0001564590-21-013026 | 10-K | XBRL Viewer

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Document and Entity Information - USD ($) $ in Millions	12 Months Ended
Document and Entity Information - USD ($) $ in Millions	Dec. 31, 2020	Feb. 26, 2021	Oct. 28, 2020
Document Information [Line Items]
Document Type	10-K
Amendment Flag	false
Document Period End Date	Dec. 31, 2020
Document Fiscal Year Focus	2020
Document Fiscal Period Focus	FY
Trading Symbol	MAX
Entity Registrant Name	MediaAlpha, Inc.
Entity Central Index Key	0001818383
Current Fiscal Year End Date	--12-31
Entity Filer Category	Non-accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	true
Entity Ex Transition Period	false
Entity Public Float			$ 359.9
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Shell Company	false
Entity File Number	001-39671
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	85-1854133
Entity Address, Address Line One	700 South Flower Street
Entity Address, Address Line Two	Suite 640
Entity Address, City or Town	Los Angeles
Entity Address, State or Province	CA
Entity Address, Postal Zip Code	90017
City Area Code	213
Local Phone Number	316-6256
Entity Well-known Seasoned Issuer	No
Entity Voluntary Filers	No
ICFR Auditor Attestation Flag	false
Title of 12(b) Security	Class A Common Stock, $0.01 par value per share
Security Exchange Name	NYSE
Document Annual Report	true
Document Transition Report	false
Documents Incorporated by Reference	DOCUMENTS INCORPORATED BY REFERENCE None.
Class A Common
Document Information [Line Items]
Entity Common Stock, Shares Outstanding		33,815,086
Class B Common
Document Information [Line Items]
Entity Common Stock, Shares Outstanding		25,536,043

Consolidated Balance Sheets - USD ($) $ in Thousands	Dec. 31, 2020	Dec. 31, 2019
Current assets
Cash and cash equivalents	$ 23,554	$ 10,028
Accounts receivable, net of allowance for doubtful accounts	96,295	56,012
Prepaid expenses and other current assets	7,950	1,448
Total current assets	127,799	67,488
Property and equipment, net	762	755
Intangible assets, net	15,551	18,752
Goodwill	18,402	18,402
Deferred tax assets	31,613
Other non-current assets	16,210
Total assets	210,337	105,397
Current liabilities
Accounts payable	98,249	40,455
Accrued expenses	9,206	6,584
Current portion of long-term debt		873
Total current liabilities	107,455	47,912
Long-term debt, net of current portion	182,668	96,665
Liabilities under tax receivable agreement	22,498
Other long-term liabilities	2,834	319
Total liabilities	315,455	144,896
Stockholders'/Members’ (deficit) equity:
Members' Equity		79,547
Preferred stock, $0.01 par value - 50 million shares authorized; 0 shares issued and outstanding as of December 31, 2020
Additional paid-in capital	384,611
Accumulated Deficit	(418,973)	(193,143)
Total stockholders' (deficit) attributable to MediaAlpha Inc., and members' (deficit)	(33,773)	(113,596)
Non-controlling interests	(71,345)
Total stockholders'/members' deficit	(105,118)	(113,596)
Total liabilities and stockholders'/members' deficit	210,337	105,397
Redeemable Class A
Current liabilities
Redeemable Class A units		$ 74,097
Class A Common
Stockholders'/Members’ (deficit) equity:
Class A common stock, $0.01 par value - 1.0 billion shares authorized; 33.4 million shares issued and outstanding as of December 31, 2020	334
Total stockholders'/members' deficit	334
Class B Common
Stockholders'/Members’ (deficit) equity:
Class A common stock, $0.01 par value - 1.0 billion shares authorized; 33.4 million shares issued and outstanding as of December 31, 2020	255
Total stockholders'/members' deficit	$ 255

Consolidated Balance Sheets (Parenthetical)	Dec. 31, 2020 $ / shares shares
Preferred stock, par value \| $ / shares	$ 0.01
Preferred stock, authorized	50,000,000
Preferred stock, issued	0
Preferred stock, outstanding	0
Class A Common
Common stock, par value \| $ / shares	$ 0.01
Common stock, authorized	1,000,000,000
Common stock, issued	33,400,000
Common stock, outstanding	33,400,000
Class B Common
Common stock, par value \| $ / shares	$ 0.01
Common stock, authorized	100,000,000
Common stock, issued	25,500,000
Common stock, outstanding	25,500,000

Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands	12 Months Ended
	Dec. 31, 2020	Dec. 31, 2019	Dec. 31, 2018
Revenue	$ 584,814	$ 408,005	$ 296,910
Cost and operating expenses
Cost of revenue	499,434	342,909	247,670
Sales and marketing	20,483	13,822	11,739
Product development	12,449	7,042	10,339
General and administrative	32,913	19,391	7,843
Total cost and operating expenses	565,279	383,164	277,591
Income from operations	19,535	24,841	19,319
Other expense	2,302
Interest expense	7,938	7,021	1,194
Total other expense	10,240	7,021	1,194
Income before income taxes	9,295	17,820	18,125
Income tax (benefit)	(1,267)
Net income	10,562	17,820	18,125
Net (loss) attributable to non-controlling interest	(4,238)
Net income attributable to MediaAlpha, Inc.	$ (4,366)
Net (loss) per share of Class A common stock - basic and diluted	$ (0.14)
Weighted average shares of Class A common stock outstanding - basic and diluted	32,134,170
QL Holdings LLC
Cost and operating expenses
Net income	$ 19,166	$ 17,820	$ 18,125

Consolidated Statements of Redeemable Class A units, Members' Equity (Deficit), and Stockholders' Equity (Deficit) - USD ($) $ in Thousands	Total	Redeemable Class A	Member's Equity (Deficit)	Class A Common Stock	Class B Common Stock	Non-Controlling Interest	Additional Paid-In Capital	Accumulated Deficit
Beginning balance at Dec. 31, 2017	$ 37,409		$ 75,129					$ (37,720)
Equity-based compensation	824		824
Member distributions	(15,878)							(15,878)
Net income	18,125							18,125
Ending balance at Dec. 31, 2018	40,480		75,953					(35,473)
Issuance of Class A units		$ 62,806
Issuance of Class A units, Shares		284,211
Class A units repurchased	(62,806)							(62,806)
Remeasurement of redeemable Class A units	(11,291)	$ 11,291						(11,291)
Class B units repurchased	(5,753)							(5,753)
Equity-based compensation	3,594		3,594
Member distributions	(95,640)							(95,640)
Net income	17,820							17,820
Ending balance at Dec. 31, 2019	(113,596)		79,547					(193,143)
Ending balance, Shares at Dec. 31, 2019		284,211
Ending balance at Dec. 31, 2019		$ 74,097
Remeasurement of redeemable Class A units	(106,969)	106,969						(106,969)
Class B units repurchased	(2,244)							(2,244)
Equity-based compensation	5,571		5,571
Member distributions	(131,417)							(131,417)
Net income before Reorganization Transactions	19,166							19,166
Effect of Reorganization transactions	206,015	$ (181,066)	$ (85,118)	$ 261	$ 303	$ (79,735)	$ 370,304
Effect of reorganization transactions, Shares		(284,211)		26,141,535	30,308,492
Establishment of liabilities under tax receivable agreement andrelated changes to deferred tax assets associated with increases in taxbasis	(16,354)						(16,354)
Issuance of Class A common stock, net of issuance costs	111,952			$ 71			111,881
Issuance of Class A common stock, net of issuance costs, Shares				7,027,606
Repurchase of Class B common stock	(84,368)				$ (48)	12,538	(96,858)
Repurchase of Class B common stock, Shares					(4,772,449)
Net income	10,562
Vesting of restricted stock units	2			$ 2
Vesting of restricted stock units, Shares				230,047
Equity- based compensation, net of forfeitures	19,963					90	19,873
Equity- based compensation, net of forfeitures, Shares				(28,132)
Shares withheld on tax withholding on vesting of restricted stock units	(4,235)						(4,235)
Net (loss) after Reorganization Transactions	(8,604)					(4,238)		(4,366)
Ending balance at Dec. 31, 2020	$ (105,118)			$ 334	$ 255	$ (71,345)	$ 384,611	$ (418,973)
Ending balance, Shares at Dec. 31, 2020				33,371,056	25,536,043

Consolidated Statements of Cash Flows - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2020	Dec. 31, 2019	Dec. 31, 2018
Cash Flows from operating activities
Net income	$ 10,562	$ 17,820	$ 18,125
Adjustments to reconcile net income to net cash provided by operating activities:
Non-cash equity-based compensation expense	24,745	2,308	824
Depreciation expense on property and equipment	289	272	187
Amortization of intangible assets	3,201	5,381	11,769
Amortization of deferred debt issuance costs	1,228	665	15
Loss on extinguishment of debt	1,998
Bad debt expense	526	354	533
Deferred taxes	(545)
Tax receivable agreement liability adjustments	413
Changes in operating assets and liabilities:
Accounts receivable	(40,809)	(19,216)	(5,155)
Prepaid expenses and other current assets	(6,482)	(162)	(262)
Other assets	(4,375)
Accounts payable	57,793	13,441	(5,373)
Accrued expenses	2,866	1,280	1,986
Net cash provided by operating activities	51,410	22,143	22,649
Cash flows from investing activities
Purchases of property and equipment	(296)	(146)	(630)
Acquisition of intangible assets		(148)	(10)
Purchase of cost method investment	(10,000)
Net cash (used in) investing activities	(10,296)	(294)	(640)
Cash flows from financing activities
Proceeds from issuance of Class A common stock, net of underwriter commission	124,179
Issuance of long-term debt	210,000	100,000
Revolving line of credit	7,500		3,000
Member contributions		62,806
Repayments on revolving line of credit	(7,500)		(9,000)
Repayments on long-term debt	(123,648)	(15,073)	(3,567)
Debt issuance costs	(4,467)	(2,303)
Repurchase of Class B units at QLH up to fair value	(1,453)	(4,467)
IPO costs to third parties	(12,227)
Shares withheld for taxes on vesting of restricted stock units	(4,235)
Repurchase of Class B common stock	(84,320)
Redemption of Class A units		(62,806)
Member distributions	(131,417)	(95,640)	(15,878)
Net cash (used in) financing activities	(27,588)	(17,483)	(25,445)
Net increase (decrease) in cash and cash equivalents	13,526	4,366	(3,436)
Cash and cash equivalents, beginning of period	10,028	5,662	9,098
Cash and cash equivalents, end of period	23,554	10,028	5,662
Supplemental disclosures of cash flow information
Interest	6,040	6,399	$ 1,201
Redemption of Class B units of QLH in excess of fair value	791	$ 1,286
Non-cash Investing and Financing Activities:
Establishment of liabilities under the tax receivable agreement in connection with the Reorganization Transactions	(22,085)
Establishment of tax indemnification receivable in connection with the Reorganization Transactions	(1,835)
Establishment of deferred tax assets in connection with the Reorganization Transactions	$ (31,068)

Organization and Background

12 Months Ended

Dec. 31, 2020

Organization Consolidation And Presentation Of Financial Statements [Abstract]

Organization and Background

MediaAlpha, Inc.

Notes to the Consolidated Financial Statements

1. Organization and Background

Nature of business

MediaAlpha specializes in end customer acquisition for insurance carriers, distributors and other clients in various verticals, including property & casualty insurance, health insurance and life insurance. The corporate headquarters is in Los Angeles, California, with additional offices throughout the United States.

Organization and Initial Public Offering

MediaAlpha, Inc. was incorporated as a Delaware corporation on July 9, 2020 in contemplation of an initial public offering (“IPO”). Following a series of reorganization transactions, we serve as the ultimate holding company, by and through our wholly owned subsidiary Guilford Holdings, Inc. (“Intermediate Holdco”), of QL Holdings LLC (“QLH”) and its subsidiaries. QLH was formed on March 7, 2014 as a Delaware limited liability company.

On October 30, 2020 we completed our IPO and sold 7,027,606 shares of Class A Common Stock at a public offering price of $19.00 per share, which includes 769,104 shares sold in connection with the full exercise of the underwriter’s option to purchase additional shares. We received $124.2 million, net of underwriting discounts and commissions.

In connection with the completion of our IPO, we completed a series of reorganization transactions (“Reorganization Transactions”) pursuant to a reorganization agreement by and among Parent Company, Intermediate Holdco, QLH, and certain other parties. The Reorganization Transactions included the following:

•

the amendment and restatement of the articles of incorporation and bylaws of Parent Company (the Amended and Restated Certificate of Incorporation and the Amended and Restated Bylaws) pursuant to which we amended and restated our certificate of incorporation to authorize two classes of common stock, Class A common stock and Class B common stock;

•

the amendment and restatement of QLH’s limited liability company agreement (the Fourth Amended and Restated Limited Liability Agreement of QLH) to, among other things, convert legacy Class A units of QLH held by Intermediate Holdco into voting, managing member Class A-1 units and to convert all other legacy Class A and Class B units held by Insignia, the Senior Executives and Legacy Profit Interests Holders into non-managing member, non-voting Class B-1 units of QLH;

•

the contribution by White Mountains Capital, Inc. of Intermediate Holdco to Parent Company in exchange for 24,142,096 shares of Class A common stock of Parent Company; and

•

the issuance of 30,308,492 shares of Class B common stock to Insignia, Senior Executives and the Legacy Profit Interests Holders, and the issuance of 1,999,439 shares of Class A common stock to the Legacy Profit Interests Holders.

As a result, MediaAlpha, Inc., through Intermediate Holdco, is the sole managing member of QLH and consolidates the financial results of QLH and its subsidiaries and reports a non-controlling interest related to the portion of Class B-1 Units not owned by MediaAlpha, Inc. The Reorganization was considered a transaction between entities under common control. As a result, the financial statements for periods prior to our IPO and the Reorganization Transactions have been adjusted to combine the previously separate entities for presentation purposes.

Exchange Agreement

On October 27, 2020, the Company entered into an exchange agreement with Insignia and the Senior Executives, which each hold Class B common stock. Pursuant to and subject to the terms of the exchange agreement and the fourth amended and restated limited liability company agreement of QLH, holders of Class B common stock, from time to time, may exchange one Class B share, together with a corresponding Class B-1 unit, for one share of the Company’s Class A common stock (or, at the Company’s election, cash of an equivalent value).

We have reserved for issuance 25,536,043 shares of our Class A common stock for potential exchange in the future for Class B-1 units, which equals the aggregate number of shares of Class B common stock outstanding. Exchange of the Class B-1 units and Class B common stock is at the unit holder's discretion and the exchange does not have fixed or determinable dates or prices.

Tax Receivables Agreement

In connection with our IPO, we entered into a tax receivables agreement (“TRA”) with Insignia, the Senior Executives, and White Mountains related to the tax basis step-up of the assets of QLH and certain net operating losses of Intermediate Holdco. The agreement requires us to pay Insignia and the Senior Executives 85% of the cash savings, if any, in U.S. federal, state and local income tax we realize (or are deemed to realize) as a result of (i) any increases in tax basis following our purchase (through Intermediate Holdco) of Class B-1 units of QLH from certain unitholders (including the Selling Class B-1 Unit Holders) in connection with the IPO, as well as any future exchanges described above; (ii) the pre-IPO leveraged distribution and actual or deemed other distributions by QLH to its members that result in tax basis adjustments to the assets of QLH, and (iii) certain other tax benefits attributable to payments under the TRA itself.

The TRA also requires us to pay White Mountains 85% of the amount of the cash savings, if any, in U.S. federal, state and local income tax that we realize (or are deemed to realize) as a result of the utilization of the net operating losses of Intermediate Holdco attributable to periods prior to the IPO and the deduction of any imputed interest attributable to our payment obligations under the TRA.

Impact of COVID-19

The COVID-19 pandemic continues to impact the United States and many countries around the world. The outbreak and government measures taken in response have had a significant impact, both direct and indirect, on businesses and commerce. The future progression of the pandemic and its effects on our business and operations are uncertain and we are unable to estimate the full impact at this time. However, our travel vertical has experienced a decline in revenue and, although we do not believe the situation will materially impact our liquidity or capital position, we do not expect revenue from the travel vertical to recover in the foreseeable future.

We are monitoring the potential impact of the COVID-19 pandemic on our business, results of operations and financial condition. To date, we have not experienced material business disruptions or incurred impairment losses in the carrying values of our assets as result of the pandemic and are not aware of any specific related event or circumstance that would require us to revise the estimates reflected in these consolidated financial statements. The extent to which the COVID-19 pandemic will further impact our business, results of operations and financial condition, will depend on future developments that are highly uncertain, including as a result of new information that may emerge concerning COVID-19, the actions taken to contain or treat it, and the duration and intensity of the related effects.

Summary of Significant Accounting Policies

12 Months Ended

Dec. 31, 2020

Accounting Policies [Abstract]

Summary of Significant Accounting Policies

2. Summary of significant accounting policies

Basis of presentation

The consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“US GAAP”) and pursuant to the rules and regulations of the Securities and Exchange Commission. The consolidated financial statements include the accounts of MediaAlpha, Inc. and its consolidated subsidiaries. All intercompany transactions and balances have been eliminated in consolidation.

As discussed in Note 1, as a result of our IPO and Reorganization, MediaAlpha, Inc., through Intermediate Holdco, is the sole managing member of QLH and consolidates the financial results of QLH and its subsidiaries and reports a non-controlling interest related to the portion of Class B-1 Units not owned by MediaAlpha, Inc., which reduces net income attributable to holders of MediaAlpha Inc.’s Class A common stock. The Reorganization was considered a transaction between entities under common control. As a result, the financial statements for periods prior to our IPO and the Reorganization Transactions have been adjusted to combine the previously separate entities for presentation purposes.

Use of estimates

The preparation of consolidated financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the reported amounts of certain assets and liabilities, certain disclosures at the date of the consolidated financial statements, as well as the reported amounts of revenue and expenses during the reporting period. Significant estimates and assumptions reflected in these consolidated financial statements include, but are not limited to, valuation of goodwill and long-lived assets for impairment, inputs into the valuation of our equity-based compensation related QLH Class B Units, estimates of deferred tax assets related to the step-up in basis under the TRA, and the associated liability under the TRA. Significant estimates affecting the consolidated financial statements have been prepared on the basis of the most current and best available information, including historical experience, known trends and other market-specific or other relevant factors that we believe to be reasonable. On an ongoing basis, management evaluates its estimates, as there are changes in circumstances, facts and experience. Changes in estimates are recorded in periods which they become known. The full extent to which the COVID-19 pandemic will directly or indirectly impact our business, results of operations and financial condition, including revenues, expenses, reserves and allowances, asset recoverability, and employee-related amounts, will depend on future developments that are highly uncertain, including as a result of new information that may emerge concerning COVID-19 and the actions taken to contain it or treat COVID-19, as well as the economic impact on our customers and markets. We have made estimates of the impact of COVID-19 within our financial statements and there may be changes to those estimates in future periods. Actual results may differ from these estimates.

Revenue recognition

The Company generates revenue by delivering qualified calls, leads and click transactions (“Consumer Referrals”) to its buyer customers who acquire Consumer Referrals (“customers” or “buyers”) on its technology platform.

On January 1, 2018, the Company adopted Accounting Standards Codification (“ASC”) 606, Revenue from Contracts with Customers (“ASC 606”), as issued by the Financial Accounting Standards Board ("FASB"), which governs how the Company recognizes revenue derived from the Consumer Referrals. The Company recognizes revenue when the Company transfers promised goods or services to customers in an amount that reflects the consideration to which the Company is entitled. The Company recognizes revenue pursuant to the framework contained in ASC 606: (i) identify the contract with a customer; (ii) identify the performance obligations in the contract, including whether they are distinct in the context of the contract; (iii) determine the transaction price, including the constraint on variable consideration; (iv) allocate the transaction price to the performance obligations in the contract; and (v) recognize revenue when the Company satisfies the performance obligations.

Generally, the Company’s contracts with buyers specify a period of time covered and a budget governing spend limits. Many of our agreements with our partners have no fixed term and are cancellable upon 30 or 60 days’ notice without penalty. As a result, the transaction price for the delivery of each Consumer Referral is determined and recorded in real time and no estimation of variable consideration or future consideration is required. The transaction with the Company’s customer is for the delivery of Consumer Referrals.

The Company has assessed the services promised in its contracts with customers and has identified one performance obligation, which is the delivery of Consumer Referrals that meet its customers’ specifications.

Consumer Referral transactions are summarized as follows:

•

Click revenue is recognized on a pay-per-click basis and revenue is earned and recognized when a consumer clicks on a listed buyer’s advertisement, presented subsequent to a consumer search (e.g. auto insurance quote search or health insurance quote search).

•

Call revenue is earned and recognized when a consumer transfers to a call buyer and remains engaged for a requisite duration of time, as specified by each buyer.

•

Lead revenue is recognized when the Company delivers data leads to buyer. Data leads are generated through insurance carriers or insurance-focused research destination websites who make the data leads available to buy through the Company’s platform or when users complete a full quote request on the Company’s proprietary websites. Delivery occurs at the time of lead transfer.

The Company satisfies its performance obligation as services are provided. The Company does not promise to provide any other significant goods or services to its customers after delivery. The Company generally does not offer a right of return.

The Company bills customers monthly in arrears for Consumer Referrals delivered during the preceding month. The Company’s standard payment terms are 30-60 days. Consequently, the Company does not have significant financing components in its arrangements.

In the Company’s open platform transactions, the Company has control over the Consumer Referrals that are sold to buyers. In these arrangements, the Company has separate agreements with its customers and suppliers (or “supply partners” or “sellers”). Suppliers are neither party to the contractual arrangements with the Company’s customers, nor are the suppliers the beneficiaries of the Company’s customer agreements. The Company earns fees from its customers and separately pays internet search companies to drive consumers to the Company’s proprietary websites and suppliers. The Company is the principal in the open platform transactions. As a result, the fees paid by its customers are recognized as revenue and the fees paid to its suppliers are included in cost of revenue.

With respect to our private platform transactions, buyers and supply partners contract with one another directly and leverage the Company’s platform to facilitate transparent, real-time transactions utilizing the reporting and analytical tools available to them through the Company’s platform. The Company charges a platform fee on the Consumer Referrals transacted. The Company acts as an agent in the private platform transactions and recognizes revenue on the platform fee received. The Company recognizes revenue concurrent with Consumer Referral transactions that are facilitated by the platform. There are no separate payments made by the Company to supply partners in the Company’s private platform transactions. The Company has elected to exclude sales tax from revenue as permitted by ASC 606-10.

Cash and cash equivalents

Cash and cash equivalents consist entirely of cash deposits.

Accounts receivable

The Company provides credit to customers in the ordinary course of business and believes its credit policies are prudent and reflect industry practices and business risk. Accounts receivable are stated at amounts due from customers. The Company reviews accounts receivable on a periodic basis and determines an allowance for doubtful accounts by considering a number of factors including the length of time trade accounts receivable are past due, the Company’s previous loss history, the customer’s current ability to pay its obligation to the Company, and the condition of the general economy and the industry as a whole. The Company writes off outstanding accounts receivable against the allowance when the Company has exhausted all collection efforts and the potential recovery is considered remote. Payments subsequently received on such receivables are credited to the allowance for doubtful accounts.

The Company reported an allowance for doubtful accounts of $0.4 million as of December 31, 2020 and $0.3 million as of December 31, 2019.

Concentrations of Credit Risk and of Significant Customers and Suppliers

Financial instruments that potentially expose the Company to concentrations of credit risk consist primarily of cash and cash equivalents and accounts receivable. The Company maintains cash balances that can, at times, exceed amounts insured by the Federal Deposit Insurance Corporation. The Company has not experienced any losses in these accounts, and believes it is not exposed to unusual credit risk beyond the normal credit risk in this area based on the financial strength of institutions with which the Company maintains its deposits.

The Company’s accounts receivable, which are unsecured, may expose the Company to credit risk due to collectability. The Company controls credit risk by investigating the creditworthiness of all customers prior to establishing relationships with them, performing periodic reviews of the credit activities of those customers during the course of the business relationship, regularly analyzing the collectability of accounts receivables, and recording allowances for doubtful accounts when these receivables become uncollectible.

Customer concentrations for the years ended December 31, 2020 and 2019 consisted of one customer that accounted for approximately $132.3 million, or 23%, and $78.8 million, or 19%, of revenue, respectively. Our two largest customers accounted for approximately $23.7 million and $9.8 million, or 24% and 10%, respectively of the Company’s accounts receivable as of December 31, 2020 compared to one customer for approximately $4.7 million, or 8%, as of December 31, 2019.

The Company’s accounts payable can expose the Company to business risks such as supplier concentrations. For the year ended December 31, 2020, supplier concentrations consisted of one supplier that accounted for approximately $60.0 million, or 11% of total purchases and for the twelve months ended December 31, 2019 two suppliers that accounted for approximately $84.6 million, or 24%, of total purchases. Our two largest suppliers accounted for approximately $24.5 million, or 25%, of the Company’s total accounts payable as of December 31, 2020 compared to $14.7 million, or 36%, as of December 31, 2019.

Property and equipment

Property and equipment are stated at cost, net of accumulated depreciation and amortization. Depreciation and amortization expense is calculated using the straight-line method over the estimated useful lives of each asset as follows:

		Estimated useful life
Leasehold improvements		The shorter of their lease term or the estimated useful life of the improvements
Computer		3 years
Furniture and fixtures		3 years

Betterments, renewals, and extraordinary repairs that materially extend the useful lives of assets are capitalized; other repairs and maintenance charges are expensed as incurred. The cost and related accumulated depreciation and amortization applicable to assets retired are removed from the accounts, and the gain or loss on disposition is recognized in the consolidated statement of operations for the period.

Internal-use software development costs

The Company capitalizes certain costs incurred in connection with developing internal use software. The Company expenses all costs that relate to the planning and post-implementation phases of development as operating expenses. Costs incurred in the development phase are capitalized and amortized over the product’s estimated useful life. Costs associated with the repair or maintenance of existing software is included in operating expenses. Amortization expense for capitalized internal-use software development costs is calculated using the straight-line method over the estimated useful life of the software, which is approximately three years.

As the Company’s software product is mature, costs incurred on development of new features and functionality in 2020 and 2019 were insignificant; therefore, the Company did not capitalize any software development costs during the period.

Business Combinations

The Company accounts for business combinations in accordance with ASC Topic 805, which requires, among other things, the acquiring entity in a business combination to recognize the fair value of all the assets acquired and liabilities assumed; the recognition of acquisition-related costs in the consolidated results of operations; the recognition of restructuring costs in the consolidated results of operations for which the acquirer becomes obligated after the acquisition date; and contingent purchase consideration to be recognized at their fair values on the acquisition date with subsequent adjustments recognized in the consolidated results of operations. The excess of the purchase price over the fair value of the identified assets and liabilities is recorded as goodwill. Operating results of the acquired entity are reflected in the Company’s consolidated financial statements from date of acquisition.

Goodwill and intangible assets

Goodwill is calculated as the excess of the purchase consideration paid in a business combination over the fair value of the assets acquired less liabilities assumed. Goodwill is not amortized, but rather is evaluated for impairment on an annual basis, or whenever indications of potential impairment exist. In the absence of any indications of potential impairment, the evaluation of goodwill is performed during the fourth quarter of each year. For the purposes of goodwill impairment testing, the Company has one reporting unit.

Goodwill impairment is the amount by which a reporting unit’s carrying value exceeds its fair value, not to exceed the carrying amount of goodwill. When testing goodwill for impairment, the Company first performs a qualitative assessment to determine whether it is necessary to perform a goodwill impairment test. The Company is required to perform a goodwill impairment test only if it concludes that it is more likely than not that the reporting unit’s fair value is less than the carrying value of its assets. Should this be the case, the next step is to identify whether a potential impairment exists by comparing the estimated fair value of the reporting unit with the carrying value, including goodwill. If the estimated fair value of the reporting unit exceeds the carrying value, goodwill is not considered to be impaired and no additional steps are necessary. If, however, the fair value of the reporting unit is less than its carrying value, then the amount of the impairment loss is the amount by which the reporting unit’s carrying value exceeds its fair value, not to exceed the carrying amount of goodwill.

Finite-lived intangible assets include technology and intellectual property, customer relationships, costs to acquire third-party publishers, non-compete agreements and domain names stated net of accumulated amortization or impairment charges. These assets are amortized over their estimated useful lives based on methods that approximate the pattern in which the economic benefits are expected to be realized. The amortization periods range from 2 years to 10 years.

For the years ended December 31, 2020 and 2019, there were no impairments recognized for goodwill or intangible assets, based on the testing performed at the end of each fiscal year.

Impairment of long-lived assets

Long-lived assets such as property and equipment are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Factors that the Company considers in deciding when to perform an impairment review include significant underperformance of the business in relation to expectations, significant negative industry or economic trends, and significant changes or planned changes in the use of the assets. An impairment loss is recognized on long-lived assets in the consolidated statements of operations when indicators of impairment are present and the undiscounted cash flows estimated to be generated by those assets are less than the carrying amount of the assets. In such cases, the carrying value of these assets are adjusted to their estimated fair values and assets held for sale are adjusted to their estimated fair values less selling expenses.

For the years ended December 31, 2020 and 2019, there were no impairments recognized for long-lived assets.

Accounts payable

Accounts payable are obligations to pay for goods or services that have been acquired in the ordinary course of business. Accounts payable are recognized initially at their settlement value and are classified as current liabilities if payment is due within one year or less. Accounts payable as of December 31, 2020 and 2019 consist of payments to suppliers and costs to acquire traffic from search engines.

Deferred debt issuance costs

Costs incurred that are directly associated with obtaining access to capital under credit facilities are capitalized and amortized to interest expense over the terms of the applicable debt agreements using the effective interest method. Unamortized deferred costs are presented as a direct deduction from the carrying amount of the related long-term debt on the accompanying consolidated balance sheets.

Deferred initial public offering costs

Deferred offering costs are capitalized, and consist of legal, consulting, banking, and accounting fees directly attributable to the IPO. The Company reclassified $12.2 million for the year ended December 31, 2020 and $0.0 for the year ended December 31, 2019 and 2018, of offering costs into stockholders’ equity as a reduction of the net proceeds received from the IPO. As of December 31, 2020 and 2019, no offering costs were deferred on the consolidated balance sheets.

Equity-based compensation

The Company incurs equity-based compensation expense primarily from restricted stock units (“RSUs”), and unvested LLC Units of QLH. Equity awards to employees are measured and recognized in the consolidated financial statements based on the fair value of the award on the grant date. For awards subject to service conditions only, the fair value of the award on the grant date is expensed on a straight-line basis over the requisite service period of the award. The grant date fair value of RSUs is determined using the market closing price of Class A common stock on the date of grant. The Company records forfeitures related to equity-based compensation for its awards based on actual forfeitures as they occur.

Prior to the IPO, the Company maintained a QLH Class B Restricted Unit Plan (the "QLH Plan"), whereby QLH had the authority to issue units in the form of profits interests to directors, employees, managers, independent contractors, and advisors of QLH and its subsidiaries upon approval of the Board of Directors. The Class B units were equity-classified share-based payments and were recognized utilizing the straight-line method. The fair value of the QLH Class B profits interests was determined on the grant date using the option pricing model. As per the original award terms, all unvested Profit Interest Units on the IPO date were exchanged into QLH Class B-1 units, which when vested, together with Class B common stock are exchangeable for Class A common stock. The awards are no longer in the form of profits interests post-IPO.

The Company classifies equity-based compensation expense in its consolidated statements of operations in the same manner in which the recipient’s payroll costs are classified or in which the recipient’s service payments are classified.

Segment information

The Company operates in the United States and in a single operating segment. Operating segments are defined as components of an enterprise about which separate financial information is available that is evaluated regularly by the chief operating decision maker, or decision-making group, in deciding how to allocate resources and in assessing performance. The Company’s chief operating decision maker is its chief executive officer, who reviews financial information presented on a consolidated basis for purposes of allocating resources and evaluating financial performance. Since the Company operates in one operating segment, all required financial segment information can be found in the consolidated financial statements.

Related Party Transactions

Prior to the IPO, Members’ equity, specifically the legacy Class A and Class B units in QLH, was held by related parties. Subsequent to the IPO, Class B common stock is also held by related parties. Therefore, equity transactions recorded in Members’ equity or Class B common stock are related party transactions. We are also party to the Tax Receivable Agreements under which we are contractually committed to pay the Class B-1 unit holders in QLH 85% of the amount of any tax benefits that we actually realize, or in some cases are deemed to realize as a result of certain transactions.

Leases

The Company categorizes non-cancellable leases at their inception as either operating or capital leases. Costs for operating leases that include incentives such as payment escalations or rent abatements are recognized on a straight-line basis over the term of the lease. Additionally, inducements received from lessors are treated as a reduction of costs over the term of the agreement.

Valuation of redeemable Class A units

Mezzanine equity classification is required in accordance with ASC 480, Distinguishing Liabilities from Equity when an equity instrument is redeemable (1) at a fixed or determinable price on a fixed or determinable date, (2) at the option of the shareholder, or (3) upon the occurrence of an event that is not solely within the control of the reporting entity.

Prior to IPO, QLH’s Class A units held by Insignia Capital Group featured redemption rights that were considered to be outside of the Company’s control and subject to occurrence of uncertain future events. Conditionally redeemable Class A units (including Class A units that feature redemption rights that are either within the control of the holder or subject to redemption upon the occurrence of uncertain events not solely within QLH’s control) are classified as temporary equity. At all other times, shares of Class A units were classified as members’ (deficit) equity. QLH recognizes changes in redemption value immediately as they occur and will adjust the carrying value of the security to equal the redemption value at the end of each reporting period. Increases or decreases in the carrying amount of redeemable Class A units are effected by charges to accumulated deficit.

The redeemable Class A units are not part of the Company’s equity structure subsequent to the IPO and Reorganization Transaction and thus are presented only in the comparative balance sheet.

Fair value measurements

The Company accounts for the fair value of its financial instruments in accordance with FASB ASC Topic 820, Fair Value Measurements and Disclosures (“ASC 820”). Non-recurring, non-financial assets and liabilities are also accounted for under the provisions of ASC 820.

ASC 820 defines fair value, establishes a framework for measuring fair value under US GAAP and enhances disclosures about fair value measurements. Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for an asset or liability in an orderly transaction between market participants on the measurement date. Valuation techniques used to measure fair value must maximize the use of observable inputs and minimize the use of unobservable inputs. Financial assets and liabilities carried at fair value are to be classified and disclosed in one of the following three levels of the fair value hierarchy, of which the first two are considered observable and the last unobservable:

Level 1 Quoted prices in active markets for identical assets or liabilities.

Level 2 Observable inputs (other than Level 1 quoted prices), such as quoted prices in active markets for similar assets or liabilities, quoted prices in markets that are not active for identical or similar assets or liabilities, or other inputs that are observable or can be corroborated by observable market data.

Level 3 Unobservable inputs that are supported by little or no market activity and that are significant to determining the fair value of the assets or liabilities, including pricing models, discounted cash flow methodologies and similar techniques.

The carrying values of the Company’s accounts receivable, accounts payable and accrued expenses and other current liabilities approximate their fair values due to the short-term nature of these assets and liabilities. Although market quotes for the fair value of long-term debt related to the Company’s revolving line of credit and term loan are not readily available, the Company believes its carrying value approximates fair value because the interest rates are variable and reflective of market rates and the debt may be repaid, in full or in part, without any penalty.

Sales taxes

ASC 606-10 provides that the presentation of taxes assessed by a governmental authority, which are directly imposed on revenue-producing transactions (i.e., sales, use, and excise taxes) between a seller and a customer, on a gross basis (included in revenue and costs), or on a net basis (excluded from revenue), is a management decision on accounting policies that should be disclosed. In addition, for any such taxes that are reported on a gross basis, the amounts of those taxes should be disclosed in the consolidated financial statements for each period for which a consolidated statement of operations is presented, if those amounts are significant. The Company has elected to exclude sales taxes from revenue.

Cost of revenue

The Company’s cost of revenue is comprised primarily of payments to suppliers and traffic acquisition costs paid to top tier search engines as well as telephony infrastructure costs, internet and hosting, merchant fees, salaries and related expenses, amortization expense and other expenses. For the years ended December 31, 2020,2019 and 2018 cost of revenue was $499.4 million, $342.9 million, and $247.7 million respectively. The costs consisted primarily of 417.7 million of payments to suppliers and $74.4 million of traffic acquisition costs during 2020, $284.5 million of payments to suppliers and $54.2 million of traffic acquisition costs during 2019, and $210.1 million of payments to suppliers and $34.0 million of traffic acquisition costs during 2018. Other costs including salaries and related expenses, internet and hosting, amortization, and other expenses were $7.4 million, $4.2 million, and $3.5 million for the years ended December 31, 2020, 2019, and 2018, respectively.

Income taxes

The Company is taxed as a corporation and pays corporate federal, state and local taxes on income allocated to it from QLH subsequent to the Reorganization Transactions based upon MediaAlpha, Inc.’s economic interest held in QLH. QLH is treated as a pass-through partnership for income tax reporting purposes and not subject to federal income tax. Accordingly, the Company is not liable for income taxes on the portion of QLH’s earnings not allocated to it.

The Company accounts for income taxes under the asset and liability method, which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events included in our consolidated financial statements. Under this method, we determine deferred tax assets and liabilities on the basis of the differences between the consolidated financial statements and tax bases of assets and liabilities by using enacted tax rates in effect for the year in which the differences are expected to reverse. The effect of a change in tax rates on deferred tax assets and liabilities is recognized on our consolidated statement of operations in the period in which the enactment date occurs. The Company records valuation allowances against our deferred tax assets when they are more-likely-than-not to be realized. In making such a determination, we consider all available positive and negative evidence, including future reversals of existing taxable temporary differences, projected future taxable income, tax planning strategies and recent results of operations.

The Company recognizes interest and penalties related to the liability for unrecognized tax benefits, if any, as a component of the income tax expense line in the accompanying consolidated statement of operations.

The Company records uncertain tax positions on the basis of a two-step process: (1) determine whether it is more likely than not that the tax positions will be sustained on the basis of the technical merits of the position and (2) for those tax positions that meet the more-likely-than-not recognition threshold, recognize the largest amount of tax benefit that is more than 50 percent likely to be realized upon ultimate settlement with the related tax authority. As of the years ended December 31, 2020, the Company recognized $2.3 million in liabilities for uncertain tax positions included within other long-term liabilities on our consolidated balance sheet.

In January 2018, the FASB released guidance on the accounting for tax on the global intangible low-taxed income (“GILTI”) provisions of the Act. The GILTI provisions impose a tax on foreign income in excess of a deemed return on tangible assets of foreign corporations. The guidance allows companies to make an accounting policy election to either (i) account for GILTI as a component of tax expense in the period in which they are subject to the rules (the period cost method), or (ii) account for GILTI in the Company’s measurement of deferred taxes (the deferred method). After completing the analysis of the GILTI provisions, we elected to account for GILTI using the period cost method.

Non-controlling interest

In connection with the Reorganization Transactions, the Company became, the sole managing member of QLH and as a result consolidates the results of operations of QLH. In accordance with the QLH’s limited liability company agreement, the Company allocates the share of net income (loss) to the non-controlling interest pari-passu to their rights per the holding at a point in time. The non-controlling interests balance represents the holders of Class B-1 units.

Earnings (Loss) per share

Basic earnings (loss) per share is computed by dividing net income (loss) attributable to MediaAlpha, Inc. by the weighted-average number of shares of Class A common stock outstanding during the period. The Company’s Class B common stock are excluded as it represents the voting rights of the legacy QLH holders and have no economic rights at MediaAlpha, Inc. Diluted earnings (loss) per share is computed giving effect to all potential weighted-average dilutive shares for the period following the Reorganization Transaction including Class B-1 units of QLH and Class A restricted shares that are convertible into Class A common stock and RSUs. The dilutive effect of outstanding awards, if any, is reflected in diluted earnings per share by application of the treasury stock method or if-converted method, as applicable.

Earnings per share is presented for the two-month period between the IPO of October 27, 2020 and the year ended December 31, 2020. Prior to the IPO the QLH membership structure consisted of Class A Units and B Units. MediaAlpha, Inc.’s current capital structure is not reflective of the capital structure of QLH prior to the Reorganization Transactions. Therefore, net (loss) per share has not been presented for the portion of the fiscal year ended prior to the completion of the Reorganization Transactions, or for the years ended December 31, 2019 and 2018.

Tax Receivable Agreement

The Company is a party to the TRA under which we are contractually committed to pay the non-controlling interest holders in QLH 85% of the amount of any tax benefits that we actually realize, or in some cases are deemed to realize as a result of certain transactions. Amounts payable under the TRA are contingent upon, among other things, the generation of future taxable income. The projection of future taxable income involves significant judgment. In projecting future taxable income, we consider our historical results and incorporate certain assumptions including the growth rate of the Company and the amount, character, and timing of the taxable income in the future. Actual taxable income may differ from our estimates, which could significantly impact the liability under the TRAs.

Comprehensive Income

For the year ended December 31, 2020, 2019, and 2018, the Company did not have any differences between its net income and comprehensive income.

New Accounting Pronouncements

As an “emerging growth company,” the Jumpstart Our Business Startups Act, or the JOBS Act, allows the Company to delay adoption of new or revised accounting pronouncements applicable to public companies until such pronouncements are made applicable to private companies. The Company has elected to use the adoption dates applicable to private companies. As a result, the Company’s financial statements may not be comparable to the financial statements of issuers who are required to comply with the effective date for new or revised accounting standards that are applicable to public companies.

Recently issued not yet adopted accounting pronouncements

In August 2018, the FASB issued Accounting Standards Update (“ASU”) No. 2018-15, Intangibles-Goodwill and Other-Internal-Use Software (Subtopic 350-40) - Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract. The ASU aligns the accounting for implementation costs incurred in a hosting arrangement that is a service contract with the accounting for implementation costs incurred to develop or obtain internal-use software under ASC 350-40. Costs for implementation activities in the application development stage are capitalized depending on the nature of the costs, while costs incurred during the preliminary project and post implementation stages are expensed as the activities are performed. ASU 2018-15 is effective annual reporting periods beginning after December 15, 2020 and the interim periods within annual periods beginning after December 15, 2021 and can be applied either prospectively to implementation costs incurred after the date of adoption or retrospectively to all arrangements. The Company plans to adopt the ASU using prospective transition as of January 1, 2021. The ASU is currently not expected to have a material impact on our consolidated financial statements.

In February 2016, the FASB issued ASU No. 2016-02, Leases (ASC 842) (“ASU 2016-02”), which sets out the principles for the recognition, measurement, presentation and disclosure of leases for both parties to a contract (i.e., lessees and lessors). The new standard requires lessees to apply a dual approach, classifying leases as either finance or operating leases based on the principle of whether or not the lease is effectively a financed purchase by the lessee. This classification will determine whether lease expense is recognized based on an effective interest method or on a straight-line basis over the term of the lease, respectively. The new guidance requires lessees to recognize lease assets and liabilities on the balance sheet for both operating and financing leases, with the exception of leases with an original term of 12 months or less. Under existing guidance, recognition of lease assets and liabilities is not required for operating leases. The lease assets and liabilities to be recognized are both measured initially based on the present value of the lease payments. ASU 2016-02 initially required adoption using a modified retrospective approach, under which all years presented in the financial statements would be prepared under the revised guidance. In July 2018, the FASB issued ASU No. 2018-11 which added an optional transition method under which financial statements may be prepared under the revised guidance for the year of adoption, but not for prior years. Under the latter method, entities will recognize a cumulative catch-up adjustment to the opening balance of retained earnings in the period of adoption. In June 2020, the FASB issued ASU No. 2020-05 that deferred the effective date for non-public entities and emerging growth companies that choose to take advantage of the extended transition periods to annual reporting periods beginning after December 15, 2021, and interim periods within fiscal years beginning after December 15, 2022. The Company is currently in the process of evaluating the potential impact of this new accounting guidance, which is effective for the Company for annual periods beginning after December 15, 2021.

In June 2016, the FASB issued 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 guidance in ASU 2016-13 and ASU 2020-02 related to credit losses is effective for fiscal years beginning after December 15, 2022, including interim periods within those fiscal years. Early adoption is permitted. The Company is currently evaluating the impact of the new guidance on its consolidated financial statements.

In December 2019, the FASB issued ASU No. 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes (“ASU 2019-12”), which simplifies the accounting for income taxes. ASU 2019-12 is effective for fiscal years beginning after December 15, 2020 for public companies and for fiscal years beginning after December 15, 2021 for all other entities and early adoption is permitted. The Company has not yet evaluated the impact the adoption of ASU 2019-12 will have on the Company’s financial statements.

In March 2020 and January 2021, the FASB issued ASU No. 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting and ASU 2021-01, Reference Rate Reform (Topic 848): Scope, respectively. ASU 2020-04 and ASU 2021-01 provide optional expedients and exceptions for applying U.S. GAAP, to contracts, and other transactions that reference the London Interbank Offered Rate or another reference rate expected to be discontinued because of reference rate reform, if certain criteria are met. The guidance in ASU 2020-04 and ASU 2021-01 was effective upon issuance and, once adopted, may be applied prospectively to contract modifications and hedging relationships through December 31, 2022. The Company is currently evaluating the impact of the adoption of ASU 2020-04 and ASU 2021-01 on its consolidated financial statements.

Disaggregation of Revenue

12 Months Ended

Dec. 31, 2020

Revenue From Contract With Customer [Abstract]

Disaggregation of Revenue

3. Disaggregation of revenue

The following table shows the Company’s revenue disaggregated by transaction model:

	Year Ended December 31,
(in thousands)	2020		2019		2018

Open platform transactions	$	573,242	$	399,945	$	291,331
Private platform transactions	$	11,572		8,060		5,579
Revenue	$	584,814	$	408,005	$	296,910

The following table shows the Company’s revenue disaggregated by product vertical:

	Year Ended December 31,
(in thousands)	2020		2019		2018

Property & casualty insurance	$	397,710	$	219,467	$	162,088
Health insurance		139,796		104,261		71,437
Life insurance		30,313		33,012		28,542
Other		16,995		51,265		34,843
Revenue	$	584,814	$	408,005	$	296,910

- Definition

The entire disclosure of revenue from contract with customer to transfer good or service and to transfer nonfinancial asset. Includes, but is not limited to, disaggregation of revenue, credit loss recognized from contract with customer, judgment and change in judgment related to contract with customer, and asset recognized from cost incurred to obtain or fulfill contract with customer. Excludes insurance and lease contracts.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-URI http://asc.fasb.org/topic&trid=49130388

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 10
-URI http://asc.fasb.org/extlink&oid=121604090&loc=SL49130551-203045

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 13
-Subparagraph (b)(2)
-URI http://asc.fasb.org/extlink&oid=121604090&loc=SL49130556-203045

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 12
-Subparagraph (b)
-URI http://asc.fasb.org/extlink&oid=121604090&loc=SL49130554-203045

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 9
-URI http://asc.fasb.org/extlink&oid=121604090&loc=SL49130550-203045

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 12
-Subparagraph (e)
-URI http://asc.fasb.org/extlink&oid=121604090&loc=SL49130554-203045

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 12
-Subparagraph (a)
-URI http://asc.fasb.org/extlink&oid=121604090&loc=SL49130554-203045

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 12
-Subparagraph (d)
-URI http://asc.fasb.org/extlink&oid=121604090&loc=SL49130554-203045

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 15
-URI http://asc.fasb.org/extlink&oid=121604090&loc=SL49130558-203045

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 12
-Subparagraph (c)
-URI http://asc.fasb.org/extlink&oid=121604090&loc=SL49130554-203045

+ Details

Property and Equipment

12 Months Ended

Dec. 31, 2020

Property Plant And Equipment [Abstract]

Property and Equipment

4. Property and equipment

Property and equipment consisted of

	Year ended December 31,
(in thousands)	2020			2019
Leasehold improvements	$	918		$	783
Furniture and fixtures		318			302
Computers		360			215
Property and equipment, gross		1,596			1,300
Less: Accumulated depreciation		(834	)		(545	)
Property and equipment, net	$	762		$	755

Depreciation expense related to property and equipment amounted to $0.3 million, $0.3 million, and $0.2 million for the years ended December 31, 2020, 2019, and 2018, respectively.

Goodwill and Intangible assets

12 Months Ended

Dec. 31, 2020

Goodwill And Intangible Assets Disclosure [Abstract]

Goodwill and Intangible Assets

5. Goodwill and intangible assets

Goodwill and intangible assets consisted of:

	December 31, 2020										December 31, 2019
(in thousands)		Useful life (months)		Gross carrying amount		Accumulated amortization			Net carrying amount			Gross carrying amount		Accumulated amortization			Net carrying amount
Technology and intellectual property			60	$	-	$	-		$	—		$	32,027	$	(32,027	)	$	—
Customer relationships			120		25,040		(10,016	)		15,024			25,040		(7,094	)		17,946
Costs to acquire third party publishers			24		-		-			—			1,363		(1,363	)		-
Non-compete agreements			60		303		(211	)		92			303		(155	)		148
Domain names			60		1,224		(789	)		435			1,224		(566	)		658
Intangible assets				$	26,567	$	(11,016	)	$	15,551		$	59,957	$	(41,205	)	$	18,752
Goodwill		Indefinite		$	18,402		—		$	18,402		$	18,402		—		$	18,402

Amortization expense related to intangible assets amounted to $3.2 million, $5.4 million, and $11.8 million for the years ended December 31, 2020, 2019, and 2018, respectively. We did not have any impairments of goodwill for the years ended December 31 2020 and 2019, respectively.

The following table presents the change in goodwill and intangible assets:

	December 31, 2020					December 31, 2019
(in thousands)	Goodwill		Intangible assets			Goodwill		Intangible assets
Beginning balance at January 1,	$	18,402	$	18,752		$	18,402	$	23,985
Addition to goodwill and intangible assets		—		—			—		148
Amortization		—		(3,201	)		—		(5,381	)
Ending balance	$	18,402	$	15,551		$	18,402	$	18,752

As of December 31, 2020, future amortization expense on identifiable intangible assets with estimable useful lives over the next five years is as follows:

(in thousands)	Amortization expense
2021	$	2,983
2022		2,730
2023		2,388
2024		2,211
2025		2,028
Thereafter		3,211
	$	15,551

Accrued Expenses

12 Months Ended

Dec. 31, 2020

Payables And Accruals [Abstract]

Accrued Expenses

6. Accrued expenses

Accrued expenses consisted of:

	As of
	December 31, 2020		December 31, 2019
(in thousands)
Accrued liabilities
Accrued payroll and related expenses	$	6,686	$	4,954
Accrued operating expenses		1,545		754
Other accrued expenses		975		876
Total accrued liabilities	$	9,206	$	6,584

Long-term Debt

12 Months Ended

Dec. 31, 2020

Debt Disclosure [Abstract]

Long-term Debt

7. Long-term debt

Credit facility

2019 Revolver and Term Loan

On February 26, 2019, QLH, through its subsidiaries acting as borrower and guarantor, entered into a secured credit facility (“2019 Credit Facilities”) with Monroe Capital. The credit facility was comprised of (a) a term loan in an initial principal amount of $100.0 million (“2019 Term Loan Facility”) and (b) a revolving line of credit of up to $5.0 million (“2019 Revolving Credit Facility”). Proceeds from the $100.0 million 2019 Term Loan Facility were used to (i) repay the 2017 Term Loan Facility in full, (ii) pay a cash dividend to QLH Class A Unit Holders and certain QLH Class B Unit Holders, (iii) pay transaction expenses, and (iv) fund the redemption of certain QLH Class A and Class B Unit Holders for cash.

On June 12, 2019, we executed an amendment to the 2019 Credit Facilities to include City National Bank as a lender. Monroe Capital assigned $25.0 million of the 2019 Term Loan Facility and the entire $5.0 million of the 2019 Revolving Credit Facility to City National Bank. In connection with the assignment of the debt, the applicable margin on borrowings was reduced from LIBOR plus 5.50% to LIBOR plus 4.85% and the Company incurred $0.2 million of debt issuance costs. This amendment was accounted for as a modification to the 2019 Credit Facilities.

As of December 31, 2019, the Company had no outstanding amount drawn on the 2019 Revolving Credit Facility and $97.5 million outstanding, net of deferred debt issuance costs of $1.7 million, on the 2019 Term Loan Facility, of which $0.9 million was classified within current portion of long-term debt and $96.7 million was classified within long-term debt, net of current portion on our consolidated balance sheets.

2020 Revolver and Term Loan

On September 23, 2020, the Company entered into a new senior secured credit facility (“2020 Credit Facilities”) with a syndicate of banks and financial institutions, comprising of (a) $210.0 million term loan (“2020 Term Loan Facility”), which was fully drawn at close and (b) a revolving line of credit of $5.0 million (“2020 Revolving Credit Facility”). Proceeds from the $210.0 million term loan were used to (i) repay the 2019 Term Loan Facilities in full, (ii) pay $105.8 million in cash distributions to QLH Class A Unit Holders and certain QLH Class B Unit Holders, and (iii) pay related transaction expenses.

The 2020 Credit Facilities bear interest at a variable rate based upon, at the Company’s option, a per annum rate of either the Alternate Base Rate (“ABR”) or Adjusted LIBO Rate, plus an Applicable Rate (“ABR Borrowings” and “Eurodollar Borrowings”). The ABR is defined as a fluctuating interest rate equal to the greatest of (a) the U.S. Prime Rate published by the Wall Street Journal, (b) the NYFRB Rate plus 0.50% and (c) the Adjusted LIBO Rate for a one-month interest period plus 1.00%. If the ABR is determined to be less than 1.50%, such rate shall be deemed to be 1.50%. If the Adjusted LIBO Rate is determined to be less than 0.50%, such rate shall be deemed to 0.50%. The Applicable Rate is between 2.25% and 2.75% for ABR Borrowings and between 3.25% and 3.75% for Eurodollar borrowings based on the Company maintaining certain leverage ratios.

The 2020 Credit Facilities are collateralized by substantially all of the Company’s assets and contain certain financial and non-financial covenants. The financial covenants include a minimum Fixed Charge Coverage Ratio and a maximum Total Net Leverage Ratio (in each case, as defined in the 2020 Credit Facilities). Non-financial covenants include restrictions on investments, dividends, asset sales, and the incurrence of additional debt and liens. As of December 31, 2020, we were in compliance with all covenants.

The 2020 Credit Facilities have a maturity date of September 22, 2023, subject to an extension of the termination date, at which time all outstanding borrowings and accrued interest are due. Under the 2020 Term Loan Facility, principal repayments of $2.6 million are made quarterly, due on the first business day following the last day of each March, June, September and December, beginning with December 31, 2020. Additionally, the 2020 Term Loan Facility requires a mandatory debt repayment based on an excess cash flow calculation performed annually. The percentage of excess cash flow to be repaid declines based on the Consolidated Total Net Leverage Ratio.

On December 1, 2020, the Company prepaid $23.6 million of the 2020 Term Loan Facility pursuant to the contractual repayment option not subject to a penalty (the “Prepayment”).

As of December 31, 2020, the Company had no outstanding amount drawn on the 2020 Revolving Credit Facility and $182.7 million outstanding on the 2020 Term Loan Facility, net of deferred debt issuance costs of $3.7 million classified within long-term debt, net of current portion on our consolidated balance sheet. Additionally, during the year ended December 31, 2020, the Company recognized a loss on extinguishment of the 2019 Credit Facilities of $2.0 million, which has been recorded within other expenses on our consolidated statement of operations.

The expected future principal payments for all borrowings as of December 31, 2020 is as follows (in thousands):

(in thousands)	Contractual maturity
2021	$	-
2022		-
2023		186,375
Debt and issuance costs		186,375
Unamortized debt issuance costs		(3,707	)
Total long-term debt	$	182,668

The Company incurred interest expense of $7.9 million, $7.0 million, and $1.2 million for the years ended December 31, 2020, 2019, and 2018, respectively. Included in interest expense is $1.2 million, $0.7 million, and $0.0 million of amortization of debt issuance costs for the years ended December 31, 2020, 2019, and 2018, respectively. As of December 31, 2020, and 2019, unamortized deferred debt issuance costs amounted to $3.7 million and $1.7 million. Accrued interest was $0.7 million as of December 31, 2020 and less than $0.1 million as of December 31, 2019, respectively.

The carrying amount of the current and long-term debt under the 2019 and 2020 Credit Facilities approximated their fair values because these borrowings have a variable interest rate structure with no prepayment penalties and are classified within the Level 2 hierarchy.

Commitments and Contingencies

12 Months Ended

Dec. 31, 2020

Commitments And Contingencies Disclosure [Abstract]

Commitments and Contingencies

8. Commitments and contingencies

Operating leases

The Company is obligated under certain non-cancellable operating leases for its facilities, which expire on various dates through 2027. Certain facility leases contain predetermined fixed escalation of minimum rents. The Company recognizes rent expense on a straight-line basis for these leases and records the difference between recognized rental expense and the amounts payable under the lease agreement as deferred rent. The deferred rent liability was $0.4 million as of December 31, 2020 and 2019. Total rental expense amounted to $0.7 million, $0.5 million, and $0.4 million for the years ended December 31, 2020, 2019, and 2018, respectively, and is recorded in operating expenses in the consolidated statements of operations.

Future minimum lease payments under the non-cancellable leases are as follows:

(in thousands)	Rent Payments
Year Ended December 31,
2021	$	747
2022		771
2023		780
2024		813
2025		838
Thereafter		652
Total	$	4,601

Litigation

The Company is subject to certain legal proceedings and claims that arise in the normal course of business. In the opinion of management, the Company does not believe that the amount of liability, if any, as a result of these proceedings and claims will have a materially adverse effect on the Company’s consolidated financial position, results of operations, and cash flows. As of December 31, 2020, and 2019, the Company does not have any contingency reserves established for any litigation liabilities.

Redeemable Class A units, Members’ Equity, and Stockholders' Equity

12 Months Ended

Dec. 31, 2020

Stockholders Equity Note [Abstract]

Redeemable Class A units, Members’ Equity, and Stockholders' Equity

9. Redeemable Class A units, Members’ Equity, and Stockholders' Equity

Amendment and Restatement of Certificate of Incorporation

In connection with the Reorganization Transactions we amended and restated our certificate of incorporation to, among other things, provide for the (i) authorization of 1,000,000,000 shares of Class A common stock with a par value of $0.01 per share; (ii) authorization of 100,000,000 shares of Class B common stock with a par value of $0.01 per share; and (iii) authorization of 50,000,000 shares of preferred stock par value $0.01 per share. Holders of Class A and Class B common stock are entitled to one vote per share on all matters to be voted upon by the stockholders. Holders of our Class A common stock and Class B common stock will vote together as a single class on all matters (including the election of directors) submitted to a vote of stockholders, unless otherwise required by law.

Holders of our Class B common stock are not entitled to receive dividends and will not be entitled to receive any distributions upon the liquidation, dissolution or winding up of the Company. Shares of our Class B common stock are issuable only in connection with the corresponding issuance of an equal number of Class B-1 units. Shares of Class B common stock may only be issued to the extent necessary to maintain the one-to-one ratio between the Class B-1 unit held by the non-controlling interest holders and the number of shares of Class B common stock held by the noncontrolling interest holders. Shares of Class B common stock are transferable only together with an equal number of LLC Interests. Each share of our Class B common stock will be redeemed and cancelled by us if the holder exchanges one Class B-1 unit, together with the corresponding share of Class B common stock, for one share of Class A common stock (or, at our election, cash of an equivalent value).

We must, at all times, maintain a one-to-one ratio between the number of outstanding shares of Class A common stock and the number of Class A-1 unit owned by us (subject to certain exceptions for treasury shares and shares underlying certain convertible or exchangeable securities).

Initial public offering

As discussed in Note 1, on October 30, 2020 we completed our IPO and sold 7,027,606 shares of Class A Common Stock at a public offering price of $19.00 per share, which includes 769,104 shares sold in connection with the full exercise of the underwriter’s option to purchase additional shares. We received $124.2 million, net of underwriting discounts and commissions, which we used in part to repurchase 4,772,449 Class B-1 units from the Selling Class B-1 Unit Holders. Immediately following the completion of the IPO, there were 25,536,043 shares of Class B common stock outstanding, equivalent to all but 41,620 Class B-1 units not held by us, representing an approximately 43.5% ownership interest in QLH.

MediaAlpha, Inc. contributed (i) $84.3 million of the net proceeds to Intermediate Holdco for Intermediate Holdco to repurchase 4,772,449 Class B-1 units (which Class B-1 units were converted into Class A-1 units) and (ii) $23.6 million of the net proceeds to Intermediate Holdco for further contribution to QLH, and in turn to QuoteLab LLC, to repay outstanding borrowings under the 2020 Term Loan Facility. The remaining net proceeds of $16.3 million were contributed to Intermediate Holdco for further contribution to QLH and QL to pay for costs associated with the offering and to use for working capital, capital expenditures and general corporate purposes.

QL Holdings Recapitalization

As discussed in Note -1 above, the Fourth Amended and Restated Limited Liability Agreement of QLH, among other things, recapitalized the Class A units held by Intermediate Holdco, to voting, managing member Class A-1 units and recapitalized all other legacy Class A units and Class B units into non-voting, non-managing member, Class B-1 units. After the contribution of Intermediate Holdco to MediaAlpha, Inc., the Company became the sole voting member of QLH, by and through Intermediate Holdco, and control the management of QLH.

Redeemable Class A Units

As described in Note 1, in connection with the Reorganization Transactions, the QLH’s limited liability company agreement was amended and restated to, among other things, effectuate the conversion of 284,221 redeemable convertible preferred units into Class B-1 Units. Prior to the Reorganization Transactions QLH’s Class A units that were held by Insignia feature a redemption right that was considered to be outside of the Company’s control.

The Company considered these Class A units, subject to possible redemption, in accordance with the guidance in FASB ASC 480. Conditionally redeemable Class A units (including Class A units that feature redemption rights that are either within the control of the holder or subject to redemption upon the occurrence of uncertain events not solely within QLH’s control) are classified as temporary equity. As of December 31, 2019, 284,211 units of the 1,136,842 outstanding Class A units were classified outside of permanent equity.

Distribution to Legacy Profit Interest Holders

Upon completion of the September 23, 2020 recapitalization event, QuoteLab, LLC executed a leveraged distribution, borrowing approximately $210 million from its lender and, after satisfying existing indebtedness and transaction related expenses, issued net proceeds to QLH as a dividend. A portion of these debt proceeds were distributed to Senior Executives, certain Legacy Profit Interest Holders, White Mountains, and Insignia as a dividend. The leveraged distribution was distributed to all Legacy Profits Interests Holders, whether vested or unvested, as long as the Participation Threshold was met.

Equity-based Compensation Plans

12 Months Ended

Dec. 31, 2020

Disclosure Of Compensation Related Costs Sharebased Payments [Abstract]

Equity-based Compensation Plans

10. Equity-based compensation plans

A summary of equity-based compensation cost recognized during the year ended December 31, 2020, 2019, and 2018 is as follows:

	2020		2019		2018
QLH Class B units	$	5,556	$	3,594	$	824
QLH restricted Class B-1 units		90		-		-
Restricted Class A shares		211		-		-
Restricted stock units		19,679		-		-
Equity-based compensation expense	$	25,536	$	3,594	$	824

Total income tax benefit recognized related to equity-based compensation	$	3,088	$	-	$	-

Equity-based compensation cost is allocated to the following expense categories in its condensed consolidated statement of operations during the year ended December 31, 2020, 2019 and 2018 as follows:

	2020		2019		2018
Cost of revenue	$	2,809	$	181	$	54
Sales and marketing		6,544		1,384		425
Product development		4,723		532		167
General and administrative		11,460		1,497		178
Total equity-based compensation	$	25,536	$	3,594	$	824

No compensation cost was capitalized during fiscal 2020, 2019, or 2018.

QLH Class B Profits Interests

Prior to the IPO, the Company maintained a QLH Class B Restricted Unit Plan (the "QLH Plan"), whereby QLH had the authority to issue up to 177,300 Class B units in the form of profits interests to directors, employees, managers, independent contractors, and advisors of QLH and its subsidiaries upon approval of the Board of Directors. The QLH Class B units granted to employees were generally subject to a four-year vesting period, whereby the awards become 25% vested on the first anniversary of the vesting commencement date and then vest ratably on a monthly basis thereafter through the end of the vesting period. The Class B units are equity-classified share-based payments and were recognized utilizing the straight-line method.

In connection with the IPO, the Board of Directors approved the acceleration of vesting on a portion of certain employees’ awards as of the IPO date. As a result of this modification, there was no incremental compensation cost; however, the Company recognized $2.7 million of compensation cost on the IPO date related to the portion of the awards that were accelerated.

As required per the original award terms, all awards on the IPO date, related to 43 employees or their beneficiaries, were exchanged to have substantially equivalent rights and to maintain the grantees’ ownership interests in the remaining assets of the Company. The senior executives received Class B-1 units, which, when vested, together with shares of Company Class B are exchangeable for shares of Company Class A common stock. All other grantees received shares of Company Class A common stock. The awards continue to be subject to the QLH Plan, and those that are unvested are subject to the same vesting terms and conditions. The awards remain equity-classified; however, the awards are no longer in the form of profits interests.

A portion of vested awards on the IPO date were settled for cash. Ultimately, as of the IPO date, all of the legacy QLH Class B profits interests were either (1) settled for cash or (2) cancelled in exchange for QLH Class B-1 units and Company Class A shares.

The fair value of the QLH Class B profits interests was determined on the grant date using the option pricing model based on the following assumptions:

	Twelve months ended December 31,
	2020	2019	2018
Expected term (in years)	0.5 - 2 years	2 - 3 years	3 -5 years
Expected volatility	70% - 88%	70%-75%	50-55%
Expected dividend yield	—	—	—
Risk-free interest rate	0.11% - 1.41%	1.58% - 2.19%	2.57% - 2.74%
Discount for lack of marketability	25% - 30%	30%	30%

A summary of Class B Unit activity for fiscal years 2020, 2019, and 2018 is as follows:

	Number of Units			Weighted - average grant-date fair value		Aggregate Intrinsic Value (in thousands)
QLH Class B units
Outstanding as of December 31, 2017		81,590		$	41.36	$	6,274
Granted		19,000			62.08
Repurchased		-			-
Forfeited		(2,500	)		46.09
Settled or cancelled		-			-
Outstanding as of December 31, 2018		98,090		$	45.25	$	22,244
Granted		100,738		$	71.69
Repurchased		(31,799	)		44.61
Forfeited		(3,229	)		46.09
Settled or cancelled		-			-
Outstanding as of December 31, 2019		163,800		$	61.62	$	28,622
Granted		25,500		$	105.85
Repurchased		(8,568	)		51.03
Forfeited		(3,432	)		74.22
Settled or cancelled⁽¹⁾		(177,300	)		68.25
Outstanding as of December 31, 2020		-		$	-	$	-

⁽¹⁾ Upon the IPO and the concurrent 44 x stock split, these units were exchanged for 6,470,599 QLH Class B-1 units and Company Class A shares, of which 902,847 vested shares were cash-settled at fair market value. Because all of the QLH Class B profits interests were either (1) settled or (2) cancelled and replaced upon the IPO, there are 0 QLH Class B units outstanding as of December 31, 2020.

For the year ended December 31, 2020, 2019, and 2018, cash used to settle redemptions of Class B units was $19.4 million, $5.8 million, and $0.0 million, respectively. Redemptions include redemptions arising in connection with the Insignia Recapitalization, optional unit repurchases by the Company following an employee’s termination of employment, and settlement of a portion of the grantee’s awards upon the IPO. During the year ended December 31, 2020, 2019, and 2018, the Company recognized $0.8 million, $1.3 million, and $0 million, respectively, of equity-based compensation cost for the amount by which the Class B units were redeemed in excess of fair value at the date of redemption. These amounts are included within operating cash flow. During the year ended December 31, 2020, 2019, and 2018, the redemption amount which was not in excess of fair value on the date of redemption was $18.6 million, $4.5 million, and $0 million, respectively. Cash used to settle a portion of the awards upon the IPO was $15.9 million (net of underwriter discounts), which was included within financing cash flow, as the cash payment did not exceed the fair value of the award at the date of repurchase.

QLH Restricted Class B-1 Units

Upon the IPO, senior executives that held legacy QLH Class B profits interests received QLH Class B-1 units, which have a substantially equivalent value and which together with Company Class B shares can be exchanged for Company Class A shares when vested. The cancellation and concurrent replacement of Class B profits interests for Class B-1 units was considered a modification. The modification did not result in incremental compensation cost, as the fair value of the replacement awards, determined by using the per share price of Company Class A shares (into which QLH restricted Class B-1 units are convertible) offered to the public in connection with the IPO, did not differ from the fair value of the QLH Class B profits interests immediately before the modification. The awards that were unvested on the modification date are QLH restricted Class B-1 units and are subject to the same vesting terms as the legacy QLH Class B profits interests under the QLH Plan. Under the QLH Plan, 6,470,599 QLH Class B-1 units and Company Class A shares are authorized.

The QLH restricted Class B-1 units granted to employees are generally subject to a four-year vesting period, whereby the awards become 25% vested on the first anniversary of the vesting commencement date and then vest ratably on a monthly basis thereafter through the end of the vesting period. The QLH restricted Class B-1 units are equity-classified share-based payments, and the remaining unrecognized cost, which is based on the original grant-date fair value of the Class B profits interests, is recognized utilizing the straight-line method.

Grantees have made 83(b) election under the Internal Revenue Code; therefore, the QLH Class B-1 Units are subject to gross share settlement.

A summary of unvested QLH Class B-1 unit activity for 2020, 2019, and 2018 is as follows:

	Number of Units			Weighted - average grant-date fair value
QLH Class B-1 units
Unvested and outstanding as of December 31, 2019		-			-
Granted		583,398		$	2.79
Vested		(53,047	)		1.77
Forfeited		(5,667	)		1.93
Settled or cancelled		-			-
Unvested and outstanding as of December 31, 2020		524,684		$	2.90

As of December 31, 2020, total unrecognized compensation cost related to unvested QLH Class B-1 units was $1.4 million which is expected to be recognized over a weighted average period of 3.0 years. The total fair value of QLH Class B-1 units that vested during the year ended December 31, 2020, 2019, and 2018 was $2.0 million, $0, and $0, respectively.

Company Restricted Class A Shares

Upon the IPO, non-senior executives that held legacy QLH Class B profits interests received Company Class A shares. The cancellation and concurrent replacement of the QLH Class B profits interests for Company Class A shares was considered as a modification. The modification did not result in incremental compensation cost, as the fair value of the replacement awards, determined by using the per share price of Company Class A shares offered to the public in connection with the IPO, did not differ from the fair value of the QLH Class B profits interests immediately before the modification. The awards that were unvested on the modification date are Company restricted Class A shares and are subject to the same vesting terms as the legacy QLH Class B profits interests under the QLH Plan. Under the QLH Plan, 6,470,599 QLH Class B-1 units and Company Class A shares are authorized.

The Company restricted Class A shares granted to employees are generally subject to a four-year vesting period, whereby the awards become 25% vested on the first anniversary of the vesting commencement date and then vest ratably on a monthly basis thereafter through the end of the vesting period. The Company restricted Class A shares are equity-classified share-based payments, and the remaining unrecognized cost, which is based on the original grant-date fair value of the QLH Class B profits interests, is recognized utilizing the straight-line method. Grantees have made 83(b) election under the Internal Revenue Code; therefore, the Company Restricted Class A shares are subject to gross share settlement.

A summary of unvested Company Class A share activity for 2020, 2019, and 2018 is as follows:

	Number of Units			Weighted - average grant-date fair value
Restricted Class A Shares
Unvested and outstanding as of December 31, 2019		-			-
Granted		1,210,253		$	3.21
Vested		(120,516	)		1.72
Forfeited		(28,132	)		1.93
Settled or cancelled		-			-
Unvested and outstanding as of December 31, 2020		1,061,605		$	3.41

As of December 31, 2020, total unrecognized compensation cost related to unvested Company Class A shares was $3.3 million, which is expected to be recognized over a weighted average period of 3.06 years. The total fair value of Company restricted Class A shares that vested during fiscal 2020, 2019, and 2018 was $4.5 million $0, and $0, respectively.

Restricted Stock Units

In October 2020, the Company adopted the 2020 Omnibus Incentive Plan (the "Omnibus Plan") under which the Company may grant up to 12,506,550 restricted stock units and other equity-based awards to employees, directors, officers, and consultants of the Company. The restricted stock units represent the right to receive one share of Company Class A common stock. The restricted stock units granted generally vest quarterly over periods ranging from three to four years. However, a portion of some restricted stock unit grants were already fully vested based on employee tenure as of the grant date, which resulted in a requisite service period which is shorter than three to four years. The restricted stock units are equity-classified share-based payments and the related cost is recognized utilizing the straight-line method. Upon vesting of the restricted stock units, the Company generally issues new shares to the participants, net of withholding taxes, except for certain executives and non-employee directors who receive gross share settlement.

The fair value of the restricted stock units is determined based on the closing market price of the Company’s Class A shares on the date of grant, with the exception of those restricted stock units granted on the IPO effective date, for which the Company used the per share price of Company Class A shares offered to the public in connection with the IPO.

A summary of unvested restricted stock unit activity for fiscal years 2020, 2019, and 2018 is as follows:

	Number of Units			Weighted - average grant-date fair value
RSUs
Unvested and outstanding as of December 31, 2019		-			-
Granted		5,822,790		$	22.22
Vested		(339,914	)		38.39
Forfeited		-			-
Settled or cancelled		-			-
Unvested and outstanding as of December 31, 2020		5,482,876		$	21.22

As of December 31, 2020, total unrecognized compensation cost related to unvested restricted stock units was $109.7 million, which is expected to be recognized over a weighted average period of 2.85 years.

The total fair value of Company restricted stock units that vested during the year ended December 31, 2020, 2019, and 2018 was $13.0 million, $0, and $0, respectively.

Income Taxes

12 Months Ended

Dec. 31, 2020

Income Tax Disclosure [Abstract]

Income Taxes

11. Income Taxes

MediaAlpha, Inc. is taxed as a corporation and pays corporate federal, state and local taxes on income allocated to it from QL Holdings, LLC based upon MediaAlpha, Inc.’s economic interest held in QLH. QLH is treated as a pass-through partnership for income tax reporting purposes and not subject to federal income tax. Accordingly, the Company is not liable for income taxes on the portion of QL Holdings, LLC’s earnings not allocated to it. The results for the years ended December 31, 2019 and 2018 do not reflect income tax expense because, prior to the Reorganization Transactions, the consolidated QL Holdings, LLC pass-through entity was not subject to corporate tax.

For financial reporting purposes, income before income taxes includes the following components:

	Year Ended December 31,
(in thousands)	2020		2019		2018
United States	$	9,048	$	-	$	-
Foreign		247
Total	$	9,295	$	—	$	—

Components of income tax expense consisted of the following for the years indicated:

	Year Ended December 31,
(in thousands)	2020			2019		2018
Current income tax expense (benefit)
Federal	$	(417	)	$	-	$	-
State		(438	)		-		-
Foreign		51			-		-
	$	(804	)	$	-	$	-

Deferred income tax expense (benefit)
Federal	$	(354	)	$	-	$	-
State		(108	)		-		-
Foreign		(1	)		-		-
	$	(463	)	$	-	$	-
Income tax (benefit)	$	(1,267	)	$	-	$	-

A reconciliation of the United States statutory income tax rate to the Company's effective income tax rate is as follows for the years indicated:

	Year Ended December 31,
	2020			2019			2018
Statutory federal tax rate		21.0	%		21.0	%		21.0	%
Income attributable to noncontrolling interests and nontaxable income		-33.3	%		-21.0	%		-21.0	%
State income taxes, net of federal benefit		-1.1	%
Transaction costs		3.4	%
Change in uncertain tax positions		-3.3	%
Other		-0.1	%		0.0	%
Effective income tax rate		-13.4	%		0.0	%		0.0	%

The Company’s effective tax rate was (13.4)% in 2020, in comparison to the U.S. statutory tax rate in 2020 of 21.0%. The comparison of our effective tax rate to the U.S. statutory tax rate was primarily influenced by the fact that the Company is not liable for income taxes on the portion of QLH’s earnings that are attributable to the non-controlling interests and was not a taxable entity prior to the Reorganization Transactions.

Our accounting for the indefinite reinvestment assertion is complete. In general, it is our intention to permanently reinvest all earnings in excess of previously taxed amounts. While we believe that the financial reporting bases may be greater than the tax bases of investments in foreign subsidiaries for any earnings in excess of previously taxed amounts, such amounts are considered permanently reinvested.

Our accounting policy choice for GILTI is complete. Under U.S. GAAP, we are allowed to make an accounting policy choice of either (1) treating taxes due on future U.S. inclusions in taxable income related to GILTI as a current-period expense when incurred (the period cost method) or (2) factoring such amounts into the measurement of our deferred taxes (the deferred method). We selected the period cost method.

Details of the Company’s deferred tax assets and liabilities are as follows:

	Year Ended December 31,
(in thousands)	2020			2019
Deferred tax assets:
Investment in partnership	$	25,443		$	-
Net operating loss carryforwards and tax credits		1,906			-
Tax receivable agreement		5,324			-
Other		846			-
Total	$	33,519		$	-
Valuation allowance		(1,906	)		-
Total deferred tax assets	$	31,613		$	-
Deferred tax liabilities:
Total deferred tax liabilities	$	-		$	-
Deferred tax assets	$	31,613		$	-

As of December 31, 2020, the Company had state net operating loss carryforwards (“NOLs”) of $13.7 million, of which all have definite lives. State NOLs of $0.3 million will begin to expire in 2028. As of December 31, 2020, the Company had foreign tax credit carryforwards of $1.0 million, which will begin to expire in 2028.

Valuation allowances will be recognized on deferred tax assets if it is more-likely-than-not that some or all of the deferred tax assets will not be utilized. In measuring deferred tax assets, the Company considers all available evidence, both positive and negative, to determine whether a valuation allowance is needed. As of December 31, 2020, the Company recorded a $1.9 million valuation allowance against deferred tax assets related to state NOLs and foreign tax credits as it believes it is more likely-than-not that such attributes will expire prior to utilization.

A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows for the years indicated. The Company did not have uncertain tax benefits during the years ended December 31, 2019 and 2018 because, prior to the Reorganization Transactions, the Company was not subject to corporate income taxes.

	Year Ended December 31,
(in thousands)	2020			2019		2018
Beginning balance	$	-		$	-	$	-
Increase related to Reorganization Transactions		1,925			-		-
Increase related to current year tax positions		731			-		-
Decrease related to lapse in applicable statute of limitations		(385	)		-		-
Ending balance	$	2,271		$	—	$	—

As of December 31, 2020, the total liability related to uncertain tax positions was $2.3 million. Out of this amount of $1.8 million has been indemnified by White Mountains, for which an indemnification asset was recognized. The decrease in the liability for uncertain tax positions was due to a lapse of statue limitations. If recognized, $2.3 million of the amount of unrecognized tax benefits would impact our effective tax rate. Additionally, the Company will be indemnified for any tax imposed on which a reserve was recorded and as the Company recognizes uncertain tax positions the benefits would impact pre-tax results. The Company recognizes interest and penalties, if applicable, related to uncertain tax positions as a component of income tax expense. Accrued interest and penalties were approximately $0.7 million as of December 31, 2020 and 2019, and therefore did not impact the effective income tax rate.

The Company files income tax returns as required by the tax laws of the jurisdictions in which it operates. In the normal course of business, the Company may be subject to examination by federal and certain state and local tax authorities. As of December 31, 2020, the Company’s federal income tax returns for the years 2017 through 2019 and state and local tax returns for the years 2015 through 2018, and foreign income tax returns for the years 2018 and 2019 remain open and are subject to examination. Currently, no tax authorities are auditing any of the Company’s income tax matters.

Tax Receivable Agreement

In connection with the Reorganization Transactions and the IPO, the Company entered into the TRA, with Insignia, Senior Executives, and White Mountain. The Company expects to obtain an increase in its share of the tax basis in the net assets of QLH as Class B-1 units are redeemed from or exchanged (or, at our election, cash of an equivalent value). The Company intends to treat any redemptions and exchanges of Class B-1 units as direct purchases Class B-1 units for U.S. federal income tax purposes. These increases in tax basis may reduce the amounts that it would otherwise pay in the future to various tax authorities.

The TRA provides for the payment by MediaAlpha, Inc. to Insignia and the Senior Executives of 85% of the amount of any tax benefits the Company actually realizes, or in some cases is deemed to realize, as a result of (i) increases in the Company’s share of the tax basis in the net assets of QLH resulting from any redemptions or exchanges of Class B-1 units, (ii) tax basis increases attributable to payments made under the TRA, and (iii) deductions attributable to imputed interest pursuant to the TRA. The TRA will also require us to pay White Mountains 85% of the amount of the cash savings, if any, in U.S. federal, state and local income tax that we realize (or are deemed to realize) as a result of the utilization of the net operating losses of Intermediate Holdco attributable to periods prior to the IPO and the deduction of any imputed interest attributable to our payment obligations under the TRA. The Company expects to benefit from the remaining 15% of any of cash savings that it realizes.

No payments were made to pursuant to the TRA during the year ended December 31, 2020. The amounts payable under the TRA will vary depending upon a number of factors, including the amount, character, and timing of the taxable income of MediaAlpha, Inc. in the future.

- 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 + Details

Net Loss Per Share

12 Months Ended

Dec. 31, 2020

Earnings Per Share [Abstract]

Net Loss Per Share

12. Net Loss Per Share

The following table presents the calculation of basic and diluted net loss per share for the period following the IPO (in thousands except per share amounts):

	For the period
	October 27, 2020 through December 31, 2020

Numerator:
Net (loss)	$	(8,604	)
Less: net (loss) attributable to non-controlling interest		(4,238	)
Net (loss) attributable to MediaAlpha, Inc.	$	(4,366	)
Denominator:
Weighted-average shares of Class A common stock outstanding - basic and diluted		32,134,170

Net (loss) per share of Class A common stock - basic and diluted	$	(0.14	)

During the period October 27, 2020 through December 31, 2020, the Company incurred net losses and, therefore, the effect of the Company’s potentially dilutive securities were not included in the calculation of diluted loss per share as the effect would be anti-dilutive. The following table contains share/unit totals with a potentially dilutive impact:

	As of December 31, 2020
QLH Class B / B-1 Units (Replacement awards)		25,571,996
Restricted Class A Shares		1,061,605
Restricted stock units		5,482,876
Potential dilutive shares		32,116,477

Non-Controlling Interest

12 Months Ended

Dec. 31, 2020

Noncontrolling Interest [Abstract]

Non-Controlling Interest

13. Non-Controlling Interest

As of December 31, 2020, the non-controlling interests of QLH owned 42.9% of the outstanding LLC Units, with the remaining 57.1% owned by MediaAlpha, Inc. As of December 31, 2019, the Reorganization Transactions had not yet occurred and the Company held no interest in QLH.

Selected Quarterly Financial Data (Unaudited)

12 Months Ended

Dec. 31, 2020

Quarterly Financial Information Disclosure [Abstract]

Selected Quarterly Financial Data (Unaudited)

14. Selected Quarterly Financial Data (Unaudited)

The following table contains selected unaudited consolidated statement of operations information for each quarter of the years ended December 31, 2020 and 2019. We have prepared the unaudited quarterly consolidated statements of operations data on a consistent basis with the consolidated financial statements included in this Annual Report on Form 10-K. The results of historical periods are not necessarily indicative of results for a full year or for any future period.

(in thousands except per share amounts)
	Three Months Ended
	Dec. 31, 2020			Sept. 30, 2020		Jun. 30, 2020		Mar. 31, 2020
Revenue		190,205			151,548		123,616		119,445
Income (loss) from Operations		(11,127	)		8,431		11,681		10,550
Net (loss) income	$	(13,238	)	$	4,819	$	10,146	$	8,835
Net income (loss) attributable to QLH prior to Reorganization Transaction	$	(4,634	)	$	4,819	$	10,146	$	8,835
Net (loss) attributable to non-controlling interest		(4,238	)		-		-		-
Net (loss) income attributable to MediaAlpha, Inc.	$	(4,366	)	$	-	$	-	$	-
Net (loss) per share of Class A common stock - basic and diluted	$	(0.14	)	$	-	$	-	$	-



	Three Months Ended
	Dec. 31, 2019			Sept. 30, 2019		Jun. 30, 2019		Mar. 31, 2019
Revenue		126,148			110,397		89,111		82,349
Income (loss) from Operations		12,139			9,683		7,335		(4,316	)
Net income (loss)	$	10,377		$	7,763	$	4,959	$	(5,279	)
Net income (loss) attributable to QLH prior to Reorganization Transaction	$	10,377		$	7,763	$	4,959	$	(5,279	)
Net income (loss) attributable to Non-controlling interest		-			-		-		-
Net income (loss) attributable to MediaAlpha, Inc.	$	-		$	-	$	-	$	-
Net (loss) per share of Class A common stock - basic and diluted	$	-		$	-	$	-	$	-

Schedule I - Valuation and Qualifying Accounts and Allowances

12 Months Ended

Dec. 31, 2020

Valuation And Qualifying Accounts [Abstract]

Schedule I - Valuation and Qualifying Accounts and Allowances

Schedule I – Valuation and Qualifying Accounts and Allowances

	Balance at Beginning of the period		Additions during the period		Write-offs			Balance at End of period

Deferred tax valuation allowance
Fiscal year 2020	$	-		1,906		-		$	1,906
Fiscal year 2019	$	-		-		-		$	-
Fiscal year 2018	$	-		-		-		$	-

Allowance for doubtful accounts
Fiscal year 2020	$	302		526		(388	)	$	441
Fiscal year 2019	$	480		354		(532	)	$	302
Fiscal year 2018	$	40		532		(92	)	$	480

Summary of Significant Accounting Policies (Policies)

12 Months Ended

Dec. 31, 2020

Accounting Policies [Abstract]

Basis of presentation

Use of estimates

Revenue recognition

Consumer Referral transactions are summarized as follows:

•

Call revenue is earned and recognized when a consumer transfers to a call buyer and remains engaged for a requisite duration of time, as specified by each buyer.

•

Cash and cash equivalents

Cash and cash equivalents consist entirely of cash deposits.

Accounts receivable

The Company reported an allowance for doubtful accounts of $0.4 million as of December 31, 2020 and $0.3 million as of December 31, 2019.

Concentrations of Credit Risk and of Significant Customers and Suppliers

Property and equipment

		Estimated useful life
Leasehold improvements		The shorter of their lease term or the estimated useful life of the improvements
Computer		3 years
Furniture and fixtures		3 years

Internal-use software development costs

Business combinations

Business Combinations

Goodwill and intangible assets

For the years ended December 31, 2020 and 2019, there were no impairments recognized for goodwill or intangible assets, based on the testing performed at the end of each fiscal year.

Impairment of long-lived assets

For the years ended December 31, 2020 and 2019, there were no impairments recognized for long-lived assets.

Accounts payable

Deferred debt issuance costs

Deferred initial public offering costs

Equity-based compensation

Segment information

Related Party Transactions

Leases

Valuation of redeemable Class A units

The redeemable Class A units are not part of the Company’s equity structure subsequent to the IPO and Reorganization Transaction and thus are presented only in the comparative balance sheet.

Fair value measurements

Level 1 Quoted prices in active markets for identical assets or liabilities.

Sales taxes

Cost of revenue

Income taxes

Non-controlling interest

Earnings (Loss) per share

Tax Receivable Agreement

Comprehensive Income

For the year ended December 31, 2020, 2019, and 2018, the Company did not have any differences between its net income and comprehensive income.

New Accounting Pronouncements

Recently issued not yet adopted accounting pronouncements

Summary of Significant Accounting Policies (Tables)

12 Months Ended

Dec. 31, 2020

Accounting Policies [Abstract]

Summary of Estimated Useful Lives of Property and Equipment

Depreciation and amortization expense is calculated using the straight-line method over the estimated useful lives of each asset as follows:

		Estimated useful life
Leasehold improvements		The shorter of their lease term or the estimated useful life of the improvements
Computer		3 years
Furniture and fixtures		3 years

Disaggregation of Revenue (Tables)

12 Months Ended

Dec. 31, 2020

Revenue From Contract With Customer [Abstract]

Summary of Disaggregation of Revenue

The following table shows the Company’s revenue disaggregated by transaction model:

	Year Ended December 31,
(in thousands)	2020		2019		2018

Open platform transactions	$	573,242	$	399,945	$	291,331
Private platform transactions	$	11,572		8,060		5,579
Revenue	$	584,814	$	408,005	$	296,910

The following table shows the Company’s revenue disaggregated by product vertical:

	Year Ended December 31,
(in thousands)	2020		2019		2018

Property & casualty insurance	$	397,710	$	219,467	$	162,088
Health insurance		139,796		104,261		71,437
Life insurance		30,313		33,012		28,542
Other		16,995		51,265		34,843
Revenue	$	584,814	$	408,005	$	296,910

Property and Equipment (Tables)

12 Months Ended

Dec. 31, 2020

Property Plant And Equipment [Abstract]

Summary of Property and Equipment

Property and equipment consisted of

	Year ended December 31,
(in thousands)	2020			2019
Leasehold improvements	$	918		$	783
Furniture and fixtures		318			302
Computers		360			215
Property and equipment, gross		1,596			1,300
Less: Accumulated depreciation		(834	)		(545	)
Property and equipment, net	$	762		$	755

Goodwill and Intangible assets (Tables)

12 Months Ended

Dec. 31, 2020

Goodwill And Intangible Assets Disclosure [Abstract]

Summary of Goodwill and Intangible Assets

Goodwill and intangible assets consisted of:

	December 31, 2020										December 31, 2019
(in thousands)		Useful life (months)		Gross carrying amount		Accumulated amortization			Net carrying amount			Gross carrying amount		Accumulated amortization			Net carrying amount
Technology and intellectual property			60	$	-	$	-		$	—		$	32,027	$	(32,027	)	$	—
Customer relationships			120		25,040		(10,016	)		15,024			25,040		(7,094	)		17,946
Costs to acquire third party publishers			24		-		-			—			1,363		(1,363	)		-
Non-compete agreements			60		303		(211	)		92			303		(155	)		148
Domain names			60		1,224		(789	)		435			1,224		(566	)		658
Intangible assets				$	26,567	$	(11,016	)	$	15,551		$	59,957	$	(41,205	)	$	18,752
Goodwill		Indefinite		$	18,402		—		$	18,402		$	18,402		—		$	18,402

Summary of Change in Goodwill and Intangible Assets

The following table presents the change in goodwill and intangible assets:

	December 31, 2020					December 31, 2019
(in thousands)	Goodwill		Intangible assets			Goodwill		Intangible assets
Beginning balance at January 1,	$	18,402	$	18,752		$	18,402	$	23,985
Addition to goodwill and intangible assets		—		—			—		148
Amortization		—		(3,201	)		—		(5,381	)
Ending balance	$	18,402	$	15,551		$	18,402	$	18,752

Summary of Future Amortization Expense on Identifiable Intangible Assets

As of December 31, 2020, future amortization expense on identifiable intangible assets with estimable useful lives over the next five years is as follows:

(in thousands)	Amortization expense
2021	$	2,983
2022		2,730
2023		2,388
2024		2,211
2025		2,028
Thereafter		3,211
	$	15,551

Accrued Expenses (Tables)

12 Months Ended

Dec. 31, 2020

Payables And Accruals [Abstract]

Summary of Accrued Expenses

Accrued expenses consisted of:

	As of
	December 31, 2020		December 31, 2019
(in thousands)
Accrued liabilities
Accrued payroll and related expenses	$	6,686	$	4,954
Accrued operating expenses		1,545		754
Other accrued expenses		975		876
Total accrued liabilities	$	9,206	$	6,584

Long-term Debt (Tables)

12 Months Ended

Dec. 31, 2020

Debt Disclosure [Abstract]

Schedule of Expected Future Principal Payments for Borrowings

The expected future principal payments for all borrowings as of December 31, 2020 is as follows (in thousands):

(in thousands)	Contractual maturity
2021	$	-
2022		-
2023		186,375
Debt and issuance costs		186,375
Unamortized debt issuance costs		(3,707	)
Total long-term debt	$	182,668

Commitments and Contingencies (Tables)

12 Months Ended

Dec. 31, 2020

Commitments And Contingencies Disclosure [Abstract]

Summary of Future Minimum Lease Payments Under Non-cancellable Leases

Future minimum lease payments under the non-cancellable leases are as follows:

(in thousands)	Rent Payments
Year Ended December 31,
2021	$	747
2022		771
2023		780
2024		813
2025		838
Thereafter		652
Total	$	4,601

Equity-based Compensation Plans (Tables)

12 Months Ended

Dec. 31, 2020

Share Based Compensation Arrangement By Share Based Payment Award [Line Items]

Summary of Equity-based Compensation Cost Recognized

A summary of equity-based compensation cost recognized during the year ended December 31, 2020, 2019, and 2018 is as follows:

	2020		2019		2018
QLH Class B units	$	5,556	$	3,594	$	824
QLH restricted Class B-1 units		90		-		-
Restricted Class A shares		211		-		-
Restricted stock units		19,679		-		-
Equity-based compensation expense	$	25,536	$	3,594	$	824

Total income tax benefit recognized related to equity-based compensation	$	3,088	$	-	$	-

Schedule of Equity-based Compensation Expense

	2020		2019		2018
Cost of revenue	$	2,809	$	181	$	54
Sales and marketing		6,544		1,384		425
Product development		4,723		532		167
General and administrative		11,460		1,497		178
Total equity-based compensation	$	25,536	$	3,594	$	824

RSUs

Share Based Compensation Arrangement By Share Based Payment Award [Line Items]

Summary of Unvested Unit Activity

A summary of unvested restricted stock unit activity for fiscal years 2020, 2019, and 2018 is as follows:

	Number of Units			Weighted - average grant-date fair value
RSUs
Unvested and outstanding as of December 31, 2019		-			-
Granted		5,822,790		$	22.22
Vested		(339,914	)		38.39
Forfeited		-			-
Settled or cancelled		-			-
Unvested and outstanding as of December 31, 2020		5,482,876		$	21.22

QLH Class B-1 Units

Share Based Compensation Arrangement By Share Based Payment Award [Line Items]

Summary of Unvested Unit Activity

A summary of unvested QLH Class B-1 unit activity for 2020, 2019, and 2018 is as follows:

	Number of Units			Weighted - average grant-date fair value
QLH Class B-1 units
Unvested and outstanding as of December 31, 2019		-			-
Granted		583,398		$	2.79
Vested		(53,047	)		1.77
Forfeited		(5,667	)		1.93
Settled or cancelled		-			-
Unvested and outstanding as of December 31, 2020		524,684		$	2.90

Restricted Class A Shares

Share Based Compensation Arrangement By Share Based Payment Award [Line Items]

Summary of Unvested Unit Activity

A summary of unvested Company Class A share activity for 2020, 2019, and 2018 is as follows:

	Number of Units			Weighted - average grant-date fair value
Restricted Class A Shares
Unvested and outstanding as of December 31, 2019		-			-
Granted		1,210,253		$	3.21
Vested		(120,516	)		1.72
Forfeited		(28,132	)		1.93
Settled or cancelled		-			-
Unvested and outstanding as of December 31, 2020		1,061,605		$	3.41

QLH Class B Profits Interests

Share Based Compensation Arrangement By Share Based Payment Award [Line Items]

Schedule of Option Pricing Model Assumptions for Determining Fair Value of Class B Units

The fair value of the QLH Class B profits interests was determined on the grant date using the option pricing model based on the following assumptions:

	Twelve months ended December 31,
	2020	2019	2018
Expected term (in years)	0.5 - 2 years	2 - 3 years	3 -5 years
Expected volatility	70% - 88%	70%-75%	50-55%
Expected dividend yield	—	—	—
Risk-free interest rate	0.11% - 1.41%	1.58% - 2.19%	2.57% - 2.74%
Discount for lack of marketability	25% - 30%	30%	30%

QLH Class B Profits Interests | Class B Units

Share Based Compensation Arrangement By Share Based Payment Award [Line Items]

Summary of Class B Units' Activity

A summary of Class B Unit activity for fiscal years 2020, 2019, and 2018 is as follows:

	Number of Units			Weighted - average grant-date fair value		Aggregate Intrinsic Value (in thousands)
QLH Class B units
Outstanding as of December 31, 2017		81,590		$	41.36	$	6,274
Granted		19,000			62.08
Repurchased		-			-
Forfeited		(2,500	)		46.09
Settled or cancelled		-			-
Outstanding as of December 31, 2018		98,090		$	45.25	$	22,244
Granted		100,738		$	71.69
Repurchased		(31,799	)		44.61
Forfeited		(3,229	)		46.09
Settled or cancelled		-			-
Outstanding as of December 31, 2019		163,800		$	61.62	$	28,622
Granted		25,500		$	105.85
Repurchased		(8,568	)		51.03
Forfeited		(3,432	)		74.22
Settled or cancelled⁽¹⁾		(177,300	)		68.25
Outstanding as of December 31, 2020		-		$	-	$	-

Income Taxes (Tables)

12 Months Ended

Dec. 31, 2020

Income Tax Disclosure [Abstract]

Schedule of Income Before Income Taxes

For financial reporting purposes, income before income taxes includes the following components:

	Year Ended December 31,
(in thousands)	2020		2019		2018
United States	$	9,048	$	-	$	-
Foreign		247
Total	$	9,295	$	—	$	—

Summary of Components of Income Tax Expense

Components of income tax expense consisted of the following for the years indicated:

	Year Ended December 31,
(in thousands)	2020			2019		2018
Current income tax expense (benefit)
Federal	$	(417	)	$	-	$	-
State		(438	)		-		-
Foreign		51			-		-
	$	(804	)	$	-	$	-

Deferred income tax expense (benefit)
Federal	$	(354	)	$	-	$	-
State		(108	)		-		-
Foreign		(1	)		-		-
	$	(463	)	$	-	$	-
Income tax (benefit)	$	(1,267	)	$	-	$	-

Reconciliation of United States Statutory Income Tax Rate to Company's Effective Income Tax Rate

A reconciliation of the United States statutory income tax rate to the Company's effective income tax rate is as follows for the years indicated:

	Year Ended December 31,
	2020			2019			2018
Statutory federal tax rate		21.0	%		21.0	%		21.0	%
Income attributable to noncontrolling interests and nontaxable income		-33.3	%		-21.0	%		-21.0	%
State income taxes, net of federal benefit		-1.1	%
Transaction costs		3.4	%
Change in uncertain tax positions		-3.3	%
Other		-0.1	%		0.0	%
Effective income tax rate		-13.4	%		0.0	%		0.0	%

Schedule of Deferred Tax Assets and Liabilities

Details of the Company’s deferred tax assets and liabilities are as follows:

	Year Ended December 31,
(in thousands)	2020			2019
Deferred tax assets:
Investment in partnership	$	25,443		$	-
Net operating loss carryforwards and tax credits		1,906			-
Tax receivable agreement		5,324			-
Other		846			-
Total	$	33,519		$	-
Valuation allowance		(1,906	)		-
Total deferred tax assets	$	31,613		$	-
Deferred tax liabilities:
Total deferred tax liabilities	$	-		$	-
Deferred tax assets	$	31,613		$	-

Reconciliation of Beginning and Ending Amount of Unrecognized Tax Benefits

	Year Ended December 31,
(in thousands)	2020			2019		2018
Beginning balance	$	-		$	-	$	-
Increase related to Reorganization Transactions		1,925			-		-
Increase related to current year tax positions		731			-		-
Decrease related to lapse in applicable statute of limitations		(385	)		-		-
Ending balance	$	2,271		$	—	$	—

Net Loss Per Share (Tables)

12 Months Ended

Dec. 31, 2020

Earnings Per Share [Abstract]

Summary of Calculation of Basic and Diluted Net Loss Per Share

The following table presents the calculation of basic and diluted net loss per share for the period following the IPO (in thousands except per share amounts):

	For the period
	October 27, 2020 through December 31, 2020

Numerator:
Net (loss)	$	(8,604	)
Less: net (loss) attributable to non-controlling interest		(4,238	)
Net (loss) attributable to MediaAlpha, Inc.	$	(4,366	)
Denominator:
Weighted-average shares of Class A common stock outstanding - basic and diluted		32,134,170

Net (loss) per share of Class A common stock - basic and diluted	$	(0.14	)

Summary of Potential Dilutive Shares

The following table contains share/unit totals with a potentially dilutive impact:

	As of December 31, 2020
QLH Class B / B-1 Units (Replacement awards)		25,571,996
Restricted Class A Shares		1,061,605
Restricted stock units		5,482,876
Potential dilutive shares		32,116,477

Selected Quarterly Financial Data (Unaudited) (Tables)

12 Months Ended

Dec. 31, 2020

Quarterly Financial Information Disclosure [Abstract]

Schedule of Selected Unaudited Consolidated Statement of Operations Information

(in thousands except per share amounts)
	Three Months Ended
	Dec. 31, 2020			Sept. 30, 2020		Jun. 30, 2020		Mar. 31, 2020
Revenue		190,205			151,548		123,616		119,445
Income (loss) from Operations		(11,127	)		8,431		11,681		10,550
Net (loss) income	$	(13,238	)	$	4,819	$	10,146	$	8,835
Net income (loss) attributable to QLH prior to Reorganization Transaction	$	(4,634	)	$	4,819	$	10,146	$	8,835
Net (loss) attributable to non-controlling interest		(4,238	)		-		-		-
Net (loss) income attributable to MediaAlpha, Inc.	$	(4,366	)	$	-	$	-	$	-
Net (loss) per share of Class A common stock - basic and diluted	$	(0.14	)	$	-	$	-	$	-



	Three Months Ended
	Dec. 31, 2019			Sept. 30, 2019		Jun. 30, 2019		Mar. 31, 2019
Revenue		126,148			110,397		89,111		82,349
Income (loss) from Operations		12,139			9,683		7,335		(4,316	)
Net income (loss)	$	10,377		$	7,763	$	4,959	$	(5,279	)
Net income (loss) attributable to QLH prior to Reorganization Transaction	$	10,377		$	7,763	$	4,959	$	(5,279	)
Net income (loss) attributable to Non-controlling interest		-			-		-		-
Net income (loss) attributable to MediaAlpha, Inc.	$	-		$	-	$	-	$	-
Net (loss) per share of Class A common stock - basic and diluted	$	-		$	-	$	-	$	-

Organization and Background - Additional Information (Details) - USD ($)			12 Months Ended
	Oct. 30, 2020	Oct. 27, 2020	Dec. 31, 2020	Dec. 31, 2019	Dec. 31, 2018
Consolidation Less Than Wholly Owned Subsidiary Parent Ownership Interest Effects Of Changes Net [Line Items]
Proceeds from initial public offering, net of underwriting discounts and commissions			$ 12,200,000	$ 0.0	$ 0.0
White Mountains Capital, Inc. of Intermediate Holdco \| Tax Receivables Agreement
Consolidation Less Than Wholly Owned Subsidiary Parent Ownership Interest Effects Of Changes Net [Line Items]
Percentage of cash savings required to pay up on agreement		85.00%	85.00%
Insignia and Senior Executives \| Tax Receivables Agreement
Consolidation Less Than Wholly Owned Subsidiary Parent Ownership Interest Effects Of Changes Net [Line Items]
Percentage of cash savings required to pay up on agreement		85.00%	85.00%
QL Holdings LLC and Subsidiaries
Consolidation Less Than Wholly Owned Subsidiary Parent Ownership Interest Effects Of Changes Net [Line Items]
State in which the limited liability company or limited partnership was organized			Delaware
Company formation date			Mar. 07, 2014
Class A Common
Consolidation Less Than Wholly Owned Subsidiary Parent Ownership Interest Effects Of Changes Net [Line Items]
Share reserved for issuance		25,536,043
Class A Common \| Initial Public Offering (IPO)
Consolidation Less Than Wholly Owned Subsidiary Parent Ownership Interest Effects Of Changes Net [Line Items]
Shares issued	7,027,606
Public offering price, per share	$ 19.00
Proceeds from initial public offering, net of underwriting discounts and commissions	$ 124,200,000
Class A Common \| Initial Public Offering (IPO) \| White Mountains Capital, Inc. of Intermediate Holdco
Consolidation Less Than Wholly Owned Subsidiary Parent Ownership Interest Effects Of Changes Net [Line Items]
Shares issued	24,142,096
Class A Common \| Initial Public Offering (IPO) \| Legacy Profit Interests Holders
Consolidation Less Than Wholly Owned Subsidiary Parent Ownership Interest Effects Of Changes Net [Line Items]
Shares issued	1,999,439
Class A Common \| Underwriters' Over-allotment Option
Consolidation Less Than Wholly Owned Subsidiary Parent Ownership Interest Effects Of Changes Net [Line Items]
Shares issued	769,104
Class B Common \| Initial Public Offering (IPO) \| Insignia, Senior Executives and Legacy Profit Interests Holders
Consolidation Less Than Wholly Owned Subsidiary Parent Ownership Interest Effects Of Changes Net [Line Items]
Shares issued	30,308,492

Summary of Significant Accounting Policies - Additional Information (Details)	3 Months Ended								12 Months Ended
	Dec. 31, 2020 USD ($)	Sep. 30, 2020 USD ($)	Jun. 30, 2020 USD ($)	Mar. 31, 2020 USD ($)	Dec. 31, 2019 USD ($)	Sep. 30, 2019 USD ($)	Jun. 30, 2019 USD ($)	Mar. 31, 2019 USD ($)	Dec. 31, 2020 USD ($) Customer Supplier ReportingUnit Segment	Dec. 31, 2019 USD ($) Customer Supplier	Dec. 31, 2018 USD ($)
Significant Accounting Policies [Line Items]
Standard payment terms									The Company’s standard payment terms are 30-60 days
Allowance for doubtful accounts	$ 400,000				$ 300,000				$ 400,000	$ 300,000
Revenue	190,205,000	$ 151,548,000	$ 123,616,000	$ 119,445,000	126,148,000	$ 110,397,000	$ 89,111,000	$ 82,349,000	584,814,000	408,005,000	$ 296,910,000
Accounts receivable	96,295,000				56,012,000				96,295,000	56,012,000
Cost of revenue									499,434,000	342,909,000	247,670,000
Accounts payable	98,249,000				40,455,000				$ 98,249,000	40,455,000
Number of reporting unit \| ReportingUnit									1
Impairments for goodwill or intangible assets									$ 0	0
Impairments for long-lived assets									0	0
Proceeds from initial public offering, net of underwriting discounts and commissions									12,200,000	0.0	0.0
Deferred offering costs	0				0				$ 0	0
Number of operating segment \| Segment									1
Payments to suppliers									$ 417,700,000	284,500,000	210,100,000
Traffic acquisition costs									74,400,000	54,200,000	34,000,000
Other costs									7,400,000	4,200,000	$ 3,500,000
Liabilities for uncertain tax positions	2,300								$ 2,300
Tax Receivables Agreement
Significant Accounting Policies [Line Items]
Percentage of amount to pay for tax benefits that actually realize									85.00%
QLH Class B-1 Unit Holders
Significant Accounting Policies [Line Items]
Percentage of amount to pay for tax benefits that actually realize									85.00%
Internal-use Software
Significant Accounting Policies [Line Items]
Estimated useful life									3 years
Capitalized software development costs	0				0				$ 0	$ 0
Customer Concentration Risk \| Revenue from Contract with Customer Benchmark
Significant Accounting Policies [Line Items]
Number of major customer \| Customer									1	1
Revenue									$ 132,300,000	$ 78,800,000
Concentration risk percentage									23.00%	19.00%
Customer Concentration Risk \| Accounts Receivable
Significant Accounting Policies [Line Items]
Number of major customer \| Customer									2	1
Concentration risk percentage										8.00%
Accounts receivable					4,700,000					$ 4,700,000
Supplier Concentration Risk \| Purchases
Significant Accounting Policies [Line Items]
Concentration risk percentage									11.00%	24.00%
Number of major supplier \| Supplier									1	2
Cost of revenue									$ 60,000,000	$ 84,600,000
Supplier Concentration Risk \| Accounts Payable Benchmark
Significant Accounting Policies [Line Items]
Concentration risk percentage									25.00%	36.00%
Number of major supplier \| Supplier									2	2
Accounts payable	24,500,000				$ 14,700,000				$ 24,500,000	$ 14,700,000
Minimum
Significant Accounting Policies [Line Items]
Duration to cancel agreements									30 days
Amortization period of finite-lived intangible assets									2 years
Minimum \| Customer Concentration Risk \| Accounts Receivable
Significant Accounting Policies [Line Items]
Concentration risk percentage									10.00%
Accounts receivable	9,800,000								$ 9,800,000
Maximum
Significant Accounting Policies [Line Items]
Duration to cancel agreements									60 days
Amortization period of finite-lived intangible assets									10 years
Maximum \| Customer Concentration Risk \| Accounts Receivable
Significant Accounting Policies [Line Items]
Concentration risk percentage									24.00%
Accounts receivable	$ 23,700,000								$ 23,700,000

Summary of Significant Accounting Policies - Summary of Estimated Useful Lives of Property and Equipment (Details)	12 Months Ended
	Dec. 31, 2020
Leasehold Improvements
Significant Accounting Policies [Line Items]
Estimated useful life	The shorter of their lease term or the estimated useful life of the improvements
Computer
Significant Accounting Policies [Line Items]
Estimated useful life	3 years
Furniture and Fixtures
Significant Accounting Policies [Line Items]
Estimated useful life	3 years

Disaggregation of Revenue - Summary of Disaggregation of Revenue by Transaction Model (Details) - USD ($) $ in Thousands	3 Months Ended								12 Months Ended
	Dec. 31, 2020	Sep. 30, 2020	Jun. 30, 2020	Mar. 31, 2020	Dec. 31, 2019	Sep. 30, 2019	Jun. 30, 2019	Mar. 31, 2019	Dec. 31, 2020	Dec. 31, 2019	Dec. 31, 2018
Disaggregation of Revenue [Line Items]
Revenue	$ 190,205	$ 151,548	$ 123,616	$ 119,445	$ 126,148	$ 110,397	$ 89,111	$ 82,349	$ 584,814	$ 408,005	$ 296,910
Open Platform Transactions
Disaggregation of Revenue [Line Items]
Revenue									573,242	399,945	291,331
Private Platform Transactions
Disaggregation of Revenue [Line Items]
Revenue									$ 11,572	$ 8,060	$ 5,579

- 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=120311839&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=120311839&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=120311839&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=120311839&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=120311839&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=121604090&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=120311839&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=120311839&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=120311839&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=121604090&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

Disaggregation of Revenue - Summary of Disaggregation of Revenue by Product Vertical (Details) - USD ($) $ in Thousands	3 Months Ended								12 Months Ended
	Dec. 31, 2020	Sep. 30, 2020	Jun. 30, 2020	Mar. 31, 2020	Dec. 31, 2019	Sep. 30, 2019	Jun. 30, 2019	Mar. 31, 2019	Dec. 31, 2020	Dec. 31, 2019	Dec. 31, 2018
Disaggregation of Revenue [Line Items]
Revenue	$ 190,205	$ 151,548	$ 123,616	$ 119,445	$ 126,148	$ 110,397	$ 89,111	$ 82,349	$ 584,814	$ 408,005	$ 296,910
Property & Casualty Insurance
Disaggregation of Revenue [Line Items]
Revenue									397,710	219,467	162,088
Health Insurance
Disaggregation of Revenue [Line Items]
Revenue									139,796	104,261	71,437
Life Insurance
Disaggregation of Revenue [Line Items]
Revenue									30,313	33,012	28,542
Other
Disaggregation of Revenue [Line Items]
Revenue									$ 16,995	$ 51,265	$ 34,843

- Definition

+ References

+ Details

Property and Equipment - Summary of Property and Equipment (Details) - USD ($) $ in Thousands	Dec. 31, 2020	Dec. 31, 2019
Property Plant And Equipment [Line Items]
Property and equipment, gross	$ 1,596	$ 1,300
Less: Accumulated depreciation	(834)	(545)
Property and equipment, net	762	755
Leasehold Improvements
Property Plant And Equipment [Line Items]
Property and equipment, gross	918	783
Furniture and Fixtures
Property Plant And Equipment [Line Items]
Property and equipment, gross	318	302
Computers
Property Plant And Equipment [Line Items]
Property and equipment, gross	$ 360	$ 215

Property and Equipment - Additional Information (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2020	Dec. 31, 2019	Dec. 31, 2018
Property Plant And Equipment [Abstract]
Depreciation expense	$ 0.3	$ 0.3	$ 0.2

Goodwill and Intangible Assets - Summary of Goodwill and Intangible Assets (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2020	Dec. 31, 2019	Dec. 31, 2018
Goodwill And Intangible Assets [Line Items]
Gross carrying amount	$ 26,567	$ 59,957
Accumulated amortization	(11,016)	(41,205)
Net carrying amount	15,551	18,752	$ 23,985
Goodwill	$ 18,402	18,402
Technology and Intellectual Property
Goodwill And Intangible Assets [Line Items]
Useful life (months)	60 months
Gross carrying amount		32,027
Accumulated amortization		(32,027)
Customer Relationships
Goodwill And Intangible Assets [Line Items]
Useful life (months)	120 months
Gross carrying amount	$ 25,040	25,040
Accumulated amortization	(10,016)	(7,094)
Net carrying amount	$ 15,024	17,946
Costs to Acquire Third Party Publishers
Goodwill And Intangible Assets [Line Items]
Useful life (months)	24 months
Gross carrying amount		1,363
Accumulated amortization		(1,363)
Non-compete Agreements
Goodwill And Intangible Assets [Line Items]
Useful life (months)	60 months
Gross carrying amount	$ 303	303
Accumulated amortization	(211)	(155)
Net carrying amount	$ 92	148
Domain Names
Goodwill And Intangible Assets [Line Items]
Useful life (months)	60 months
Gross carrying amount	$ 1,224	1,224
Accumulated amortization	(789)	(566)
Net carrying amount	$ 435	$ 658

Goodwill and Intangible Assets - Additional Information (Details) - USD ($)	12 Months Ended
	Dec. 31, 2020	Dec. 31, 2019	Dec. 31, 2018
Goodwill And Intangible Assets Disclosure [Abstract]
Amortization expense related to intangible assets	$ 3,201,000	$ 5,381,000	$ 11,769,000
Impairment of goodwill	$ 0	$ 0

Goodwill and Intangible Assets - Summary of Change in Goodwill and Intangible Assets (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2020	Dec. 31, 2019	Dec. 31, 2018
Goodwill And Intangible Assets Disclosure [Abstract]
Goodwill, Beginning balance	$ 18,402
Goodwill, Ending balance	18,402	$ 18,402
Intangible assets, Beginning balance	18,752	23,985
Additions to intangible assets		148
Intangible assets, Amortization	(3,201)	(5,381)	$ (11,769)
Intangible assets, Ending balance	$ 15,551	$ 18,752	$ 23,985

Goodwill and Intangible Assets - Summary of Future Amortization Expense on Identifiable Intangible Assets (Details) - USD ($) $ in Thousands	Dec. 31, 2020	Dec. 31, 2019	Dec. 31, 2018
Goodwill And Intangible Assets Disclosure [Abstract]
2021	$ 2,983
2022	2,730
2023	2,388
2024	2,211
2025	2,028
Thereafter	3,211
Net carrying amount	$ 15,551	$ 18,752	$ 23,985

Accrued Expenses - Summary of Accrued Expenses (Details) - USD ($) $ in Thousands	Dec. 31, 2020	Dec. 31, 2019
Accrued liabilities
Accrued payroll and related expenses	$ 6,686	$ 4,954
Accrued operating expenses	1,545	754
Other accrued expenses	975	876
Total accrued liabilities	$ 9,206	$ 6,584

Long-term Debt - Additional Information (Details) - USD ($)				12 Months Ended
	Dec. 01, 2020	Sep. 23, 2020	Jun. 12, 2019	Dec. 31, 2020	Dec. 31, 2019	Dec. 31, 2018	Feb. 26, 2019
Debt Instrument [Line Items]
Debt issuance costs			$ 200,000	$ 4,467,000	$ 2,303,000
Long-term debt				182,668,000
Deferred debt issuance costs				3,707,000
Current portion of long-term debt					873,000
Long-term debt, net of current portion				182,668,000	96,665,000
Cash distribution to QLH class A Unit holders and certain QLH class B unit holders		$ 105,800,000
Loss on extinguishment of debt				(1,998,000)
Interest expense				7,900,000	7,000,000	$ 1,200,000
Amortization of deferred debt issuance costs				1,228,000	665,000	$ 15,000
Unamortized deferred debt issuance costs				3,700,000	1,700,000
Interest Payable				700,000
Maximum
Debt Instrument [Line Items]
Interest Payable					100,000
LIBOR
Debt Instrument [Line Items]
Debt instrument, basis spread on variable rate			5.50%
Debt instrument, reduced interest rate			4.85%
2019 Revolving Credit Facility
Debt Instrument [Line Items]
Line of credit facility assigned to third party			$ 5,000,000
Outstanding amount drawn under revolving credit facility					0
2019 Revolving Credit Facility \| Monroe Capital
Debt Instrument [Line Items]
Revolving line of credit							$ 5,000,000
2020 Revolving Credit Facility
Debt Instrument [Line Items]
Revolving line of credit		5,000,000
Outstanding amount drawn under revolving credit facility				0
2019 Credit Facilities \| Other Expense
Debt Instrument [Line Items]
Loss on extinguishment of debt				(2,000,000)
2019 Term Loan Facility
Debt Instrument [Line Items]
Term loan facility assigned to third party			$ 25,000,000
Long-term debt					97,500,000
Deferred debt issuance costs					1,700,000
Current portion of long-term debt					900,000
Long-term debt, net of current portion					$ 96,700,000
2019 Term Loan Facility \| Monroe Capital
Debt Instrument [Line Items]
Initial principal amount of term loan							100,000,000
Proceeds from term loan							$ 100,000,000
2020 Term Loan Facility
Debt Instrument [Line Items]
Initial principal amount of term loan		210,000,000
Proceeds from term loan		$ 210,000,000
Long-term debt				182,700,000
Deferred debt issuance costs				3,700,000
Debt instrument, periodic payment				$ 2,600,000
Debt instrument, frequency of periodic payment				quarterly
Debt instrument, date of first required payment				Dec. 31, 2020
Prepayment of term loan facility	$ 23,600,000
ABR Borrowings \| 2020 Credit Facilities
Debt Instrument [Line Items]
Debt Instrument, description of variable rate basis				The ABR is defined as a fluctuating interest rate equal to the greatest of (a) the U.S. Prime Rate published by the Wall Street Journal, (b) the NYFRB Rate plus 0.50% and (c) the Adjusted LIBO Rate for a one-month interest period plus 1.00%.
Debt Instrument, interest rate, basis for effective rate				If the ABR is determined to be less than 1.50%, such rate shall be deemed to be 1.50%.
ABR Borrowings \| 2020 Credit Facilities \| NYFRB Rate
Debt Instrument [Line Items]
Debt instrument, basis spread on variable rate				0.50%
ABR Borrowings \| 2020 Credit Facilities \| Adjusted LIBO Rate
Debt Instrument [Line Items]
Debt instrument, basis spread on variable rate				1.00%
ABR Borrowings \| 2020 Credit Facilities \| Alternate Base Rate
Debt Instrument [Line Items]
Debt Instrument, floor interest rate				1.50%
ABR Borrowings \| 2020 Credit Facilities \| Applicable Rate \| Minimum
Debt Instrument [Line Items]
Debt instrument, interest rate				2.25%
ABR Borrowings \| 2020 Credit Facilities \| Applicable Rate \| Maximum
Debt Instrument [Line Items]
Debt instrument, interest rate				2.75%
Eurodollar Borrowings \| 2020 Credit Facilities
Debt Instrument [Line Items]
Debt Instrument, interest rate, basis for effective rate				If the Adjusted LIBO Rate is determined to be less than 0.50%, such rate shall be deemed to 0.50%.
Eurodollar Borrowings \| 2020 Credit Facilities \| Adjusted LIBO Rate
Debt Instrument [Line Items]
Debt Instrument, floor interest rate				0.50%
Eurodollar Borrowings \| 2020 Credit Facilities \| Applicable Rate \| Minimum
Debt Instrument [Line Items]
Debt instrument, interest rate				3.25%
Eurodollar Borrowings \| 2020 Credit Facilities \| Applicable Rate \| Maximum
Debt Instrument [Line Items]
Debt instrument, interest rate				3.75%
2020 Credit Facilities
Debt Instrument [Line Items]
Credit facilities, maturity date				Sep. 22, 2023

Long-term Debt - Schedule of Expected Future Principal Payments for Borrowings (Details) $ in Thousands	Dec. 31, 2020 USD ($)
Long Term Debt By Maturity [Abstract]
2023	$ 186,375
Debt and issuance costs	186,375
Unamortized debt issuance costs	(3,707)
Total long-term debt	$ 182,668

Commitments and Contingencies - Additional Information (Details) - USD ($)	12 Months Ended
	Dec. 31, 2020	Dec. 31, 2019	Dec. 31, 2018
Commitments And Contingencies Disclosure [Abstract]
Deferred rent liability	$ 400,000	$ 400,000
Rental expense	700,000	500,000	$ 400,000
Contingency reserves for litigation liabilities	$ 0	$ 0

Commitments and Contingencies - Summary of Future Minimum Lease Payments Under Non-cancellable Leases (Details) $ in Thousands	Dec. 31, 2020 USD ($)
Operating Lease Liabilities Payments Due [Abstract]
2021	$ 747
2022	771
2023	780
2024	813
2025	838
Thereafter	652
Total	$ 4,601

Redeemable Class A units, Members' Equity, and Stockholders' Equity - Additional Information (Details) - USD ($)			12 Months Ended
	Oct. 30, 2020	Sep. 23, 2020	Dec. 31, 2020	Dec. 31, 2019	Dec. 31, 2018
Class Of Stock [Line Items]
Preferred stock, authorized			50,000,000
Preferred stock, par value			$ 0.01
Description of common stock voting rights			Holders of Class A and Class B common stock are entitled to one vote per share on all matters to be voted upon by the stockholders. Holders of our Class A common stock and Class B common stock will vote together as a single class on all matters (including the election of directors) submitted to a vote of stockholders, unless otherwise required by law.
Common stock, terms of conversion features			Holders of our Class B common stock are not entitled to receive dividends and will not be entitled to receive any distributions upon the liquidation, dissolution or winding up of the Company. Shares of our Class B common stock are issuable only in connection with the corresponding issuance of an equal number of Class B-1 units. Shares of Class B common stock may only be issued to the extent necessary to maintain the one-to-one ratio between the Class B-1 unit held by the non-controlling interest holders and the number of shares of Class B common stock held by the noncontrolling interest holders. Shares of Class B common stock are transferable only together with an equal number of LLC Interests. Each share of our Class B common stock will be redeemed and cancelled by us if the holder exchanges one Class B-1 unit, together with the corresponding share of Class B common stock, for one share of Class A common stock (or, at our election, cash of an equivalent value).
Common stock, conversion basis			We must, at all times, maintain a one-to-one ratio between the number of outstanding shares of Class A common stock and the number of Class A-1 unit owned by us (subject to certain exceptions for treasury shares and shares underlying certain convertible or exchangeable securities).
Proceeds from initial public offering, net of underwriting discounts and commissions			$ 12,200,000	$ 0.0	$ 0.0
QL Holdings LLC \| QL Holdings LLC and Subsidiaries
Class Of Stock [Line Items]
Borrowings		$ 210,000,000
Class B-1 Units \| QL Holdings LLC and Subsidiaries
Class Of Stock [Line Items]
Common stock held by subsidiary	41,620
Ownership percentage	43.50%
Conversion of redeemable convertible preferred units			284,221
Class A \| QL Holdings LLC and Subsidiaries
Class Of Stock [Line Items]
Members' capital, outstanding				1,136,842
Initial Public Offering (IPO) \| QL Holdings LLC and Subsidiaries \| Intermediate Holdco
Class Of Stock [Line Items]
Proceeds from initial public offering, net of underwriting discounts and commissions			$ 16,300,000
Initial Public Offering (IPO) \| QL Holdings LLC and Subsidiaries \| Intermediate Holdco \| 2020 Term Loan Facility
Class Of Stock [Line Items]
Proceeds from initial public offering, net of underwriting discounts and commissions			23,600,000
Initial Public Offering (IPO) \| Class B-1 Units
Class Of Stock [Line Items]
Number of shares repurchased	4,772,449
Initial Public Offering (IPO) \| Class B-1 Units \| Intermediate Holdco
Class Of Stock [Line Items]
Proceeds from initial public offering, net of underwriting discounts and commissions			$ 84,300,000
Number of shares repurchased			4,772,449
Preferred Stock
Class Of Stock [Line Items]
Preferred stock, authorized			50,000,000
Preferred stock, par value			$ 0.01
Class A Common
Class Of Stock [Line Items]
Common stock, authorized			1,000,000,000
Common stock, par value			$ 0.01
Common stock, outstanding			33,400,000
Class A Common \| Initial Public Offering (IPO)
Class Of Stock [Line Items]
Shares issued	7,027,606
Public offering price, per share	$ 19.00
Proceeds from initial public offering, net of underwriting discounts and commissions	$ 124,200,000
Class A Common \| Underwriters' Over-allotment Option
Class Of Stock [Line Items]
Shares issued	769,104
Class B Common
Class Of Stock [Line Items]
Common stock, authorized			100,000,000
Common stock, par value			$ 0.01
Common stock, outstanding	25,536,043		25,500,000
Redeemable Class A \| QL Holdings LLC and Subsidiaries
Class Of Stock [Line Items]
Redeemable units				284,211

Equity-based Compensation Plans - Additional Information (Details)		1 Months Ended	12 Months Ended
	Oct. 30, 2020 USD ($) Employee	Oct. 31, 2020 shares	Dec. 31, 2020 USD ($) shares	Dec. 31, 2019 USD ($)	Dec. 31, 2018 USD ($)
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Compensation cost capitalized			$ 0	$ 0	$ 0
Vesting period			4 years
Vesting percentage			25.00%
Restricted Stock Units
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Share-based compensation arrangement by share-based payment award, equity Instruments other than options, Grants in Period \| shares			5,822,790
Unrecognized compensation cost			$ 109,700,000
Weighted average period of recognition			2 years 10 months 6 days
Fair value units vested			$ 13,000,000	0	0
QLH Class B Profits Interests
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Compensation cost capitalized			800,000	1,300,000	0
Number of employees or beneficiaries exchanged \| Employee	43
Cash used to settle redemptions			19,400,000	5,800,000	0
Employee service share based compensation redemption amount not in excess of fair value.			18,600,000	4,500,000	0
QLH Class B Profits Interests \| Initial Public Offering (IPO)
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Incremental compensation costs	$ 2,700,000		0
Employee service share based compensation cash flow effect cash used to settle portion of awards			$ 15,900,000
QLH Restricted Class B-1 Units
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Vesting period			4 years
Vesting percentage			25.00%
Omnibus Incentive Plan \| Restricted Stock Units
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Terms		The restricted stock units represent the right to receive one share of Company Class A common stock.
Class B Units \| QLH Class B Restricted Unit Plan \| Four-year Vesting Period
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Vesting period			4 years
Vesting percentage			25.00%
QLH Class B-1 Units
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Unrecognized compensation cost			$ 1,400,000
Weighted average period of recognition			3 years
Fair value units vested			$ 2,000,000	0	0
Units and shares authorized \| shares			6,470,599
QLH Class B-1 Units \| QLH Class B Profits Interests \| Initial Public Offering (IPO)
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Share-based compensation arrangement by share-based payment award, equity Instruments other than options, Grants in Period \| shares			6,470,599
QLH Class B-1 Units \| QLH Restricted Class B-1 Units
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Share-based compensation arrangement by share-based payment award, equity Instruments other than options, Grants in Period \| shares			6,470,599
Company Restricted Class A Shares
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Units and shares authorized \| shares			6,470,599
Unvested Company Class A Shares
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Unrecognized compensation cost			$ 3,300,000
Weighted average period of recognition			3 years 21 days
Fair value units vested			$ 4,500,000	$ 0	$ 0
Minimum \| Omnibus Incentive Plan \| Restricted Stock Units
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Vesting period		3 years
Requisite service period		3 years
Maximum \| Omnibus Incentive Plan \| Restricted Stock Units and Other Equity-based Awards
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Number of units that can be issued or granted \| shares		12,506,550
Maximum \| Omnibus Incentive Plan \| Restricted Stock Units
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Vesting period		4 years
Requisite service period		4 years
Maximum \| Class B Units \| QLH Class B Restricted Unit Plan \| Profits Interests to Directors, Employees, Managers, Independent Contractors, and Advisors
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Number of units that can be issued or granted \| shares			177,300

Equity-based Compensation Plans - Summary of Equity-based Compensation Cost Recognized (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2020	Dec. 31, 2019	Dec. 31, 2018
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Equity-based compensation expense	$ 25,536	$ 3,594	$ 824
Total income tax benefit recognized related to equity-based compensation	3,088
QLH Class B Units
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Equity-based compensation expense	5,556	$ 3,594	$ 824
QLH Restricted Class B-1 Units
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Equity-based compensation expense	90
Restricted Class A Shares
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Equity-based compensation expense	211
Restricted Stock Units
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Equity-based compensation expense	$ 19,679

Equity-based Compensation Plans - Schedule of Equity-based Compensation Expense (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2020	Dec. 31, 2019	Dec. 31, 2018
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Equity-based compensation expense	$ 25,536	$ 3,594	$ 824
Cost of Revenue
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Equity-based compensation expense	2,809	181	54
Sales and Marketing
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Equity-based compensation expense	6,544	1,384	425
Product Development
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Equity-based compensation expense	4,723	532	167
General and Administrative
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Equity-based compensation expense	$ 11,460	$ 1,497	$ 178

Equity-based Compensation Plans - Schedule of Option Pricing Model Assumptions for Determining Fair Value of Class B Units - (Details) - QLH Class B Profits Interests	12 Months Ended
	Dec. 31, 2020	Dec. 31, 2019	Dec. 31, 2018
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Expected volatility, Minimum	70.00%	70.00%	50.00%
Expected volatility, Maximum	88.00%	75.00%	55.00%
Risk-free interest rate	0.11%	1.58%	2.57%
Risk-free interest rate	1.41%	2.19%	2.74%
Discount for lack of marketability		30.00%	30.00%
Minimum
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Expected term (in years)	6 months	2 years	3 years
Discount for lack of marketability	25.00%
Maximum
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Expected term (in years)	2 years	3 years	5 years
Discount for lack of marketability	30.00%

Equity-based Compensation Plans - Summary of Class B Units' Activity (Details) - QLH Class B Units - QLH Class B Profits Interests - USD ($) $ / shares in Units, $ in Thousands	12 Months Ended
	Dec. 31, 2020	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Number of units, Beginning balance	163,800	98,090	81,590
Number of units, Granted	25,500	100,738	19,000
Number of units, Repurchased	(8,568)	(31,799)
Number of units, Forfeited	(3,432)	(3,229)	(2,500)
Number of units, Settled or cancelled	(177,300)
Number of units, Ending balance		163,800	98,090
Weighted average grant date fair value/unit, Beginning balance	$ 61.62	$ 45.25	$ 41.36
Weighted average grant date fair value/unit, Granted	105.85	71.69	62.08
Weighted average grant date fair value/unit, Repurchased	51.03	44.61
Weighted average grant date fair value/unit, Forfeited	74.22	46.09	46.09
Weighted average grant date fair value/unit, Settled or cancelled	$ 68.25
Weighted average grant date fair value/unit, Ending balance		$ 61.62	$ 45.25
Aggregate intrinsic value		$ 28,622	$ 22,244	$ 6,274

Equity-based Compensation Plans - Summary of Class B Units' Activity (Parenthetical) (Details) - QLH Class B Profits Interests	12 Months Ended
	Dec. 31, 2020 shares	Dec. 31, 2019 shares	Dec. 31, 2018 shares	Dec. 31, 2017 shares
QLH Class B Units
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Share-based compensation arrangement by share-based payment award, outstanding, number		163,800	98,090	81,590
QLH Class B Units \| Initial Public Offering (IPO)
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Concurrent stock split ratio	44
Number of vested units	902,847
Share-based compensation arrangement by share-based payment award, outstanding, number	0
QLH Class B-1 Units \| Initial Public Offering (IPO)
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Share-based compensation arrangement by share-based payment award, equity Instruments other than options, Grants in Period	6,470,599

Equity-based Compensation Plans - Summary of Unvested Unit Activity (Details)	12 Months Ended
	Dec. 31, 2020 $ / shares shares
RSUs
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Number of Units, Granted \| shares	5,822,790
Number of Units, Vested \| shares	(339,914)
Number of Units, Unvested and outstanding, Ending balance \| shares	5,482,876
Weighted average grant date fair value/unit, Granted \| $ / shares	$ 22.22
Weighted average grant-date fair value, Vested \| $ / shares	38.39
Weighted average grant-date fair value, Unvested and outstanding, Ending balance \| $ / shares	$ 21.22
QLH Class B-1 Units
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Number of Units, Granted \| shares	583,398
Number of Units, Vested \| shares	(53,047)
Number of Units, Forfeited \| shares	(5,667)
Number of Units, Unvested and outstanding, Ending balance \| shares	524,684
Weighted average grant-date fair value,Granted \| $ / shares	$ 2.79
Weighted average grant-date fair value, Vested \| $ / shares	1.77
Weighted average grant-date fair value, Forfeited \| $ / shares	1.93
Weighted average grant-date fair value, Unvested and outstanding, Ending balance \| $ / shares	$ 2.90
Restricted Class A Shares
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Number of Units, Granted \| shares	1,210,253
Number of Units, Vested \| shares	(120,516)
Number of Units, Forfeited \| shares	(28,132)
Number of Units, Unvested and outstanding, Ending balance \| shares	1,061,605
Weighted average grant date fair value/unit, Granted \| $ / shares	$ 3.21
Weighted average grant-date fair value, Vested \| $ / shares	1.72
Weighted average grant date fair value/unit, Forfeited \| $ / shares	1.93
Weighted average grant-date fair value, Unvested and outstanding, Ending balance \| $ / shares	$ 3.41

Income Taxes - Summary of Income Before Income Taxes (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2020	Dec. 31, 2019	Dec. 31, 2018
Income Tax Disclosure [Abstract]
United States	$ 9,048
Foreign	247
Income before income taxes	$ 9,295	$ 17,820	$ 18,125

- Definition

Amount of income (loss) from continuing operations, including income (loss) from equity method investments, before deduction of income tax expense (benefit), and income (loss) attributable to noncontrolling interest.

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+ Details

Income Taxes - Summary of Components of Income Tax Expense (Details) $ in Thousands	12 Months Ended
	Dec. 31, 2020 USD ($)
Current income tax expense (benefit)
Federal	$ (417)
State	(438)
Foreign	51
Current income tax expense (benefit)	(804)
Deferred income tax expense (benefit)
Federal	(354)
State	(108)
Foreign	(1)
Deferred income tax expense (benefit)	(463)
Income tax (benefit)	$ (1,267)

Income Taxes - Summary of Reconciliation of Statutory Income Tax Rate to Effective Income Tax Rate (Details)	12 Months Ended
	Dec. 31, 2020	Dec. 31, 2019	Dec. 31, 2018
Effective Income Tax Rate Continuing Operations Tax Rate Reconciliation [Abstract]
Statutory federal tax rate	21.00%	21.00%	21.00%
Income attributable to noncontrolling interests and nontaxable income	(33.30%)	(21.00%)	(21.00%)
State income taxes, net of federal benefit	(1.10%)
Transaction costs	3.40%
Change in uncertain tax positions	(3.30%)
Other	(0.10%)	0.00%
Effective income tax rate	(13.40%)	0.00%	0.00%

Income Taxes - Additional Information (Details) - USD ($)		12 Months Ended
	Oct. 27, 2020	Dec. 31, 2020	Dec. 31, 2019	Dec. 31, 2018
Income Tax Disclosure [Line Items]
Effective income tax rate		(13.40%)	0.00%	0.00%
Statutory federal tax rate		21.00%	21.00%	21.00%
Operating loss carryforwards, expiration year		2028
Valuation allowance		$ 1,906,000
Uncertain tax benefits			$ 0	$ 0
Liability for unrecognized tax benefits		2,300,000
Unrecognized tax benefits if recognized would impact effective tax rate		2,300,000
Accrued interest and penalties		700,000	$ 700,000
White Mountains Capital, Inc. of Intermediate Holdco
Income Tax Disclosure [Line Items]
Indemnification asset uncertain tax position		$ 1,800,000
White Mountains Capital, Inc. of Intermediate Holdco \| Tax Receivables Agreement
Income Tax Disclosure [Line Items]
Percentage of cash savings required to pay up on agreement	85.00%	85.00%
Percentage of expected benefit from remaining cash savings under the agreement		15.00%
Insignia and Senior Executives \| Tax Receivables Agreement
Income Tax Disclosure [Line Items]
Percentage of cash savings required to pay up on agreement	85.00%	85.00%
Percentage of expected benefit from remaining cash savings under the agreement		15.00%
State and Local
Income Tax Disclosure [Line Items]
Net operating loss carryforwards		$ 13,700,000
Net operating loss carryforwards subject to expiration		$ 300,000
Open tax years		2015 2016 2017 2018
Foreign
Income Tax Disclosure [Line Items]
Tax credit carryforward, description		Company had foreign tax credit carryforwards of $1.0 million, which will begin to expire in 2028.
Tax credit carryforwards		$ 1,000,000
Tax credit carryforward, expiration year		2028
Open tax years		2018 2019
Federal
Income Tax Disclosure [Line Items]
Open tax years		2017 2018 2019

Income Taxes - Summary of Deferred Tax Assets and Liabilities (Details) $ in Thousands	Dec. 31, 2020 USD ($)
Deferred tax assets:
Investment in partnership	$ 25,443
Net operating loss carryforwards and tax credits	1,906
Tax receivable agreement	5,324
Other	846
Total	33,519
Valuation allowance	(1,906)
Total deferred tax assets	31,613
Deferred tax liabilities:
Deferred tax assets	$ 31,613

Income Taxes - Reconciliation of Beginning and Ending Amount of Unrecognized Tax Benefits (Details) $ in Thousands	12 Months Ended
	Dec. 31, 2020 USD ($)
Reconciliation Of Unrecognized Tax Benefits Excluding Amounts Pertaining To Examined Tax Returns Roll Forward
Increase related to Reorganization Transactions	$ 1,925
Increase related to current year tax positions	731
Decrease related to lapse in applicable statute of limitations	(385)
Ending balance	$ 2,271

Net Loss Per Share - Summary of Reconciliation of Numerator and Denominator used in Calculation of Basic and Diluted Net Loss Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands	2 Months Ended	3 Months Ended								12 Months Ended
	Dec. 31, 2020	Dec. 31, 2020	Sep. 30, 2020	Jun. 30, 2020	Mar. 31, 2020	Dec. 31, 2019	Sep. 30, 2019	Jun. 30, 2019	Mar. 31, 2019	Dec. 31, 2020	Dec. 31, 2019	Dec. 31, 2018
Numerator:
Net income	$ (8,604)	$ (13,238)	$ 4,819	$ 10,146	$ 8,835	$ 10,377	$ 7,763	$ 4,959	$ (5,279)	$ 10,562	$ 17,820	$ 18,125
Net (loss) attributable to non-controlling interest	(4,238)	(4,238)								(4,238)
Net income attributable to MediaAlpha, Inc.	$ (4,366)	$ (4,366)								$ (4,366)
Denominator:
Weighted average shares of Class A common stock outstanding - basic and diluted										32,134,170,000
Net (loss) per share of Class A common stock - basic and diluted		$ (0.14)								$ (0.14)
Class A Common
Denominator:
Weighted average shares of Class A common stock outstanding - basic and diluted	32,134,170
Net (loss) per share of Class A common stock - basic and diluted	$ (0.14)

- 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

Net Loss Per Share - Summary of Potential Dilutive Shares (Details)	12 Months Ended
	Dec. 31, 2020 shares
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]
Potential dilutive shares	32,116,477
Class B / B-1 Units \| QL Holdings LLC
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]
Potential dilutive shares	25,571,996
Restricted Class A Shares
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]
Potential dilutive shares	1,061,605
Restricted Stock Units
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]
Potential dilutive shares	5,482,876

Non-Controlling Interest - Additional Information (Details) - QLH	Dec. 31, 2020	Dec. 31, 2019
Minority Interest [Line Items]
Non-controlling interests owned	42.90%	0.00%
Remaining non-controlling interests owned	57.10%

Selected Quarterly Financial Data (Unaudited) - Schedule of Selected Unaudited Consolidated Statement of Operations Information (Details) - USD ($) $ / shares in Units, $ in Thousands	2 Months Ended	3 Months Ended								12 Months Ended
	Dec. 31, 2020	Dec. 31, 2020	Sep. 30, 2020	Jun. 30, 2020	Mar. 31, 2020	Dec. 31, 2019	Sep. 30, 2019	Jun. 30, 2019	Mar. 31, 2019	Dec. 31, 2020	Dec. 31, 2019	Dec. 31, 2018
Condensed Income Statements Captions [Line Items]
Revenue		$ 190,205	$ 151,548	$ 123,616	$ 119,445	$ 126,148	$ 110,397	$ 89,111	$ 82,349	$ 584,814	$ 408,005	$ 296,910
Income (loss) from Operations		(11,127)	8,431	11,681	10,550	12,139	9,683	7,335	(4,316)	19,535	24,841	19,319
Net income	$ (8,604)	(13,238)	4,819	10,146	8,835	10,377	7,763	4,959	(5,279)	10,562	17,820	18,125
Net (loss) attributable to non-controlling interest	(4,238)	(4,238)								(4,238)
Net income attributable to MediaAlpha, Inc.	$ (4,366)	$ (4,366)								$ (4,366)
Net (loss) per share of Class A common stock - basic and diluted		$ (0.14)								$ (0.14)
QL Holdings LLC
Condensed Income Statements Captions [Line Items]
Net income		$ (4,634)	$ 4,819	$ 10,146	$ 8,835	$ 10,377	$ 7,763	$ 4,959	$ (5,279)	$ 19,166	$ 17,820	$ 18,125

- Definition

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

+ References

+ Details

- Definition

The consolidated profit or loss for the period, net of income taxes, including the portion attributable to the noncontrolling interest.

Schedule I - Valuation and Qualifying Accounts and Allowances (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2020	Dec. 31, 2019	Dec. 31, 2018
Deferred Tax Valuation Allowance
Valuation And Qualifying Accounts Disclosure [Line Items]
Additions during the period	$ 1,906
Balance at End of period	1,906
Allowance for Doubtful Accounts
Valuation And Qualifying Accounts Disclosure [Line Items]
Balance at Beginning of the period	302	$ 480	$ 40
Additions during the period	526	354	532
Write-offs	(388)	(532)	(92)
Balance at End of period	$ 441	$ 302	$ 480