EX-99.1 2 exhibit991pressrelease.htm EX-99.1 Document

Doma Raises Full Year Outlook on Heels of NYSE Debut; Q2 Earnings Reflect Accelerated Growth
More Wallet Share, More Enterprise Customers, and More Powerful Tech Lead to More Aggressive Outlook on both Retained Premiums and Fees and Adjusted Growth Profit – Before Deploying Cash Raised from Going Public
Second Quarter 2021 Business Highlights(1):
•Total revenues of $130 million, up 29% versus Q2 2020
•Closed orders of 31,436, up 44% versus Q2 2020
•Retained premiums and fees of $65 million, up 46% versus Q2 2020
•Gross profit of $27 million, up 22% versus Q2 2020
•Adjusted gross profit of $30 million, up 31% versus Q2 2020
•Raised approximately $350 million in proceeds gross of transaction expenses and cash paid to Doma shareholders in the business combination with Capitol Investment Corp. V (July 2021)
•Now publicly listed under the ticker symbol DOMA on New York Stock Exchange (July 2021)
2021 Full Year Outlook Raised To(1):
▪Revenue between $475 million and $525 million and retained premiums and fees between $250 million and $260 million, up from $226 million
▪Gross profit between $83 million and $93 million and adjusted gross profit between $95 million and $105 million, up from $89 million
SAN FRANCISCO, August 12, 2021 (Business Wire) - Doma Holdings, Inc. (NYSE: DOMA) (“Doma” or the “Company”), a leading force for disruptive change in the real estate industry, today reported financial results and key operating data for the three months ended June 30, 2021(2). Doma’s results demonstrate strong growth, market share gains, and the differentiated value of its technology-first approach to real estate transactions. Because of continued momentum in the second quarter of 2021 and an accelerating rate of growth, Doma has raised its outlook for 2021 to be materially ahead of the top-line and gross profit projections shared in the proxy statement/prospectus filed by Capitol Investment Corp. V ("Capitol") on July 2, 2021. The growth, rate of change, and updated outlook are all based on a self-funded plan that does not yet reflect the impact of the approximately $350 million in proceeds from its merger with Capitol in July 2021, gross of transaction expenses and cash paid to Doma shareholders in the business combination.
“It’s important to note that we are not yet projecting any upside that would result from the proceeds raised from taking the company public but are actually still tracking well ahead of our self-funded plan,” said Max Simkoff, Founder and CEO of Doma. “Because of our strong performance to date being led by our differentiated technology offering, we expect to drive as much or more upside than we had originally anticipated – and are thus raising guidance as we make our debut as a public company. Beyond fiscal year 2021, we look forward to achieving our vision of becoming a market leader, revolutionizing the home ownership experience to one day arrive at a place where a consumer can sign a purchase contract for a home on a Friday and move in the following Monday, with a set of integrated digital experiences processing appraisal, title, closing and warranty over the weekend.”
What Drove Growth: More Demand, More Lenders, and Better Tech
Closed orders drove growth in the second quarter, across both the Doma Enterprise and Local channels. Increased orders at the Enterprise level reflect both new customers such as Wells Fargo and Fairway Independent Mortgage Corporation beginning to transact, as well as increases in wallet share among existing Doma Enterprise customers such as Chase, Homepoint and PennyMac. Growth from the Enterprise channel shows the country’s largest
(1) Reconciliations of retained premiums and fees, adjusted gross profit, and the other measures used in this press release that are not calculated in accordance with generally accepted accounting principles in the United States (“GAAP”) to the nearest measures prepared in accordance with GAAP have been provided in this press release in the accompanying tables. An explanation of these measures is also included below under the heading “Non-GAAP Financial Measures.”
(2) All financial results and key operating data included in this release are for the Doma business prior to the closing of the business combination with Capitol Investment Corp. V.

mortgage lenders continue to choose Doma for its machine learning-powered enablement of an instant, digital closing experience. In fact, Doma now counts five of the country’s top fifteen mortgage lenders as customers. Doma Local grew over the same period last year in large part due to a significant shift in transaction mix toward home purchase transactions. In addition, more Local refinance volume was fulfilled on the Doma Intelligence platform as the Company actively transitions the majority of its residential order volume to its tech-enabled solutions.
Second Quarter Results
Total revenues of $130 million increased by $30 million, or 29%, compared to the same period in 2020. Retained premiums and fees of $65 million increased by $20 million, or 46%, compared to the prior year period.
Closed orders amounted to approximately 31 thousand in the second quarter, representing a 44% increase compared to the prior year period, with closed orders for Enterprise accounts increasing by 519% and closed orders for Local increasing by 4%, in each case from the prior year period.
GAAP gross profit of $27 million increased by $5 million, or 22%, compared to the same period in 2020. Adjusted gross profit of $30 million increased by $7 million, or 31%, compared to the prior year period. Significant growth in retained premiums and fees resulted in the increase in both gross profit and adjusted gross profit. The ratio of adjusted gross profit to retained premiums and fees was 46% in the second quarter of 2021, lower by 5% when compared to the prior year. The change in adjusted gross profit as a percentage of retained premiums and fees was driven by a reduced benefit from provision for claims releases on a year-over-year basis, as well as staffing investments made ahead of growth. This was consistent with Doma's expectations.
Recent Enterprise Customer Additions:
•On May 18, 2021, Doma announced the addition of Wells Fargo, the nation’s largest bank mortgage originator and servicer, as a new Enterprise customer. The Doma Intelligence platform will enable Wells Fargo to remove key points of friction and frustration involved in the traditional way of fulfilling mortgages. Wells Fargo has only just begun to leverage the Doma Intelligence platform for transactions.
•On June 29, 2021, Doma and Lodasoft, a Digital Workflow Platform designed by mortgage veterans to revolutionize loan origination and task automation, announced a product integration between the two companies that enables mortgage lenders to seamlessly integrate Doma’s machine intelligence and proprietary technology solutions to make real estate closings simpler and more efficient.
•On July 15, 2021, Doma announced the addition of Fairway Independent Mortgage Corporation, a top nationwide mortgage lender, as a new Enterprise customer. Fairway will leverage Doma’s proprietary machine intelligence technology to remove key points of friction and frustration involved in traditional mortgage closings, for both loan officers and mortgage customers.
The Tech Edge is Getting Sharper
While going through the process of going public and scaling order volume significantly, in the second quarter Doma released functional improvements to its Doma Intelligence platform that demonstrate applications of cutting-edge machine learning to deliver better customer results. In addition, the Company expanded its geographic footprint to cover over 75% of mortgage volume across the country, adding four new States served with Massachusetts, South Carolina, Texas, and Wisconsin. To deliver this pace of innovation, Doma has attracted and hired top talent from companies like Box, Carta, LogMeIn, Netflix, Oracle NetSuite, PayPal and Splunk across positions in software engineering, data science and product management, with the goal of increasing its technical lead in the industry.
“Our strong first half results in 2021 reflect the inherent quality of the offering we have built, centered around our machine intelligence-powered platform. Moreover, our growth trends and profitability measures have us on track to achieve – or exceed - our long-term financial targets,” stated Noaman Ahmad, CFO of Doma. “We remain confident in our ability to continue outperforming the industry due to our disruptive approach to title insurance, escrow, and closing services, and we are today raising our full year outlook which now calls for a range of $250 million to $260 million of retained premiums and fees and a range of $95 million to $105 million of adjusted gross profit.”


Outlook Guided by Top Notch Governance, with Bigger, Bolder, Broader Board
On June 15, 2021, Doma announced that Sharda Cherwoo, digital transformer and retired partner, Ernst & Young LLP; Maxine Williams, Chief Diversity Officer, Facebook; and Serena Wolfe, CFO, Annaly Capital Management, Inc. and new Audit Chair would be nominated to the public Board of Directors, marking an important step in diversifying the leadership guiding Doma through sustained and accelerating growth. With a clear path to market share gains and a differentiated, technology-first vision for creating a better, faster, and more affordable residential real estate closing experience, Doma will benefit from a Board of Directors with broad perspectives, varied professional backgrounds, and additional female leadership. The three women join an exceptionally strong Board that includes Chairman Matt Zames, formerly COO at J. P. Morgan Chase and President at Cerberus; Lawrence H. Summers, former Treasury Secretary; Karen Richardson, board member at BP; Stuart Miller, executive chairman at Lennar Corporation; Charles Moldow, General Partner at Foundation Capital; Mark Ein, Chairman and CEO at Capitol Investment Corp., and Max Simkoff, CEO at Doma.
Transaction with Capitol
On July 28, 2021, Doma and Capitol completed their previously announced business combination. In conjunction with this consummation, the shares of common stock and warrants of the combined company began trading on the New York Stock Exchange on July 29, 2021 under the symbols DOMA and DOMA.WS, respectively. Proceeds from the transaction are not reflected in the current projections and will be used by Doma to fuel growth, through both market expansion and the development of new products aimed to extend the strategic advantage customers receive from the Doma Intelligence platform. Capitol shareholders approved the transaction at a special meeting in lieu of its 2021 annual meeting of stockholders on July 27, 2021. CEO Max Simkoff and the rest of the Doma management team will continue to lead the combined company.
Non-GAAP Financial Measures
Some of the financial information and data contained in this press release, such as retained premiums and fees, adjusted gross profit and adjusted EBITDA, have not been prepared in accordance with United States generally accepted accounting principles ("GAAP"). Retained premiums and fees is defined as revenue less third-party agent retentions. Adjusted gross profit is defined as gross profit, plus depreciation and amortization. Adjusted EBITDA is defined as net loss before interest, income taxes, depreciation and amortization, stock based compensation and COVID-related severance costs. Doma believes that the use of retained premiums and fees, adjusted gross profit and adjusted EBITDA provides an additional tool to assess operational performance and trends in, and in comparing Doma's financial measures with, other similar companies, many of which present similar non-GAAP financial measures to investors. Doma’s non-GAAP financial measures may be different from non-GAAP financial measures used by other companies. The presentation of non-GAAP financial measures is not intended to be considered in isolation or as a substitute for, or superior to, financial measures determined in accordance with GAAP. Because of the limitations of non-GAAP financial measures, you should consider the non-GAAP financial measures presented herein in conjunction with Doma’s financial statements and the related notes thereto. Please refer to the non-GAAP reconciliations in this press release for a reconciliation of these non-GAAP financial measures to the most comparable financial measure prepared in accordance with GAAP.
Conference Call Information
Doma will host a conference call at 5:00 PM Eastern Time on Thursday, August 12, 2021, to present its second quarter 2021 financial results.
The telephonic version of the call can be accessed by dialing:
Participant Toll Free Dial-In Number: (844) 615-6508
Participant International Dial-In Number: (918) 922-3146
Conference ID: 1983057


The live webcast of the call will be accessible on the Company’s website at doma.com/investors. Approximately two hours after conclusion of the live event, an archived webcast of the conference call will be accessible from the Investor Relations section of the Company’s website for twelve months.
About Doma Holdings, Inc.
Doma (NYSE: DOMA) is architecting the future of real estate transactions. The Company uses machine intelligence and its patented technology solutions to transform residential real estate, making closings instant and affordable. Doma and its family of brands – States Title, North American Title Company (NATC) and North American Title Insurance Company (NATIC) – offer solutions for current and prospective homeowners, lenders, title agents, and real estate professionals that make closings vastly more simple and efficient, reducing cost and increasing customer satisfaction. Doma’s clients include some of the largest bank and non-bank lenders in the United States. To learn more visit doma.com.
Forward-Looking Statements Legend
This press release includes “forward-looking statements” within the meaning of the “safe harbor” provisions of the United States Private Securities Litigation Reform Act of 1995. Forward-looking statements may be identified by the use of words such as "estimate," "plan," "project," "forecast," "intend," "will," "expect," "anticipate," "believe," "seek," "target" or other similar expressions that predict or indicate future events or trends or that are not statements of historical matters. The absence of these words does not mean that a statement is not forward-looking. Such statements are based on the beliefs of, as well as assumptions made by information currently available to Doma management. These forward-looking statements include, but are not limited to, statements regarding estimates and forecasts of financial and performance metrics, projections of market opportunity, total addressable market ("TAM"), market share and competition and potential benefits of the transactions described herein. These statements are based on various assumptions, whether or not identified in this press release, and on the current expectation of Doma’s management and are not predictions of actual performance. These forward-looking statements are provided for illustrative purposes only and are not intended to serve as, and must not be relied on by any investor as, a guarantee, an assurance, a prediction or a definitive statement of fact or probability. Actual events and circumstances are difficult or impossible to predict, will differ from assumptions and are beyond the control of Doma.
These forward-looking statements are subject to a number of risks and uncertainties, including changes in business, market, financial, political and legal conditions; failure to realize the anticipated benefits of the business combination; risks relating to the uncertainty of the projected financial information with respect to Doma; future global, regional or local economic, political, market and social conditions, including due to the COVID-19 pandemic; the development, effects and enforcement of laws and regulations, including with respect to the title insurance industry; Doma’s ability to manage its future growth or to develop or acquire enhancements to its platform; the effects of competition on Doma’s future business; the outcome of any potential litigation, government and regulatory proceedings, investigations and inquiries; and those other factors described in the "Risk Factors" section of the documents filed by Doma from time to time with the SEC.
If any of these risks materialize or Doma’s assumptions prove incorrect, actual results could differ materially from the results implied by these forward-looking statements. There may be additional risks that Doma does not presently know or that Doma currently believes are immaterial that could also cause actual results to differ from those contained in the forward-looking statements. In addition, forward-looking statements reflect Doma’s expectations, plans or forecasts of future events and views as of the date of this press release. Doma anticipates that subsequent events and developments will cause Doma’s assessments to change. However, while Doma may elect to update these forward-looking statements at some point in the future, Doma specifically disclaims any obligation to do so, except as required by law. These forward-looking statements should not be relied upon as representing Doma’s assessment as of any date subsequent to the date of this press release. Accordingly, undue reliance should not be placed upon the forward-looking statements.

Investor Contact: Chris Mammone | The Blueshirt Group for Doma | ir@doma.com


Media Contact: Martha Shaughnessy | The Key PR for Doma | press@doma.com
SOURCE Doma Holdings, Inc.


Key Operating and Financial Indicators
Three Months Ended June 30,Six Months Ended June 30,
2021202020212020
(in thousands, except for open and closed order numbers)
Key operating data:
Opened orders41,491 30,432 82,575 63,589 
Closed orders31,436 21,885 64,086 39,668 
GAAP financial data:
Revenue(1)
$129,986 $100,423 $257,782 $171,232 
Gross profit(2)
$26,514 $21,682 $52,930 $35,038 
Net loss
$(23,299)$(6,332)$(35,057)$(22,918)
Non-GAAP financial data(3):
Retained premiums and fees$64,805 $44,417 $122,263 $82,124 
Adjusted gross profit$29,535 $22,581 $58,657 $37,054 
Ratio of adjusted gross profit to retained premiums and fees46 %51 %48 %45 %
Adjusted EBITDA$(11,903)$(2,402)$(15,182)$(15,276)
_________________
n.m. = not meaningful
(1)Revenue is comprised of (i) net premiums written, (ii) escrow, other title-related fees and other, and (iii) investment, dividend and other income. Net loss is made up of the components of revenue and expenses.
(2)Gross profit, calculated in accordance with GAAP, is calculated as total revenue, minus premiums retained by third-party agents, direct labor expense (including mainly personnel expense for certain employees involved in the direct fulfillment of policies) and direct non-labor expense (including mainly title examination expense, provision for claims, and depreciation and amortization). In our consolidated income statements, depreciation and amortization is recorded under the “other operating expenses” caption.
(3)Retained premiums and fees, adjusted gross profit and adjusted EBITDA are non-GAAP financial measures.



Non-GAAP Financial Measures
Retained premiums and fees
The following presents our retained premiums and fees and reconciles the measure to our gross profit, the most closely comparable GAAP financial measure, for the periods indicated:
Three Months Ended June 30,Six Months Ended June 30,
2021202020212020
(in thousands)(in thousands)
Revenue
$129,986 $100,423 $257,782 $171,232 
Minus:
Premiums retained by third-party agents65,181 56,006 135,519 89,108 
Retained premiums and fees
$64,805 $44,417 $122,263 $82,124 
Minus:
Direct labor20,902 13,898 38,881 30,212 
Provision for claims6,807 3,040 10,055 4,823 
Depreciation and amortization3,021 899 5,727 2,016 
Other direct costs(1)
7,561 4,898 14,670 10,035 
Gross Profit
$26,514 $21,682 $52,930 $35,038 
__________________
(1)Includes title examination expense, office supplies, and premium and other taxes.


Adjusted gross profit
The following table reconciles our adjusted gross profit to our gross profit, the most closely comparable GAAP financial measure, for the periods indicated:
Three Months Ended June 30,Six Months Ended June 30,
2021202020212020
(in thousands)(in thousands)
Gross Profit
$26,514 $21,682 $52,930 $35,038 
Adjusted for:
Depreciation and amortization3,021 899 5,727 2,016 
Adjusted Gross Profit
$29,535 $22,581 $58,657 $37,054 
Adjusted EBITDA
The following table reconciles our adjusted EBITDA to our net loss, the most closely comparable GAAP financial measure, for the periods indicated:
Three Months Ended June 30,Six Months Ended June 30,
2021202020212020
(in thousands)(in thousands)
Net loss (GAAP)
$(23,299)$(6,332)$(35,057)$(22,918)
Adjusted for:
Depreciation and amortization3,021 899 5,727 2,016 
Interest expense4,451 1,123 7,810 3,235 
Income taxes211 241 336 416 
EBITDA
$(15,616)$(4,069)$(21,184)$(17,251)
Adjusted for:
Stock-based compensation3,713 282 6,002 590 
COVID-related severance costs— 1,385 — 1,385 
Adjusted EBITDA
$(11,903)$(2,402)$(15,182)$(15,276)

The following table reconciles our adjusted gross profit to our adjusted EBITDA, for the periods indicated:
Three Months Ended June 30,Six Months Ended June 30,
2021202020212020
(in thousands)(in thousands)
Adjusted Gross Profit
$29,535 $22,581 $58,657 $37,054 
Minus:
Customer acquisition costs12,192 8,083 22,087 16,381 
Other indirect costs(1)
29,246 16,900 51,752 35,949 
Adjusted EBITDA$(11,903)$(2,402)$(15,182)$(15,276)
__________________
(1)Includes corporate support, research and development, and other operating costs.



Outlook reconciliations
The following tables reconcile the ranges of expected gross profit to expected retained premiums and fees and the ranges of expected gross profit to expected adjusted gross profit for the full year ended December 31, 2021:
Year Ended December 31, 2021
LowHigh
(in thousands)
Revenue$475,000 $525,000 
Minus:
Premiums retained by third-party agents225,000 265,000 
Retained premiums and fees$250,000 $260,000 
Minus:
Estimated adjustments(1)
$167,000 $167,000 
Gross Profit$83,000 $93,000 
Year Ended December 31, 2021
LowHigh
(in thousands)
Gross Profit$83,000 $93,000 
Adjusted for:
Depreciation and amortization12,000 12,000 
Adjusted Gross Profit$95,000 $105,000 
__________________
(1)Estimated adjustments include direct labor, provision for claims, depreciation and amortization, and other direct costs (which includes title examination expense, office supplies, and premium and other taxes).



Doma Holdings, Inc.
Condensed Consolidated Statements of Operations
(Unaudited)
Three months ended June 30,Six months ended June 30,
(In thousands, except share and per share information)2021202020212020
Revenues:
Net premiums written (1)
$109,271 $86,334 $217,263 $143,151 
Escrow, other title-related fees and other
20,065 13,382 38,640 26,556 
Investment, dividend and other income
650 707 1,879 1,525 
Total revenues
$129,986 $100,423 $257,782 $171,232 
Expenses:
Premiums retained by third-party agents (2)
$65,181 $56,006 $135,519 $89,108 
Title examination expense
5,500 3,322 10,353 7,187 
Provision for claims
6,807 3,040 10,055 4,823 
Personnel costs
53,954 32,737 97,419 68,455 
Other operating expenses
17,181 10,286 31,347 20,926 
Total operating expenses
$148,623 $105,391 $284,693 $190,499 
Loss from operations
$(18,637)$(4,968)$(26,911)$(19,267)
Interest expense
4,451 1,123 7,810 3,235 
Loss before income taxes
$(23,088)$(6,091)$(34,721)$(22,502)
Income tax expense
211 241 336 416 
Net loss
(23,299)(6,332)(35,057)(22,918)
Earnings Per Share:
Net loss per share attributable to Doma Holdings, Inc. shareholders - basic and diluted
$(2.00)$(0.64)$(3.06)$(2.24)
Weighted average shares outstanding Doma Holdings, Inc. common stock - basic and diluted
11,667,266 9,950,920 11,457,724 10,231,489 
__________________
(1)Net premiums written includes revenues from a related party of $27.0 million and $24.3 million during the three months ended June 30, 2021 and 2020, respectively. Net premiums written includes revenues from a related party of $51.6 million and $41.3 million during the six months ended June 30, 2021 and 2020, respectively (see Note 10).
(2)Premiums retained by third-party agents includes expenses associated with a related party of $22.0 million and $19.7 million during the three months ended June 30, 2021 and 2020, respectively. Premiums retained by third-party agents includes expenses associated with a related party of $41.8 million and $33.6 million during the six months ended June 30, 2021 and 2020, respectively (see Note 10).


Doma Holdings, Inc.
Condensed Consolidated Balance Sheets
(Unaudited)
(In thousands, except share information)June 30, 2021December 31, 2020

Assets
Cash and cash equivalents
$158,542 $111,893 
Restricted cash
1,707 129 
Investments:
Fixed maturities
Held-to-maturity debt securities, at amortized cost84,181 65,406 
Available-for-sale debt securities, at fair value (amortized cost $7,139 at December 31, 2020)— 8,057 
Equity securities, at fair value (cost $2,000 at December 31, 2020)— 2,119 
Mortgage loans
2,936 2,980 
Total Investments
$87,117 $78,562 
Receivables, net
13,386 15,244 
Prepaid expenses, deposits and other assets
18,988 7,365 
Fixed assets, net
29,303 21,661 
Title plants
13,952 14,008 
Goodwill
111,487 111,487 
Trade names
— 2,684 
Total Assets
$434,482 $363,033 
Liabilities and Stockholders' Equity
Accounts payable
$8,013 $6,626 
Accrued expenses and other liabilities
38,407 33,044 
Senior first lien note, net of debt issuance costs and original issue discount
135,730 — 
Loan from a related party— 65,532 
Liability for loss and loss adjustment expenses
74,706 69,800 
Total Liabilities
$256,856 $175,002 
Stockholders' Equity:
Series A preferred stock, 0.0001 par value; 7,295,759 shares authorized; 7,295,759 shares issued and outstanding as of June 30, 2021 and December 31, 2020$1 $1 
Series A-1 preferred stock, 0.0001 par value; 12,975,006 shares authorized; 12,975,006 and 8,159,208 shares issued and outstanding as of June 30, 2021 and December 31, 2020, respectively1 1 
Series A-2 preferred stock, 0.0001 par value; 2,335,837 shares authorized; 2,335,837 shares issued and outstanding as of June 30, 2021 and December 31, 2020— — 
Series B preferred stock, 0.0001 par value; 2,642,036 shares authorized; 2,642,036 shares issued and outstanding as of June 30, 2021 and December 31, 2020— — 
Series C preferred stock, 0.0001 par value; 10,755,377 shares authorized; 10,119,484 shares issued and outstanding as of June 30, 2021 and December 31, 20201 1 
Common stock, 0.0001 par value; 54,000,000 shares authorized; 11,010,181 and 10,480,902 shares issued and outstanding as of June 30, 2021 and December 31, 2020, respectively1 1 
Additional paid-in capital
291,802 266,464 
Accumulated deficit
(114,180)(79,123)
Accumulated other comprehensive income
— 686 
Total Stockholders’ Equity
$177,626 $188,031 
Total Liabilities and Stockholders' Equity
$434,482 $363,033 


Doma Holdings, Inc.
Condensed Consolidated Statements of Cash Flows
(Unaudited)
Six months ended June 30
(In thousands)20212020
Cash flow from operating activities:
Net loss$(35,057)$(22,918)
Adjustments to reconcile net loss to net cash used in operating activities:
Interest expense - paid in kind
3,929 3,602 
Depreciation and amortization
5,727 2,016 
Stock-based compensation expenses
5,256 590 
Amortization of debt issuance costs and original issue discount
899 — 
Provision for doubtful accounts
477 267 
Deferred income taxes
250 349 
Realized gain on available for sale debt securities
(678)— 
Net unrealized loss on equity securities
119 150 
Loss (gain) on disposal of fixed assets and title plants
8 (382)
Accretion of discounts on held-to-maturity securities506 201 
Change in operating assets and liabilities:
Accounts receivable
1,142 2,579 
Prepaid expenses, deposits and other assets
(11,626)(1,849)
Accounts payable
1,387 3,060 
Accrued expenses and other liabilities
5,346 (7,030)
Liability for loss and loss adjustments expenses
4,906 (109)
Net cash used in operating activities
$(17,409)$(19,474)
Cash flow from investing activities:
Proceeds from sales and maturities of investments: Held-to-maturity
$14,149 $8,898 
Proceeds from sales and maturities of investments: Available-for-sale7,817 — 
Proceeds from sales of investments: Equity securities2,000 — 
Proceeds from sales and maturities of investments: Mortgage loans
45 365 
Purchases of investments: Held-to-maturity
(33,430)(53,198)
Purchases of investments: Equity securities
— (1,000)
Proceeds from sales of fixed assets307 123 
Purchases of fixed assets
(10,944)(7,687)
Proceeds from sale of title plants and dividends from title plants
239 1,183 
Net cash used in investing activities
$(19,817)$(51,316)
Cash flow from financing activities:
Proceeds from issuance of Series C preferred stock, net of financing costs
$— $70,701 
Proceeds from issuance of senior first lien note150,000 — 
Payments on loan from a related party(65,532)(27,622)
Debt issuance costs(579)— 
Exercise of stock warrants49 — 
Exercise of stock options
1,515 51 
Net cash provided by financing activities
$85,453 $43,130 
Net change in cash and cash equivalents and restricted cash
48,227 (27,660)
Cash, cash equivalents and restricted cash at the beginning period112,022 141,668 
Cash and cash equivalents and restricted cash at the end of period
$160,249 $114,008 
Supplemental cash flow disclosures:
Cash paid for interest
$3,407 $— 
Supplemental disclosure of non-cash investing activities:
Unrealized loss on available-for-sale debt securities
$(179)$(496)
Supplemental disclosure of non-cash financing activities:
Issuance of penny warrants related to the senior first lien note$18,519 $— 


Quarterly Results of Operations and Other Data
The following tables set forth our selected unaudited quarterly condensed consolidated statements of operations data for each of the quarters indicated. The information for each quarter has been prepared on a basis consistent with our audited consolidated financial statements, and reflect, in the opinion of management, all adjustments, which consist only of a normal, recurring nature that are necessary for a fair statement of the financial information contained in those financial statements. Our historical results are not necessarily indicative of the results that may be expected in the future. The following quarterly financial data should be read in conjunction with our consolidated financial statements.
Condensed Consolidated Statements of Operations
Three months ended
(In thousands)March 31, 2020June 30, 2020September 30, 2020December 31, 2020March 31, 2021June 30, 2021
Revenues:
Net premiums written
$56,817 $86,334 $103,587 $98,870 $107,992 $109,271 
Escrow, other title-related fees and other
13,174 13,382 16,742 17,977 18,575 20,065 
Investment, dividend and other income
818 707 743 663 1,229 650 
Total revenues
$70,809 $100,423 $121,072 $117,510 $127,796 $129,986 
Expenses:
Premiums retained by third-party agents
$33,102 $56,006 $67,024 $64,011 $70,338 $65,181 
Title examination expense
3,865 3,322 4,624 4,393 4,853 5,500 
Provision for claims
1,783 3,040 5,242 5,272 3,249 6,807 
Personnel costs
35,718 32,737 36,197 38,874 43,464 53,954 
Other operating expenses
10,640 10,286 10,210 12,149 14,165 17,181 
Total operating expenses
$85,108 $105,391 $123,297 $124,699 $136,069 $148,623 
Loss from operations
$(14,299)$(4,968)$(2,225)$(7,189)$(8,273)$(18,637)
Interest expense
2,112 1,123 1,193 1,151 3,360 4,451 
Loss before income taxes
$(16,411)$(6,091)$(3,418)$(8,340)$(11,633)$(23,088)
Income tax expense
175 241 204 223 125 211 
Net loss
(16,586)(6,332)(3,622)(8,563)(11,758)(23,299)

Reconciliation of GAAP to Non-GAAP Measures
The following tables present our reconciliation of GAAP measure to non-GAAP measures for the historical periods indicated.


Retained premiums and fees
Three Months Ended
(In thousands)March 31, 2020June 30, 2020September 30, 2020December 31, 2020March 31, 2021June 30, 2021
Revenue
$70,809 $100,423 $121,072 $117,510 $127,796 $129,986 
Minus:
Premiums retained by third-party agents33,102 56,006 67,024 64,011 70,338 65,181 
Retained premiums and fees
$37,707 $44,417 $54,048 $53,499 $57,458 $64,805 
Minus:
Direct labor16,314 13,898 14,892 17,050 17,979 20,902 
Provision for claims1,783 3,040 5,242 5,272 3,249 6,807 
Depreciation and amortization1,116 899 1,221 2,579 2,707 3,021 
Other direct costs(1)
5,137 4,898 6,314 4,186 7,109 7,561 
Gross Profit
$13,357 $21,682 $26,379 $24,412 $26,414 $26,514 
__________________
(1)Includes title examination expense, office supplies, and premium and other taxes.
Retained premiums and fees
Three Months Ended
(in thousands)March 31, 2020June 30, 2020September 30, 2020December 31, 2020March 31, 2021June 30, 2021
Gross Profit
$13,357 $21,682 $26,379 $24,412 $26,414 $26,514 
Adjusted for:
Depreciation and amortization1,116 899 1,221 2,579 2,707 3,021 
Adjusted Gross Profit
$14,473 $22,581 $27,600 $26,991 $29,121 $29,535 
Adjusted EBITDA
Three Months Ended
(in thousands)March 31, 2020June 30, 2020September 30, 2020December 31, 2020March 31, 2021June 30, 2021
Net loss (GAAP)
$(16,586)$(6,332)$(3,622)$(8,563)$(11,758)$(23,299)
Adjusted for:
Depreciation and amortization1,116 899 1,221 2,579 2,707 3,021 
Interest expense2,112 1,123 1,193 1,151 3,360 4,451 
Income taxes175 241 204 223 125 211 
EBITDA
$(13,183)$(4,069)$(1,004)$(4,610)$(5,566)$(15,616)
Adjusted for:
Stock-based compensation308 282 355 1,567 2,289 3,713 
COVID-related severance costs— 1,385 — — — — 
Adjusted EBITDA
$(12,875)$(2,402)$(649)$(3,043)$(3,277)$(11,903)