 2021, no customers accounted for more than 10% of the Company’s accounts receivable balance. For the year ended December 31, 2020, three customers accounted for approximately 17%, 14% and 11% of the Company’s revenue. At December 31, 2020, one customer accounted for 12% of the Company’s accounts receivable balance. For the year ended December 31, 2019, two customers accounted for approximately 24% and 23% of the Company’s revenue.

Cash, Cash Equivalents and Restricted Cash

The Company considers all short-term, highly liquid investments purchased with an original maturity of three months or less at the date of purchase to be cash equivalents. Cash deposits are all in financial institutions in the United States. Cash and cash equivalents consist primarily of U.S. treasury securities money market funds held with an investment bank and cash on deposit.

Cash equivalents, consisting of money market funds, of $852.5 million and $932.5 million at December 31, 2021 and 2020, respectively, were classified as Level 1 of the fair value hierarchy and valued using quoted market prices in active markets.

Restricted cash as of December 31, 2020 represented cash held in an escrow pursuant to terms of the Scriptcycle, LLC business combination related to contingent consideration, see "Note 3. Business Combinations—Scriptcycle, LLC.”

Accounts Receivable and Allowance for Expected Credit Losses

Accounts receivable are recorded at the amounts due from various customers, net of allowance for expected credit losses. The Company estimates its expected credit losses based on factors including known facts and circumstances, historical experience, reasonable and supportable forecasts of economic conditions, and the age of the uncollected balances. The

Company writes off the asset when it is determined to be uncollectible. As of December 31, 2021 and 2020, the allowance for credit losses was not material.

Property and Equipment

Property and equipment is stated at cost, less accumulated depreciation. Depreciation is computed using the straight-line method over the estimated useful lives of the assets, which are five years for furniture and fixtures and three years for computer equipment. Leasehold improvements are depreciated on the straight-line basis over the shorter of the life of the asset or the remaining lease term. Expenditures for repairs and maintenance are charged to general and administrative expenses as incurred.

Equity Investment

The Company retains a minority equity interest in a privately-held company without a readily determinable fair value. The Company’s ownership interest is less than 20% of the voting stock of the investee and the Company does not have the ability to exercise significant influence over operating and financial policies of the investee. The equity investment is accounted for under the measurement alternative in accordance with ASC 321, Investments – Equity Securities, which is cost minus impairment, if any, plus or minus changes resulting from observable price changes, within other assets on the accompanying consolidated balance sheet as of December 31, 2021. The Company did not recognize any changes resulting from observable price changes or impairment loss during 2021. The Company did not have any equity investments as of December 31, 2020.

Business Combinations

The results of businesses acquired in a business combination are included in the Company’s consolidated financial statements from the date of the acquisition. Purchase accounting results in assets and liabilities of an acquired business being recorded at their estimated fair values on the acquisition date. Any excess consideration over the fair value of assets acquired and liabilities assumed is recognized as goodwill.

The Company performs valuations of assets acquired and liabilities assumed for an acquisition and allocates the purchase price to its respective net tangible and intangible assets. Determining the fair value of assets acquired and liabilities assumed requires management to use significant judgment and estimates including the selection of valuation methodologies, comparable guideline public companies, and Level 3 inputs in the fair value hierarchy such as estimates of future revenue, costs, cash flows and discount rates, as applicable. For material acquisitions, the Company may engage the assistance of valuation specialists in concluding on fair value measurements of certain assets acquired or liabilities assumed in a business combination. During the measurement period, which shall not exceed one year from the acquisition date, the Company may adjust provisional amounts recorded for assets acquired and liabilities assumed to reflect new information subsequently obtained regarding facts and circumstances that existed as of the acquisition date.

Transaction costs associated with business combinations are expensed as incurred and are included in general and administrative expenses in the consolidated statements of operations.

Goodwill

Goodwill represents the excess of the consideration transferred and the amount recognized for noncontrolling interest, if any, over the fair value of the identifiable assets acquired and liabilities assumed in a business combination. The Company has one reporting unit during 2021, 2020 and 2019. The Company reviews goodwill for impairment annually in the fourth quarter and whenever events or changes in circumstances indicate the carrying amount of goodwill may not be recoverable. When testing goodwill for impairment, the Company may first perform an optional qualitative assessment. If the Company determines it is not more likely than not the reporting unit’s fair value is less than its carrying value, then no further analysis is necessary. If the Company determines that it is more likely than not that the fair value of its reporting unit is less than its carrying amount, then the quantitative impairment test will be performed. Under the quantitative impairment test, if the carrying amount of the Company’s reporting unit exceeds its fair value, the Company will recognize an impairment loss in an amount equal to that excess but limited to the total amount of goodwill. No impairments were recorded in 2021, 2020 and 2019.

Intangible Assets

Intangible assets reflect the value of trademarks, customer relationships, content library, developed technology, and backlog recorded in connection with the Company’s acquisitions. Purchased intangible assets are recorded at their acquisition date fair value, less accumulated amortization. The Company determines the appropriate useful life of intangible

assets by performing an analysis of expected cash flows of the acquired assets. Intangible assets are amortized over their estimated useful lives on a straight-line basis, which approximates the pattern in which the economic benefits of the assets are consumed.

Capitalized Software Costs

The Company accounts for its internal-use software costs, including purchased software, in accordance with ASC 350-40, Internal-Use Software. Capitalization of internal-use costs begins when the preliminary project stage is complete, management with the relevant authority authorizes and commits to funding the project, it is probable that the project will be completed, and the software will be used for the function intended. Capitalization of these costs ceases once the project is substantially complete and the software is ready for its intended purpose. Costs incurred for post-configuration training, maintenance and minor modifications or enhancements are expensed to product development and technology costs in the consolidated statements of operations as incurred. Capitalized internal-use costs are amortized on a straight-line basis over their estimated useful life of three years.

Impairment of Long-Lived Assets

The Company accounts for the impairment of long-lived assets in accordance with ASC 360, Impairment or Disposal of Long-Lived Assets. In accordance with ASC 360, long-lived assets to be held and used are reviewed for impairment when events or changes in circumstances indicate that their carrying value may not be recoverable. The Company performs impairment testing at the asset group level that represents the lowest level for which identifiable cash flows are largely independent of the cash flows of other assets and liabilities. An impairment loss is recognized when estimated undiscounted future cash flows expected to result from the use of the asset and its eventual disposition are less than its carrying value. If an asset is determined to be impaired, the impairment is measured by the amount that the carrying value of the asset exceeds its fair value.

Leases

The Company accounts for leases in accordance with ASC 842, Leases. The Company has elected to account for lease and non-lease components as a single lease component and also elected not to record operating lease right-of-use assets and operating lease liabilities for leases with an initial term of 12 months or less. Lease payments for short-term leases are recognized as lease expense on a straight-line basis over the lease term.

The Company determines if a contract is, or contains, a lease at inception. All the Company’s leases are operating leases. Leases are included in operating lease right-of-use assets, operating lease liabilities, current and operating lease liabilities, net of current portion on the accompanying consolidated balance sheets. Right-of-use assets and lease liabilities are recognized at the lease commencement date based on the present value of lease payments over the lease term discounted using the Company’s incremental borrowing rate. Lease payments include fixed payments and variable payments based on an index or rate, if any, and are recognized as lease expense on a straight-line basis over the term of the lease. The lease term includes options to extend or terminate the lease when it is reasonably certain they will be exercised. As none of the Company’s leases provide an implicit rate, the incremental borrowing rate used is estimated based on what the Company would be required to pay for a collateralized loan over a similar term as the lease. Variable lease payments not based on a rate or index are expensed as incurred.

Debt Issuance Costs

Costs incurred in connection with the issuance of long-term debt are capitalized and amortized to interest expense over the contractual life of the loan using the effective-interest method. These costs are recorded as a reduction of the related long-term debt balance on the accompanying consolidated balance sheets. Costs incurred in connection with the issuance of revolving credit facilities are recorded in other assets on the accompanying consolidated balance sheets and are amortized to interest expense in the accompanying consolidated statements of operations on a straight-line basis over the term of the revolving credit facility.

Income Taxes

Deferred income tax assets and liabilities are determined based upon the net tax effects of the differences between the Company’s consolidated financial statements carrying amounts and the tax basis of assets and liabilities and are measured using the enacted tax rate expected to apply to taxable income in the years in which the differences are expected to be reversed. Deferred tax assets are evaluated for recoverability each reporting period by assessing all available evidence, both positive and negative, to determine whether, based on the weight of that evidence, a valuation allowance for deferred

tax assets is needed. A valuation allowance is used to reduce some or all of the deferred tax assets if, based upon the weight of available evidence, it is more likely than not that those deferred tax assets will not be realized. To the extent sufficient positive evidence becomes available, all or a portion of the valuation allowance may be released in one or more future periods. A release of the valuation allowance, if any, would result in the recognition of certain deferred tax assets and an income tax benefit for the period in which such release is recorded.

The Company recognizes the tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities, based on the technical merits of the position. The tax benefits recognized in the consolidated financial statements from such positions are then measured based on the largest benefit that has a greater than 50% likelihood of being realized. The Company recognizes interest and penalties accrued related to its uncertain tax positions in income tax (expense) benefit in the accompanying consolidated statements of operations.

Revenue

The Company’s revenue is primarily derived from prescription transaction fees generated when pharmacies fill prescriptions for consumers. The Company also generates subscription revenue and other revenue, which is principally from pharma manufacturer solutions and telehealth services.

The Company recognizes revenue in accordance with ASC 606, Revenue from Contracts with Customers (“ASC 606”), when control of the promised good or service is transferred to the customer in an amount that reflects the consideration for which the Company is expected to be entitled to in exchange for those services.

For the years ended December 31, 2021, 2020 and 2019, revenue comprises the following:


	Year Ended December 31,
(in thousands)	2021		2020		2019
Prescription transactions revenue	$	593,359	$	488,257	$	364,582
Subscription revenue (1)		59,925		29,386		13,085
Other revenue		92,140		33,057		10,557
Total revenue	$	745,424	$	550,700	$	388,224

(1)

Represents revenue from the Company's Gold and Kroger Savings subscription offerings (defined below). Subscription revenue is disclosed separately from other revenue beginning in the year ended December 31, 2021. Prior period amounts have been recast to conform with the current period presentation.

Prescription Transactions Revenue

Prescription transactions revenue is primarily generated from PBMs, or customers, when a prescription is filled with a GoodRx code provided through the Company’s platform. In its contracts with customers, the nature of the Company’s promise is to direct prescription volume through its platform, which may include marketing through its mobile apps, websites, and GoodRx cards. These activities are not distinct from each other and are not separate performance obligations. The Company’s performance obligation is to connect consumers with pharmacies that are contracted with the Company’s customers. The Company has no performance obligation to fill prescriptions.

Contracts with PBMs provide that the Company is entitled to either a percentage of fees that PBMs charge to the pharmacy or a fixed amount per type of drug prescription, when a consumer uses a GoodRx code. The Company’s performance obligation is satisfied upon the completion of pharmacies filling prescriptions. The Company recognizes revenues for its estimated fee due from the customers at a point in time when a prescription is filled.

The Company receives reporting from the customers of the number of prescriptions and amount of consideration to which it is entitled at a prescription level. Certain arrangements with PBMs provide that the amount of consideration the Company is entitled to is based on the volume of prescription fills each month. In addition, the amount of consideration for which the Company is entitled may be adjusted in the event that a fill is determined ineligible, or based upon other adjustments allowed under the contracts with customers. The Company estimates the amount it expects to be entitled to using the expected value method based on historical experience of the number of prescriptions filled, ineligible fills and applicable rates.

The Company generally receives payment within 30 days of the month end in which the prescriptions were filled. However, portions of payments may not be received for up to five months to the extent of adjustments for ineligible fills.

Subscription Revenue

Subscription revenue consists of subscriptions to the GoodRx Gold offering (“Gold”) and the Kroger Rx Savings Club powered by GoodRx offering (“Kroger Savings”). Under Gold, subscribers purchase a monthly subscription that provides

access to lower prices for prescriptions and telehealth visits. Subscribers can cancel the Gold subscription at any time. The Company recognizes revenue for Gold over the subscription period. Under the Kroger Savings offering, subscribers pay an annual upfront fee for a subscription that provides access to lower prices on prescriptions at Kroger pharmacies. At the commencement of the subscription term, subscribers pay an annual fee to the Company which the Company shares with Kroger. Kroger Savings subscription fees are generally nonrefundable to the subscriber after the first 30 days unless the Company cancels the subscription, in which case the subscriber is entitled to a pro rata refund. The Company recognizes revenue for Kroger Savings over the subscription period, net of the fee shared with Kroger.

Other Revenue

Other revenue consists principally of pharma manufacturer solutions revenue and telehealth revenue.

Customers may purchase advertisements for a fixed fee that appear on the Company’s apps and websites for a specified period of time, and revenue is recognized over the term of the arrangement. Customers may also purchase advertisements where the Company charges fees on a cost-per-click basis, advertisements placed in the Company’s direct mailers, or other content used in advertising. Revenue for these arrangements is recognized at a point in time when the advertisements are clicked, when the direct mailers are shipped or when other content used in advertising is delivered, respectively.

Telehealth revenue consists of revenues generated from consumers who complete a telehealth visit with a member of the Company’s network of qualified medical professionals. Consumers pay a fee per telehealth visit and the Company recognizes the fee as revenue at a point in time when the visit is complete.

Cost of Revenue

Cost of revenue consists primarily of costs related to outsourced consumer support, provider costs for the Company’s telehealth offering, personnel costs, including salaries, benefits, bonuses and stock-based compensation expense, for the Company’s consumer support employees, hosting and cloud costs, merchant account fees, processing fees, and allocated overhead. Cost of revenue excludes depreciation and amortization of software development costs, developed technology, and other hosting and data infrastructure equipment used to operate the Company’s platforms, which are included in depreciation and amortization in the accompanying consolidated statements of operations.

Product Development and Technology

Costs related to the development of products are charged to product development and technology expense as incurred. Product development and technology expense consists primarily of personnel costs, including salaries, benefits, bonuses and stock-based compensation expense, for employees involved in product development activities, third-party services and contractors related to product development, information technology and software-related costs, and allocated overhead.

Sales and Marketing

Sales and marketing costs consist primarily of advertising and marketing expenses that are expensed as incurred and production costs expensed as of the first date the advertisement takes place. Advertising costs were $296.6 million, $222.4 million and $163.7 million for the years ended December 31, 2021, 2020 and 2019, respectively. The Company does not have any significant long-term minimum advertising or media commitments.

Sales and marketing expenses also include personnel costs, including salaries, benefits, bonuses, stock-based compensation expense and sales commissions, for sales and marketing employees, third-party services and contractors, and allocated overhead. Sales commissions relate to contracts with a duration of one year or less and are expensed as incurred.

General and Administrative

General and administrative costs are expensed as incurred and include personnel costs, including salaries, benefits, bonuses and stock-based compensation expense, for executive, finance, accounting, legal, and human resources functions, as well as professional fees, occupancy costs, change in fair value of contingent consideration, charitable donations, and other general overhead costs.

Depreciation and Amortization

The Company’s depreciation and amortization expenses include depreciation of property and equipment, and amortization of capitalized internal-use software costs and intangible assets.

Fair Value of Financial Instruments

Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (exit price). The inputs used to measure fair value are classified into the following hierarchy:


Level 1		Unadjusted quoted prices in active markets for identical assets or liabilities;
Level 2		Unadjusted quoted prices in active markets for similar assets or liabilities, or unadjusted quoted prices for identical or similar assets or liabilities in markets that are not active, or inputs that are derived principally from or corroborated by observable market data by correlation or other means, or inputs other than quoted prices that are observable for the asset or liability; and
Level 3		Unobservable inputs for the asset or liability based on management’s assumptions.

When determining the fair value measurements for assets and liabilities which are required to be measured at fair value, the Company considers the principal or most advantageous market in which to transact and the market-based risk. Goodwill, intangible assets, and other long-lived assets are measured at fair value on a nonrecurring basis, only if impaired. The carrying amounts reported in the consolidated financial statements approximate the fair value for cash equivalents, accounts receivable, accounts payable, and accrued liabilities, due to their short-term nature. The carrying value of the Company’s debt approximates fair value based on the borrowing rate currently available to the Company for financing with similar terms and were determined to be Level 2.

Stock-Based Compensation

Compensation cost is allocated to cost of revenue, product development and technology, sales and marketing, and general and administrative expense in the consolidated statements of operations for stock options, restricted stock awards (“RSAs”), and restricted stock units (“RSUs”) based on the fair value of these awards at the date of grant. For awards that vest based on continued service, stock-based compensation cost is recognized on a straight-line basis over the requisite service period, which is generally the vesting period of the awards. For awards with performance vesting conditions, stock-based compensation cost is recognized on a graded vesting basis over the requisite service period when it is probable the performance condition will be achieved. The grant date fair value of stock options that contain service or performance conditions is estimated using the Black-Scholes option-pricing model and the grant date fair value of RSAs and RSUs that contain service or performance conditions is estimated based on the fair value of the Company’s common stock. For awards with market vesting conditions, the fair value is estimated using a Monte Carlo simulation model that incorporates the likelihood of achieving the market condition. Stock-based compensation cost for awards that contain market vesting conditions is recognized on a graded vesting basis over the requisite service period, even if the market condition is not satisfied. The requisite service period for awards with service, performance and market conditions is the longer of the service period, the performance period or the derived service period from the Monte Carlo simulation model. For awards that contain service, performance and market vesting conditions, the Company commences recognition of stock-based compensation cost once it is probable that the performance condition will be achieved. If the performance condition is an initial public offering or a change in control event, the performance condition is not probable of being achieved for accounting purposes until the event occurs. Once it is probable that the performance condition will be achieved, the Company recognizes stock-based compensation cost over the remaining requisite service period under a graded vesting model, with a cumulative adjustment for the portion of the service period that occurred for the period prior to the performance condition becoming probable of being achieved. Thereafter, expense is recognized even if the market condition was not or is not achieved, provided the employee continues to satisfy the service condition. To the extent that the market vesting conditions are achieved earlier than the end of the requisite service period, then stock-based compensation cost is accelerated. Forfeitures are recognized when they occur.

Determining the fair value of stock-based awards requires judgment. The Black-Scholes option-pricing model is used to estimate the fair value of stock options, while the fair value of the Company’s common stock at the date of grant is used to measure the fair value of RSAs and RSUs. The assumptions used in the Black-Scholes option-pricing model requires the input of subjective assumptions and are as follows:

•

For periods prior to the Company’s initial public offering ("IPO") in September 2020, because there was no public market for the Company’s common stock, the fair value of the common stock underlying the Company’s stock-based awards was determined by the Company’s board of directors, with input from management, by considering several objective and subjective factors including the Company's actual operating and financial performance, market conditions and performance of comparable publicly traded companies, the Company's developments and milestones, the likelihood of achieving a liquidity event transaction, and the results of third-party valuations. The third-party valuations used methodologies, approaches and assumptions in accordance with applicable elements of the practice aid issued by the American Institute of Certified Public Accountants, Valuation of Privately-Held-Company Equity

Securities Issued as Compensation. Subsequent to the Company’s IPO, the fair value of common stock was determined on the grant date using the closing price of the Company’s common stock.

•

Expected volatility is based on historical volatilities of a publicly traded peer group based on daily price observations over a period equivalent to the expected term of the stock option grants.

•

The expected term is based on historical and estimates of future exercise behavior. For stock options considered to be “plain vanilla” options, the expected term is based on the simplified method, as the Company's historical share option exercise experience does not provide a reasonable basis upon which to estimate the expected term. Substantially all of the Company's stock options granted after its IPO are considered to be "plain vanilla" options.

•

The risk-free interest rate is based on the U.S. Treasury yield of treasury bonds with a maturity that approximates the expected term of the options.

•

The dividend yield is based on the Company’s current expectations of dividend payouts.

The assumptions used in the Company’s Black-Scholes option-pricing model represent management’s best estimates. These estimates involve inherent uncertainties and the application of management’s judgment. If factors change and different assumptions are used, the Company’s stock-based compensation could be materially different in the future.

Comprehensive (Loss) Income

During the years ended December 31, 2021, 2020 and 2019, other than net (loss) income, the Company did not have any other elements of comprehensive (loss) income.

Basic and Diluted (Loss) Earnings Per Share

The Company has two classes of common stock, Class A and Class B. Basic and diluted (loss) earnings per share attributable to common stockholders of the Company's Class A and Class B Common Stock (see “Note 14. Stockholders' Equity”) are the same because they are entitled to the same liquidation and dividend rights.

The Company computes (loss) earnings per share using the two-class method required for participating securities. The two-class method requires net income to be allocated between common stock and participating securities based upon their respective rights to receive dividends as if all income for the period had been distributed. In periods where the Company has net losses, losses are not allocated to participating securities as they are not required to fund the losses. Prior to its conversion to common stock in connection with the Company's IPO in September 2020, the Company considered redeemable convertible preferred stock to be participating securities as preferred stockholders had rights to participate in dividends with the common stockholders.

Basic (loss) earnings per share is computed by dividing net (loss) income attributable to common stockholders by the weighted average number of common shares outstanding during the period. Weighted average number of common shares outstanding includes contingently issuable shares where there is no circumstance under which those shares would not be issued. The Co-Chief Executives’ Performance-Vesting Founders Awards (see “Note 15. Stock-Based Compensation”) once vested are settled in shares of common stock on the third anniversary of the applicable vesting date or, if earlier, upon a qualifying change in control event or to satisfy tax withholding requirements. At the time of vesting, these shares are contingently issuable and are included in the weighted average number of common shares outstanding for basic (loss) earnings per share.

The Company computes diluted (loss) earnings per share under a two-class method. For periods when the Company has net income, net income is reallocated between common stock, potential common stock and participating securities. Stock-based awards that contain vesting provisions contingent on achievement of performance or market conditions are included in the computation of diluted earnings per share, if dilutive, from the beginning of the period or date of issuance if later, if all necessary conditions to vest have been satisfied during the period. If all conditions have not been met by the end of the period, dilutive earnings per share includes the number of shares that would be issuable if the end of the period were the end of the contingency period. Potential common stock includes stock options, RSAs, and RSUs computed using the treasury stock method. For periods where the Company has net losses, diluted loss per share is the same as basic loss per share, because potentially dilutive shares are excluded from the computation of loss per share as their effect is anti-dilutive.

Recent Accounting Pronouncements

Upon the completion of the Company’s IPO in 2020 (see “Note 14. Stockholders' Equity”), the Company elected to be an Emerging Growth Company (“EGC”), as defined in the Jumpstart Our Business Startups Act, which allowed the Company to delay adoption of new or revised accounting pronouncements applicable to public companies until such pronouncements

were made applicable to private companies. Entities that elect to be EGCs will remain an EGC until the earliest of: (i) the last day of the first fiscal year in which annual gross revenue exceeds $1.07 billion; (ii) the date that the entity becomes a “large accelerated filer,” with at least $700.0 million of equity securities held by non-affiliates as of the end of the second quarter of that fiscal year; (iii) the date on which the entity has issued, in any three-year period, more than $1.0 billion in non-convertible debt securities; or (iv) the fiscal year-end following the fifth anniversary of the completion of the entity’s IPO.

Effective December 31, 2021, the Company lost its EGC status due to becoming a “large accelerated filer” with an aggregate worldwide market value of its common stock held by non-affiliates exceeding $700.0 million measured as of the end of the second quarter of the 2021 fiscal year. As a result, the Company must comply with the adoption requirements of new or revised accounting pronouncements applicable to public companies beginning in the fiscal year ended December 31, 2021.

Recently Adopted Accounting Pronouncements

In June 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2016-13, Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments, to require the measurement of all expected credit losses for financial assets held at the reporting date based on historical experience, current conditions, and reasonable and supportable forecasts. The ASU also amends the accounting for credit losses on available-for-sale debt securities and purchased financial assets with credit deterioration. In February 2020, the FASB issued ASU 2020-02, Financial Instruments - Credit Losses (Topic 326) and Leases (Topic 842) - Amendments to SEC Paragraphs Pursuant to SEC Staff Accounting Bulletin No. 119 and Update to SEC Section on Effective Date Related to Accounting Standards Update No. 2016-02, Leases (Topic 842) (SEC Update), which amends the language in Subtopic 326-20 and addresses questions primarily regarding documentation and company policies. The Company adopted the standards effective January 1, 2021 and the adoption did not have a material impact to the Company's consolidated financial statements.

In December 2019, the FASB issued ASU 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes. The objective of the guidance is to simplify the accounting for income taxes by removing certain exceptions to the general principles in Topic 740 and to provide more consistent application to improve the comparability of financial statements. The Company adopted this guidance on January 1, 2021, and the adoption did not have a material impact to the Company’s consolidated financial statements.

In October 2018, the FASB issued ASU 2018-17, Consolidation (Topic 810): Targeted Improvements to the Related Party Guidance for Variable Interest Entities. ASU 2018-17 changes how entities evaluate decision-making fees under the variable interest entity guidance. To determine whether decision-making fees represent a variable interest, an entity considers indirect interests held through related parties under common control on a proportional basis, rather than in their entirety. The Company adopted this guidance on January 1, 2021, and the adoption did not have any impact to the Company’s consolidated financial statements.

In August 2018, the FASB issued ASU 2018-15, Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement that is a Service Contract. ASU 2018-15 requires implementation costs incurred by customers in cloud computing arrangements to be deferred over the noncancelable term of the cloud-computing arrangements plus any optional renewal periods (1) that are reasonably certain to be exercised by the customer or (2) for which exercise of the renewal option is controlled by the cloud service provider. On January 1, 2021, the Company adopted ASU 2018-15 prospectively and cloud computing implementation costs incurred on or after January 1, 2021 are included in other assets on the accompanying consolidated balance sheet and are presented within cash flows from operating activities on the accompanying consolidated statement of cash flows. As of December 31, 2021 capitalized implementation costs for cloud computing arrangements were not material.

Recently Issued Accounting Pronouncements - Not Yet Adopted

In October 2021, the FASB issued ASU 2021-08, Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers, which requires contract assets and contract liabilities acquired in a business combination to be recognized and measured by the acquirer on the acquisition date in accordance with ASC 606. Under current GAAP, an acquirer generally recognizes assets acquired and liabilities assumed in a business combination, including contract assets and contract liabilities arising from revenue contracts with customers, at fair value on the acquisition date. This ASU will result in the acquirer recording acquired contract assets and liabilities on the same basis that would have been recorded by the acquiree before the acquisition under ASC 606. The amendments in this ASU do not affect the accounting for other assets or liabilities that may arise from revenue contracts with customers in accordance with ASC 606, such as refund liabilities, or in a business combination, such as customer-related intangible assets and contract-based intangible assets. The new guidance is effective for the Company for annual and interim periods beginning after December 15, 2022. Early adoption is permitted, including in interim periods, for any financial statements that have not yet

been issued. This update should be applied prospectively to business combinations occurring on or after the effective date of the amendments, unless adoption is in an interim period in which case this guidance would be applied to any acquisitions occurring in the year of adoption. The Company is currently evaluating the impact of the new guidance on its consolidated financial statements.

In March 2020, the FASB issued ASU 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting. The ASU provides optional guidance for a limited period of time to ease the potential burden in accounting for or recognizing the effects of reference rate reform on financial reporting. The ASU applies only to contracts, hedging relationships and other transactions that reference LIBOR or another reference rate expected to be discontinued because of the reference rate reform. The amendments in this ASU were effective upon issuance and may be applied through December 31, 2022. The Company is currently evaluating the impact of the adoption of this ASU on its consolidated financial statements.

Business Combinations

12 Months Ended

Dec. 31, 2021

Business Combinations [Abstract]

Business Combinations

3. Business Combinations

2021 Acquisitions

In 2021, the Company acquired RxNXT LLC (“RxNXT”), RxSaver, Inc. (“RxSaver”) and HealthiNation Inc. (“HealthiNation”). The unaudited supplemental pro forma financial information for these acquisitions, and the revenue and earnings from the acquisition dates through December 31, 2021, have not been presented because the effects were not material to the Company’s consolidated financial statements.

RxNXT

On July 7, 2021, the Company acquired substantially all of the assets of RxNXT for $14.5 million in cash. RxNXT is a prescription technology platform. The acquisition expands the Company’s business capabilities, particularly with respect to its prescription transactions offering. The acquisition is not material to the Company's consolidated financial statements, therefore estimated fair values allocated to the acquired assets for this acquisition have not been presented.

RxSaver

On April 30, 2021, the Company acquired all of the outstanding equity interests of RxSaver. Similar to the Company’s prescription transactions offering business, RxSaver operates a price comparison platform to provide discount offerings through partnerships with PBMs. The acquisition expands the Company’s business capabilities and consumer reach, particularly with respect to its prescription transactions offering. The aggregate purchase consideration was $50.7 million in cash.

Goodwill associated with this acquisition totaled $25.9 million and primarily related to the expected long-term synergies and other benefits, including the acquired assembled workforce. The acquisition was considered an acquisition of assets for tax purposes and, accordingly, goodwill is deductible for tax purposes. Identifiable intangible assets related to this acquisition totaled $25.2 million, of which $20.7 million was attributable to a customer related intangible asset, with an estimated useful life of 13 years; and $4.5 million was attributable to developed technology and a tradename with estimated useful lives ranging from 1 to 3 years. In addition, the Company acquired tangible assets of $3.6 million, principally comprised of accounts receivable, and assumed liabilities of $4.0 million.

HealthiNation

On April 16, 2021, the Company acquired all of the outstanding equity interests of HealthiNation. HealthiNation is a leading provider of engaging and informative health video content across all main categories of healthy living. The acquisition allows the Company to supplement and expand the services currently available under its existing pharma manufacturer solutions platform. The aggregate purchase consideration was $76.6 million in cash.

Goodwill associated with this acquisition totaled $33.2 million and primarily related to the expected long-term synergies and other benefits, including the acquired assembled workforce. The acquisition was considered a stock acquisition for tax purposes and, accordingly, goodwill is not deductible for tax purposes. Identifiable intangible assets related to this acquisition totaled $40.0 million, of which $28.0 million was attributable to a customer related intangible asset, with an estimated useful life of 11 years; $9.5 million was attributable to a content library with an estimated useful life of 3 years; $1.9 million was attributable to an order backlog, with an estimated useful life of 1 year; and $0.6 million was attributable to developed technology and a tradename with estimated useful lives of 1 year. In addition, the Company acquired tangible assets of $5.0 million, principally comprised of acquired cash and accounts receivable, and assumed liabilities of $1.6 million.

2020 Acquisition

Scriptcycle, LLC

On August 31, 2020, the Company acquired all of the equity interests of Scriptcycle, LLC, (“Scriptcycle”). Scriptcycle specializes in managing prescription programs and primarily partners with regional retail pharmacy chains to provide discount offerings. The acquisition expands the Company’s business capabilities, particularly with respect to its prescription transactions offering. The aggregate purchase consideration was $58.3 million, including the estimated fair value of contingent consideration of $0.8 million. The maximum amount of contingent consideration payable was $2.9 million subject to the achievement of certain revenue thresholds through January 2021, which was met and paid in full during the year ended December 31, 2021.

Goodwill associated with this acquisition totaled $24.9 million and is primarily related to the expected long-term synergies and other benefits, including the acquired assembled workforce. The acquisition was considered an acquisition of assets for tax purposes and, accordingly, goodwill is deductible for tax purposes. Identifiable intangible assets related to this acquisition totaled $28.3 million, of which $25.3 million was attributable to a customer related intangible asset, with an estimated useful life of 11 years and $3.0 million was attributable to developed technology and a tradename with useful lives ranging from 1 to 9 years. In addition, the Company acquired current assets of $5.9 million and assumed liabilities of $1.1 million.

Unaudited supplemental pro forma financial information and the revenue and earnings from the date of acquisition through December 31, 2020 for the Scriptcycle acquisition has not been presented because the effects were not material to the Company’s consolidated financial statements.

2019 Acquisitions

In 2019, the Company acquired Sappira Inc. (d.b.a. HeyDoctor and subsequently rebranded to GoodRx Care in 2020) and FocusScript LLC (“FocusScript”). The unaudited supplemental pro forma financial information for GoodRx Care, and the revenue and earnings from the acquisition date through December 31, 2019, have not been presented because the effects were not material to the Company’s consolidated financial statements. Disclosure of unaudited supplemental pro forma financial information for the FocusScript acquisition is not practicable given the Company purchased certain assets and assembled workforce for which historical information was not available. In addition, disclosure of revenues and earnings of FocusScript is not practicable as the FocusScript acquisition has been integrated into the Company’s operations.

Sappira Inc. (d.b.a. GoodRx Care, f.k.a. HeyDoctor)

On April 18, 2019, the Company acquired all of the equity interests of HeyDoctor (rebranded to GoodRx Care in 2020), a privately-held company offering an online application for consultation with physicians. GoodRx Care can be used by patients to obtain prescriptions for various medical afflictions. The Company uses GoodRx Care’s technology and service offerings to increase the visits to the GoodRx online platform. The total purchase consideration for the acquisition of GoodRx Care was $14.3 million in cash.

Goodwill of $9.3 million recorded in connection with this acquisition primarily relating to the expected long-term synergies and other benefits, including the acquired assembled workforce, from the acquisition. The acquisition was considered a stock acquisition for tax purposes and, accordingly, goodwill is not deductible for tax purposes. Identifiable intangible assets related to this acquisition totaled $4.2 million, of which $3.1 million was attributable to developed technology, with an estimated useful life of 4 years and $1.1 million was attributable to trademarks and backlog with useful lives ranging from 1 to 7 years. In addition, the Company acquired current assets of $2.1 million and assumed current liabilities of $0.5 million.

FocusScript

On August 30, 2019, the Company completed the acquisition of certain software assets and the assembled workforce of FocusScript. The Company uses the acquired claim routing software to service its customers. The total purchase consideration consisted of $18.7 million in cash.

Goodwill of $6.5 million recorded in connection with this acquisition primarily relating to the expected long-term synergies and other benefits, including the acquired assembled workforce, from the acquisition. Goodwill is deductible for tax purposes. Identifiable intangible assets related to this acquisition totaled $12.2 million, which was attributable to developed technology with an estimated useful life of 4 years.

Prepaid Expenses and Other Current Assets

12 Months Ended

Dec. 31, 2021

Prepaid Expense and Other Assets, Current [Abstract]

Prepaid Expenses and Other Current Assets

4. Prepaid Expenses and Other Current Assets

Prepaid expenses and other current assets consisted of the following:


	December 31,
(in thousands)	2021		2020
Income taxes receivable	$	8,331	$	28,564
Prepaid expenses		21,307		17,484
Total prepaid expenses and other current assets	$	29,638	$	46,048

Property and Equipment, Net

12 Months Ended

Dec. 31, 2021

Property, Plant and Equipment [Abstract]

Property and Equipment, Net

5. Property and Equipment, Net

Property and equipment, net consisted of the following:


	December 31,
(in thousands)	2021			2020
Leasehold improvements	$	15,354		$	14,769
Furniture and fixtures		8,578			8,371
Computer equipment		3,148			2,047
Construction in progress		361			—
Total property and equipment		27,441			25,187
Less: Accumulated depreciation		(5,829	)		(2,130	)
Total property and equipment, net	$	21,612		$	23,057

For the years ended December 31, 2021, 2020 and 2019, depreciation expense was $4.0 million, $1.4 million and $0.7 million, respectively.

Goodwill

12 Months Ended

Dec. 31, 2021

Goodwill and Intangible Assets Disclosure [Abstract]

Goodwill

6. Goodwill

The following table presents changes in the carrying amount of goodwill for the years ended December 31, 2021 and 2020:


	Year Ended December 31,
(in thousands)	2021		2020
Balance at beginning of the year	$	261,116	$	236,225
Goodwill acquired		68,580		24,891
Balance at end of the year	$	329,696	$	261,116

Intangible Assets, Net

12 Months Ended

Dec. 31, 2021

Goodwill and Intangible Assets Disclosure [Abstract]

Intangible Assets, Net

7. Intangible Assets, Net

The following table presents details of the Company’s intangible assets, net at December 31, 2021:


		December 31, 2021
($ amounts in thousands)	Useful Life (in years)	Gross Carrying Amount		Accumulated Amortization			Net Carrying Amount		Weighted Average Remaining Useful Life (in years)
Customer relationships	9-13	$	75,500	$	(6,015	)	$	69,485		10.6
Developed technology	1-5		56,898		(46,411	)		10,487		2.2
Trademarks	1-9		13,316		(12,309	)		1,007		5.9
Content library	3		9,500		(2,243	)		7,257		2.3
Backlog	1		1,900		(1,345	)		555		0.3
		$	157,114	$	(68,323	)	$	88,791		8.9

The following table presents details of the Company’s intangible assets, net at December 31, 2020:


		December 31, 2020
($ amounts in thousands)	Useful Life (in years)	Gross Carrying Amount		Accumulated Amortization			Net Carrying Amount		Weighted Average Remaining Useful Life (in years)
Customer relationships	5-11	$	27,900	$	(3,368	)	$	24,532		10.7
Developed technology	1-5		49,098		(37,506	)		11,592		2.3
Trademarks	5-9		12,511		(11,716	)		795		7.3
Backlog	1		700		(700	)		—		—
		$	90,209	$	(53,290	)	$	36,919		8.0

For the years ended December 31, 2021, 2020 and 2019, amortization expense was $18.3 million, $12.7 million and $11.2 million, respectively.

At December 31, 2021, the expected amortization of intangible assets, net for future periods is as follows:


(in thousands)
Year Ending December 31,
2022	$	16,562
2023		12,872
2024		8,296
2025		7,338
2026		7,017
Thereafter		36,706
	$	88,791

Capitalized Software, Net

12 Months Ended

Dec. 31, 2021

Capitalized Computer Software, Net [Abstract]

Capitalized Software, Net

8. Capitalized Software, Net

The following table presents details of the Company’s capitalized software, net as follows:


	December 31,
(in thousands)	2021			2020
Capitalized software costs	$	63,752		$	26,344
Less: Accumulated amortization		(18,765	)		(6,544	)
Total capitalized software, net	$	44,987		$	19,800

For the years ended December 31, 2021, 2020 and 2019, amortization expense was $12.2 million, $4.4 million and $1.7 million, respectively. Amortization has not started on $4.8 million of capitalized software costs that are not yet ready for intended use as of December 31, 2021.

At December 31, 2021, the expected amortization of capitalized software, net that has been placed into service for future periods is as follows:


(in thousands)
Year Ending December 31,
2022	$	17,901
2023		15,281
2024		6,997
	$	40,179

Accrued Expenses and Other Current Liabilities

12 Months Ended

Dec. 31, 2021

Payables and Accruals [Abstract]

Accrued Expenses and Other Current Liabilities

9. Accrued Expenses and Other Current Liabilities

Accrued expenses and other current liabilities consisted of the following:


	December 31,
(in thousands)	2021		2020
Accrued bonus and other payroll related	$	24,031	$	13,607
Accrued marketing		15,493		10,045
Deferred revenue		6,869		6,852
Other accrued expenses		4,339		7,188
Total accrued expenses and other current liabilities	$	50,732	$	37,692

Deferred revenue represents payments received in advance of providing services for subscriptions and certain advertising contracts with customers. Deferred revenue is substantially recognized as revenue within the subsequent twelve months. The Company expects substantially all of the deferred revenue at December 31, 2021 to be recognized as revenue in 2022.

Leases

12 Months Ended

Dec. 31, 2021

Leases [Abstract]

Leases

10. Leases

The Company’s leases consist of office facilities under noncancelable operating lease arrangements that expire at various dates through 2033. Certain of the Company’s facility leases contain renewal options for periods of up to 10 years, at the Company’s election. The Company has not recognized any renewal options in its estimate of the lease term as they are not reasonably certain of exercise. None of the Company’s lease agreements contain any material residual value guarantees or material restrictive covenants.

For the years ended December 31, 2021, 2020 and 2019, lease expense of $5.6 million, $7.0 million and $3.0 million, respectively, is included in operating expenses in the consolidated statements of operations. The Company did not have any material variable lease costs or short-term lease expenses for the years ended December 31, 2021, 2020 and 2019. The Company's facility leases do not contain material non-lease components.

For the years ended December 31, 2021, 2020 and 2019, cash paid for amounts affecting the measurement of the Company’s operating lease liabilities included in cash flows from operating activities was $6.2 million (excluding $1.6 million of cash collected from lease incentive receivable), $3.0 million (excluding $5.7 million of cash collected from lease incentive receivable) and $2.5 million, respectively.

As of December 31, 2021 and 2020, the weighted average remaining lease term was 8.5 years and 9.2 years, respectively, and the weighted average discount rate was 5.8% and 6.0%, respectively.

The following table presents maturities of operating lease liabilities at December 31, 2021:


(in thousands)
Year Ending December 31,
2022	$	5,851
2023		5,639
2024		5,689
2025		5,865
2026		5,120
Thereafter		22,846
Total operating lease payments		51,010
Less: Effects of discounting		(11,567	)
Present value of operating lease liabilities	$	39,443
Operating lease liabilities, current	$	5,851
Operating lease liabilities, net of current portion	$	33,592

On May 27, 2021, the Company entered into a noncancelable lease agreement with a third-party to lease additional office space that is adjacent to and expands its existing corporate headquarters in Santa Monica, California. The lease commences in 2022, upon the Company’s access to the leased premises, and expires in 2033 with minimum lease payments totaling approximately $41.4 million over the term of the lease.

Income Taxes

12 Months Ended

Dec. 31, 2021

Income Tax Disclosure [Abstract]

Income Taxes

11. Income Taxes

The components of the Company’s income taxes are as follows:


	Year Ended December 31,
(in thousands)	2021			2020			2019
Current
Federal	$	(361	)	$	235		$	20,012
State		2,532			848			2,592
Total current income tax expense		2,171			1,083			22,604
Deferred
Federal		6,521			(7,472	)		(4,670	)
State		6,385			(3,438	)		(1,004	)
Total deferred income tax expense (benefit)		12,906			(10,910	)		(5,674	)
Total income tax expense (benefit)	$	15,077		$	(9,827	)	$	16,930

The following is a reconciliation of the U.S. federal statutory rate of 21.0% to the Company’s effective income tax rate:


	Year Ended December 31,
(in thousands)	2021			2020			2019
Income taxes computed at federal statutory rate	$	(2,137	)	$	(63,725	)	$	17,425
State income taxes(1)		8,385			(2,768	)		988
Stock-based compensation		491			609			313
Excess tax benefits related to stock- based compensation		(43,797	)		(19,961	)		(788	)
Research and development credits, net of reserves		(8,206	)		(3,541	)		(1,661	)
Nondeductible officers' compensation		21,905			79,046			—
Increase (decrease) in valuation allowance		37,782			(293	)		380
Transaction costs		438			277			242
Other		216			529			31
Income tax expense (benefit)	$	15,077		$	(9,827	)	$	16,930
Effective income tax rate		(148.1	%)		3.2	%		20.4	%

(1)

Includes the state tax effects for (i) excess tax benefits related to stock-based compensation of $6.4 million, $1.7 million and $0.1 million for 2021, 2020 and 2019, respectively, and (ii) valuation allowance of $14.6 million for 2021. The state tax effects for valuation allowance in 2020 and 2019 were not material.

Deferred tax (liabilities) assets, net consisted of the following:


	December 31,
(in thousands)	2021			2020
Deferred tax assets
Other assets	$	5,072		$	2,303
Operating lease liabilities		9,702			8,747
Stock-based compensation		10,097			4,422
Research and development credits, net of reserves		19,407			4,146
Tax credit carryforward		580			296
Interest expense carryforward		4,699			—
Charitable contribution carryforward		8,817			8,403
Goodwill		8,668			9,329
Net operating losses		21,907			215
Total deferred tax assets		88,949			37,861
Valuation allowance		(52,679	)		(268	)
Deferred tax assets, net of valuation allowance		36,270			37,593
Deferred tax liabilities
Other liabilities		(527	)		(825	)
Operating lease right-of-use assets		(6,727	)		(6,377	)
Property and equipment		(4,699	)		(4,621	)
Capitalized software		(10,926	)		(4,557	)
Intangible assets		(13,635	)		(8,096	)
Total deferred tax liabilities		(36,514	)		(24,476	)
Total deferred tax (liabilities) assets, net	$	(244	)	$	13,117

The Company recognized total excess tax benefits of $50.2 million, $21.7 million and $0.9 million associated with equity award exercises and vesting in its income tax (expense) benefit for the years ended December 31, 2021, 2020 and 2019, respectively.

As of December 31, 2021, the Company considered all available positive and negative evidence in its assessment of the recoverability of its net deferred tax assets. As of December 31, 2021, based on the weight of the evidence reviewed, the Company believes it is more likely than not that its net deferred tax assets in excess of tax amortizable goodwill will not be fully realizable due principally to the following: (i) during the fourth quarter of 2021, the Company had cumulative three-year pre-tax losses adjusted for permanent adjustments, which were generated in 2021 and 2020 principally due to substantial excess tax benefits realized from the exercise of stock options granted primarily to its employees prior to its IPO, and (ii) a significant number of outstanding stock options granted prior its IPO are or will be available to be exercised in future tax periods which may generate incremental excess tax benefits if they are exercised. Therefore, a full valuation allowance of $52.4 million was recognized to income tax (expense) benefit in Company’s accompanying consolidated statement of operations for the year ended December 31, 2021. The Company’s judgment regarding the need of a valuation allowance may reasonably change in the next twelve months due to many factors, including future excess tax benefits realized from

exercises of outstanding stock options granted prior to its IPO and changes in tax laws or regulations. The exact timing and amount of any release of the valuation allowance is subject to change depending on the level of tax profitability that the Company achieves, changes in tax laws or regulations, and exercises of outstanding stock options granted prior to the Company's IPO in future periods.

At December 31, 2021, the Company had U.S. federal net operating loss carryforwards ("NOLs") of $87.4 million available to reduce future federal income taxes. Approximately $22.1 million of the above NOLs were generated before January 1, 2018 and will expire in varying amounts starting 2029. The remaining $65.3 million of the above NOLs are carried over indefinitely but utilization is subject to an 80% taxable income limitation. At December 31, 2021, the Company also had state NOLs of $72.4 million available to reduce future state income taxes which expire in varying amounts beginning 2029.

Section 382 of the Internal Revenue Code (“IRC”) limits the utilization of U.S. NOLs following a change of control. In 2020, there was a change in ownership of the PSCs. Utilization of the PSCs' NOLs are subject to an annual limitation based on changes in ownership, as defined by Sections 382/383. Any adjustment to the PSCs’ NOLs for Section 382 limitation would not be material to the consolidated financial statements as a full valuation allowance has been established against the NOLs from the PSCs due to uncertainty regarding their future realization.

As of December 31, 2021, the Company had U.S. federal and California research tax credits carryforwards of $15.4 million and $15.6 million, respectively. The U.S. federal research tax credits will begin to expire in 2041 while the unused California research tax credits may be carried forward indefinitely. Utilization of the 2018 California research tax credit may be subject to an annual limitation based on changes in ownership, as defined by Section 382/383 of the IRC, as amended.

At December 31, 2021, the tax years 2018 and forward are subject to examination by the Internal Revenue Service (“IRS”), and the tax years 2017 and forward are subject to examination by the various state taxing jurisdictions in which the Company is subject to tax. At December 31, 2021, the Company is not subject to any federal or state income tax audits.

A reconciliation of the beginning and ending amount of gross unrecognized tax benefits is as follows:


(in thousands)
Gross unrecognized tax benefits at December 31, 2018	$	4,509
Decreases related to prior year tax positions		(879	)
Increases related to current year tax positions		744
Gross unrecognized tax benefits at December 31, 2019		4,374
Increases related to prior year tax positions		126
Increases related to current year tax positions		3,327
Settlements with taxing authorities		(119	)
Lapse of statute of limitations		(317	)
Gross unrecognized tax benefits at December 31, 2020		7,391
Increases related to prior year tax positions		999
Increases related to current year tax positions		6,911
Lapse of statute of limitations		(505	)
Gross unrecognized tax benefits at December 31, 2021	$	14,796

The reversal of $9.7 million of the uncertain tax benefits as of December 31, 2021 would not affect the Company's effective income tax rate to the extent that it continues to maintain a full valuation allowance against its net deferred tax assets. The Company estimates unrecognized tax benefits will decrease by $1.7 million in 2022 due to the expiration of statute of limitations.

At December 31, 2021 and 2020, accrued interest and penalties related to uncertain tax positions were not material.

- Definition

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

+ References

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+ Details

Debt

12 Months Ended

Dec. 31, 2021

Debt Disclosure [Abstract]

Debt

12. Debt

First and Second Lien Term Loan Facilities

In October 2018, the Company entered into a First Lien Credit Agreement and a Second Lien Credit Agreement with various lenders, for term loans of $545.0 million (“First Lien Term Loan Facility”) and $200.0 million (“Second Lien Term Loan Facility”), respectively. The Second Lien Term Loan Facility bore interest at a rate equal to the LIBO Screen Rate plus a margin of 7.50% per annum.

In November 2019, the Company entered into an amendment of the First Lien Credit Agreement to expand the First Lien Term Loan Facility to $700.0 million. The proceeds from the amendment to the First Lien Credit Agreement and existing cash resources were used to repay the Second Lien Term Loan Facility including prepayment penalties. The Company recognized a loss on extinguishment of the Second Lien Term Loan Facility of $4.9 million from unamortized debt issuance costs and discounts and prepayment penalties.

The First Lien Term Loan Facility accrues interest at a rate per annum equal to the LIBO Screen Rate plus a variable margin based on the Company’s most recently determined Net Leverage Ratio (as defined in the First Lien Credit Agreement), ranging from 2.75% to 3.00%. The effective interest rate on the First Lien Term Loan Facility for the years ended December 31, 2021, 2020 and 2019 was 3.40%, 3.97% and 5.90%, respectively. The First Lien Term Loan Facility requires quarterly principal payments from March 2019 through September 2025, with any remaining unpaid principal and any accrued and unpaid interest due on the maturity date of October 10, 2025. The Company may prepay the First Lien Term Loan Facility without penalty after April 2019. The First Lien Term Loan Facility is collateralized by substantially all of the assets of the Company and 100% of the equity interest of GoodRx.

The Company's debt balances at December 31, 2021 and 2020 were as follows:


	December 31,
(in thousands)	2021			2020
Principal balance under First Lien Term Loan Facility	$	674,097		$	681,126
Less: Unamortized debt issuance costs and discounts		(11,210	)		(14,209	)
	$	662,887		$	666,917

Debt issuances costs and discounts as of December 31, 2021 and 2020 related to the issuance and amendment of the First Lien Term Loan Facility. Amortization of debt issuance costs and discounts of $3.0 million, $3.0 million and $3.3 million were recognized as interest expense in the consolidated statements of operations for the years ended December 31, 2021, 2020 and 2019, respectively.

As of December 31, 2021, the Company is subject to a financial covenant requiring maintenance of a Net Leverage Ratio not to exceed 8.2 to 1.0 and other nonfinancial covenants under the First Lien Term Loan Facility. Additionally, GoodRx is restricted from making dividend payments, loans or advances to the Company. At December 31, 2021, the Company was in compliance with its covenants.

The following table presents details of the future principal payments under the First Lien Term Loan Facility at December 31, 2021:


(in thousands)
Year Ending December 31,
2022	$	7,029
2023		7,029
2024		7,029
2025		653,010
Total principal payments	$	674,097

Revolving Credit Facility

As of December 31, 2021 and 2020, the Company has a revolving credit facility for up to $100.0 million ("Revolving Credit Facility") which expires on October 11, 2024. The Revolving Credit Facility bears interest at a rate equal to the LIBO Screen Rate plus a variable margin based on the Company’s most recently determined Net Leverage Ratio (as defined in the First Lien Credit Agreement), ranging from 2.50 to 3.00% on used amounts and 0.25 to 0.50% on unused amounts. In addition, the Revolving Credit Facility has a fixed fronting fee of 0.125% per annum of the Company’s aggregate undrawn and disbursed but unreimbursed letters of credit. There were no borrowings against the Revolving Credit Facility as of December 31, 2021 and 2020.

There were outstanding letters of credit issued against the Revolving Credit Facility for $9.2 million and $9.1 million as of December 31, 2021 and 2020, respectively, which reduces the Company’s available borrowings under the Revolving Credit Facility. The outstanding letters of credit principally relate to an initial $9.0 million letter of credit issued in connection with a facility lease in 2019 and will decrease by $0.9 million per year commencing in 2023.

Regulatory authorities that oversee financial markets have announced that the publication of the one-week and two-month U.S. Dollar LIBO Screen Rate maturities and non-U.S. Dollar LIBO Screen Rate maturities will cease immediately after December 31, 2021, with the remaining U.S. Dollar LIBO Screen Rate maturities ceasing immediately after June 30, 2023. As a result, it is possible that beginning in July 2023, the LIBO Screen Rate will no longer be available as a reference rate. Under the terms of the Company's First Lien Term Loan Facility and Revolving Credit Facility, in the event of the discontinuance of the LIBO Screen Rate, a mutually agreed-upon alternate benchmark rate will be established to replace the LIBO Screen Rate. The Company and lenders under its First Lien Term Loan Facility and Revolving Credit Facility will in good faith establish an alternate benchmark rate which places the lenders and the Company in the same economic position that existed immediately prior to the discontinuation of the LIBO Screen Rate. The Company does not anticipate that the discontinuance of the LIBO Screen Rate will materially impact its liquidity or financial position.

- Definition

The entire disclosure for information about short-term and long-term debt arrangements, which includes amounts of borrowings under each line of credit, note payable, commercial paper issue, bonds indenture, debenture issue, own-share lending arrangements and any other contractual agreement to repay funds, and about the underlying arrangements, rationale for a classification as long-term, including repayment terms, interest rates, collateral provided, restrictions on use of assets and activities, whether or not in compliance with debt covenants, and other matters important to users of the financial statements, such as the effects of refinancing and noncompliance with debt covenants.

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+ Details

Commitments and Contingencies

12 Months Ended

Dec. 31, 2021

Commitments and Contingencies Disclosure [Abstract]

Commitments and Contingencies

13. Commitments and Contingencies

Refer to “Note 10. Leases” and “Note 12. Debt,” for details of contractual obligations for the Company's noncancelable operating leases and principal payments under its debt agreements, respectively.

Purchase Commitments

In December 2020, the Company amended its commercial agreement with a third-party, pursuant to which the Company committed to spend an aggregate of at least $3.3 million between January 2022 and December 2022 on cloud hosting services.

Legal Contingencies

On December 18, 2020, R. Brian Terenzini, individually and on behalf of all others similarly situated, filed a class action lawsuit against the Company and certain of its executive officers in the United States District Court for the Central District of California (Case No. 2:20-cv-11444). On January 8, 2021, Bryan Kearney, individually and on behalf of all others similarly situated, also filed a class action lawsuit against the Company and certain of its executive officers in the United States District Court for the Central District of California (Case No. 2:21-cv-00175). The plaintiffs seek compensatory damages as well as interest, fees and costs. The complaints allege violations of Section 10(b) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and assert that the Company failed to disclose to investors that Amazon.com, Inc. was developing its own mobile and online prescription medication ordering and fulfillment service that would compete directly with the Company. According to the complaints, when Amazon announced its competitor service, the Company’s stock price fell, causing investor losses. Lead plaintiff applications were submitted February 16, 2021, and on April 8, 2021, the court consolidated the two lawsuits under the caption In re GoodRx Holdings, Inc.(Case No. 2:20-cv-11444) and appointed Betty Kalmanson, Lawrence Kalmanson, Shawn Kalmanson, and Janice Kasbaum as Lead Plaintiffs. On June 7, 2021, Lead Plaintiffs filed a consolidated complaint containing substantially similar factual allegations as the prior complaints, but adding claims under Section 11 of the Securities Act of 1933. The Company filed a motion to dismiss the consolidated case on August 6, 2021 and Lead Plaintiffs subsequently filed an omnibus opposition to the Company's motion to dismiss on October 5, 2021. The Company subsequently filed a reply in support of notice of motion and motion to dismiss. The court granted the Company's motion to dismiss on January 2, 2022. The Lead Plaintiffs filed an amended complaint on February 7, 2022. Defendants’ motion to dismiss is due on March 10, 2022. The Company believes it has meritorious defenses to the claims of the plaintiffs and members of the class and intends to defend itself vigorously. This litigation is at preliminary stages, and the outcome of any complex legal proceeding is inherently unpredictable and subject to significant uncertainties.

On April 29, 2021, May 5, 2021 and September 15, 2021, Neesha Patel, Wayne Geist and Alan Pinyavat, respectively, each filed a derivative lawsuit purportedly on behalf of the Company against certain of its officers and directors in the United States District Court for the Central District of California (Case No. 2:21-cv-03671, Case No. 2:21-cv-03829 and Case No. 1:21-cv-01309, respectively). The plaintiffs assert claims for breach of fiduciary duty and contribution under the Exchange Act. Neesha Patel asserts additional claims for unjust enrichment and corporate waste and Alan Pinyavat asserts additional claims for unjust enrichment, abuse of control and gross mismanagement. These claims are based on allegations substantially similar to those in the class action lawsuit described above. Plaintiffs are requesting declaratory relief, money damages, restitution, and certain governance reforms. Plaintiffs did not make a pre-suit demand on the Company’s board. The derivative lawsuits are stayed pending the outcome of the class action lawsuit.

In March 2020, the Company received a letter from the Federal Trade Commission ("FTC") indicating its intent to investigate the Company's privacy and security practices to determine whether such practices comply with Section 5 of the FTC Act. In April 2020, the FTC sent an initial request for information to the Company regarding the Company’s sharing of data regarding individuals’ use of the Company's website, app and services with service providers, including Google and Facebook. Since April 2020, the Company has timely responded to the FTC’s information requests and follow-up questions. On October 14, 2021, staff at the FTC notified the Company that it intends to recommend that the agency pursue an enforcement action against the Company and certain of its officers and employees. On January 12, 2022, staff at the FTC sent the Company a draft complaint and consent order. The Company believes it has complied with applicable regulations and that it has meritorious defenses to any claims or assertions to the contrary, and therefore intends to defend itself vigorously. No assurance can be given regarding the outcome of this matter. As a result of enforcements of this nature, there may be settlements, enforcement actions, or related litigation that could include monetary penalties and/or compliance requirements that may impose significant and material costs.

Based upon information presently known to management, the Company has not accrued a loss for the matters described above as a loss is not probable and reasonably estimable. While it is reasonably possible a loss may have been incurred, the Company is unable to estimate a loss or range of loss in these matters.

The pending proceedings described above involve complex questions of fact and law and may require the expenditure of significant funds and the diversion of other resources to defend. The results of legal proceedings are inherently uncertain, and material adverse outcomes are reasonably possible.

In addition, during the normal course of business, the Company may become subject to, and is presently involved in, legal proceedings, claims and litigation. Such matters are subject to many uncertainties and outcomes are not predictable with assurance. Accruals for loss contingencies are recorded when a loss is probable, and the amount of such loss can be reasonably estimated.

Indemnifications

The Company’s amended and restated bylaws provides that it will indemnify the Company’s directors and officers to the fullest extent permitted by the Delaware General Corporation Law. Certain of the Company’s officers and directors are also a party to indemnification agreements with the Company. Pursuant to the Company’s indemnification agreements and directors’ and officers’ liability insurance, certain of the Company’s officers and directors will be indemnified and insured against the cost of defense, settlement or payment of a judgment under certain circumstances. The maximum potential amount of future payments the Company could be required to make under these indemnification provisions is indeterminable. The Company has never paid a material claim, nor has the Company been involved in litigation, with respect to these indemnification arrangements. As of December 31, 2021 and 2020, the Company has not accrued a liability for these guarantees as the likelihood of incurring a payment obligation, if any, in connection with these guarantees is not probable or reasonably estimable.

Stockholders' Equity

12 Months Ended

Dec. 31, 2021

Equity [Abstract]

Stockholders' Equity

14. Stockholders’ Equity

On September 25, 2020, the Company completed its IPO of 39.8 million shares of its Class A common stock, $0.0001 par value per share (the “Class A Common Stock”) at an offering price of $33.00 per share. The Company sold 28.6 million shares and certain existing stockholders sold an aggregate of 11.2 million shares. The Company received aggregate net proceeds of $886.9 million after deducting underwriting discounts and commissions of $52.5 million and other offering expenses of $4.9 million.

In connection with its IPO: (i) 126.0 million outstanding shares of redeemable convertible preferred stock with a carrying value of $737.0 million were converted into an equivalent number of shares of common stock; (ii) the Company filed an Amended and Restated Certificate of Incorporation which authorized a total of 2.0 billion shares of Class A Common Stock, 1.0 billion shares of Class B Common Stock, $0.0001 par value per share (the “Class B Common Stock”), and 50.0 million shares of Preferred Stock, $0.0001 par value per share; and (iii) 357.3 million shares of the Company’s common stock then outstanding were automatically reclassified into an equivalent number of shares of the Company’s Class B Common Stock.

As a result, following the completion of its IPO, the Company has two classes of authorized and outstanding common stock: Class A Common Stock and Class B Common Stock.

The rights of the holders of the Class A Common Stock and Class B Common Stock are identical except for voting and conversion rights. The holders of the Class A Common Stock are entitled to one vote per share and the holders of the Class B Common Stock are entitled to 10 votes per share. Each share of Class B Common Stock is convertible into one share of Class A Common Stock at any time at the option of the holder and will automatically convert to Class A Common Stock upon any transfer, except for certain permitted transfers. All Class B Common Stock will convert automatically into an equivalent number of Class A Common Stock upon the earlier of (i) September 25, 2027; or (ii) the first date the aggregate number of shares of Class B Common Stock cease to represent at least 10% of the aggregate outstanding shares of common stock. During the years ended December 31, 2021 and December 31, 2020, 13.1 million and 28.7 million shares of Class B Common Stock were converted into an equivalent number of shares of Class A Common Stock, respectively.

Concurrent with the completion of its IPO, the Company closed a private placement with a related party that is an existing investor for $100.0 million and issued 3.0 million shares of Class A Common Stock.

Charitable Stock Donation

For the year ended December 31, 2020, the Company recorded a $41.7 million charge in general and administrative expenses in the accompanying consolidated statement of operations, related to the donation of 1.1 million shares of Class A Common Stock at fair market value to a charitable organization to fund and support the Company’s philanthropic initiatives. The charitable organization welcomes recommendations from donors regarding distributions from the donations. However, all recommendations are advisory in nature, and the charitable organization will independently determine whether recommendations it receives are consistent with their charitable purposes and fiduciary obligations. The fair value of the donated shares was measured on the date of issuance to the charitable organization using the Company’s traded stock

price on that date, and was discounted for lack of marketability (“DLOM”) as the stock is not freely tradeable. The Company utilized the Finnerty Model to calculate the DLOM using inputs, including length of holding period, volatility and dividend yield, with volatility considered as a significant Level 3 input in the fair value hierarchy.

- Definition

The entire disclosure for shareholders' equity comprised of portions attributable to the parent entity and noncontrolling interest, including other comprehensive income. Includes, but is not limited to, balances of common stock, preferred stock, additional paid-in capital, other capital and retained earnings, accumulated balance for each classification of other comprehensive income and amount of comprehensive income.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
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-Section 50
-Paragraph 13
-Subparagraph (b)
-URI http://asc.fasb.org/extlink&oid=123467817&loc=SL123496158-112644

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 13
-URI http://asc.fasb.org/extlink&oid=123467817&loc=SL123496158-112644

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
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Reference 4: http://www.xbrl.org/2003/role/disclosureRef
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-URI http://asc.fasb.org/extlink&oid=123467817&loc=SL123496171-112644

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
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-Section S99
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Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 18
-Subparagraph (d)
-URI http://asc.fasb.org/extlink&oid=123467817&loc=SL123496189-112644

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
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-URI http://asc.fasb.org/extlink&oid=123467817&loc=SL123496158-112644

Reference 8: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
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Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
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-Section 50
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-URI http://asc.fasb.org/extlink&oid=123467817&loc=SL123496189-112644

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
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Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
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Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
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Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
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-Paragraph 16
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-URI http://asc.fasb.org/extlink&oid=123467817&loc=SL123496180-112644

Reference 14: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 13
-Subparagraph (i)
-URI http://asc.fasb.org/extlink&oid=123467817&loc=SL123496158-112644

Reference 15: http://www.xbrl.org/2003/role/disclosureRef
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+ Details

Stock-Based Compensation

12 Months Ended

Dec. 31, 2021

Share-based Payment Arrangement [Abstract]

Stock-Based Compensation

15. Stock-Based Compensation

2015 Equity Incentive Plan

The board of directors was authorized to grant stock-based awards under the 2015 Equity Incentive Plan (the “2015 Plan”). Following the effectiveness of the 2020 Plan (as defined below), the 2015 Plan was terminated. However, any outstanding awards granted under the 2015 Plan will remain outstanding, subject to the terms of the 2015 Plan and applicable award agreement. Shares of Class A Common Stock subject to awards granted under the 2015 Plan that expire unexercised or are cancelled, terminated or forfeited in any manner without issuance of shares thereunder following the effective date of the 2020 Plan, have or will become available for issuance under the 2020 Plan in accordance with its terms.

2020 Incentive Award Plan

In connection with the Company’s IPO in 2020, its board of directors adopted, and its stockholders approved, the 2020 Incentive Award Plan (the “2020 Plan”), which provides for the grant of stock options, including incentive stock options, or ISOs, and nonqualified stock options, or NSOs, restricted stock, dividend equivalents, RSUs, stock appreciation rights (SARs), and other stock or cash based awards to its employees, consultants and directors. The board of directors or its Compensation Committee is authorized to grant stock-based awards under the 2020 Plan which may be issued as either Class A or Class B Common Stock. Notwithstanding anything to the contrary in the 2020 Plan, no more than 300.0 million shares of common stock (either Class A or Class B Common Stock) may be issued pursuant to the exercise of incentive stock options under the 2020 Plan.

The number of shares available for issuance under the 2020 Plan will be increased by an annual increase on the first day of each calendar year beginning January 1, 2021 and ending on and including January 1, 2030, equal to the lesser of (A) 5% of the aggregate number of shares of Class A and Class B Common Stock outstanding on the final day of the immediately preceding calendar year and (B) such smaller number of shares as is determined by the Company’s board of directors.

At December 31, 2021, 53.4 million shares were available for issuance under the 2020 Plan.

2020 Employee Stock Purchase Plan

In connection with the Company’s IPO in 2020, its board of directors adopted, and its stockholders approved, the 2020 Employee Stock Purchase Plan (ESPP). A total of 9.0 million shares of Class A Common Stock were initially reserved for issuance under the ESPP. In addition, the number of shares available for issuance under the ESPP will be annually increased on January 1 of each calendar year beginning in 2021 and ending in 2030, by an amount equal to the lesser of: (i) 1% of the aggregate number of shares of Class A and Class B Common Stock outstanding on the final day of the immediately preceding calendar year and (ii) such smaller number of shares as is determined by the Company’s board of directors. In no event will more than 100.0 million shares of Class A Common Stock be available for issuance under the ESPP.

The ESPP allows eligible employees to purchase common stock of the Company, through payroll deductions, at 85% of the lower of the fair market value of Class A Common Stock on the first trading day of the offering period or on the applicable purchase date, which will be the final trading day of the applicable purchase period. The ESPP is intended to qualify as an employee stock purchase plan under the IRS Code Section 423.

At December 31, 2021, 12.9 million shares were available for issuance under the ESPP. There were no employee stock purchase offerings since the adoption and approval of the ESPP.

Stock Options

Stock options granted generally vest 25% of the total award on the first anniversary of the vesting commencement date, and thereafter ratably monthly over the remaining three-year period. Stock options generally have a ten-year term. Stock options granted under the 2015 Plan and 2020 Plan do not include any forfeitable or non-forfeitable dividend equivalent rights.

A summary of the stock option activity is as follows:


						Weighted
				Weighted		Average
				Average		Remaining	Aggregate
				Exercise		Contractual	Intrinsic
(in thousands, except per share amounts and term information)	Shares			Price		Term	Value
Outstanding at December 31, 2020		21,528		$	6.22	8.1 years	$	734,604
Granted		331			34.57
Exercised		(7,282	)		4.86
Expired / Cancelled / Forfeited		(1,009	)		7.50
Outstanding at December 31, 2021		13,568		$	7.55	7.3 years	$	341,929
Exercisable at December 31, 2021		6,636		$	5.31	6.5 years	$	181,749

The weighted average grant date fair value per share of stock options granted for the years ended December 31, 2021, 2020 and 2019 was $18.81, $4.23 and $1.27, respectively. The aggregate intrinsic value of options exercised for the years ended December 31, 2021, 2020 and 2019 was $244.4 million, $112.7 million and $11.1 million, respectively. The fair value of stock options that vested during the years ended December 31, 2021, 2020 and 2019 was $15.3 million, $10.2 million and $2.5 million, respectively.

All stock options outstanding at December 31, 2021 are options to purchase shares of Class A Common Stock. The fair value of option awards issued with service or performance vesting conditions are estimated on the grant date using the Black-Scholes option pricing model. The following table summarizes the assumptions used:


	Year Ended December 31,
	2021		2020		2019
Risk-free interest rate	0.9% - 1.3%		0.4% - 1.4%		1.4% - 2.4%
Expected term	5.7 - 6.1 years		5.3 - 6.3 years		5.6 - 6.3 years
Expected stock price volatility	57.5% - 60%		50% - 62%		50%
Dividend yield		—		—		—
Fair value of common stock per share	$16.79 - $24.48		$5.94 - $33.00		$2.75 - $5.88

For the years ended December 31, 2021, 2020 and 2019, the stock-based compensation expense related to stock options was $14.3 million, $13.0 million and $2.5 million, respectively. At December 31, 2021, there was $23.7 million of total unrecognized stock-based compensation cost related to stock options, which is expected to be recognized over a weighted average remaining service period of 1.8 years.

Restricted Stock Awards and Restricted Stock Units

A summary of the Restricted Stock Awards and Restricted Stock Unit activity is as follows:


	Restricted			Restricted Stock Units for Class A			Restricted Stock Units for Class B			Weighted Average
	Stock			Common			Common			Grant Date
(in thousands, except per share amounts)	Awards			Stock			Stock			Fair Value
Nonvested restricted stock awards or restricted stock units at December 31, 2020		1,409			2,790			7,698		$	26.74
Granted		—			2,917			—			37.27
Vested		(470	)		(1,001	)		(2,053	)		27.19
Forfeited		—			(275	)		—			38.81
Nonvested restricted stock awards or restricted stock units at December 31, 2021		939			4,431			5,645		$	29.64

For the years ended December 31, 2021 and 2020, the fair value of RSAs and RSUs that vested was $95.8 million and $335.4 million, respectively. The fair value of RSAs that vested during 2019 was not material. There were no RSUs granted or outstanding during the year ended December 31, 2019.

Restricted Stock Awards

The weighted average fair value per share of RSAs granted for the year ended December 31, 2019 was $3.88. For the years ended December 31, 2021, 2020 and 2019, total stock-based compensation expense related to RSAs was $1.8 million, $1.8 million and $1.3 million, respectively. At December 31, 2021, there was $2.4 million of total unrecognized

stock-based compensation cost related to these RSAs, which is expected to be recognized over a remaining service period of 1.3 years. There were no RSAs granted during the years ended December 31, 2021 and 2020.

Restricted Stock Units for Class A Common Stock

In connection with and subsequent to its IPO, the Company granted RSUs for Class A Common Stock. Substantially all of the RSUs granted vest upon continued service over a four-year period. For the years ended December 31, 2021 and 2020, total stock-based compensation expense related to RSUs was $53.5 million and $9.5 million, respectively. At December 31, 2021, there was $148.3 million of total unrecognized stock-based compensation cost related to these RSUs, which is expected to be recognized over a weighted average remaining service period of 2.8 years.

Restricted Stock Units for Class B Common Stock

On September 11, 2020, the board of directors granted RSUs covering an aggregate of 24.6 million shares of Class B Common Stock to the Company’s Co-Chief Executive Officers (the “Founders Awards”), subject to the completion of the Company’s IPO and continued employment through the applicable vesting dates. Each of the Co-Chief Executive Officers received (i) 8.2 million RSUs that vest based on the achievement of stock price goals ranging from $6.07 per share to $51.28 per share, (the “Performance-Vesting Founders Awards”) and (ii) 4.1 million RSUs that vest and settle in equal quarterly installments over four years, subject to certain vesting acceleration terms (the “Time-Vesting Founders Awards”). The grant date fair value of these awards was $533.3 million.

The Company used a Monte Carlo simulation model to calculate the grant date fair value of the Performance-Vesting Founders Awards and the derived service period. The Monte Carlo simulation model incorporates the likelihood of achieving the market condition and requires the input of assumptions including the estimated fair value of common stock, expected volatility, expected term, risk-free rate and dividend yield. The Company then applied a DLOM to the value of the RSUs as the issuance of the shares for these awards is deferred by three-years from the applicable vesting date, or earlier, upon a qualifying change in control or to satisfy tax withholding requirements. The Company utilized the Finnerty Model to calculate the DLOM using inputs, including length of holding period, volatility and dividend yield.

All of the Performance-Vesting Founders Awards vested in 2020, and the Company settled 0.7 million RSUs at that time sufficient to satisfy certain tax withholding obligations due in the year of vesting. The remaining 15.7 million Performance-Vesting Founders Awards shares will not be issued until October 2023 or, if earlier, a change in control event, as defined in the RSU agreements governing the Founders Awards

During the years ended December 31, 2021 and 2020, the Company recognized $90.9 million and $373.0 million of stock-based compensation expense, respectively, related to the Founders Awards. At December 31, 2021, the Company has recognized a cumulative of $463.9 million of stock-based compensation expense related to the Founders Awards, of which $144.1 million related to the Time-Vesting Founders Awards and $319.8 million related to the Performance-Vesting Founders Awards. At December 31, 2021, there was $69.4 million of total unrecognized stock-based compensation cost related to the Time-Vesting Founders Awards, which is expected to be recognized over a weighted average remaining service period of 1.4 years.

Basic and Diluted (Loss) Earnings Per Share

12 Months Ended

Dec. 31, 2021

Earnings Per Share [Abstract]

Basic and Diluted (Loss) Earnings Per Share

16. Basic and Diluted (Loss) Earnings Per Share

The computation of (loss) earnings per share for the years ended December 31, 2021, 2020 and 2019 is as follows:


	Year Ended December 31,
(in thousands, except per share amounts)	2021			2020			2019
Numerator:
Net (loss) income	$	(25,254	)	$	(293,623	)	$	66,048
Less: Undistributed earnings allocated to convertible preferred stock		—			—			(23,607	)
Net (loss) income attributable to common stockholders - basic	$	(25,254	)	$	(293,623	)	$	42,441
Add: Undistributed earnings reallocated to holders of common stock		—			—			304
Net (loss) income attributable to common stockholders - diluted	$	(25,254	)	$	(293,623	)	$	42,745
Denominator:
Weighted average shares - basic		409,981			274,696			226,607
Dilutive impact of stock options, restricted stock awards and restricted stock units		—			—			4,602
Weighted average shares - diluted		409,981			274,696			231,209
(Loss) earnings per share:
Basic	$	(0.06	)	$	(1.07	)	$	0.19
Diluted	$	(0.06	)	$	(1.07	)	$	0.18

The following weighted average potentially dilutive shares were excluded from the computation of diluted net (loss) earnings per share for the periods presented because including them would have been antidilutive:


	Year Ended December 31,
(in thousands)	2021		2020		2019
Redeemable convertible preferred stock		—		92,479		126,046
Stock options, restricted stock awards and restricted stock units		28,858		27,374		7,304

Condensed Financial Information of Parent Company

12 Months Ended

Dec. 31, 2021

Condensed Financial Information Disclosure [Abstract]

Condensed Financial Information of Parent Company

17. Condensed Financial Information of Parent Company

GoodRx Holdings, Inc. has no material assets or standalone operations other than its ownership in its consolidated subsidiaries. Under the terms of debt agreements entered into by GoodRx, a wholly-owned subsidiary of GoodRx Intermediate Holdings, LLC, which itself is a wholly-owned subsidiary of GoodRx Holdings, Inc., GoodRx is restricted from making dividend payments, loans or advances to GoodRx Intermediate Holdings, LLC and GoodRx Holdings, Inc. These restrictions have resulted in the restricted net assets (as defined in Rule 1-02 of Regulation S-X) of GoodRx and its subsidiaries to exceed 25% of the consolidated net assets of GoodRx Holdings, Inc. and its subsidiaries.

The condensed financial information is presented on a “parent-only” basis, and GoodRx Holdings, Inc.’s investment in its subsidiary is stated at cost plus equity in (loss) earnings of subsidiary less distributions received from subsidiary since the date of the October 7, 2015 acquisition. GoodRx Holdings. Inc.’s share of net (loss) income of its subsidiary is included in net (loss) income using the equity method of accounting.

During 2021, 2020 and 2019, GoodRx Holdings, Inc. received no dividends from its subsidiary.

The following table presents the parent-only balance sheets of GoodRx Holdings, Inc. as of December 31, 2021 and 2020:


	December 31,
(in thousands, except par values)	2021			2020
Assets
Cash	$	5		$	5
Other asset		80			57
Investment in subsidiary, net of distributions		831,595			711,384
Total assets	$	831,680		$	711,446
Liabilities and stockholders' equity
Other current liabilities	$	—		$	87
Total liabilities		—			87
Stockholders' equity
Preferred stock, $0.0001 par value; 50,000 shares authorized and zero shares issued and outstanding at December 31, 2021 and December 31, 2020		—			—
Common stock, $0.0001 par value; Class A: 2,000,000 shares authorized, 85,028 and 63,071 shares issued and outstanding at December 31, 2021 and December 31, 2020, respectively; and Class B: 1,000,000 shares authorized, 315,534 and 328,589 shares issued and outstanding at December 31, 2021 and December 31, 2020, respectively		40			39
Additional paid-in capital		2,247,347			2,101,773
Accumulated deficit		(1,415,707	)		(1,390,453	)
Total stockholders' equity		831,680			711,359
Total liabilities and stockholders' equity	$	831,680		$	711,446

The following table presents the parent-only statements of operations of GoodRx Holdings, Inc. for the years ended December 31, 2021, 2020 and 2019:


	Year Ended December 31,
(in thousands)	2021			2020			2019
Equity in (loss) earnings of subsidiary	$	(25,254	)	$	(293,623	)	$	66,048
Net (loss) income	$	(25,254	)	$	(293,623	)	$	66,048

The following table presents the parent-only statements of cash flows of GoodRx Holdings, Inc. for the years ended December 31, 2021, 2020 and 2019:


	Year Ended December 31,
(in thousands)	2021			2020			2019
Cash flows from operating activities
Net (loss) income	$	(25,254	)	$	(293,623	)	$	66,048
Adjustments to reconcile net (loss) income to net cash (used in) provided by operating activities:
Equity in loss (earnings) of subsidiary		25,254			293,623			(66,048	)
Changes in assets and liabilities:
Other asset		(23	)		90			(147	)
Other current liabilities		(87	)		87			—
Net cash (used in) provided by operating activities		(110	)		177			(147	)
Cash flows from investing activities
Distribution from (investment in) subsidiary		22,777			(914,434	)		(4,908	)
Net cash provided by (used in) investing activities		22,777			(914,434	)		(4,908	)
Cash flows from financing activities
Proceeds from issuance of common stock in initial public offering, net of underwriting discounts and commissions		—			891,793			—
Proceeds from private placement with a related party		—			100,000			—
Payments of initial public offering issuance costs		—			(4,937	)		—
Issuance of common stock		—			—			1,623
Proceeds from exercise of stock options		35,021			5,343			3,042
Proceeds from early exercise of stock options		—			667			—
Employee taxes paid related to net share settlement of equity awards		(57,688	)		(78,714	)		—
Net cash (used in) provided by financing activities		(22,667	)		914,152			4,665
Net change in cash		—			(105	)		(390	)
Cash
Beginning of year		5			110			500
End of year	$	5		$	5		$	110

Subsequent Events

12 Months Ended

Dec. 31, 2021

Subsequent Events [Abstract]

Subsequent Events

18. Subsequent Events

On February 18, 2022, the Company acquired all of the equity interests of flipMD, Inc. ("flipMD") for $7.0 million in cash, subject to customary closing adjustments. flipMD is a marketplace connecting practicing physicians with organizations seeking on-demand medical expertise. The purpose of the acquisition is to expand both the Company's engagement with healthcare providers and services currently available under its existing pharma manufacturer solutions platform. The determination of the fair values of the acquired assets and assumed liabilities is incomplete due to the recent date of the acquisition. The results of operations of flipMD will be included in the consolidated results of the Company beginning from the date of acquisition.

On February 23, 2022, the Company's board of directors authorized the repurchase of up to an aggregate of $250.0 million of its Class A Common Stock through February 23, 2024. Repurchases under the program may be made in the open market, in privately negotiated transactions or otherwise, with the amount and timing of repurchases to be determined at the Company’s discretion, depending on market conditions and corporate needs. Open market repurchases will be structured to occur in accordance with applicable federal securities laws, including within the pricing and volume requirements of Rule 10b-18 under the Securities Exchange Act of 1934, as amended. The Company may also, from time to time, enter into Rule 10b5-1 plans to facilitate repurchases of its shares under this authorization. This program does not obligate the Company to acquire any particular amount of Class A Common Stock and may be modified, suspended or terminated at any time at the discretion of the Company's board of directors.

Summary of Significant Accounting Policies (Policies)

12 Months Ended

Dec. 31, 2021

Accounting Policies [Abstract]

Basis of Presentation

The accompanying consolidated financial statements have been prepared in conformity with U.S. generally accepted accounting principles (“GAAP”).

Principles of Consolidation

Consolidation of VIEs

Segment Reporting and Geographic Information

Use of Estimates

Certain Risks and Concentrations

The Company extends credit to its customers based on an evaluation of their ability to pay amounts due under contractual arrangements and generally does not obtain or require collateral.

Cash, Cash Equivalents and Restricted Cash

Accounts Receivable and Allowance for Expected Credit Losses

Company writes off the asset when it is determined to be uncollectible. As of December 31, 2021 and 2020, the allowance for credit losses was not material.

Property and Equipment

Equity Method Investments Policy

Equity Investment

Business Combinations

Transaction costs associated with business combinations are expensed as incurred and are included in general and administrative expenses in the consolidated statements of operations.

Goodwill

Intangible Assets

Capitalized Software Costs

Impairment of Long-Lived Assets

For the years ended December 31, 2021, 2020 and 2019, revenue comprises the following:


	Year Ended December 31,
(in thousands)	2021		2020		2019
Prescription transactions revenue	$	593,359	$	488,257	$	364,582
Subscription revenue (1)		59,925		29,386		13,085
Other revenue		92,140		33,057		10,557
Total revenue	$	745,424	$	550,700	$	388,224

(1)

Prescription Transactions Revenue

Subscription Revenue

Other Revenue

Other revenue consists principally of pharma manufacturer solutions revenue and telehealth revenue.

Cost of Revenue

Product Development and Technology

Sales and Marketing

General and Administrative

Depreciation and Amortization

The Company’s depreciation and amortization expenses include depreciation of property and equipment, and amortization of capitalized internal-use software costs and intangible assets.

Fair Value of Financial Instruments


Level 1		Unadjusted quoted prices in active markets for identical assets or liabilities;
Level 2		Unadjusted quoted prices in active markets for similar assets or liabilities, or unadjusted quoted prices for identical or similar assets or liabilities in markets that are not active, or inputs that are derived principally from or corroborated by observable market data by correlation or other means, or inputs other than quoted prices that are observable for the asset or liability; and
Level 3		Unobservable inputs for the asset or liability based on management’s assumptions.

Stock-Based Compensation

•

Securities Issued as Compensation. Subsequent to the Company’s IPO, the fair value of common stock was determined on the grant date using the closing price of the Company’s common stock.

•

Expected volatility is based on historical volatilities of a publicly traded peer group based on daily price observations over a period equivalent to the expected term of the stock option grants.

•

The risk-free interest rate is based on the U.S. Treasury yield of treasury bonds with a maturity that approximates the expected term of the options.

•

The dividend yield is based on the Company’s current expectations of dividend payouts.

Comprehensive Income (Loss)

Comprehensive (Loss) Income

During the years ended December 31, 2021, 2020 and 2019, other than net (loss) income, the Company did not have any other elements of comprehensive (loss) income.

Basic and Diluted Earnings (Loss) Per Share

Basic and Diluted (Loss) Earnings Per Share

Recently Adopted Accounting Pronouncements

Recent Accounting Pronouncements

Recently Adopted Accounting Pronouncements

Recently Issued Accounting Pronouncements - Not Yet Adopted

Summary of Significant Accounting Policies (Tables)

12 Months Ended

Dec. 31, 2021

Accounting Policies [Abstract]

Summary of Revenue

For the years ended December 31, 2021, 2020 and 2019, revenue comprises the following:


	Year Ended December 31,
(in thousands)	2021		2020		2019
Prescription transactions revenue	$	593,359	$	488,257	$	364,582
Subscription revenue (1)		59,925		29,386		13,085
Other revenue		92,140		33,057		10,557
Total revenue	$	745,424	$	550,700	$	388,224

(1)

Prepaid Expenses and Other Current Assets (Tables)

12 Months Ended

Dec. 31, 2021

Prepaid Expense and Other Assets, Current [Abstract]

Schedule of Prepaid Expenses and Other Current Assets

Prepaid expenses and other current assets consisted of the following:


	December 31,
(in thousands)	2021		2020
Income taxes receivable	$	8,331	$	28,564
Prepaid expenses		21,307		17,484
Total prepaid expenses and other current assets	$	29,638	$	46,048

Property and Equipment, Net (Tables)

12 Months Ended

Dec. 31, 2021

Property, Plant and Equipment [Abstract]

Schedule of Components of Property and Equipment, Net

Property and equipment, net consisted of the following:


	December 31,
(in thousands)	2021			2020
Leasehold improvements	$	15,354		$	14,769
Furniture and fixtures		8,578			8,371
Computer equipment		3,148			2,047
Construction in progress		361			—
Total property and equipment		27,441			25,187
Less: Accumulated depreciation		(5,829	)		(2,130	)
Total property and equipment, net	$	21,612		$	23,057

Goodwill (Tables)

12 Months Ended

Dec. 31, 2021

Goodwill and Intangible Assets Disclosure [Abstract]

Summary of Changes in Carrying Amount of Goodwill

The following table presents changes in the carrying amount of goodwill for the years ended December 31, 2021 and 2020:


	Year Ended December 31,
(in thousands)	2021		2020
Balance at beginning of the year	$	261,116	$	236,225
Goodwill acquired		68,580		24,891
Balance at end of the year	$	329,696	$	261,116

Intangible Assets, Net (Tables)

12 Months Ended

Dec. 31, 2021

Goodwill and Intangible Assets Disclosure [Abstract]

Schedule of Intangible Assets, Net

The following table presents details of the Company’s intangible assets, net at December 31, 2021:


		December 31, 2021
($ amounts in thousands)	Useful Life (in years)	Gross Carrying Amount		Accumulated Amortization			Net Carrying Amount		Weighted Average Remaining Useful Life (in years)
Customer relationships	9-13	$	75,500	$	(6,015	)	$	69,485		10.6
Developed technology	1-5		56,898		(46,411	)		10,487		2.2
Trademarks	1-9		13,316		(12,309	)		1,007		5.9
Content library	3		9,500		(2,243	)		7,257		2.3
Backlog	1		1,900		(1,345	)		555		0.3
		$	157,114	$	(68,323	)	$	88,791		8.9

The following table presents details of the Company’s intangible assets, net at December 31, 2020:


		December 31, 2020
($ amounts in thousands)	Useful Life (in years)	Gross Carrying Amount		Accumulated Amortization			Net Carrying Amount		Weighted Average Remaining Useful Life (in years)
Customer relationships	5-11	$	27,900	$	(3,368	)	$	24,532		10.7
Developed technology	1-5		49,098		(37,506	)		11,592		2.3
Trademarks	5-9		12,511		(11,716	)		795		7.3
Backlog	1		700		(700	)		—		—
		$	90,209	$	(53,290	)	$	36,919		8.0

Schedule of Expected Amortization of Intangible Assets, Net for Future Periods

At December 31, 2021, the expected amortization of intangible assets, net for future periods is as follows:


(in thousands)
Year Ending December 31,
2022	$	16,562
2023		12,872
2024		8,296
2025		7,338
2026		7,017
Thereafter		36,706
	$	88,791

Capitalized Software, Net (Tables)

12 Months Ended

Dec. 31, 2021

Capitalized Computer Software, Net [Abstract]

Schedule of Capitalized Software, Net

The following table presents details of the Company’s capitalized software, net as follows:


	December 31,
(in thousands)	2021			2020
Capitalized software costs	$	63,752		$	26,344
Less: Accumulated amortization		(18,765	)		(6,544	)
Total capitalized software, net	$	44,987		$	19,800

Schedule of Expected Amortization of Capitalized Software, Net

At December 31, 2021, the expected amortization of capitalized software, net that has been placed into service for future periods is as follows:


(in thousands)
Year Ending December 31,
2022	$	17,901
2023		15,281
2024		6,997
	$	40,179

Accrued Expenses and Other Current Liabilities (Tables)

12 Months Ended

Dec. 31, 2021

Payables and Accruals [Abstract]

Summary of Accrued Expenses and Other Current Liabilities

Accrued expenses and other current liabilities consisted of the following:


	December 31,
(in thousands)	2021		2020
Accrued bonus and other payroll related	$	24,031	$	13,607
Accrued marketing		15,493		10,045
Deferred revenue		6,869		6,852
Other accrued expenses		4,339		7,188
Total accrued expenses and other current liabilities	$	50,732	$	37,692

Leases (Tables)

12 Months Ended

Dec. 31, 2021

Leases [Abstract]

Schedule of Maturities of Operating Lease Liabilities

The following table presents maturities of operating lease liabilities at December 31, 2021:


(in thousands)
Year Ending December 31,
2022	$	5,851
2023		5,639
2024		5,689
2025		5,865
2026		5,120
Thereafter		22,846
Total operating lease payments		51,010
Less: Effects of discounting		(11,567	)
Present value of operating lease liabilities	$	39,443
Operating lease liabilities, current	$	5,851
Operating lease liabilities, net of current portion	$	33,592

Income Taxes (Tables)

12 Months Ended

Dec. 31, 2021

Income Tax Disclosure [Abstract]

Schedule of Components of Income tax (Benefit) Expense

The components of the Company’s income taxes are as follows:


	Year Ended December 31,
(in thousands)	2021			2020			2019
Current
Federal	$	(361	)	$	235		$	20,012
State		2,532			848			2,592
Total current income tax expense		2,171			1,083			22,604
Deferred
Federal		6,521			(7,472	)		(4,670	)
State		6,385			(3,438	)		(1,004	)
Total deferred income tax expense (benefit)		12,906			(10,910	)		(5,674	)
Total income tax expense (benefit)	$	15,077		$	(9,827	)	$	16,930

Schedule of Reconciliation of Income Tax (Benefit) Expense


	Year Ended December 31,
(in thousands)	2021			2020			2019
Income taxes computed at federal statutory rate	$	(2,137	)	$	(63,725	)	$	17,425
State income taxes(1)		8,385			(2,768	)		988
Stock-based compensation		491			609			313
Excess tax benefits related to stock- based compensation		(43,797	)		(19,961	)		(788	)
Research and development credits, net of reserves		(8,206	)		(3,541	)		(1,661	)
Nondeductible officers' compensation		21,905			79,046			—
Increase (decrease) in valuation allowance		37,782			(293	)		380
Transaction costs		438			277			242
Other		216			529			31
Income tax expense (benefit)	$	15,077		$	(9,827	)	$	16,930
Effective income tax rate		(148.1	%)		3.2	%		20.4	%

(1)

Schedule of Components of Net Deferred Tax Assets


	December 31,
(in thousands)	2021			2020
Deferred tax assets
Other assets	$	5,072		$	2,303
Operating lease liabilities		9,702			8,747
Stock-based compensation		10,097			4,422
Research and development credits, net of reserves		19,407			4,146
Tax credit carryforward		580			296
Interest expense carryforward		4,699			—
Charitable contribution carryforward		8,817			8,403
Goodwill		8,668			9,329
Net operating losses		21,907			215
Total deferred tax assets		88,949			37,861
Valuation allowance		(52,679	)		(268	)
Deferred tax assets, net of valuation allowance		36,270			37,593
Deferred tax liabilities
Other liabilities		(527	)		(825	)
Operating lease right-of-use assets		(6,727	)		(6,377	)
Property and equipment		(4,699	)		(4,621	)
Capitalized software		(10,926	)		(4,557	)
Intangible assets		(13,635	)		(8,096	)
Total deferred tax liabilities		(36,514	)		(24,476	)
Total deferred tax (liabilities) assets, net	$	(244	)	$	13,117

Schedule of Reconciliation of Beginning and Ending Amount of Gross Unrecognized Tax Benefits

A reconciliation of the beginning and ending amount of gross unrecognized tax benefits is as follows:


(in thousands)
Gross unrecognized tax benefits at December 31, 2018	$	4,509
Decreases related to prior year tax positions		(879	)
Increases related to current year tax positions		744
Gross unrecognized tax benefits at December 31, 2019		4,374
Increases related to prior year tax positions		126
Increases related to current year tax positions		3,327
Settlements with taxing authorities		(119	)
Lapse of statute of limitations		(317	)
Gross unrecognized tax benefits at December 31, 2020		7,391
Increases related to prior year tax positions		999
Increases related to current year tax positions		6,911
Lapse of statute of limitations		(505	)
Gross unrecognized tax benefits at December 31, 2021	$	14,796

Debt (Tables)

12 Months Ended

Dec. 31, 2021

Debt Disclosure [Abstract]

Schedule of Debt

The Company's debt balances at December 31, 2021 and 2020 were as follows:


	December 31,
(in thousands)	2021			2020
Principal balance under First Lien Term Loan Facility	$	674,097		$	681,126
Less: Unamortized debt issuance costs and discounts		(11,210	)		(14,209	)
	$	662,887		$	666,917

Schedule of Future Principal Payments Under Debt Agreements

The following table presents details of the future principal payments under the First Lien Term Loan Facility at December 31, 2021:


(in thousands)
Year Ending December 31,
2022	$	7,029
2023		7,029
2024		7,029
2025		653,010
Total principal payments	$	674,097

Stock-Based Compensation (Tables)

12 Months Ended

Dec. 31, 2021

Summary of Stock Option Activity

A summary of the stock option activity is as follows:


						Weighted
				Weighted		Average
				Average		Remaining	Aggregate
				Exercise		Contractual	Intrinsic
(in thousands, except per share amounts and term information)	Shares			Price		Term	Value
Outstanding at December 31, 2020		21,528		$	6.22	8.1 years	$	734,604
Granted		331			34.57
Exercised		(7,282	)		4.86
Expired / Cancelled / Forfeited		(1,009	)		7.50
Outstanding at December 31, 2021		13,568		$	7.55	7.3 years	$	341,929
Exercisable at December 31, 2021		6,636		$	5.31	6.5 years	$	181,749

Assumptions Used in Black-Scholes Model to Determine Fair Value for Stock Option Awards Granted

The fair value of option awards issued with service or performance vesting conditions are estimated on the grant date using the Black-Scholes option pricing model. The following table summarizes the assumptions used:


	Year Ended December 31,
	2021		2020		2019
Risk-free interest rate	0.9% - 1.3%		0.4% - 1.4%		1.4% - 2.4%
Expected term	5.7 - 6.1 years		5.3 - 6.3 years		5.6 - 6.3 years
Expected stock price volatility	57.5% - 60%		50% - 62%		50%
Dividend yield		—		—		—
Fair value of common stock per share	$16.79 - $24.48		$5.94 - $33.00		$2.75 - $5.88

Summary of Restricted Stock Activity

A summary of the Restricted Stock Awards and Restricted Stock Unit activity is as follows:


	Restricted			Restricted Stock Units for Class A			Restricted Stock Units for Class B			Weighted Average
	Stock			Common			Common			Grant Date
(in thousands, except per share amounts)	Awards			Stock			Stock			Fair Value
Nonvested restricted stock awards or restricted stock units at December 31, 2020		1,409			2,790			7,698		$	26.74
Granted		—			2,917			—			37.27
Vested		(470	)		(1,001	)		(2,053	)		27.19
Forfeited		—			(275	)		—			38.81
Nonvested restricted stock awards or restricted stock units at December 31, 2021		939			4,431			5,645		$	29.64

Basic and Diluted (Loss) Earnings Per Share (Tables)

12 Months Ended

Dec. 31, 2021

Earnings Per Share [Abstract]

Schedule Computation of Earnings (Loss) Per Share

The computation of (loss) earnings per share for the years ended December 31, 2021, 2020 and 2019 is as follows:


	Year Ended December 31,
(in thousands, except per share amounts)	2021			2020			2019
Numerator:
Net (loss) income	$	(25,254	)	$	(293,623	)	$	66,048
Less: Undistributed earnings allocated to convertible preferred stock		—			—			(23,607	)
Net (loss) income attributable to common stockholders - basic	$	(25,254	)	$	(293,623	)	$	42,441
Add: Undistributed earnings reallocated to holders of common stock		—			—			304
Net (loss) income attributable to common stockholders - diluted	$	(25,254	)	$	(293,623	)	$	42,745
Denominator:
Weighted average shares - basic		409,981			274,696			226,607
Dilutive impact of stock options, restricted stock awards and restricted stock units		—			—			4,602
Weighted average shares - diluted		409,981			274,696			231,209
(Loss) earnings per share:
Basic	$	(0.06	)	$	(1.07	)	$	0.19
Diluted	$	(0.06	)	$	(1.07	)	$	0.18

Weighted-Average Potentially Dilutive Shares Were Excluded From Computation of Diluted Net (Loss) Income Per Share


	Year Ended December 31,
(in thousands)	2021		2020		2019
Redeemable convertible preferred stock		—		92,479		126,046
Stock options, restricted stock awards and restricted stock units		28,858		27,374		7,304

Condensed Financial Information of Parent Company (Tables)

12 Months Ended

Dec. 31, 2021

Condensed Financial Information Disclosure [Abstract]

Schedule of Parent-only Balance Sheets

The following table presents the parent-only balance sheets of GoodRx Holdings, Inc. as of December 31, 2021 and 2020:


	December 31,
(in thousands, except par values)	2021			2020
Assets
Cash	$	5		$	5
Other asset		80			57
Investment in subsidiary, net of distributions		831,595			711,384
Total assets	$	831,680		$	711,446
Liabilities and stockholders' equity
Other current liabilities	$	—		$	87
Total liabilities		—			87
Stockholders' equity
Preferred stock, $0.0001 par value; 50,000 shares authorized and zero shares issued and outstanding at December 31, 2021 and December 31, 2020		—			—
Common stock, $0.0001 par value; Class A: 2,000,000 shares authorized, 85,028 and 63,071 shares issued and outstanding at December 31, 2021 and December 31, 2020, respectively; and Class B: 1,000,000 shares authorized, 315,534 and 328,589 shares issued and outstanding at December 31, 2021 and December 31, 2020, respectively		40			39
Additional paid-in capital		2,247,347			2,101,773
Accumulated deficit		(1,415,707	)		(1,390,453	)
Total stockholders' equity		831,680			711,359
Total liabilities and stockholders' equity	$	831,680		$	711,446

Schedule of Parent-only Statement of Operations

The following table presents the parent-only statements of operations of GoodRx Holdings, Inc. for the years ended December 31, 2021, 2020 and 2019:


	Year Ended December 31,
(in thousands)	2021			2020			2019
Equity in (loss) earnings of subsidiary	$	(25,254	)	$	(293,623	)	$	66,048
Net (loss) income	$	(25,254	)	$	(293,623	)	$	66,048

Schedule of Parent-only Statement of Cash Flows

The following table presents the parent-only statements of cash flows of GoodRx Holdings, Inc. for the years ended December 31, 2021, 2020 and 2019:


	Year Ended December 31,
(in thousands)	2021			2020			2019
Cash flows from operating activities
Net (loss) income	$	(25,254	)	$	(293,623	)	$	66,048
Adjustments to reconcile net (loss) income to net cash (used in) provided by operating activities:
Equity in loss (earnings) of subsidiary		25,254			293,623			(66,048	)
Changes in assets and liabilities:
Other asset		(23	)		90			(147	)
Other current liabilities		(87	)		87			—
Net cash (used in) provided by operating activities		(110	)		177			(147	)
Cash flows from investing activities
Distribution from (investment in) subsidiary		22,777			(914,434	)		(4,908	)
Net cash provided by (used in) investing activities		22,777			(914,434	)		(4,908	)
Cash flows from financing activities
Proceeds from issuance of common stock in initial public offering, net of underwriting discounts and commissions		—			891,793			—
Proceeds from private placement with a related party		—			100,000			—
Payments of initial public offering issuance costs		—			(4,937	)		—
Issuance of common stock		—			—			1,623
Proceeds from exercise of stock options		35,021			5,343			3,042
Proceeds from early exercise of stock options		—			667			—
Employee taxes paid related to net share settlement of equity awards		(57,688	)		(78,714	)		—
Net cash (used in) provided by financing activities		(22,667	)		914,152			4,665
Net change in cash		—			(105	)		(390	)
Cash
Beginning of year		5			110			500
End of year	$	5		$	5		$	110

Description of Business - Additional Information (Details)	12 Months Ended
	Dec. 31, 2021
Description Of Business [Line Items]
Entity incorporation month and year	2015-09

Summary of Significant Accounting Policies - Additional Information (Details)	6 Months Ended	12 Months Ended
	Jun. 30, 2021 USD ($)	Dec. 31, 2021 USD ($) Customer Segment ReportingUnit	Dec. 31, 2020 USD ($) Customer ReportingUnit	Dec. 31, 2019 USD ($) Customer ReportingUnit
Accounting Policies [Line Items]
Number of operating segments \| Segment		1
Property and equipment, depreciation description		Depreciation is computed using the straight-line method over the estimated useful lives of the assets
Equity Method Investment, Ownership Percentage		20.00%
Number of reporting unit tested for goodwill impairment \| ReportingUnit		1	1	1
Goodwill impairment		$ 0	$ 0	$ 0
Advertising costs		296,600,000	222,400,000	163,700,000
Comprehensive income		0	0	$ 0
Gross annual revenue		1,070,000,000.00
Equity Securities Held by Non-Affiliates	$ 700,000,000.0	700,000,000.0
Non-Convertible Debt Securities		$ 1,000,000,000.0
Accounting Standards Update201815 Member
Accounting Policies [Line Items]
Change in accounting principle accounting standards update adoption date		Jan. 01, 2021
Capitalized Software Costs
Accounting Policies [Line Items]
Intangible asset, amortization method		amortized on a straight-line basis over their estimated useful life
Intangible asset useful life		3 years
Furniture and Fixtures
Accounting Policies [Line Items]
Useful life of assets		5 years
Computer Equipment
Accounting Policies [Line Items]
Useful life of assets		3 years
Money Market Funds \| Fair Value, Inputs, Level 1
Accounting Policies [Line Items]
Cash equivalents, fair value disclosure		$ 852,500,000	$ 932,500,000
Customer Concentration Risk \| Revenue From Customer
Accounting Policies [Line Items]
Number of customers \| Customer			3	2
Customer Concentration Risk \| Revenue From Customer \| Customer One
Accounting Policies [Line Items]
Concentration risk percentage		13.00%	17.00%	24.00%
Customer Concentration Risk \| Revenue From Customer \| Customer Two
Accounting Policies [Line Items]
Concentration risk percentage		11.00%	14.00%	23.00%
Customer Concentration Risk \| Revenue From Customer \| Customer Three
Accounting Policies [Line Items]
Concentration risk percentage			11.00%
Credit Concentration Risk \| Accounts Receivable
Accounting Policies [Line Items]
Number of customers \| Customer		0	1
Credit Concentration Risk \| Accounts Receivable \| Customer One
Accounting Policies [Line Items]
Concentration risk percentage			12.00%
Minimum \| Credit Concentration Risk \| Accounts Receivable \| Customer One
Accounting Policies [Line Items]
Concentration risk percentage		10.00%

Summary of Significant Accounting Policies - Summary of Revenue (Details) - USD ($)
$ in Thousands

12 Months Ended

Dec. 31, 2021

Dec. 31, 2020

Dec. 31, 2019

Accounting Policies [Line Items]

Revenue

$ 745,424

$ 550,700

$ 388,224

Prescription Transactions Revenue

Accounting Policies [Line Items]

Revenue

593,359

488,257

364,582

Subscription Revenue

Accounting Policies [Line Items]

Revenue

^[1]

59,925

29,386

13,085

Other Revenue

Accounting Policies [Line Items]

Revenue

$ 92,140

$ 33,057

$ 10,557

[1]	Represents revenue from the Company's Gold and Kroger Savings subscription offerings (defined below). Subscription revenue is disclosed separately from other revenue beginning in the year ended December 31, 2021. Prior period amounts have been recast to conform with the current period presentation.

- Definition

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

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 30
-Subparagraph (a)
-URI http://asc.fasb.org/extlink&oid=123359005&loc=d3e8906-108599

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 40
-URI http://asc.fasb.org/extlink&oid=123359005&loc=d3e9031-108599

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 41
-Subparagraph (a)
-URI http://asc.fasb.org/extlink&oid=123359005&loc=d3e9038-108599

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 32
-Subparagraph (b)
-URI http://asc.fasb.org/extlink&oid=123359005&loc=d3e8933-108599

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 32
-Subparagraph (a)
-URI http://asc.fasb.org/extlink&oid=123359005&loc=d3e8933-108599

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 4
-Subparagraph (a)
-URI http://asc.fasb.org/extlink&oid=123351226&loc=SL49130543-203045

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 22
-Subparagraph (b)
-URI http://asc.fasb.org/extlink&oid=123359005&loc=d3e8736-108599

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 22
-Subparagraph (a)
-URI http://asc.fasb.org/extlink&oid=123359005&loc=d3e8736-108599

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 42
-URI http://asc.fasb.org/extlink&oid=123359005&loc=d3e9054-108599

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 5
-URI http://asc.fasb.org/extlink&oid=123351226&loc=SL49130545-203045

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

+ Details

Business Combinations - Additional Information (Details) - USD ($) $ in Thousands							1 Months Ended	12 Months Ended
	Jul. 21, 2021	Apr. 30, 2021	Apr. 16, 2021	Aug. 31, 2020	Aug. 30, 2019	Apr. 18, 2019	Aug. 31, 2020	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Business Acquisition [Line Items]
Goodwill								$ 329,696	$ 261,116	$ 236,225
Content Library
Business Acquisition [Line Items]
Identifiable intangible assets estimated useful life								3 years
Developed Technology \| Minimum
Business Acquisition [Line Items]
Identifiable intangible assets estimated useful life								1 year	1 year
Developed Technology \| Maximum
Business Acquisition [Line Items]
Identifiable intangible assets estimated useful life								5 years	5 years
RxNXT LLC
Business Acquisition [Line Items]
Business combination, consideration paid in cash	$ 14,500
RxSaver, Inc.
Business Acquisition [Line Items]
Date of acquisition		Apr. 30, 2021
Business combination, aggregate consideration		$ 50,700
Goodwill		25,900
Identifiable intangible assets related to acquisition		25,200
Acquired current assets		3,600
Assumed liabilities		4,000
RxSaver, Inc. \| Customer Related Intangible Assets
Business Acquisition [Line Items]
Identifiable intangible assets related to acquisition		$ 20,700
Identifiable intangible assets estimated useful life		13 years
RxSaver, Inc. \| Developed Technology and Tradename
Business Acquisition [Line Items]
Identifiable intangible assets related to acquisition		$ 4,500
RxSaver, Inc. \| Developed Technology and Tradename \| Minimum
Business Acquisition [Line Items]
Identifiable intangible assets estimated useful life		1 year
RxSaver, Inc. \| Developed Technology and Tradename \| Maximum
Business Acquisition [Line Items]
Identifiable intangible assets estimated useful life		3 years
HealthiNation Inc.
Business Acquisition [Line Items]
Date of acquisition			Apr. 16, 2021
Business combination, aggregate consideration			$ 76,600
Goodwill			33,200
Identifiable intangible assets related to acquisition			40,000
Acquired current assets			5,000
Assumed liabilities			1,600
HealthiNation Inc. \| Customer Related Intangible Assets
Business Acquisition [Line Items]
Identifiable intangible assets related to acquisition			$ 28,000
Identifiable intangible assets estimated useful life			11 years
HealthiNation Inc. \| Developed Technology and Tradename
Business Acquisition [Line Items]
Identifiable intangible assets related to acquisition			$ 600
Identifiable intangible assets estimated useful life			1 year
HealthiNation Inc. \| Content Library
Business Acquisition [Line Items]
Identifiable intangible assets related to acquisition			$ 9,500
Identifiable intangible assets estimated useful life			3 years
HealthiNation Inc. \| Order Backlog
Business Acquisition [Line Items]
Identifiable intangible assets related to acquisition			$ 1,900
Identifiable intangible assets estimated useful life			1 year
Scriptcycle LLC
Business Acquisition [Line Items]
Date of acquisition				Aug. 31, 2020
Business combination, aggregate consideration							$ 58,300
Estimated fair value of contingent consideration				$ 800			800
Contingent consideration based on achievement of certain revenue thresholds				2,900			2,900
Goodwill				24,900			24,900
Identifiable intangible assets related to acquisition				28,300			28,300
Acquired current assets				5,900			5,900
Assumed liabilities				1,100			1,100
Scriptcycle LLC \| Customer Related Intangible Assets
Business Acquisition [Line Items]
Identifiable intangible assets related to acquisition				25,300			$ 25,300
Identifiable intangible assets estimated useful life							11 years
Scriptcycle LLC \| Developed Technology and Tradename
Business Acquisition [Line Items]
Identifiable intangible assets related to acquisition				$ 3,000			$ 3,000
Scriptcycle LLC \| Developed Technology and Tradename \| Minimum
Business Acquisition [Line Items]
Identifiable intangible assets estimated useful life							1 year
Scriptcycle LLC \| Developed Technology and Tradename \| Maximum
Business Acquisition [Line Items]
Identifiable intangible assets estimated useful life							9 years
Sappira Inc.
Business Acquisition [Line Items]
Date of acquisition						Apr. 18, 2019
Business combination, aggregate consideration						$ 14,300
Goodwill						9,300
Identifiable intangible assets related to acquisition						4,200
Acquired current assets						2,100
Assumed liabilities						500
Sappira Inc. \| Developed Technology
Business Acquisition [Line Items]
Identifiable intangible assets related to acquisition						$ 3,100
Identifiable intangible assets estimated useful life						4 years
Sappira Inc. \| Trademarks and Backlog
Business Acquisition [Line Items]
Identifiable intangible assets related to acquisition						$ 1,100
Sappira Inc. \| Trademarks and Backlog \| Minimum
Business Acquisition [Line Items]
Identifiable intangible assets estimated useful life						1 year
Sappira Inc. \| Trademarks and Backlog \| Maximum
Business Acquisition [Line Items]
Identifiable intangible assets estimated useful life						7 years
FocusScript LLC
Business Acquisition [Line Items]
Date of acquisition					Aug. 30, 2019
Business combination, aggregate consideration					$ 18,700
FocusScript LLC \| Developed Technology
Business Acquisition [Line Items]
Goodwill					6,500
Identifiable intangible assets related to acquisition					$ 12,200
Identifiable intangible assets estimated useful life					4 years

Prepaid Expenses and Other Current Assets - Summary of Prepaid Expenses and Other Current Assets (Details) - USD ($) $ in Thousands	Dec. 31, 2021	Dec. 31, 2020
Prepaid Expense and Other Assets, Current [Abstract]
Income taxes receivable	$ 8,331	$ 28,564
Prepaid expenses	21,307	17,484
Total prepaid expenses and other current assets	$ 29,638	$ 46,048

Property and Equipment, Net - Schedule of Components of Property and Equipment, Net (Details) - USD ($) $ in Thousands	Dec. 31, 2021	Dec. 31, 2020
Property Plant And Equipment [Line Items]
Total property and equipment	$ 27,441	$ 25,187
Less: Accumulated depreciation	(5,829)	(2,130)
Total property and equipment, net	21,612	23,057
Computer Equipment
Property Plant And Equipment [Line Items]
Total property and equipment	3,148	2,047
Furniture and Fixtures
Property Plant And Equipment [Line Items]
Total property and equipment	8,578	8,371
Construction in Progress
Property Plant And Equipment [Line Items]
Total property and equipment	361	0
Leasehold Improvements
Property Plant And Equipment [Line Items]
Total property and equipment	$ 15,354	$ 14,769

Property and Equipment, Net - Additional Information (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Property, Plant and Equipment [Abstract]
Depreciation expense	$ 4.0	$ 1.4	$ 0.7

Goodwill - Summary of Changes in Carrying Amount of Goodwill (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Goodwill [Line Items]
Balance at beginning of the year	$ 261,116	$ 236,225
Add: acquisitions	68,580	24,891
Balance at end of the year	$ 329,696	$ 261,116

Intangible Assets, Net - Schedule of Intangible Assets, Net (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Finite Lived Intangible Assets [Line Items]
Gross Carrying Amount	$ 157,114	$ 90,209
Accumulated Amortization	(68,323)	(53,290)
Net Carrying Amount	$ 88,791	$ 36,919
Weighted Average Remaining Useful Life	8 years 10 months 24 days	8 years
Customer Relationships
Finite Lived Intangible Assets [Line Items]
Gross Carrying Amount	$ 75,500	$ 27,900
Accumulated Amortization	(6,015)	(3,368)
Net Carrying Amount	$ 69,485	$ 24,532
Weighted Average Remaining Useful Life	10 years 7 months 6 days	10 years 8 months 12 days
Customer Relationships \| Minimum
Finite Lived Intangible Assets [Line Items]
Intangible asset useful life	9 years	5 years
Customer Relationships \| Maximum
Finite Lived Intangible Assets [Line Items]
Intangible asset useful life	13 years	11 years
Developed Technology
Finite Lived Intangible Assets [Line Items]
Gross Carrying Amount	$ 56,898	$ 49,098
Accumulated Amortization	(46,411)	(37,506)
Net Carrying Amount	$ 10,487	$ 11,592
Weighted Average Remaining Useful Life	2 years 2 months 12 days	2 years 3 months 18 days
Developed Technology \| Minimum
Finite Lived Intangible Assets [Line Items]
Intangible asset useful life	1 year	1 year
Developed Technology \| Maximum
Finite Lived Intangible Assets [Line Items]
Intangible asset useful life	5 years	5 years
Trademarks
Finite Lived Intangible Assets [Line Items]
Gross Carrying Amount	$ 13,316	$ 12,511
Accumulated Amortization	12,309	(11,716)
Net Carrying Amount	$ 1,007	$ 795
Weighted Average Remaining Useful Life	5 years 10 months 24 days	7 years 3 months 18 days
Trademarks \| Minimum
Finite Lived Intangible Assets [Line Items]
Intangible asset useful life	1 year	5 years
Trademarks \| Maximum
Finite Lived Intangible Assets [Line Items]
Intangible asset useful life	9 years	9 years
Content Library
Finite Lived Intangible Assets [Line Items]
Intangible asset useful life	3 years
Gross Carrying Amount	$ 9,500
Accumulated Amortization	2,243
Net Carrying Amount	$ 7,257
Weighted Average Remaining Useful Life	2 years 3 months 18 days
Backlog
Finite Lived Intangible Assets [Line Items]
Intangible asset useful life	1 year	1 year
Gross Carrying Amount	$ 1,900	$ 700
Accumulated Amortization	1,345	(700)
Net Carrying Amount	$ 555	$ 0
Weighted Average Remaining Useful Life	3 months 18 days

Intangible Assets, Net - Additional Information (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Goodwill and Intangible Assets Disclosure [Abstract]
Amortization expense	$ 18.3	$ 12.7	$ 11.2

Intangible Assets, Net - Schedule of Expected Amortization of Intangible Assets, Net for Future Periods (Details) - USD ($) $ in Thousands	Dec. 31, 2021	Dec. 31, 2020
Goodwill and Intangible Assets Disclosure [Abstract]
2022	$ 16,562
2023	12,872
2024	8,296
2025	7,338
2026	7,017
Thereafter	36,706
Net Carrying Amount	$ 88,791	$ 36,919

Capitalized Software, Net - Schedule of Capitalized Software, Net (Details) - USD ($) $ in Thousands	Dec. 31, 2021	Dec. 31, 2020
Capitalized Computer Software, Net [Abstract]
Capitalized software costs	$ 63,752	$ 26,344
Less: Accumulated amortization	(18,765)	(6,544)
Total capitalized software, net	$ 44,987	$ 19,800

Capitalized Software, Net - Additional Information (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Capitalized Computer Software, Net [Abstract]
Capitalized software, amortization expense	$ 12.2	$ 4.4	$ 1.7
Capitalized software costs not ready for intended use	$ 4.8

Capitalized Software, Net - Schedule of Expected Amortization of Capitalized Software, Net (Details) $ in Thousands	Dec. 31, 2021 USD ($)
Capitalized Computer Software, Net [Abstract]
2022	$ 17,901
2023	15,281
2024	6,997
Capitalized computer software, expected amortization, net	$ 40,179

Accrued Expenses and Other Current Liabilities - Summary of Accrued Expenses and Other Current Liabilities (Details) - USD ($) $ in Thousands	Dec. 31, 2021	Dec. 31, 2020
Payables and Accruals [Abstract]
Accrued bonus and other payroll related	$ 24,031	$ 13,607
Accrued marketing	15,493	10,045
Deferred revenue	6,869	6,852
Other accrued expenses	4,339	7,188
Total accrued expenses and other current liabilities	$ 50,732	$ 37,692

Leases - Additional Information (Details) - USD ($) $ in Thousands		12 Months Ended
	May 27, 2021	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Lessee, Lease, Description [Line Items]
Operating lease right-of-use assets		$ 27,705	$ 27,712
Operating lease liabilities, net of current portion		$ 33,592	33,467
Noncancellable operating lease expiry year		2033
Noncancellable operating lease renewal option period		10 years
Noncancellable operating lease option to renewal description		Certain of the Company’s facility leases contain renewal options for periods of up to 10 years, at the Company’s election.
Noncancellable operating lease existence of option to extend		true
Noncancellable operating lease expense		$ 5,600	7,000	$ 3,000
Noncancellable lease, cash paid		6,200	3,000	$ 2,500
Noncancellable lease incentive receivable		$ 1,600	$ 5,700
Noncancellable operating lease, weighted-average remaining lease term		8 years 6 months	9 years 2 months 12 days
Noncancellable operating lease, weighted-average discount rate		5.80%	6.00%
Operating Lease Liability	$ 41,400	$ 39,443
Lease expiration year	2033

Leases - Schedule of Maturities of Operating Lease Liabilities (Details) - USD ($) $ in Thousands	Dec. 31, 2021	May 27, 2021	Dec. 31, 2020
Leases [Abstract]
2022	$ 5,851
2023	5,639
2024	5,689
2025	5,865
2026	5,120
Thereafter	22,846
Total operating lease payments	51,010
Less: Effects of discounting	(11,567)
Present value of operating lease liabilities	39,443	$ 41,400
Operating lease liabilities, current	5,851		$ 4,539
Operating lease liabilities, net of current portion	$ 33,592		$ 33,467

Income Taxes - Schedule of Components of Income tax (Benefit) Expense (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Current
Federal	$ (361)	$ 235	$ 20,012
State	2,532	848	2,592
Total current income tax expense	2,171	1,083	22,604
Deferred
Federal	6,521	(7,472)	(4,670)
State	6,385	(3,438)	(1,004)
Total deferred income tax expense (benefit)	12,906	(10,910)	(5,674)
Total income tax benefit (expense)	$ 15,077	$ (9,827)	$ 16,930

- Definition

Amount of current income tax expense (benefit) and deferred income tax expense (benefit) pertaining to continuing operations.

+ References + Details

Income Taxes - Additional Information (Details) - USD ($)	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019	Dec. 31, 2018	Jan. 01, 2018
Income Taxes [Line Items]
Excess tax benefits related to stock- based compensation	$ (43,797,000)	$ (19,961,000)	$ (788,000)
(Decrease) increase in valuation allowance	37,782,000	(293,000)	380,000
Deferred tax assets, valuation allowance	52,400,000
U.S. NOLs	65,300
U.S. NOLs, carryforward	21,907,000	215,000
Unrecognized tax benefits	14,796,000	7,391,000	4,374,000	$ 4,509,000
Decrease in estimated unrecognized tax benefits in 2021 due to expiration of statute of limitations	1,700
Reversal of uncertain benefits	9,700,000
Common Class B \| Restricted Stock Units ("RSUs")
Income Taxes [Line Items]
Excess tax benefit associated with equity awards	50,200,000	21,700,000	900,000
Federal
Income Taxes [Line Items]
Excess tax benefits related to stock- based compensation	6,400,000	$ 1,700,000	$ 100,000
U.S. NOLs	$ 87,400,000				$ 22,100,000
U.S. NOLS, expiration year	2029
Deferred tax assets, CARES Act	$ 15,400,000
State
Income Taxes [Line Items]
(Decrease) increase in valuation allowance	14,600,000
State NOLs subject to expire	72,400,000
California Research and Development Credits
Income Taxes [Line Items]
Deferred tax assets, CARES Act	$ 15,600,000

Income Taxes - Schedule of Reconciliation of Income Tax (Benefit) Expense (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Income Tax Disclosure [Abstract]
Income taxes computed at Federal statutory rate	$ (2,137)	$ (63,725)	$ 17,425
State income taxes	8,385	(2,768)	988
Stock-based compensation	491	609	313
Excess tax benefits related to stock- based compensation	(43,797)	(19,961)	(788)
Research and development credits	(8,206)	(3,541)	(1,661)
Nondeductible officers' compensation	21,905	79,046	0
(Decrease) increase in valuation allowance	37,782	(293)	380
Transaction costs	438	277	242
Other	216	529	31
Total income tax benefit (expense)	$ 15,077	$ (9,827)	$ 16,930
Effective income tax rate	(148.10%)	3.20%	20.40%

Income Taxes - Schedule of Components of Net Deferred Tax Assets (Details) - USD ($) $ in Thousands	Dec. 31, 2021	Dec. 31, 2020
Deferred tax assets
Other assets	$ 5,072	$ 2,303
Lease liabilities	9,702	8,747
Stock-based compensation	10,097	4,422
Research and development credits, net of reserves	19,407	4,146
Tax credit carryforward	580	296
Interest expense carryforward	4,699
Charitable contribution carryforward	8,817	8,403
Goodwill	8,668	9,329
Net operating losses	21,907	215
Total deferred tax assets	88,949	37,861
Valuation allowance	(52,679)	(268)
Deferred tax assets, net of valuation allowance	36,270	37,593
Deferred tax liabilities
Other liabilities	527	825
Lease assets	(6,727)	(6,377)
Property and equipment	(4,699)	(4,621)
Capitalized software	(10,926)	(4,557)
Intangible assets	(13,635)	(8,096)
Total deferred tax liabilities	(36,514)	(24,476)
Net deferred tax assets	$ 244	$ 13,117

Income Taxes - Schedule of Reconciliation of Beginning and Ending Amount of Gross Unrecognized Tax Benefits (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Income Tax Disclosure [Abstract]
Gross unrecognized tax benefits	$ 7,391	$ 4,374	$ 4,509
Increases related to prior year tax positions	999	126
Decreases related to prior year tax positions			(879)
Increases related to current year tax positions	6,911	3,327	744
Settlements with taxing authorities		(119)
Lapse of statue of limitations	(505)	(317)
Gross unrecognized tax benefits	$ 14,796	$ 7,391	$ 4,374

Debt - Schedule of Debt (Details) - USD ($) $ in Thousands	Dec. 31, 2021	Dec. 31, 2020
Debt Instrument [Line Items]
Total debt	$ 674,097
First Lien Credit Agreement
Debt Instrument [Line Items]
Principal balance	674,097	$ 681,126
Less unamortized debt issuance costs and discounts	(11,210)	(14,209)
Total debt	$ 662,887	$ 666,917

- Definition

Amount, after unamortized (discount) premium and debt issuance costs, of long-term debt. Includes, but not limited to, notes payable, bonds payable, debentures, mortgage loans and commercial paper. Excludes capital lease obligations.

+ References + Details

Debt - Additional Information (Details) - USD ($) $ in Thousands	1 Months Ended		12 Months Ended
	Nov. 30, 2019	Oct. 31, 2018	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Debt Instrument [Line Items]
Loss on extinguishment of debt			$ 0	$ 0	$ (4,877)
Maturity date			Oct. 11, 2024
Amortization of debt issuance costs and discounts			$ 3,000	3,000	$ 3,300
Line of credit fixed fronting fee percentage			0.125%
Letter of Credit
Debt Instrument [Line Items]
Line of credit			$ 9,200	9,100
Decrease of letter of credit			900
Letter of Credit \| New Facility Lease
Debt Instrument [Line Items]
Principal balance			9,000
Revolving Credit Facility
Debt Instrument [Line Items]
Line of credit			$ 100,000	$ 100,000
First Lien Credit Agreement
Debt Instrument [Line Items]
Line of credit	$ 700,000	$ 545,000
Effective interest rate			3.40%	3.97%	5.90%
Frequency of interest payment			quarterly
Maturity date			Oct. 10, 2025
Description of payments			The First Lien Term Loan Facility requires quarterly principal payments from March 2019 through September 2025, with any remaining unpaid principal and any accrued and unpaid interest due on the maturity date of October 10, 2025
Covenant terms			As of December 31, 2021, the Company is subject to a financial covenant requiring maintenance of a Net Leverage Ratio not to exceed 8.2 to 1.0 and other nonfinancial covenants under the First Lien Term Loan Facility. Additionally, GoodRx is restricted from making dividend payments, loans or advances to the Company. At December 31, 2021, the Company was in compliance with its covenants
First Lien Credit Agreement \| GoodRx, Inc.
Debt Instrument [Line Items]
Percentage of collateralized assets			100.00%
First Lien Credit Agreement \| Minimum
Debt Instrument [Line Items]
Interest rate on used amounts			2.75%
Maximum net leverage ratio			8.20%
Interest rate on used amounts				2.50%
Interest rate on unused amounts				0.25%
First Lien Credit Agreement \| Maximum
Debt Instrument [Line Items]
Interest rate on used amounts			3.00%	3.00%
Maximum net leverage ratio			1.00%
Interest rate on unused amounts				0.50%
Second Lien Credit Agreement
Debt Instrument [Line Items]
Line of credit		$ 200,000
Interest rate on used amounts		7.50%
Loss on extinguishment of debt	$ (4,900)

Debt - Schedule of Future Principal Payments Under Debt Agreements (Details) $ in Thousands	Dec. 31, 2021 USD ($)
Debt Disclosure [Abstract]
2022	$ 7,029
2023	7,029
2024	7,029
2025	653,010
Total debt	$ 674,097

- Definition

+ References + Details

Commitments and Contingencies - Additional Information (Details) $ in Millions	Dec. 31, 2021 USD ($)	Apr. 08, 2021 Lawsuit
Purchase Commitment Excluding Longterm Commitment [Line Items]
Aggregate purchase commitment minimum amount committed \| $	$ 3.3
Number of Lawsuits \| Lawsuit		2

Stockholders' Equity - Additional Information (Details) - USD ($) $ / shares in Units, $ in Thousands		12 Months Ended
	Sep. 25, 2020	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019	Dec. 31, 2018
Class Of Stock [Line Items]
Proceeds from issuance of common stock in initial public offering, net of underwriting discounts and commissions		$ 0	$ 891,793	$ 0
Preferred stock, shares authorized	50,000,000.0	50,000,000	50,000,000
Preferred stock, par value	$ 0.0001	$ 0.0001	$ 0.0001
Common Stock Conversion Features		Each share of Class B Common Stock is convertible into one share of Class A Common Stock at any time at the option of the holder and will automatically convert to Class A Common Stock upon any transfer, except for certain permitted transfers. All Class B Common Stock will convert automatically into an equivalent number of Class A Common Stock upon the earlier of (i) September 25, 2027; or (ii) the first date the aggregate number of shares of Class B Common Stock cease to represent at least 10% of the aggregate outstanding shares of common stock. During the years ended December 31, 2021 and December 31, 2020, 13.1 million and 28.7 million shares of Class B Common Stock were converted into an equivalent number of shares of Class A Common Stock, respectively.
Percentage of aggregate outstanding shares of common stock to be cease		10.00%
Preferred stock, shares issued		0	0
Payments of Stock Issuance Costs		$ 0	$ 4,937	0
Charitable stock donation			$ 41,721
IPO Member
Class Of Stock [Line Items]
Number of aggregate shares sold by existing stockholders	11,200,000
Proceeds from issuance of common stock in initial public offering, net of underwriting discounts and commissions	$ 886,900
Underwriting discounts and commissions	52,500
Other offering expenses	$ 4,900
Redeemable Convertible Preferred Stock
Class Of Stock [Line Items]
Redeemable convertible preferred stock converted into common stock	126,000,000.0
Redeemable convertible preferred stock carrying value	$ 737,000	$ 0		$ 737,009	$ 737,009
Redeemable Convertible Preferred Stock \| IPO Member
Class Of Stock [Line Items]
Redeemable convertible preferred stock converted into common stock			(126,046,000)
Common Class A
Class Of Stock [Line Items]
Common stock, par value		$ 0.0001	$ 0.0001
Common stock, shares authorized	2,000,000,000.0	2,000,000,000	2,000,000,000
Common Stock Voting Rights		one vote per share
Charitable stock donation, Shares			1,100,000
Common Class A \| IPO Member
Class Of Stock [Line Items]
Issuance of common stock, Shares	39,800		28,615,000
Common stock, par value	$ 0.0001
Offering price per share	33.00
Common Class A \| Private Placement
Class Of Stock [Line Items]
Issuance of common stock, Shares		3,000.0	3,030,000
Stock repurchase agreement, authorized amount		$ 100,000
Common Class B
Class Of Stock [Line Items]
Common stock, par value	$ 0.0001	$ 0.0001	$ 0.0001
Common stock, shares authorized	1,000,000,000.0	1,000,000,000	1,000,000,000
Conversion of stock, shares converted	357,300,000
Common Stock Voting Rights		0 votes per share
Conversion of stock, amount		$ 13,100	$ 28,700
Class A and Class B Common Stock
Class Of Stock [Line Items]
Charitable stock donation, Shares			1,075,000
Class A and Class B Common Stock \| IPO Member
Class Of Stock [Line Items]
Issuance of common stock, Shares	28,600,000

Stock-Based Compensation - Additional Information (Details) - USD ($)			3 Months Ended	12 Months Ended			36 Months Ended
	Sep. 11, 2020	Sep. 11, 2020	Dec. 31, 2021	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019	Oct. 31, 2023
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Weighted-average grant date fair value of stock options granted				$ 18.81	$ 4.23	$ 1.27
Aggregate intrinsic value of options exercised				$ 244,400,000	$ 112,700,000	$ 11,100,000
Fair value of stock options vested				$ 15,300,000	10,200,000	$ 2,500,000
Weighted-average period over which cost is expected to be recognized				1 year 9 months 18 days
Share based compensation, volatility rate						50.00%
Cash bonuses paid to vested option holders						$ 3,880
Stock Options
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Stock options exercised, Shares				7,282
Award vesting percentage				25.00%
Term of stock option				10 years
Stock-based compensation expense				$ 14,300,000	13,000,000.0	2,500,000
Unrecognized stock-based compensation cost			$ 23,700,000	$ 23,700,000
Granted, shares				331
Weighted average remaining contractual term, Exercisable				6 years 6 months
Stock Options \| First Anniversary of the Vesting Commencement Date, and Thereafter Ratably Monthly Over the Remaining Period
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Vesting period				3 years
Restricted Stock
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Fair value of RSAs and RSUs vested				$ 95,800,000	335,400,000
Weighted-average fair value of restricted shares granted				$ 37.27
Restricted Stock Units ("RSUs")
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Stock-based compensation expense				$ 463,900,000
Restricted Stock Awards
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Stock-based compensation expense				1,800,000	$ 1,800,000	$ 1,300,000
Unrecognized stock-based compensation cost			$ 2,400,000	$ 2,400,000
Weighted-average period over which cost is expected to be recognized				1 year 3 months 18 days
Restricted shares granted				0	0
Restricted shares outstanding			939,000	939,000	1,409,000
Shares vested				470,000
Maximum
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Share based compensation, deferred period				6 years 1 month 6 days	6 years 3 months 18 days	6 years 3 months 18 days
Minimum
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Share based compensation, deferred period				5 years 8 months 12 days	5 years 3 months 18 days	5 years 7 months 6 days
Common Class A \| Restricted Stock Units ("RSUs")
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Vesting period				4 years
Stock-based compensation expense				$ 53,500,000	$ 9,500
Weighted-average period over which cost is expected to be recognized				2 years 9 months 18 days
Unrecognized stock-based compensation cost			$ 148,300,000	$ 148,300,000
Common Class B \| Restricted Stock Units ("RSUs")
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Stock-based compensation expense				90,900,000	373,000,000.0
Grant date fair value		$ 533,300,000
Excess tax benefit associated with equity awards				50,200,000	$ 21,700,000	$ 900,000
Common Class B \| Restricted Stock Units ("RSUs") \| Co-Chief Executive Officers
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Restricted shares granted		24,600,000
Common Class B \| Restricted Stock Units ("RSUs") Time-Vesting Founders Awards
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Stock-based compensation expense				144,100,000
Unrecognized stock-based compensation cost			$ 69,400,000	$ 69,400,000
Weighted-average period over which cost is expected to be recognized				1 year 4 months 24 days
Common Class B \| Restricted Stock Units ("RSUs") Time-Vesting Founders Awards \| Co-Chief Executive Officers
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Vesting period		4 years
Shares vested and settled	4,100,000
Common Class B \| Restricted Stock Units Performance Vesting Founder Awards [Member]
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Stock-based compensation expense				$ 319,800,000
Shares for tax withholding obligations			700,000
Remaining shares not issued until three years from vesting date							15,700,000
Share-based Payment Arrangement, Shares Withheld for Tax Withholding Obligation			700,000
Share Based Compensation Arrangement By Share Based Payment Award Remaining Number Of Shares To Be Issued							15,700,000
Common Class B \| Restricted Stock Units Performance Vesting Founder Awards [Member] \| Co-Chief Executive Officers
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Shares vested		8,200,000
Common Class B \| Maximum \| Performance and Marked Based Stock Options \| Co-Chief Executive Officers
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Stock price	$ 51.28	$ 51.28
Common Class B \| Minimum \| Restricted Stock Units Performance Vesting Founder Awards [Member] \| Co-Chief Executive Officers
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Stock price	$ 6.07	$ 6.07
2020 Equity Incentive Plan
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Common stock, shares available for issuance			53,400,000	53,400,000
2020 Equity Incentive Plan \| Common Class A And Common Class B
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Description of shares available for issue				The number of shares available for issuance under the 2020 Plan will be increased by an annual increase on the first day of each calendar year beginning January 1, 2021 and ending on and including January 1, 2030, equal to the lesser of (A) 5% of the aggregate number of shares of Class A and Class B Common Stock outstanding on the final day of the immediately preceding calendar year and (B) such smaller number of shares as is determined by the Company’s board of directors.
Percentage of shares issued on common stock outstanding				5.00%
2020 Equity Incentive Plan \| Common Class A And Common Class B \| Maximum
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Stock options exercised, Shares				300,000,000.0
2020 Employee Stock Purchase Plan
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Common stock, shares available for issuance			12,900,000	12,900,000
2020 Employee Stock Purchase Plan \| Common Class A
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Common stock, shares available for issuance			9,000,000.0	9,000,000.0
Description of shares available for issue				In addition, the number of shares available for issuance under the ESPP will be annually increased on January 1 of each calendar year beginning in 2021 and ending in 2030, by an amount equal to the lesser of: (i) 1% of the aggregate number of shares of Class A and Class B Common Stock outstanding on the final day of the immediately preceding calendar year and (ii) such smaller number of shares as is determined by the Company’s board of directors.
Percentage of shares issued on common stock outstanding				1.00%
Purchase price of shares as a percentage of fair market value				85.00%
Employee stock purchase offerings				0
2020 Employee Stock Purchase Plan \| Common Class A \| Maximum
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Common stock, shares available for issuance			100,000,000.0	100,000,000.0

Stock-Based Compensation - Summary of Stock Option Activity (Details) - USD ($) $ / shares in Units, $ in Thousands	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Aggregate Intrinsic Value, Exercised	$ 244,400	$ 112,700	$ 11,100
Stock Options
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Shares outstanding, Beginning balance	21,528
Granted, shares	331
Exercised, shares	(7,282)
Expired / Cancelled / Forfeited, shares	(1,009)
Shares outstanding, Ending Balance	13,568	21,528
Exercisable at December 31, 2021	6,636
Weighted Average Exercise Prices, Beginning balance	$ 6.22
Weighted Average Exercise Prices, Granted	34.57
Weighted Average Exercise Prices, Exercised	4.86
Weighted Average Exercise Prices, Expired/ Cancelled/ Forfeited	7.50
Weighted Average Exercise Prices, Ending balance	7.55	$ 6.22
Weighted Average Exercise Prices, Exercisable at December 31, 2020	$ 5.31
Weighted average remaining contractual term, Outstanding	7 years 3 months 18 days	8 years 1 month 6 days
Weighted average remaining contractual term, Exercisable	6 years 6 months
Aggregate Intrinsic Value, Outstanding	$ 734,604
Aggregate Intrinsic Value, Outstanding	341,929	$ 734,604
Aggregate Intrinsic Value, Exercisable	$ 181,749

Stock-Based Compensation - Assumptions Used in Black-Scholes Model to Determine Fair Value for Stock Option Awards Granted (Details) - $ / shares	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Risk-free interest rate, minimum	0.90%	0.40%	1.40%
Risk-free interest rate, maximum	1.30%	1.40%	2.40%
Expected stock price volatility			50.00%
Expected stock price volatility, minimum	57.50%	50.00%
Expected stock price volatility, maximum	60.00%	62.00%
Minimum
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Expected term	5 years 8 months 12 days	5 years 3 months 18 days	5 years 7 months 6 days
Fair value of common stock per share	$ 16.79	$ 5.94	$ 2.75
Maximum
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Expected term	6 years 1 month 6 days	6 years 3 months 18 days	6 years 3 months 18 days
Fair value of common stock per share	$ 24.48	$ 33.00	$ 5.88

Stock-Based Compensation - Summary of Restricted Stock Activity (Details) - $ / shares	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Restricted Stock Awards
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Nonvested restricted stock awards or restricted stock units, Beginning Balance	1,409,000
Restricted shares granted	0	0
Vested	(470,000)
Forfeited	0
Nonvested restricted stock awards or restricted stock units, Ending Balance	939,000	1,409,000
Restricted Stock Units for Class A Common Stock
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Nonvested restricted stock awards or restricted stock units, Beginning Balance	2,790,000
Restricted shares granted	2,917,000
Vested	(1,001,000)
Forfeited	(275,000)
Nonvested restricted stock awards or restricted stock units, Ending Balance	4,431,000	2,790,000
Restricted Stock Units for Class B Common Stock
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Nonvested restricted stock awards or restricted stock units, Beginning Balance	7,698,000
Restricted shares granted	0
Vested	(2,053,000)
Forfeited	0
Nonvested restricted stock awards or restricted stock units, Ending Balance	5,645,000	7,698,000
Restricted Stock
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Nonvested restricted stock awards or restricted stock units, Weighted Average Grant Date Fair Value, Beginning Balance	$ 26.74
Granted, Weighted Average Grant Date Fair Value	37.27
Vested, Weighted Average Grant Date Fair Value	27.19
Forfeited, Weighted Average Grant Date Fair Value	38.81
Nonvested restricted stock awards or restricted stock units, Weighted Average Grant Date Fair Value, Ending Balance	$ 29.64	$ 26.74

Stock-Based Compensation - Summary of Cash Bonuses Paid to Vested Option Holders Included in Components of Expenses on Accompanying Consolidated Statement of Operations (Details)	12 Months Ended
	Dec. 31, 2019 USD ($)
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Cash bonuses paid to vested option holders	$ 3,880

Basic and Diluted (Loss) Earnings Per Share - Schedule Computation of Earnings (Loss) Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Numerator:
Net (loss) income	$ (25,254)	$ (293,623)	$ 66,048
Less: Undistributed earnings allocated to convertible preferred stock	0	0	(23,607)
Net (loss) income attributable to common stockholders - basic	(25,254)	(293,623)	42,441
Add: Undistributed earnings reallocated to holders of common stock	0	0	304
Net (loss) income attributable to common stockholders - diluted	$ (25,254)	$ (293,623)	$ 42,745
Denominator:
Weighted average shares - basic	409,981	274,696	226,607
Dilutive impact of stock options, restricted stock awards and restricted stock units	0	0	4,602
Weighted average shares - diluted	409,981	274,696	231,209
(Loss) earnings per share:
Basic	$ (0.06)	$ (1.07)	$ 0.19
Diluted	$ (0.06)	$ (1.07)	$ 0.18

Basic and Diluted (Loss) Earnings Per Share - Weighted-Average Potentially Dilutive Shares Were Excluded From Computation of Diluted Net (Loss) Income Per Share (Details) - shares shares in Thousands	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Redeemable Convertible Preferred Stock
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]
Weighted-average potentially dilutive shares were excluded from computation of diluted net (loss) income per share	0	92,479	126,046
Stock Options, Restricted Stock Awards and Restricted Stock Units
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]
Weighted-average potentially dilutive shares were excluded from computation of diluted net (loss) income per share	28,858	27,374	7,304

Condensed Financial Information of Parent Company - Additional Information (Details) - USD ($)	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Condensed Financial Information Of Parent Company Only Disclosure [Line Items]
Dividends received from subsidiary	$ 0	$ 0	$ 0
Minimum \| GoodRx, Inc.
Condensed Financial Information Of Parent Company Only Disclosure [Line Items]
Percentage of restricted net assets of subsidiary on consolidated net assets	25.00%

Condensed Financial Information of Parent Company - Schedule of Parent-only Balance Sheets (Details) - USD ($) $ in Thousands	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019	Dec. 31, 2018
Assets
Total assets	$ 1,607,625	$ 1,470,114
Liabilities and stockholders' equity
Total liabilities	775,945	758,755
Stockholders' equity (deficit)
Preferred stock, $0.0001 par value; 50,000 shares authorized and zero shares issued and outstanding at December 31, 2021 and December 31, 2020	0	0
Common stock, $0.0001 par value; Class A: 2,000,000 shares authorized, 85,028 and 63,071 shares issued and outstanding at December 31, 2021 and December 31, 2020, respectively; and Class B: 1,000,000 shares authorized, 315,534 and 328,589 shares issued and outstanding at December 31, 2021 and December 31, 2020, respectively	40	39
Additional paid-in capital	2,247,347	2,101,773
Accumulated deficit	(1,415,707)	(1,390,453)
Total stockholders' equity	831,680	711,359	$ (1,087,582)	$ (1,162,427)
Total liabilities and stockholders' equity	1,607,625	1,470,114
GoodRx Holdings, Inc
Assets
Cash	5	5
Other asset	80	57
Investment in subsidiary, net of distributions	831,595	711,384
Total assets	831,680	711,446
Liabilities and stockholders' equity
Other current liabilities		87
Total liabilities		87
Stockholders' equity (deficit)
Preferred stock, $0.0001 par value; 50,000 shares authorized and zero shares issued and outstanding at December 31, 2021 and December 31, 2020	0	0
Common stock, $0.0001 par value; Class A: 2,000,000 shares authorized, 85,028 and 63,071 shares issued and outstanding at December 31, 2021 and December 31, 2020, respectively; and Class B: 1,000,000 shares authorized, 315,534 and 328,589 shares issued and outstanding at December 31, 2021 and December 31, 2020, respectively	40	39
Additional paid-in capital	2,247,347	2,101,773
Accumulated deficit	1,415,707	(1,390,453)
Total stockholders' equity	831,680	711,359
Total liabilities and stockholders' equity	$ 831,680	$ 711,446

Condensed Financial Information of Parent Company - Schedule of Parent-only Balance Sheets (Parenthetical) (Details) - $ / shares	Dec. 31, 2021	Dec. 31, 2020	Sep. 25, 2020
Preferred Stock, Par or Stated Value Per Share	$ 0.0001	$ 0.0001	$ 0.0001
Preferred Stock, Shares Authorized	50,000,000	50,000,000	50,000,000.0
Preferred Stock, Shares Issued	0	0
Preferred Stock, Shares Outstanding	0	0
Common Class A
Common stock, par value	$ 0.0001	$ 0.0001
Common stock, shares authorized	2,000,000,000	2,000,000,000	2,000,000,000.0
Common stock, shares issued	85,028,000	63,071,000
Common stock, shares outstanding	85,028,000	63,071,000
Common Class B
Common stock, par value	$ 0.0001	$ 0.0001	$ 0.0001
Common stock, shares authorized	1,000,000,000	1,000,000,000	1,000,000,000.0
Common stock, shares issued	315,534,000	328,589,000
Common stock, shares outstanding	315,534,000	328,589,000
GoodRx Holdings, Inc
Preferred Stock, Par or Stated Value Per Share	$ 0.0001	$ 0.0001
Preferred Stock, Shares Authorized	50,000,000	50,000,000
Preferred Stock, Shares Issued	0	0
Preferred Stock, Shares Outstanding	0	0
GoodRx Holdings, Inc \| Common Stock
Common stock, par value	$ 0.0001	$ 0.0001
GoodRx Holdings, Inc \| Common Class A
Common stock, shares authorized	2,000,000,000	2,000,000,000
Common stock, shares issued	85,028,000	63,071,000
Common stock, shares outstanding	85,028,000	63,071,000
GoodRx Holdings, Inc \| Common Class B
Preferred Stock, Shares Authorized	1,000,000,000	1,000,000,000
Common stock, shares issued	315,534,000	328,589,000
Common stock, shares outstanding	315,534,000	328,589,000

Condensed Financial Information of Parent Company - Schedule of Parent-only Statement of Operations (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Net (loss) income	$ (25,254)	$ (293,623)	$ 66,048
GoodRx Holdings, Inc
Equity in (loss) earnings of subsidiary	25,254	293,623	66,048
Net (loss) income	$ (25,254)	$ (293,623)	$ 66,048

- Definition

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

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+ Details

Condensed Financial Information of Parent Company - Schedule of Parent-only Statement of Cash Flows (Details) - USD ($)	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Cash flows from operating activities
Net income (loss)	$ 25,254,000	$ (293,623,000)	$ 66,048,000
Changes in assets and liabilities:
Net cash provided by operating activities	178,779,000	131,341,000	83,286,000
Cash flows from investing activities
Distribution from subsidiary	0	0	0
Net cash used in investing activities	(178,733,000)	(91,617,000)	(37,055,000)
Cash flows from financing activities
Proceeds from issuance of common stock in initial public offering, net of underwriting discounts and commissions	0	891,793,000	0
Proceeds from private placement with a related party	0	100,000,000	0
Payments of initial public offering issuance costs	0	(4,937,000)	0
Issuance of common stock	0	0	1,623,000
Proceeds from exercise of stock options	35,021,000	5,343,000	3,042,000
Proceeds From Early Exercise Of Stock Options	0	667,000	0
Employee taxes paid related to net share settlement of equity awards	(57,688,000)	(78,714,000)	0
Net cash (used in) provided by financing activities	(30,528,000)	905,817,000	(54,781,000)
Net change in cash, cash equivalents and restricted cash	30,482,000	945,541,000	(8,550,000)
Cash
Beginning of period	971,591,000	26,050,000	34,600,000
End of period	941,109,000	971,591,000	26,050,000
GoodRx Holdings, Inc
Cash flows from operating activities
Net income (loss)	(25,254,000)	(293,623,000)	66,048,000
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
Equity in loss (earnings) of subsidiary	(25,254,000)	(293,623,000)	(66,048,000)
Changes in assets and liabilities:
Other asset	23,000	(90,000)	(147,000)
Other current liabilities	(87,000)	87,000	0
Net cash provided by operating activities	(110,000)	177,000	(147,000)
Cash flows from investing activities
Distribution from subsidiary	22,777,000	914,434,000	(4,908,000)
Net cash used in investing activities	22,777,000	(914,434,000)	(4,908,000)
Cash flows from financing activities
Proceeds from issuance of common stock in initial public offering, net of underwriting discounts and commissions		891,793,000
Proceeds from private placement with a related party		100,000,000	0
Payments of initial public offering issuance costs		4,937,000	0
Proceeds from exercise of stock options	35,021,000	5,343,000	3,042,000
Proceeds From Early Exercise Of Stock Options		667,000	0
Employee taxes paid related to net share settlement of equity awards	57,688,000	78,714,000
Net cash (used in) provided by financing activities	(22,667,000)	914,152,000	4,665,000
Net change in cash, cash equivalents and restricted cash		(105,000)	(390,000)
Cash
Beginning of period	5,000	110,000	500,000
End of period	$ 5,000	$ 5,000	$ 110,000

Subsequent Events - Additional Information (Details) - USD ($) $ in Millions			12 Months Ended
	Feb. 23, 2022	Feb. 18, 2022	Dec. 31, 2021
Subsequent Event [Line Items]
Weighted-average period over which cost is expected to be recognized			1 year 9 months 18 days
Subsequent Event \| FlipMD [Member]
Subsequent Event [Line Items]
Business combination, consideration paid in cash		$ 7.0
Subsequent Event \| Board of Directors
Subsequent Event [Line Items]
Payments for repurchase of common stock	$ 250.0
Common Class A \| Restricted Stock Units ("RSUs")
Subsequent Event [Line Items]
Vesting period			4 years
Weighted-average period over which cost is expected to be recognized			2 years 9 months 18 days