0001558370-21-008828 | 10-Q | XBRL Viewer

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Document and Entity Information - shares	3 Months Ended
Document and Entity Information - shares	May 31, 2021	Jun. 30, 2021
Document and Entity Information [Abstract]
Document Type	10-Q
Document Quarterly Report	true
Document Transition Report	false
Document Period End Date	May 31, 2021
Entity File Number	001-39348
Entity Registrant Name	ACCOLADE, INC.
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	01-0969591
Entity Address State Or Province	WA
Entity Address, Address Line One	1201 Third Avenue
Entity Address, Address Line Two	Suite 1700
Entity Address, City or Town	Seattle
Entity Address, Postal Zip Code	98101
City Area Code	206
Local Phone Number	926-8100
Title of 12(b) Security	Common Stock, $0.0001 par value per share
Trading Symbol	ACCD
Security Exchange Name	NASDAQ
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	true
Entity Ex Transition Period	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		66,073,740
Entity Central Index Key	0001481646
Current Fiscal Year End Date	--02-28
Document Fiscal Year Focus	2022
Document Fiscal Period Focus	Q1
Amendment Flag	false

Condensed Consolidated Balance Sheets (unaudited) - USD ($) $ in Thousands	May 31, 2021	Feb. 28, 2021
Current assets:
Cash and cash equivalents	$ 325,508	$ 433,884
Marketable securities	99,998
Accounts receivable, net	15,311	9,112
Unbilled revenue	2,711	2,725
Current portion of deferred contract acquisition costs	2,471	2,210
Current portion of deferred financing fees	23	93
Prepaid and other current assets	7,435	5,957
Total current assets	453,457	453,981
Property and equipment, net	12,157	9,227
Goodwill	214,177	4,013
Intangible assets, net	203,498	604
Deferred contract acquisition costs	6,451	6,067
Other assets	1,752	1,618
Total assets	891,492	475,510
Current liabilities:
Accounts payable	7,089	7,390
Accrued expenses	7,498	4,845
Accrued compensation	25,027	35,379
Deferred rent and other current liabilities	1,763	567
Due to customers	6,495	5,015
Current portion of deferred revenue	32,907	25,879
Contingent consideration liabilities	86,708
Total current liabilities	167,487	79,075
Convertible notes, net of unamortized issuance costs	279,434
Deferred rent and other noncurrent liabilities	7,014	5,192
Deferred revenue	448	395
Total liabilities	454,383	84,662
Commitments (note 11)
Stockholders' equity
Common stock par value $0.0001; 500,000,000 shares authorized; 58,808,792 and 55,699,052 shares issued and outstanding at May 31, 2021 and February 28, 2021, respectively	6	6
Additional paid-in capital	857,330	762,362
Accumulated deficit	(420,227)	(371,520)
Total stockholders' equity	437,109	390,848
Total liabilities and stockholders' equity	$ 891,492	$ 475,510

Condensed Consolidated Balance Sheets (unaudited) (Parenthetical) - $ / shares	May 31, 2021	Feb. 28, 2021
Condensed Consolidated Balance Sheets (unaudited)
Common stock, par value	$ 0.0001	$ 0.0001
Common stock, shares authorized	500,000,000	500,000,000
Common stock, shares issued	58,808,792	55,699,052
Common stock, shares outstanding	58,808,792	55,699,052

Condensed Consolidated Statements of Operations (unaudited) - USD ($) $ in Thousands	3 Months Ended
	May 31, 2021	May 31, 2020
Condensed Consolidated Statements of Operations (unaudited)
Revenue	$ 59,527	$ 35,894
Cost of revenue, excluding depreciation and amortization	35,936	22,239
Operating expenses:
Product and technology	15,939	11,370
Sales and marketing	14,509	7,315
General and administrative	22,002	5,667
Depreciation and amortization	8,696	1,928
Change in fair value of contingent consideration	10,460
Total operating expenses	71,606	26,280
Loss from operations	(48,015)	(12,625)
Interest expense, net	(618)	(1,282)
Other expense	(55)	(15)
Loss before income taxes	(48,688)	(13,922)
Income tax expense	(19)	(38)
Net loss	$ (48,707)	$ (13,960)
Net loss per share, basic and diluted	$ (0.84)	$ (1.86)
Weighted-average common shares outstanding, basic and diluted	58,261,233	7,524,016

Condensed Consolidated Statements of Convertible Preferred Stock and Stockholders' Equity (Deficit) (unaudited) - USD ($) $ in Thousands	Convertible Preferred Stock	Common stock	Additional paid-in capital	Accumulated deficit	Total
Balance at Feb. 29, 2020		$ 2	$ 64,071	$ (320,868)	$ (256,795)
Balance (shares) at Feb. 29, 2020		6,033,450
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Exercise of stock options and common stock warrants			2,999		2,999
Exercise of stock options and common stock warrants (shares)	0	347,807
Stock-based compensation expense			1,259		1,259
Net loss				(13,960)	(13,960)
Balance at May. 31, 2020		$ 2	68,329	(334,828)	(266,497)
Balance (shares) at May. 31, 2020		6,381,257
Balance at Feb. 29, 2020	$ 233,022
Balance (shares) at Feb. 29, 2020	19,513,939
Balance at May. 31, 2020	$ 233,022
Balance (shares) at May. 31, 2020	19,513,939
Balance at Feb. 29, 2020		$ 2	64,071	(320,868)	(256,795)
Balance (shares) at Feb. 29, 2020		6,033,450
Balance at Feb. 28, 2021		$ 6	762,362	(371,520)	390,848
Balance (shares) at Feb. 28, 2021		55,699,052
Balance at Feb. 29, 2020	$ 233,022
Balance (shares) at Feb. 29, 2020	19,513,939
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Issuance of common stock in connection with acquisition			116,187		116,187
Issuance of common stock in connection with acquisition (shares)		2,822,242
Exercise of stock options and common stock warrants	$ 0	$ 0	2,141	0	2,141
Exercise of stock options and common stock warrants (shares)	0	236,982
Purchase of capped calls			(34,503)		(34,503)
Issuance of common stock in connection with the employee stock purchase plan			1,948		1,948
Common stock issued		50,516
Issuance of replacement awards in connection with acquisition			1,520		1,520
Stock-based compensation expense			7,675		7,675
Net loss				(48,707)	(48,707)
Balance at May. 31, 2021		$ 6	$ 857,330	$ (420,227)	$ 437,109
Balance (shares) at May. 31, 2021		58,808,792

Condensed Consolidated Statements of Cash Flows (unaudited) - USD ($) $ in Thousands	3 Months Ended
	May 31, 2021	May 31, 2020
Cash flows from operating activities:
Net loss	$ (48,707)	$ (13,960)
Adjustments to reconcile net loss to net cash used in Operating activities:
Depreciation and amortization expense	8,696	1,928
Amortization of deferred contract acquisition costs	602	393
Change in fair value of contingent consideration	10,460
Noncash interest expense	379	141
Stock-based compensation expense	7,675	1,259
Changes in operating assets and liabilities, net of effect of acquisition:
Accounts receivable and unbilled revenue	(409)	(2,016)
Accounts payable and accrued expenses	268	(1,683)
Deferred contract acquisition costs	(507)	(647)
Deferred revenue and due to customers	7,643	5,159
Accrued compensation	(13,247)	2,789
Deferred rent and other liabilities	(82)	146
Other assets	(385)	(1,826)
Net cash used in operating activities	(27,614)	(8,317)
Cash flows from investing activities:
Purchase of marketable securities	(99,998)
Capitalized software development costs		(289)
Purchases of property and equipment	(701)	(249)
Cash paid for acquisition, net of cash acquired	(228,013)
Net cash used in investing activities	(328,712)	(538)
Cash flows from financing activities:
Payments of initial public offering costs		(721)
Proceeds from stock option and warrant exercises	1,991	2,937
Payments of equity issuance costs	(23)
Payment of debt issuance costs	(8,101)
Payment for purchase of capped calls	(34,443)
Proceeds from stock purchases under employee stock purchase plan	1,026
Proceeds from borrowings on debt	287,500	51,166
Net cash provided by financing activities	247,950	53,382
Net increase (decrease) in cash and cash equivalents	(108,376)	44,527
Cash and cash equivalents, beginning of period	433,884	33,155
Cash and cash equivalents, end of period	325,508	77,682
Supplemental cash flow information:
Interest paid	51	586
Fixed assets included in accounts payable	292	42
Other receivable related to stock option exercises	247	234
Income taxes paid	31	13
Common stock issued in connection with acquisition	116,187
Replacement awards issued in connection with acquisition	1,520
Debt issuance and offering costs included in accounts payable and accrued expenses	$ 304	$ 2,474

Background

3 Months Ended

May 31, 2021

Background

Background

(1) Background

The entity was initially organized as a limited liability company under the name Accretive Care LLC in Delaware on January 23, 2007. On June 14, 2010, the entity converted from a limited liability company to a Delaware corporation and changed its name to Accolade, Inc. (Accolade or together with its subsidiaries, the Company). Accolade’s offices and operations are in Seattle, Washington; Plymouth Meeting, Pennsylvania; Houston, Texas; Scottsdale, Arizona; Santa Monica, California; and Prague, Czech Republic.

The Company provides personalized, technology-enabled solutions that help people better understand, navigate, and utilize the healthcare system and their workplace benefits. The Company’s customers are primarily employers that contract with Accolade to provide their employees and their employees’ families (the members) a single place to turn for their health, healthcare, and benefits needs. The Company also offers expert medical opinion services to employer customers through the acquisition of Innovation Specialists LLC d/b/a 2nd.MD (2nd.MD). With the acquisition of Plushcare, Inc. (PlushCare), the Company offers virtual primary care services, both directly to consumers and to employer customers. These services are designed to drive better healthcare outcomes and increased satisfaction for the participants while lowering costs for the payor. The Company provides its services to customers throughout the United States.

Basis of Presentation and Summary of Significant Accounting Policies

3 Months Ended

May 31, 2021

Basis of Presentation and Summary of Significant Accounting Policies

Basis of Presentation and Summary of Significant Accounting Policies

(2) Basis of Presentation and Summary of Significant Accounting Policies

The Company’s significant accounting policies are disclosed in the audited financial statements for the year ended February 28, 2021 appearing in the Company’s Annual Report on Form 10-K and filed with the Securities and Exchange Commission (the SEC) on May 7, 2021.

(a) Basis of Presentation and Principles of Consolidation

Accolade’s consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (U.S. GAAP) and include the Company’s accounts and those of the Company’s wholly owned subsidiaries. All significant intercompany balances and transactions have been eliminated in consolidation.

(b) Unaudited Interim Financial Statements

The accompanying consolidated financial statements and the related footnote disclosures are unaudited. The unaudited consolidated interim financial statements have been prepared on the same basis as the annual audited consolidated financial statements and, in the opinion of management, reflect all adjustments, which include only normal recurring adjustments, necessary for the fair statement of the Company’s interim consolidated financial position as of May 31, 2021 and the results of its operations and its cash flows for the three months ended May 31, 2021 and 2020. The results for the three months ended May 31, 2021, are not necessarily indicative of results to be expected for the year ending February 28, 2022, any other interim periods, or any future year or period. The Company’s management believes that the disclosures are adequate to make the information presented not misleading when read in conjunction with the audited consolidated financial statements and accompanying notes for the year ended February 28, 2021.

Costs related to software acquired, developed, or modified solely to meet the Company’s internal requirements, including tools that enable the Company’s employees to interact with members and their providers, with no substantive plans to market such software at the time of development, are capitalized. Costs incurred during the preliminary planning and evaluation stage of the project and during the post-implementation operational stage are expensed as incurred. Costs related to minor upgrades, minor enhancements, and maintenance activities are expensed as incurred. Costs incurred during the application development stage of the project are capitalized. Internal-use software is included in property and equipment and is amortized on a straight-line basis over 3 years.

For the three months ended May 31, 2021 and 2020, the Company capitalized $0 and $289, respectively, for internal-use software. Amortization expense related to capitalized internal-use software during the three months ended May 31, 2021 and 2020 was $1,214 and $1,011, respectively.

(d) Intangible Assets

As part of the acquisition of 2nd.MD in March 2021, (Note 4), the Company acquired intangible assets in the form of developed technology, customer relationships, trade name, supplier-based network, and non-compete agreements in the amount of $209,500. These intangible assets are subject to amortization and are being amortized on a straight-line basis over their estimated useful lives which vary from 3 to 20 years. Amortization expense related to the intangible assets was $6,243 during the three months ended May 31, 2021.

As part of the acquisition of MD Insider, Inc. (MDI) in July 2019 (Note 4), the Company acquired an intangible asset in the form of acquired technology in the amount of $2,900. This intangible asset is subject to amortization and was amortized on the straight-line basis over its estimated useful life of two years. Amortization expense related to the intangible asset was $362 and $362 during the three months ended May 31, 2021 and 2020, respectively.

The caption “Acquired technology, net” included on the balance sheet in previous filings has been changed to “Intangible assets, net” as of May 31, 2021.

(e) Concentration of Credit Risk

Financial instruments that potentially subject us to credit risk consist principally of cash, cash equivalents, and marketable securities. The Company maintains its cash primarily with domestic financial institutions of high credit quality, which may exceed federal deposit insurance corporation limits. The Company invests its cash equivalents in highly rated money market funds. Marketable securities are comprised of United States treasury bills with original maturities of 120 days. The Company has not experienced any losses in such accounts. The Company believes it is not exposed to any significant credit risk on cash, cash equivalents, and marketable securities and performs periodic evaluations of the credit standing of such institutions.

Significant customers are those which represent 10% or more of the Company’s revenue during the periods. For each significant customer, revenue as a percentage of total revenue was as follows:


	For the three months ended May 31,
	2021		2020
Customer 1	11.9	%	20.2	%
Customer 2	6.2	%	10.9	%
Customer 3	5.1	%	10.9	%
Total	23.2	%	42.0	%

Accounts receivable outstanding related to these customers at May 31, 2021 was as follows:


	May 31, 2021
Customer 1	$	2,208
Customer 2		117
Customer 3		1,551

(f) Marketable securities

The Company classifies its marketable securities as available-for-sale, which include U.S. treasury bills with original maturities of greater than three months. These securities are carried at fair market value. The total unrealized gain related to the marketable securities was inconsequential during the three months ended May 31, 2021.

(g) New Accounting Pronouncements Not Yet Adopted

Leases: In February 2016, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) 2016-02, Leases (Topic 842). In July 2018, the FASB issued ASU No. 2018-10, Codification Improvements to Topic 842, Leases, and ASU No. 2018-11, Leases (Topic 842), Targeted Improvements, which affect certain aspects of the previously issued guidance. In December 2018, the FASB issued ASU No. 2018-20, Narrow-Scope Improvements for Lessor, Leases (Topic 842), which provides guidance on sales tax and other taxes collected from lessees. In March 2019, the FASB issued ASU No. 2019-01, Codification Improvements to Topic 842, Leases, which affect certain aspects of the previously issued guidance. Amendments include an additional transition method that allows entities to apply the new standard on the adoption date and recognize a cumulative effect adjustment to the opening balance of retained earnings, as well as a new practical expedient for lessors. In June 2020, the FASB issued ASU 2020-05, Revenue from Contracts with Customers (Topic 606) and Leases (Topic 842) Effective Dates for Certain Entities, which delayed the adoption period of Topic 842. The guidance (collectively ASC 842) will require lessees to put all leases on their balance sheets, whether operating or financing, while continuing to recognize the expenses on their income statements in a manner similar to current practice. ASC 842 states that a lessee would recognize a lease liability for the obligation to make lease payments and a right-to-use asset for the right to use the underlying asset for the lease term. ASC 842 is effective for the Company for its fiscal year ending February 28, 2023, and interim periods within the fiscal year ending February 29, 2024. Early adoption is permitted. The Company is evaluating the accounting, transition and disclosure requirements of the standard and cannot currently estimate the financial statement impact of adoption.

Credit Losses: In June 2016, the FASB issued ASU No. 2016-13 Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments. ASU 2016-13 introduces the current expected credit loss (CECL) model, which will require entities to estimate an expected lifetime credit loss on financial assets ranging from short-term trade accounts receivable to long-term financings. ASU 2016-13 is effective for the Company for its fiscal year ending February 28, 2024. Early adoption is permitted. The Company does not believe that this standard will have a material impact on the Company’s consolidated financial statements and related footnote disclosures.

Internal Use Software: In August 2018, the FASB issued 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, which aligns the requirements for capitalizing implementation costs incurred in a cloud computing arrangement that is a service contract with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use-software. This ASU is effective for the Company’s fiscal year ending February 28, 2022, and interim periods within its fiscal year ending February 28, 2023. Early adoption is permitted. The Company is evaluating the accounting, transition and disclosure requirements of the standard and cannot currently estimate the financial statement impact of adoption.

(h) Recently Adopted Accounting Pronouncements

In August 2020, the FASB issued ASU No. 2020-06, Debt–Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging–Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity (ASU 2020-06), which simplifies the accounting for convertible instruments by reducing the number of accounting models available for convertible debt instruments. This guidance also eliminates the treasury stock method to calculate diluted earnings per share for convertible instruments and requires the use of the if-converted method. The Company early adopted the ASU effective March 1, 2021 using the modified retrospective method of adoption and is applying this ASU to the convertible debt transaction entered into in March 2021.

Revenue

3 Months Ended

May 31, 2021

Revenue

Revenue

(3) Revenue

The Company earns revenue from its customers by providing personalized health guidance solutions and expert medical opinion services to members. The Company’s solutions allow its members to interact with its Accolade Health Assistants and clinicians as well as medical specialists through various means of communication, including telephony and secure messaging and via its mobile application and member portal. The Company prices its personalized health guidance solutions using a recurring per-member-per-month fee (PMPM), typically with a portion of the fee calculated as the product of a fixed rate times the number of members (fixed PMPM fee), plus a variable PMPM fee calculated as the product of a variable rate times the number of members (variable PMPM fee). The fees associated with the variable PMPM fee can be earned through the achievement of performance metrics and/or the realization of healthcare cost savings resulting from the utilization of the Company’s services. Collectively, the fixed PMPM fee and variable PMPM fee are referred to as the total PMPM fee. The Company’s PMPM pricing varies by contract. In certain contracts, the maximum total PMPM fee varies during the contract term (total PMPM rate increases or decreases annually), while in other contracts, the total PMPM maximum fee is consistent over the term, yet the fixed and variable portions vary. For example, in certain contracts the fixed PMPM fee increases on an annual basis while the variable PMPM fee decreases on an annual basis, resulting in the same total PMPM fee throughout the term of the contract.

The Company prices its expert medical opinion services using a recurring PMPM fee or a per-consultation fixed case rate. The fees associated with the PMPM fee for expert medical opinion services may be tiered based upon the customer’s utilization percentages. Similar to the personalized health guidance solutions, a percentage of PMPM fees and per-consultation fixed case rate fees related to expert medical opinion services is typically variable and can be earned through the achievement of performance metrics and/or the realization of healthcare cost savings resulting from the utilization of the Company’s services.

At contract inception, the Company assesses the type of services being provided and assesses the performance obligations in the contract. The Company’s contracts for personalized health guidance solutions and expert medical opinion services generally include two performance obligations: stand ready services as discussed in the following sentence and reporting. The Company’s contracts include stand ready services to provide eligible participants with access to the Company’s services and to perform an unspecified quantity of interactions with members during the contract period. Accordingly, the Company’s services are generally viewed as stand ready performance obligations comprised of a series of distinct daily services that are substantially the same and have the same pattern of transfer. For the stand ready services related to personalized health guidance solutions, the Company satisfies these performance obligations over time and recognizes revenue related to its services as the services are provided using a measure of progress based upon the actual number of members eligible for the service during the respective period as a percentage of the estimated members expected to be eligible for the service over the term of the contract. The Company believes a measure of progress based on the number of members is the most appropriate measurement of control of the services being transferred to the customer as the amount of internal resources necessary to stand ready is directly correlated to the number of members who can use the services. For the stand ready services related to expert medical opinion services, the Company satisfies these performance obligations over time and recognizes revenue in the amount of consideration for which it has the right to invoice using the as-invoiced practical expedient. In addition, the Company’s contracts may include additional add-on services as separate performance obligations that are also considered stand ready services. These add-on services have the same pattern of transfer and revenue recognition as discussed above.

As of May 31, 2021, $192,377 of revenue is expected to be recognized from remaining performance obligations and is expected to be recognized as follows:


Fiscal year ending February 28(29),
Remainder of 2022	$	121,161
2023		51,565
2024		19,045
2025		606
Total	$	192,377

The expected revenue includes variable fee estimates for the non-cancellable term of the Company’s contracts. The expected revenue does not include amounts of variable consideration that are constrained.

Significant changes to the contract liability balances during the three months ended May 31, 2021 and 2020 were the result of revenue recognized as well as net cash received and liabilities assumed associated with the acquisition of 2nd.MD. During the three months ended May 31, 2021 and 2020, significant changes in the deferred revenue balances were the result of recognized revenue of $18,925 and $21,689, respectively, that were previously included in deferred revenue. In addition, significant changes to the contract asset balances during the three months ended May 31, 2021 and 2020 were the result of revenue recognized as well as transfers to accounts receivable. Contract assets relating to unbilled revenue are transferred to accounts receivable when the right to consideration becomes unconditional.

Revenue related to performance obligations satisfied in prior periods that was recognized during the three months ended May 31, 2021 and 2020 was $1,410 and $1,479, respectively. These amounts relate to the ratable recognition through the minimum contract term of performance obligations satisfied in prior periods related to the Company’s achievement of healthcare cost savings.

Cost to obtain and fulfill a contract

The Company capitalizes sales commissions paid to internal sales personnel that are both incremental to the acquisition of customer contracts and recoverable. These costs are recorded as deferred contract acquisition costs in the accompanying consolidated balance sheets. The Company capitalized commission costs of $427 and $503 for the three months ended May 31, 2021 and 2020, respectively. The Company defers costs based on its sales compensation plans only if the commissions are incremental and would not have occurred absent the customer contract. Payments to direct sales personnel are typically made upon signature of the contract. The Company does not pay commissions on contract renewals.

Deferred commissions are paid over the first year of a contract and are amortized ratably over an estimated period of benefit of five years, which is the estimated customer life. The Company determined the period of amortization for deferred commissions by taking into consideration current customer contract terms, historical customer retention, and other factors. Amortization is included in sales and marketing expenses in the accompanying consolidated statements of operations and totaled $438 and $233 for the three months ended May 31, 2021 and 2020, respectively. The Company periodically reviews deferred contract acquisition costs to determine whether events or changes in circumstances have occurred that could impact the estimated period of benefit. There were no impairment losses recorded during the periods presented.

For certain customer contracts, the Company may incur direct and incremental costs related to customer set-up and implementation. The Company recorded deferred implementation costs of $81 and $144 for the three months ended May 31, 2021 and 2020, respectively. These implementation costs are deferred and amortized over the expected useful life of the Company’s customers, which is five years. Amortization is included in cost of revenues in the Company’s consolidated statements of operations and totaled $164 and $160 for the three months ended May 31, 2021 and 2020, respectively.

- 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

Acquisitions

3 Months Ended

May 31, 2021

Acquisitions

Acquisitions

(4) Acquisitions

Acquisition of 2nd.MD

On March 3, 2021, the Company acquired all the outstanding equity interests of 2nd.MD. Based in Houston, Texas, 2nd.MD is a leading expert medical opinion and medical decision support company. The results of operations and financial position of 2nd.MD are included in the Company’s consolidated financial statements from the date of acquisition.

The preliminary consideration paid was comprised of cash, common stock, and contingent consideration as follows:


Consideration Paid
Cash consideration, net of cash acquired	$	228,013
Fair value of common stock issued		116,187
Fair value of replacement awards		1,520
Fair value of contingent consideration		76,248
Total consideration paid	$	421,968

The aggregate purchase consideration of $421,968 was provided through cash of $228,013 (net of $205 cash acquired) and the issuance of up to 4,384,882 shares of the Company’s common stock, of which 2,822,242 were issued upon closing of the acquisition, of which 2,495,441 were fully vested at the time of issuance with the remaining 326,801 vesting over future service periods. The cash consideration in the above table includes the repayment of 2nd.MD debt of $13,026. The contingent consideration represents potential obligations for the Company to issue up to 1,889,441 additional shares of its common stock to the selling shareholders of 2nd.MD and is comprised of two earnout scenarios associated with (1) a contract renewal and (2) the achievement of certain future revenue milestones. The contract renewal portion of the contingent consideration was achieved in May 2021 and the Company will subsequently issue 283,416 shares of its common stock. The achievement of certain future revenue milestones will be determined in January 2022. The estimated fair value of the replacement awards issued in the above table is comprised of 120,760 restricted stock units issued to 2nd.MD employees with an estimated fair value of $5,434 of which $1,520 was attributable to pre-acquisition services. The remaining estimated value of $3,914 associated with the replacement awards is attributable to post-acquisition services and will be expensed over the future requisite service periods of the awards.

Several key 2nd.MD employees entered into agreements with the Company whereby their pro rata portion of shares to be issued at closing and upon achievement of the contingent consideration milestones are also subject to continuous employment with the Company and vest annually over a period of two years following the acquisition date. Upon voluntary termination of employment, any unvested shares will be forfeited. Due to the risk of forfeiture upon termination of employment, the aggregate 326,801 shares issued at closing and the aggregate shares eligible to be issued upon achievement of the contingent consideration milestones of 281,531 shares have been excluded from the purchase price and contingent consideration. These shares are accounted for as stock-based compensation expense in the post business combination periods.

The estimated fair value of the contingent consideration associated with future revenue milestones was determined using a Monte Carlo simulation. The Monte Carlo simulation performs numerous simulations utilizing certain assumptions such as (i) projected eligible revenues, (ii) expected term, (iii) risk-free rate, (iv) risk-adjusted discount rate, (v) share volatility and (vi) operational leverage ratio between revenues and earnings before interest, taxes, depreciation and amortization (EBITDA). The fair value measurements for contingent consideration are based on significant inputs not observable in the market and thus represents a Level 3 measurement within the fair value hierarchy. Changes in the assumptions used could materially change the estimated fair value of the contingent consideration. The estimated fair value of the contingent consideration was $86,708 as of May 31, 2021 and is subject to remeasurement until the contingency is resolved or expires. The Company records the change in fair value of its contingent consideration liabilities in the consolidated statements of operations. See Note 6 for further details.

The Company accounted for the acquisition of 2nd.MD under the U.S. GAAP business combinations guidance. This accounting requires that assets acquired and liabilities assumed be recognized at their fair values as of the acquisition date. The allocation of the purchase price to the assets acquired and liabilities assumed is based upon preliminary information and is subject to further adjustment within the measurement period.

The following table summarizes the preliminary estimated fair values of the assets acquired and liabilities assumed at the date of acquisition.


Assets acquired:
Accounts receivable	$	5,550
Unbilled revenue		226
Current portion of deferred contract acquisition costs		176
Prepaid and other current assets		1,052
Property and equipment		4,344
Deferred contract acquisition costs		564
Goodwill		210,164
Intangible assets⁽¹⁾
Customer relationships		120,000
Technology		58,000
Supplier-based network		25,000
Trade name		3,400
Non-compete agreement		3,100
Total assets acquired	$	431,576

Liabilities assumed:
Accounts payable	$	1,195
Accrued expenses		585
Accrued compensation		3,817
Deferred rent and other current liabilities		904
Due to customers		294
Current portion of deferred revenue		625
Deferred rent and other noncurrent liabilities		2,188
Total liabilities assumed	$	9,608

Net assets acquired	$	421,968

(1)	The weighted-average useful life of intangible assets acquired is approximately 14 years.

The purchase price was allocated to the tangible and identifiable intangible assets acquired and liabilities assumed based on their preliminary estimated fair values at the acquisition date. The identifiable intangible assets included technology, customer relationships, trade name, supplier based network, and non-compete agreements and are being amortized on a straight-line basis ranging from 3 years to 20 years. Customer relationships and trade names were valued using a multiple period excess earnings method (MPEEM) and the relief from royalty method (RFR), respectively. The supplier-based network and non-compete agreement intangible assets were valued using the “With and Without Method”. These valuation methods are specific forms of the Income Approach which is a valuation technique that derives value by estimating the fair value of after-tax cash flows attributable to the acquired intangibles. The valuation methods require several judgments and assumptions to determine the fair value of intangible assets, including growth rates, discount rates, customer attrition rates, expected levels of cash flows, and tax rate. Key assumptions used included revenue projections for fiscal 2022 through 2032, an attrition rate of 8.0%, a tax rate of 24%, a discount rate of 13%, a royalty rate of 1.5% and probability of competition of 33%.

The technology intangible asset was valued using the estimated replacement cost method. This method requires several judgments and assumptions to determine the fair value, including expected profits and opportunity cost. Goodwill is attributable to the workforce of 2nd.MD as well as expected future growth into new and existing markets and is deductible for income tax purposes.

The following table reflects the pro forma operating results for the Company which gives effect to the acquisition of 2nd.MD as if it had occurred on March 1, 2020. The pro forma results are based on assumptions that the Company believes are reasonable under the circumstances. The pro forma results are not necessarily indicative of future results. The pro forma financial information includes the historical results of the Company and 2nd.MD adjusted for certain items, which are described below, and does not include the effects of any synergies or cost reduction initiatives related to the acquisition of 2nd.MD.


	Unaudited Pro Forma
	Three months ended May 31,
	2021		2020
Revenue	$	59,791	$	44,463
Net loss	$	(48,990)	$	(25,641)

Pro forma net losses for the three months ended May 31, 2021 and 2020 reflects adjustments primarily related to interest expense, the amortization of intangible assets and stock-based compensation expense. The unaudited pro forma financial information is not necessarily indicative of what the Company’s consolidated results actually would have been if the acquisition had been completed at the beginning of the respective periods. For the three months ended May 31, 2021, 2nd.MD contributed $11,869 of revenue and $5,377 of net loss, which includes $4,292 of equity-based compensation expense related to 2nd.MD employees, to the Company’s operating results.

Acquisition of PlushCare

On June 9, 2021, the Company acquired all the outstanding equity interests of PlushCare. Based in San Francisco, California, PlushCare is a leading provider of virtual primary care and mental health treatment. Under the terms of the agreement, the Company provided cash consideration of $40,000 and issued 7,144,393 shares of the Company’s common stock. The Company will issue additional shares of common stock, cash and restricted stock units equal to up to $70,000 upon achievement of defined revenue milestones following the closing. The Company is in the process of accounting for this transaction and expects to disclose the preliminary allocation of the purchase consideration to assets acquired and liabilities assumed in the Company’s subsequent Form 10-Q.

Acquisition of MD Insider

On July 31, 2019, the Company acquired the outstanding equity interests of MDI. Based in California, MDI is a provider of machine learning-enabled physician performance transparency. The aggregate purchase price consideration of $6,488 was paid primarily through the issuance of up to 462,691 shares of the Company’s common stock, of which 387,132 were issued as of May 31, 2021 and February 28, 2021, with the remaining shares issuable subject to certain working capital and indemnity adjustments (if applicable). MDI’s former shareholders were eligible to receive 100,607 additional shares of the Company’s common stock upon the completion of a platform solution, as defined in the purchase agreement (MDI Earnout). The deadline to complete the cost transparency platform solution in order to qualify for the MDI Earnout was initially March 1, 2020, and was subsequently extended to July 1, 2020, by which time it had been earned. During August 2020, the Company issued 96,487 shares of common stock in connection with the MDI Earnout

(which shares are included in the 387,132 shares issued as of February 28, 2021). The MDI Earnout was accounted for as an equity classified instrument and was not subject to remeasurement in subsequent periods.

Acquisition-Related Costs

For the three months ended May 31, 2021, the Company incurred a total of $8,380 in acquisition costs that were expensed immediately and recorded in general and administrative expenses in the Company’s consolidated statement of operations.

Goodwill and Intangible Assets

3 Months Ended

May 31, 2021

Goodwill and Intangible Assets

Goodwill and Intangible Assets

(5) Goodwill and Intangible Assets

The following table presents changes in the carrying amount of goodwill for the three months ended May 31, 2021:


Balance, February 28, 2021	$	4,013
Acquisition		210,164
Balance, May 31, 2021	$	214,177

Intangible assets consist of the following as of May 31, 2021:


		As of May 31, 2021
	Useful Life	Gross Value		Accumulated Amortization		Net Carrying Value		Weighted Average Remaining Useful Life
Customer relationships	20 years	$	120,000	$	(1,750)	$	118,250	19.8 years
Technology	2 to 5 years		60,900		(5,558)		55,342	4.7 years
Supplier-based network	5 years		25,000		(1,250)		23,750	4.8 years
Trade name	10 years		3,400		(85)		3,315	9.8 years
Non-compete agreement	3 years		3,100		(259)		2,841	2.8 years
		$	212,400	$	(8,902)	$	203,498

Amortization expense for intangible assets was $6,605 and $362 for the three months ended May 31, 2021 and 2020, respectively.

Fair Value Measurements

3 Months Ended

May 31, 2021

Fair Value Measurements

Fair Value Measurements

(6) Fair Value Measurements

The following table sets forth the fair value of the Company’s financial assets and liabilities within the fair value hierarchy:


	May 31, 2021
	Level 1		Level 2		Level 3		Fair Value
Assets
Cash equivalents:
Money market funds	$	198,409	$	—	$	—	$	198,409
Marketable securities:
United States treasury bills	$	99,998	$	—	$	—	$	99,998

Liabilities
Contingent consideration liabilities	$	—	$	—	$	86,708	$	86,708


	February 28, 2021
	Level 1		Level 2		Level 3		Fair Value
Assets
Cash equivalents:
Money market funds	$	283,245	$	—	$	—	$	283,245

In connection with the acquisition of 2nd.MD, the Company recorded contingent consideration liabilities for the estimated fair value of Accolade common stock issuable to 2nd.MD shareholders upon the achievement of certain defined milestones. The contingent consideration liabilities are measured at fair value and are based on significant inputs not observable in the market, which represent a Level 3 measurement. The valuation of contingent consideration uses assumptions we believe would be made by a market participant.

The Company records the change in fair value of its contingent consideration liabilities in the consolidated statements of operations. The following presents changes in the Company’s Level 3 contingent consideration liabilities for the three months ended May 31, 2021:


Balance, February 28, 2021	$	—
Incurred through acquisition		76,248
Change in fair value		10,460
Balance, May 31, 2021	$	86,708

The estimated fair value of the convertible senior notes (Note 7) was $349,111 as of May 31, 2021, based on quoted market prices of the Company’s instrument in markets that are not active and are classified as Level 2 within the fair value hierarchy. Considerable judgment is necessary to interpret the market data and develop an estimate of the fair value. Accordingly, the estimate is not necessarily indicative of the amount at which this instrument could be purchased, sold, or settled.

- Definition

The entire disclosure for the fair value of financial instruments (as defined), including financial assets and financial liabilities (collectively, as defined), and the measurements of those instruments as well as disclosures related to the fair value of non-financial assets and liabilities. Such disclosures about the financial instruments, assets, and liabilities would include: (1) the fair value of the required items together with their carrying amounts (as appropriate); (2) for items for which it is not practicable to estimate fair value, disclosure would include: (a) information pertinent to estimating fair value (including, carrying amount, effective interest rate, and maturity, and (b) the reasons why it is not practicable to estimate fair value; (3) significant concentrations of credit risk including: (a) information about the activity, region, or economic characteristics identifying a concentration, (b) the maximum amount of loss the entity is exposed to based on the gross fair value of the related item, (c) policy for requiring collateral or other security and information as to accessing such collateral or security, and (d) the nature and brief description of such collateral or security; (4) quantitative information about market risks and how such risks are managed; (5) for items measured on both a recurring and nonrecurring basis information regarding the inputs used to develop the fair value measurement; and (6) for items presented in the financial statement for which fair value measurement is elected: (a) information necessary to understand the reasons for the election, (b) discussion of the effect of fair value changes on earnings, (c) a description of [similar groups] items for which the election is made and the relation thereof to the balance sheet, the aggregate carrying value of items included in the balance sheet that are not eligible for the election; (7) all other required (as defined) and desired information.

+ References + Details

Debt

3 Months Ended

May 31, 2021

Debt

Debt

(7) Debt

(a) Convertible Senior Notes and Capped Call Options

Convertible Senior Notes

As of May 31, 2021, the Notes consisted of the following:


	May 31, 2021
Principal	$	287,500
Unamortized issuance costs		(8,066)
Net carrying amount	$	279,434

In March 2021, the Company completed a private convertible note offering (the Notes), pursuant to an Indenture dated as of March 29, 2021 between the Company and U.S. Bank National Association, as trustee (the Indenture), and issued $287,500 of Notes that mature in April 2026, unless earlier converted, redeemed or repurchased. The Notes will bear interest at a rate of 0.50% per annum, payable semiannually in arrears on April 1 and October 1 of each year, beginning on October 1, 2021 and are convertible into cash, shares of the Company’s common stock or a combination of cash and shares of common stock, at the Company’s election. The Company incurred costs of $8,428 in connection with the Notes and the capped calls, of which $8,368 was allocated to the Notes and recorded as a debt discount and $60 was allocated to the capped call and recorded directly to additional paid-in capital. Net proceeds from the issuance of Notes were $279,132, and the Company used $34,443 of the net proceeds to pay the costs of the capped call transactions described below. For the three months ended May 31, 2021, the Company recorded interest expense of $553 of which $302 was associated with the amortization of the debt discount.

Pursuant to the terms of the Notes, a holder may convert all or any portion of its Notes at its option at any time prior to October 1, 2025 and only under the following circumstances: (1) during any fiscal quarter commencing after the fiscal quarter ending on August 31, 2021, if the last reported sale price of the Company’s common stock for at least 20 trading days during a period of 30 consecutive trading days ending on, and including, the last trading day of the immediately preceding fiscal quarter is greater than or equal to 130% of the conversion price on each applicable trading day; (2) during the five business day period after any ten consecutive trading day period (the “measurement period”) in which the trading price (as defined in the Indenture) per $1,000 principal amount of Notes for each trading day of the measurement period was less than 98% of the product of the last reported sale price of the Company’s common stock and the conversion rate on each such trading day; (3) if the Company calls such Notes for redemption, at any time prior to the close of business on the scheduled trading day immediately preceding the redemption date, but only with respect to the Notes called (or deemed called) for redemption; or (4) upon the occurrence of specified corporate events. On or after October 1, 2025 until the close of business on the second scheduled trading day immediately preceding the maturity date, holders may convert all or any portion of their Notes at any time, regardless of the foregoing circumstances.

The initial conversion rate is 19.8088 shares of the Company’s common stock per $1 principal amount of Notes (equivalent to an initial conversion price of approximately $50.48 per share of the Company’s common stock). The conversion rate is subject to adjustment in some events but will not be adjusted for any accrued and unpaid interest. In addition, following certain corporate events that occur prior to the maturity date, or if the Company delivers a notice of redemption, the Company will, in certain circumstances, increase the conversion rate for a holder who elects to convert its Notes in connection with such a corporate event or convert its Notes called (or deemed called) for redemption in connection with such notice of redemption, as the case may be.

The Company may not redeem the Notes prior to April 6, 2024. On or after April 6, 2024, the Company may redeem for cash all or any portion of the Notes (subject to the partial redemption limitation set forth in the Indenture), at its option, if the last reported sale price of the Company’s common stock has been at least 130% of the conversion price then in effect for at least 20 trading days, including the trading day immediately preceding the date on which the Company

provides notice of redemption, during any 30 consecutive trading day period ending on, and including, the trading day immediately preceding the date on which the Company provides notice of redemption at a redemption price equal to 100% of the principal amount of the Notes to be redeemed, plus accrued and unpaid interest to, but excluding, the redemption date. No sinking fund is provided for the Notes.

Upon a fundamental change (as defined in the Indenture), holders may, subject to certain exceptions, require the Company to purchase their Notes in whole or in part for cash at a price equal to the principal amount of the Notes to be purchased, plus accrued and unpaid interest, if any, to, but excluding, the fundamental change repurchase date (as defined in the Indenture). In addition, upon a Make-Whole Fundamental Change (as defined in the Indenture), the Company will, under certain circumstances, increase the applicable conversion rate for a holder that elects to convert its Notes in connection with such Make-Whole Fundamental Change.

Under the Indenture, the Notes may be accelerated upon the occurrence of certain customary events of default. If certain bankruptcy and insolvency-related events of default with respect to the Company occur, the principal of, and accrued and unpaid interest on, all of the then outstanding Notes shall automatically become due and payable. The Indenture provides that the sole remedy for an event of default relating to certain failures by the Company to comply with reporting covenants, including timely filings, consists exclusively of the right to receive additional interest on the Notes.

As of May 31, 2021, none of the conditions of the Notes to early convert have been met. The Notes are the Company’s senior, unsecured obligations that rank senior in right of payment to the Company’s future indebtedness that is expressly subordinated to the Notes, rank equally in right of payment with the Company’s future senior unsecured indebtedness that is not so subordinated, effectively subordinated to the Company’s existing and future secured indebtedness, to the extent of the value of the collateral securing such indebtedness, and structurally subordinated to all existing and future indebtedness and other liabilities (including trade payables and preferred equity (to the extent the Company is not a holder thereof)) of the Company’s subsidiaries. The Notes contain both affirmative and negative covenants. As of May 31, 2021, the Company was in compliance with all covenants in the Notes.

As discussed in Note 2(g), the Company early adopted ASU 2020-06 as of March 1, 2021 and concluded the Notes will be accounted for as debt, with no bifurcation of the embedded conversion feature. Transaction costs were recorded as a direct deduction from the related debt liability in the consolidated balance sheet and are amortized to interest expense using the effective interest method over the term of the Notes. For the three months ended May 31, 2021, the effective interest rate for the Notes was 0.60%.

Capped Call

Concurrent with the pricing of the Notes, the Company entered into privately negotiated capped call transactions with two of the initial purchasers and/or their respective affiliates and another financial institution (the Option Counterparties). The capped call transactions are expected to offset the potential dilution to Accolade’s common stock as a result of any conversion of Notes, with such offset subject to a cap initially equal to $76.20 (which represented a premium of 100% over the last reported sale price of the Company’s common stock on March 24, 2021). The capped call transactions are separate transactions, entered into by the Company with the Option Counterparties, and are not part of the terms of the Notes.

As the capped call options are both legally detachable and separately exercisable from the Notes, the Company accounts for the capped call options separately from the Notes. The capped call options are indexed to the Company’s own common stock and classified in stockholders’ equity. As such, the premiums paid for the capped call options have been included as a net reduction to additional paid-in capital in the consolidated balance sheet.

(b) Revolving Credit Facility

During July 2019, the Company entered into a revolving credit facility (the 2019 Revolver) with a syndicate of two banks. Under the 2019 Revolver, the Company has the capacity to borrow up to $80,000 on a revolving facility. Availability of borrowings on the 2019 Revolver is calculated as a multiple of the Company’s eligible monthly recurring revenues (as defined in the 2019 Revolver). As of May 31, 2021 and February 28, 2021, the Company had outstanding letters of credit to serve as office landlord security deposits in the amount of $1,084. These letters of credit are secured through the revolving credit facility, thus reducing the capacity of the revolving credit facility to $78,916 as of May 31, 2021. No amounts are outstanding as of May 31, 2021.

The 2019 Revolver term ends on July 19, 2022. The interest rate on the outstanding borrowings are at LIBOR plus 350 basis points or Base Rate (as defined) plus 250 basis points, with the LIBOR rate and Base Rate subject to minimum levels. Interest payments are to be made in installments of one, two, or three months as chosen by the Company.

The Company incurred lender and third-party fees when entering into the 2019 Revolver, all of which were deferred at the onset of the facility. Issuance costs of $543, including the fair value of warrants issued, were capitalized and are being amortized to interest expense over the remainder of the 2019 Revolver term. During the three months ended May 31, 2021 and 2020, the Company recorded interest expense of $121 and $557, respectively, related to the revolving credit facility of which $70 and $60, respectively, related to the amortization of deferred financing fees. As of May 31, 2021 and February 28, 2021, the balance of deferred financing fees was $23 and $93, respectively, and is recorded in other assets in the accompanying consolidated balance sheets.

On August 21, 2020, the Company entered into an amendment to the 2019 Revolver which revised the terms of the revenue covenant and imposed minimum LIBOR and Base Rate levels. On September 11, 2020, the Company entered into a second amendment to the 2019 Revolver which modified the allocation requirements of the Company’s cash to be held at each of the two lenders participating in the 2019 Revolver. On November 6, 2020, the Company entered into a third amendment to the 2019 Revolver which increased the capacity from a maximum of $50,000 to a maximum of $80,000, based on the achievement of certain growth metrics as defined in the amendment. On March 2, 2021, the Company entered into a fourth amendment to the 2019 Revolver in association with the acquisition of 2nd.MD to be completed and amended certain revenue covenants. On March 23, 2021, the Company entered into a fifth amendment to the 2019 Revolver in association with the issuance of the Convertible Senior Notes. On May 26, 2021, the Company entered into a sixth amendment to the 2019 Revolver in association with the acquisition of PlushCare which modified certain reporting covenants.

The 2019 Revolver is collateralized by substantially all of the assets of the Company.

On January 30, 2017, the Company entered into a $20,000 term loan facility (the Term Loan). Under the terms of the Term Loan, the Company was permitted to borrow up to an aggregate principal amount of $20,000, with the total amount of available borrowings subject to certain monthly recurring revenue calculations.

Interest on the outstanding balance was payable monthly at a rate of 11.75%. Principal payments were scheduled to be made monthly beginning January 31, 2019, in equal installments calculated as 1/24th of the outstanding balance on December 31, 2018. However, the Company had the ability to extend the interest-only period for an additional twelve months, subject to an additional fee and other conditions, which would extend the maturity date from December 31, 2020 to December 31, 2021. The Company committed to extend this interest-only period, and the maturity date was extended to December 31, 2021. As a result, principal payments were scheduled to start January 2020. During July 2019, an amendment (Amendment 1) was entered into which eliminated monthly payments, with principal to be paid in full in December 2022.

Amendment 1 resulted in an additional $2,000 of availability, increasing total availability to $22,000. Pursuant to the Amendment 1, interest on the outstanding balance was payable monthly at a rate of 10.00% per annum and interest payable-in-kind accrued at a rate of 2.00% per annum, compounded monthly, and was due at maturity. Additionally, the Company was required to pay an exit fee equal to 1% of the aggregate principal borrowings at the time of maturity (end of term charge).

During May 2020, the Company entered into an additional amendment (Amendment 2) to the existing Term Loan agreement, which resulted in an additional $2,500 of availability, increasing total availability to $24,500. Pursuant to Amendment 2, interest on the outstanding balance was payable monthly at a rate of 8.00% per annum and interest payable-in-kind accrued at a rate of 4.50% per annum, compounded monthly, and was due at maturity. Additionally, the Company was required to pay a prepayment fee equal to 2% of the aggregate principal borrowings if prepayment occurred on or prior to December 31, 2020, and 0.50% if prepayment occurred after December 31, 2020 but on or prior to maturity (prepayment fee), plus the end of term charge. Amendment 2 was accounted for as a debt modification, and all new lender fees were recorded as additional debt discount and third-party costs incurred in connection with the amendment were expensed as incurred.

During July 2020, the Company terminated the Term Loan. The Company repaid the outstanding balance of $24,500 in its entirety, along with accrued interest in kind of $600, the end of term charge of $251, and the prepayment fee of $502.

During the three months ended May 31, 2021 and 2020, the Company recorded interest expense of $0 and $794, respectively. Included in interest expense for the three months ended May 31, 2020 was $81 related to amortization of the debt discount on the Term Loan.

Equity-based Compensation

3 Months Ended

May 31, 2021

Equity-based Compensation

Equity-based Compensation

(8) Equity-based Compensation

The following table summarizes the amount of stock-based compensation included in the consolidated statements of operations:


	Three months ended May 31,
	2021		2020
Cost of revenue, excluding depreciation and amortization	$	328	$	109
Product and technology		1,822		434
Sales and marketing		1,373		303
General and administrative		4,152		413
Total stock-based compensation	$	7,675	$	1,259

(a) Stock Options

In July 2020, the Company adopted the 2020 Equity Incentive Plan (the Incentive Plan), which authorized the Company to grant up to 4,300,000 shares of common stock to eligible employees, directors, and consultants to the Company in the form of stock options, restricted stock units, and other various equity awards, including any shares subject to stock options or other awards granted under the Company’s prior stock option plan that expire or terminate for any reason (other than being exercised in full) or are cancelled in accordance with the terms of the prior stock option plan. The Incentive Plan also includes an annual evergreen increase, and the amount, terms of grants, and exercisability provisions are determined by the board of directors. The term of an award may be up to 10 years and options generally vest over four years, with one quarter of an award vesting one year after grant and the remainder vesting on a monthly basis over three years. As of May 31, 2021, there was a total of 6,420,829 shares of common stock authorized for issuance under the Incentive Plan, of which 5,835,827 were available for future grants.

The following is a summary of stock option activity under the Option Plan and Incentive Plan:


		Weighted		Weighted
		average		remaining		Aggregate
		exercise		contractual life		intrinsic
	Stock Options	price		in years		value
Balance, February 28, 2021	8,723,769	$	8.97
Granted	62,600		45.37
Exercised	(236,841)		9.04
Forfeited	(101,517)		9.01
Balance, May 31, 2021	8,448,011	$	9.23	6.7	years	$	348,603
Vested and expected to vest as of May 31, 2021	8,333,865	$	9.23	6.7	years	$	375,782
Exercisable as of May 31, 2021	5,462,294	$	6.51	5.8	years	$	240,294

For the three months ended May 31, 2021, the Company recognized $2,114 in compensation expense related to stock options. As of May 31, 2021, approximately $21,889 of unrecognized compensation expense related to our stock options is expected to be recognized over a weighted average period of 2.4 years. The aggregate intrinsic value of stock options exercised was $8,774 and $2,094 for the three months ended May 31, 2021 and 2020, respectively.

The weighted average grant date fair value of stock options granted during the three months ended May 31, 2021 was $27.88.

(b) Restricted Stock Units

The Company issued 327,065 time-based restricted stock units during the three months ended May 31, 2021 of which 120,760 were replacement awards issued in connection with the acquisition of 2nd.MD (Note 4). These time-based restricted stock units are generally subject to a four-year vesting period, with one quarter of an award vesting one year after the vesting commencement date and the remainder vesting ratably on a monthly basis over the subsequent three years. The following is a summary of activity for the three months ended May 31, 2021:


		Restricted Stock Units
Balance, February 28, 2021		190,713
Granted		327,065
Vested		(141)
Forfeited		(15,685)
Balance, May 31, 2021		501,952

For the three months ended May 31, 2021, the Company recognized $1,630 in restricted stock unit compensation expense, including $532 related to the replacement awards, with $19,461 remaining of total unrecognized compensation costs related to these awards as of May 31, 2021. The total unrecognized costs are expected to be recognized over a weighted-average term of 3.0 years. The weighted average grant date fair value of restricted stock units granted during the three months ended May 31, 2021 was $45.23.

In connection with the acquisition of 2nd.MD (Note 4), several 2nd.MD individuals entered into agreements with the Company whereby these individuals are eligible to receive an aggregate of 608,332 shares that require continued employment with the Company. These shares are excluded from the above table. Included in the 608,332 shares are 281,531 shares that are also contingent upon the achievement of the contingent consideration milestones. These shares are considered compensatory in the post business combination periods due to the additional service requirement for these individuals. These shares will vest 50% on the first anniversary of the acquisition date and 50% on the second anniversary of acquisition date. As of May 31, 2021, there were 608,332 unvested shares outstanding with a grant date fair value of

$46.56 per share. The Company recognized stock-based compensation expense of $3,540 during the three months ended May 31, 2021. The unamortized compensation expense of $24,783 will be recognized over a weighted average remaining period of 1.8 years.

In July 2020, the Board of Directors adopted the Company’s 2020 Employee Stock Purchase Plan (the ESPP), which became effective immediately prior to the effectiveness of the registration statement for the Company’s IPO. The total shares of common stock initially reserved under the ESPP is limited to 1,100,000 shares. On March 1, 2021, there was an automatic annual increase, which increased the total available common shares to 1,656,991.

Under the ESPP, eligible employees can purchase the Company’s common stock through accumulated payroll deductions at such times as are established by the compensation committee. Eligible employees may purchase the Company’s common stock at 85% of the lower of the fair market value of the Company’s common stock on the first day of the offering period or on the last day of the offering period. Eligible employees may contribute up to 15% of their eligible compensation. Under the ESPP, a participant may not accrue rights to purchase more than $25,000 worth of the Company’s common stock for each calendar year in which such right is outstanding.

Employees who elect to participate in the ESPP commence payroll withholdings that accumulate through the end of the respective period. In accordance with the guidance in ASC 718-50 – Compensation – Stock Compensation, the ability to purchase shares of the Company’s common stock for 85% of the lower of the price on the first day of the offering period or the last day of the offering period (i.e. the purchase date) represents an option and, therefore, the ESPP is a compensatory plan under this guidance. Accordingly, share-based compensation expense is determined based on the option’s grant-date fair value as estimated by applying the Black Scholes option-pricing model and is recognized over the withholding period. The Company recognized share-based compensation expense of $391 during the three months ended May 31, 2021 related to the ESPP.

During the three months ended May 31, 2021, employees who elected to participate in the ESPP purchased a total of 50,516 shares of common stock, resulting in cash proceeds to the Company of $1,948. An additional $194 has been withheld via employee payroll deductions who have opted to participate in the next stock purchase plan period ending November 2021.

Income Taxes

3 Months Ended

May 31, 2021

Income Taxes

Income Taxes

(9) Income Taxes

The provision for income taxes consists of provisions for federal, state and foreign income taxes. The effective tax rates for the periods ended May 31, 2021 and 2020 reflect the Company’s expected tax rate on reported income from continuing operations before income tax and tax adjustments. The Company operates in a global environment with significant operations in the U.S. and operations in the Czech Republic. Accordingly, the consolidated income tax rate is a composite rate reflecting the Company’s earnings and the applicable tax rates in the various jurisdictions where the Company operates.

On March 27, 2020, the Coronavirus Aid, Relief, and Economic Security Act (CARES Act) was enacted in response to the COVID-19 pandemic. The CARES Act, among other things, allows net operating losses incurred in 2018, 2019, and 2020 to be carried back to each of the five preceding taxable years to generate a refund of previously paid income taxes. The CARES Act also allows for retroactive accelerated income tax depreciation on certain leasehold improvement assets and changes to the limitations on business interest deductions for tax years beginning in 2019 and 2020 which increases the allowable business interest deduction from 30% to 50% of adjusted taxable income. The Company does not expect a material tax expense or tax benefit as a result of the CARES Act in the current period or subsequent periods.

For the three months ended May 31, 2021 and 2020, the Company recorded income tax expense of $19 and $38, respectively, which resulted in effective tax rates of (0.0%) and (0.3%), respectively. The tax expense for the three months ended May 31, 2021 primarily relates to the local tax expense recorded for the Czech Republic. The Company's U.S. losses did not result in a benefit due to the U.S. full valuation allowance.

- 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 Attributable to Common Stockholders

3 Months Ended

May 31, 2021

Net Loss Per Share Attributable to Common Stockholders

Net Loss Per Share Attributable to Common Stockholders

(10) Net Loss Per Share Attributable to Common Stockholders

The following table sets forth the computation of basic and diluted net loss per share attributable to Accolade’s common stockholders:


	Three months ended
	May 31,
	2021		2020
Net loss	$	(48,707)	$	(13,960)
Weighted-average shares used in computing net loss per share		58,261,233		7,524,016
Net loss per share attributable to common stockholders, basic and diluted	$	(0.84)	$	(1.86)

Contingently issuable securities are excluded from diluted net loss per share attributable to common stockholders until the contingency has been resolved. As the Company has reported net loss for each of the periods presented, all potentially dilutive securities are antidilutive. The following potential outstanding shares of common stock were excluded from the computation of diluted net loss per share attributable to common stockholders for the periods presented because including them would have been antidilutive:


	Three months ended
	May 31,
	2021	2020
Stock options	8,448,011	8,003,098
Unvested restricted stock units	501,952	—
Shares issued to 2nd.MD employees and subject to vesting	608,332	—
Contingent shares in connection with 2nd.MD acquisition	1,889,441	—
Convertible Senior Notes	5,700,297	—
Common stock warrants	—	157,882
Total	17,148,033	8,160,980

Commitments

3 Months Ended

May 31, 2021

Commitments

Commitments

(11) Commitments

(a) Legal Proceedings

The Company is involved in various claims, inquiries and legal actions arising in the ordinary course of business. In the opinion of management, the ultimate disposition of these matters is not expected to have a material adverse effect on the Company’s financial position or liquidity.

On August 1, 2017, certain former and current employees filed a suit against the Company seeking back wages for unpaid overtime as a result of alleged misclassification by the Company under the Pennsylvania Minimum Wage Act and the Federal Fair Labor Standards Act. During March 2019, a settlement agreement (the Settlement Agreement) was executed by both parties in the amount of $1,100 (the Settlement). The Settlement Agreement was ultimately approved by the Court and the Company paid the Settlement during April 2020.

(b) Employment Agreements

Certain officers of the Company have employment agreements providing for severance, continuation of benefits, and other specified rights in the event of termination without cause, including in the event of a change of control of the Company, as defined in the agreements.

Change Healthcare Joint Development Agreement

3 Months Ended

May 31, 2021

Change Healthcare Joint Development Agreement

Change Healthcare Joint Development Agreement

(12) Change Healthcare Joint Development Agreement

In February 2020, the Company entered into a joint development agreement, or JDA, and a data licensing agreement with Change Healthcare Holdings, or Change Healthcare, whereby Change Healthcare provides various services to support the Company’s Total Care and Provider Services product offerings. Pursuant to the terms of the JDA, Change Healthcare is providing intellectual property (IP), technical know-how, and advisory services to the Company as it develops price transparency products under the JDA that will be utilized by the Company in several of its product offerings. Either party is permitted to sell the price transparency product within each party’s respective service offerings. Each party is entitled to a royalty from the other party in connection with any net sales associated with the price transparency product that was developed under the JDA, not to exceed $2,500 in cumulative royalty payments.

The future data license fee payments the Company owes under this agreement for the years noted are as follows:


Year Ending February 28(29),
Remainder of 2022	$	161
2023		230
2024		245
2025		260
	$	896

Concurrent with entering into the JDA, the Company entered into a five-year data licensing agreement with Change Healthcare, which is one of the largest commercially available data set providers of de-identified claims in the United States. The licensing agreement includes annual increases in fees and the option to renew and extend beyond the initial five-year period. The annual licensing fees are subject to increases and decreases and contingent upon the achievement of performance objectives as defined in the data licensing agreement. Upfront payments for data licenses are deferred and will be amortized into cost of revenue, as they pertain to the delivery of the Company’s product offerings.

Upon entering into the JDA and data licensing agreement, the Company issued 251,211 restricted shares of its common stock to Change Healthcare at an estimated fair value of $15.40 per share, or $3,869 in aggregate value. Pursuant to the terms of the restricted share agreement, 150,727 of the shares vested immediately and the remaining 100,484 restricted shares will vest upon the achievement of certain product development milestones, as defined. During the year ended February 28, 2021, the remaining 100,484 restricted shares vested upon the achievement of those milestones. The aggregate equity value was allocated to the JDA and data licensing agreement based on the relative fair value of the IP and technical know-how contributed by Change Healthcare within the JDA and the discounted pricing received from Change Healthcare within the data licensing agreement. The equity value allocated to the JDA and data licensing agreement in the amount of $3,005 was capitalized and deferred as internally developed software and other assets within the Company’s consolidated balance sheet, respectively, with an offsetting increase to additional paid-in capital. Costs that are capitalized and classified as internally developed software are being amortizing within depreciation and amortization in the Company’s consolidated statement of operations.

Basis of Presentation and Summary of Significant Accounting Policies (Policies)

3 Months Ended

May 31, 2021

Basis of Presentation and Summary of Significant Accounting Policies

Basis of Presentation and Principles of Consolidation

(a) Basis of Presentation and Principles of Consolidation

Unaudited interim financial statements

(b) Unaudited Interim Financial Statements

Capitalized Internal-Use Software Costs

Intangible Assets

(d) Intangible Assets

The caption “Acquired technology, net” included on the balance sheet in previous filings has been changed to “Intangible assets, net” as of May 31, 2021.

Concentration of Credit Risk

(e) Concentration of Credit Risk

Significant customers are those which represent 10% or more of the Company’s revenue during the periods. For each significant customer, revenue as a percentage of total revenue was as follows:


	For the three months ended May 31,
	2021		2020
Customer 1	11.9	%	20.2	%
Customer 2	6.2	%	10.9	%
Customer 3	5.1	%	10.9	%
Total	23.2	%	42.0	%

Accounts receivable outstanding related to these customers at May 31, 2021 was as follows:


	May 31, 2021
Customer 1	$	2,208
Customer 2		117
Customer 3		1,551

Marketable securities

(f) Marketable securities

New Accounting Pronouncements Not Yet Adopted and Recently Adopted Accounting Pronouncements

(g) New Accounting Pronouncements Not Yet Adopted

(h) Recently Adopted Accounting Pronouncements

Basis of Presentation and Summary of Significant Accounting Policies (Tables)

3 Months Ended

May 31, 2021

Revenue [Member] | Customer Concentration Risk

Concentration Risk [Line Items]

Schedule of concentration of risk


	For the three months ended May 31,
	2021		2020
Customer 1	11.9	%	20.2	%
Customer 2	6.2	%	10.9	%
Customer 3	5.1	%	10.9	%
Total	23.2	%	42.0	%

Accounts receivable [Member] | Credit Concentration Risk

Concentration Risk [Line Items]

Schedule of concentration of risk

Accounts receivable outstanding related to these customers at May 31, 2021 was as follows:


	May 31, 2021
Customer 1	$	2,208
Customer 2		117
Customer 3		1,551

Revenue (Tables)

3 Months Ended

May 31, 2021

Revenue

Revenue expected to be recognized from remaining performance obligations


Fiscal year ending February 28(29),
Remainder of 2022	$	121,161
2023		51,565
2024		19,045
2025		606
Total	$	192,377

Acquisitions (Tables)

3 Months Ended

May 31, 2021

Acquisitions

Schedule of purchase consideration


Consideration Paid
Cash consideration, net of cash acquired	$	228,013
Fair value of common stock issued		116,187
Fair value of replacement awards		1,520
Fair value of contingent consideration		76,248
Total consideration paid	$	421,968

Schedule of estimated fair values of the assets acquired and liabilities assumed


Assets acquired:
Accounts receivable	$	5,550
Unbilled revenue		226
Current portion of deferred contract acquisition costs		176
Prepaid and other current assets		1,052
Property and equipment		4,344
Deferred contract acquisition costs		564
Goodwill		210,164
Intangible assets⁽¹⁾
Customer relationships		120,000
Technology		58,000
Supplier-based network		25,000
Trade name		3,400
Non-compete agreement		3,100
Total assets acquired	$	431,576

Liabilities assumed:
Accounts payable	$	1,195
Accrued expenses		585
Accrued compensation		3,817
Deferred rent and other current liabilities		904
Due to customers		294
Current portion of deferred revenue		625
Deferred rent and other noncurrent liabilities		2,188
Total liabilities assumed	$	9,608

Net assets acquired	$	421,968

(1)	The weighted-average useful life of intangible assets acquired is approximately 14 years.

Schedule of proforma results


	Unaudited Pro Forma
	Three months ended May 31,
	2021		2020
Revenue	$	59,791	$	44,463
Net loss	$	(48,990)	$	(25,641)

Goodwill and Intangible Assets (Tables)

3 Months Ended

May 31, 2021

Goodwill and Intangible Assets

Schedule of changes in the carrying amount of goodwill


Balance, February 28, 2021	$	4,013
Acquisition		210,164
Balance, May 31, 2021	$	214,177

Schedule of Intangible assets


		As of May 31, 2021
	Useful Life	Gross Value		Accumulated Amortization		Net Carrying Value		Weighted Average Remaining Useful Life
Customer relationships	20 years	$	120,000	$	(1,750)	$	118,250	19.8 years
Technology	2 to 5 years		60,900		(5,558)		55,342	4.7 years
Supplier-based network	5 years		25,000		(1,250)		23,750	4.8 years
Trade name	10 years		3,400		(85)		3,315	9.8 years
Non-compete agreement	3 years		3,100		(259)		2,841	2.8 years
		$	212,400	$	(8,902)	$	203,498

Fair Value Measurements (Tables)

3 Months Ended

May 31, 2021

Fair Value Measurements

Schedule of fair value of financial assets and liabilities


	May 31, 2021
	Level 1		Level 2		Level 3		Fair Value
Assets
Cash equivalents:
Money market funds	$	198,409	$	—	$	—	$	198,409
Marketable securities:
United States treasury bills	$	99,998	$	—	$	—	$	99,998

Liabilities
Contingent consideration liabilities	$	—	$	—	$	86,708	$	86,708


	February 28, 2021
	Level 1		Level 2		Level 3		Fair Value
Assets
Cash equivalents:
Money market funds	$	283,245	$	—	$	—	$	283,245

Schedule of changes in the Company's Level 3 contingent consideration liabilities


Balance, February 28, 2021	$	—
Incurred through acquisition		76,248
Change in fair value		10,460
Balance, May 31, 2021	$	86,708

Debt (Tables)

3 Months Ended

May 31, 2021

Debt

Schedule Of Debt


	May 31, 2021
Principal	$	287,500
Unamortized issuance costs		(8,066)
Net carrying amount	$	279,434

Equity-based Compensation (Tables)

3 Months Ended

May 31, 2021

Equity-based Compensation

Schedule of stock-based compensation


	Three months ended May 31,
	2021		2020
Cost of revenue, excluding depreciation and amortization	$	328	$	109
Product and technology		1,822		434
Sales and marketing		1,373		303
General and administrative		4,152		413
Total stock-based compensation	$	7,675	$	1,259

Schedule of stock option activity


		Weighted		Weighted
		average		remaining		Aggregate
		exercise		contractual life		intrinsic
	Stock Options	price		in years		value
Balance, February 28, 2021	8,723,769	$	8.97
Granted	62,600		45.37
Exercised	(236,841)		9.04
Forfeited	(101,517)		9.01
Balance, May 31, 2021	8,448,011	$	9.23	6.7	years	$	348,603
Vested and expected to vest as of May 31, 2021	8,333,865	$	9.23	6.7	years	$	375,782
Exercisable as of May 31, 2021	5,462,294	$	6.51	5.8	years	$	240,294

Schedule of restricted stock units activity


		Restricted Stock Units
Balance, February 28, 2021		190,713
Granted		327,065
Vested		(141)
Forfeited		(15,685)
Balance, May 31, 2021		501,952

Net Loss Per Share Attributable to Common Stockholders (Tables)

3 Months Ended

May 31, 2021

Net Loss Per Share Attributable to Common Stockholders

Schedule of computation of basic and diluted net loss per share


	Three months ended
	May 31,
	2021		2020
Net loss	$	(48,707)	$	(13,960)
Weighted-average shares used in computing net loss per share		58,261,233		7,524,016
Net loss per share attributable to common stockholders, basic and diluted	$	(0.84)	$	(1.86)

Schedule of common stock were excluded from the computation of diluted net loss per share attributable to common stockholders


	Three months ended
	May 31,
	2021	2020
Stock options	8,448,011	8,003,098
Unvested restricted stock units	501,952	—
Shares issued to 2nd.MD employees and subject to vesting	608,332	—
Contingent shares in connection with 2nd.MD acquisition	1,889,441	—
Convertible Senior Notes	5,700,297	—
Common stock warrants	—	157,882
Total	17,148,033	8,160,980

Change Healthcare Joint Development Agreement (Tables)

3 Months Ended

May 31, 2021

Change Healthcare Joint Development Agreement

Schedule of future data license fee payments


Year Ending February 28(29),
Remainder of 2022	$	161
2023		230
2024		245
2025		260
	$	896

Basis of Presentation and Summary of Significant Accounting Policies - Capitalized Internal-Use Software Costs (Details) - USD ($) $ in Thousands	3 Months Ended
	May 31, 2021	May 31, 2020
Property, Plant and Equipment [Line Items]
Amortization expenses	$ 8,696	$ 1,928
Capitalized internal-use software
Property, Plant and Equipment [Line Items]
Useful life	3 years
Capitalized cost	$ 0	289
Amortization expenses	$ 1,214	$ 1,011

Basis of Presentation and Summary of Significant Accounting Policies - Intangible Assets (Details) - USD ($) $ in Thousands	1 Months Ended		3 Months Ended
	Mar. 31, 2021	Jul. 31, 2019	May 31, 2021	May 31, 2020
Finite-Lived Intangible Assets [Line Items]
Amortization expense			$ 6,605	$ 362
Carrying value of the acquired technology			203,498
Technology
Finite-Lived Intangible Assets [Line Items]
Carrying value of the acquired technology			$ 55,342
Technology \| Minimum
Finite-Lived Intangible Assets [Line Items]
Estimated useful life			2 years
Technology \| Maximum
Finite-Lived Intangible Assets [Line Items]
Estimated useful life			5 years
MD Insider Inc
Finite-Lived Intangible Assets [Line Items]
Intangible assets acquired	$ 209,500
Amortization expense	$ 6,243
MD Insider Inc \| Minimum
Finite-Lived Intangible Assets [Line Items]
Estimated useful life	3 years
MD Insider Inc \| Maximum
Finite-Lived Intangible Assets [Line Items]
Estimated useful life	20 years
MD Insider Inc \| Technology
Finite-Lived Intangible Assets [Line Items]
Intangible assets acquired		$ 2,900
Estimated useful life		2 years
Amortization expense			$ 362	$ 362

Basis of Presentation and Summary of Significant Accounting Policies - Concentration of Credit Risk (Details) - USD ($) $ in Thousands	3 Months Ended
	May 31, 2021	May 31, 2020
Customer 1
Concentration Risk [Line Items]
Accounts receivable	$ 2,208
Customer 2
Concentration Risk [Line Items]
Accounts receivable	117
Customer 3
Concentration Risk [Line Items]
Accounts receivable	$ 1,551
Customer Concentration Risk \| Revenue [Member] \| Total Customers
Concentration Risk [Line Items]
Revenue (as a percent)	23.20%	42.00%
Customer Concentration Risk \| Revenue [Member] \| Customer 1
Concentration Risk [Line Items]
Revenue (as a percent)	11.90%	20.20%
Customer Concentration Risk \| Revenue [Member] \| Customer 2
Concentration Risk [Line Items]
Revenue (as a percent)	6.20%	10.90%
Customer Concentration Risk \| Revenue [Member] \| Customer 3
Concentration Risk [Line Items]
Revenue (as a percent)	5.10%	10.90%

Revenue - Revenue and Deferred Revenue (Details) $ in Thousands	May 31, 2021 USD ($)
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Revenue	$ 192,377
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2021-06-01
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Revenue	$ 121,161
Revenue remaining performance obligation satisfaction period	9 months
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-03-01
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Revenue	$ 51,565
Revenue remaining performance obligation satisfaction period	1 year
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-03-01
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Revenue	$ 19,045
Revenue remaining performance obligation satisfaction period	1 year
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2025-03-01
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Revenue	$ 606
Revenue remaining performance obligation satisfaction period	1 year

Revenue - Revenue and Deferred Revenue Narratives (Details) - USD ($) $ in Thousands	3 Months Ended
	May 31, 2021	May 31, 2020
Revenue
Contract with customer liability revenue recognized	$ 18,925	$ 21,689
Revenue related to performance obligations satisfied in prior periods	$ 1,410	$ 1,479

Revenue - Cost to obtain and fulfill a contract (Details) - USD ($) $ in Thousands	3 Months Ended				9 Months Ended
	May 31, 2021	Nov. 30, 2020	May 31, 2020	Nov. 30, 2019	Nov. 30, 2020	Nov. 30, 2019
Capitalized Contract Cost [Line Items]
Deferred amortization term	5 years
Impairment loss on deferred commission		$ 0		$ 0	$ 0	$ 0
Selling and Marketing Expense [Member]
Capitalized Contract Cost [Line Items]
Amortization of contract cost	$ 438		$ 233
Sales commission
Capitalized Contract Cost [Line Items]
Amortization of contract cost	$ 427		503
Customer set up cost
Capitalized Contract Cost [Line Items]
Deferred amortization term	5 years
Amortization of contract cost	$ 164		160
Deferred Implementation Costs [Member]
Capitalized Contract Cost [Line Items]
Amortization of contract cost	$ 81		$ 144

Acquisitions - Summary of Purchase Consideration (Details) - USD ($) $ in Thousands		3 Months Ended
	Mar. 03, 2021	May 31, 2021
Consideration Paid
Cash consideration, net of cash acquired		$ 228,013
Acquisition of 2nd.MD
Consideration Paid
Cash consideration, net of cash acquired	$ 228,013
Estimated fair value of common stock issued	116,187
Estimated fair value of replacement awards	1,520
Estimated fair value of contingent consideration	76,248	$ 86,708
Total consideration paid	$ 421,968

Acquisitions - Shares Issued (Details)			1 Months Ended				3 Months Ended		12 Months Ended
Acquisitions - Shares Issued (Details)	Jun. 09, 2021 USD ($)	Mar. 03, 2021 USD ($) item shares	May 31, 2021 shares	Aug. 31, 2020 shares	Jul. 31, 2020 shares	Jul. 31, 2019 USD ($) shares	May 31, 2021 USD ($) shares	May 31, 2020 USD ($)	Feb. 28, 2021 shares
Business Acquisition [Line Items]
Revenue							$ 59,791,000	$ 44,463,000
Net loss							(48,990,000)	$ (25,641,000)
Acquisition related cost							$ 8,380,000
Minimum
Business Acquisition [Line Items]
Amortization period							3 years
Maximum
Business Acquisition [Line Items]
Amortization period							20 years
MD Insider Inc
Business Acquisition [Line Items]
Aggregate purchase price consideration						$ 6,488,000
Shares issued \| shares							387,132		387,132
Additional shares issued \| shares				96,487	100,607
MD Insider Inc \| Maximum
Business Acquisition [Line Items]
Shares issued \| shares						462,691
Acquisition of 2nd.MD
Business Acquisition [Line Items]
Aggregate purchase price consideration		$ 421,968,000
Cash consideration		228,013,000
Cash acquired		$ 205,000
Shares issued \| shares		2,822,242	283,416
Shares Fully Vested Upon Acquisition \| shares		2,495,441
Shares Fully Unvested Upon Acquisition \| shares		326,801					326,801
Number of earnout scenarios \| item		2
Estimated fair value of replacement awards attributable to pre-acquisition services		$ 1,520,000
Units issued \| shares		120,760
Estimated fair value of replacement awards		$ 3,914,000
Estimated fair value of contingent consideration		76,248,000					$ 86,708,000
Revenue							11,869,000
Net loss							5,377,000
Equity Based Compensation Expense							$ 4,292,000
Business Combination Acquisition, Cash Consideration, Repayment Of Debt		13,026,000
Acquisition of 2nd.MD \| Measurement Input Attrition Rate [Member]
Business Acquisition [Line Items]
Fair Value of Intangible Assets, Measurement Input							8.0
Acquisition of 2nd.MD \| Measurement Input Tax Rate [Member]
Business Acquisition [Line Items]
Fair Value of Intangible Assets, Measurement Input							24
Acquisition of 2nd.MD \| Measurement Input, Discount Rate [Member]
Business Acquisition [Line Items]
Fair Value of Intangible Assets, Measurement Input							13
Acquisition of 2nd.MD \| Measurement Input Royalty Rate [Member]
Business Acquisition [Line Items]
Fair Value of Intangible Assets, Measurement Input							1.5
Acquisition of 2nd.MD \| Measurement Input Probability of Completion Rate [Member]
Business Acquisition [Line Items]
Fair Value of Intangible Assets, Measurement Input							33
Acquisition of 2nd.MD \| Employees
Business Acquisition [Line Items]
Estimated fair value of replacement awards attributable to pre-acquisition services		$ 5,434,000
Acquisition of 2nd.MD \| Individuals Agreements With Company [Member]
Business Acquisition [Line Items]
Additional Shares Eligible To Be Received By Individuals Of Company, Upon Achievement Of Contingent Consideration Milestones \| shares							281,531
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period							2 years
Acquisition of 2nd.MD \| Maximum
Business Acquisition [Line Items]
Shares issued \| shares		4,384,882
Additional shares issued \| shares		1,889,441
Plushcare Inc [Member]
Business Acquisition [Line Items]
Cash consideration	$ 40,000,000
Common stock, amount	7,144,393
Plushcare Inc [Member] \| Maximum
Business Acquisition [Line Items]
Common stock payable	$ 70,000,000

Acquisitions - Summary of Estimated Fair Values of Assets Acquired and Liabilities Assumed (Details) - USD ($) $ in Thousands	3 Months Ended
	May 31, 2021	Mar. 03, 2021	Feb. 28, 2021
Assets acquired:
Goodwill	$ 214,177		$ 4,013
Liabilities assumed
Weighted-average useful life of intangible assets	14 years
Acquisition of 2nd.MD
Assets acquired:
Accounts receivable		$ 5,550
Unbilled revenue		226
Current portion of deferred contract acquisition costs		176
Prepaid and other current assets		1,052
Deferred contract acquisition costs		564
Property and equipment		4,344
Goodwill		210,164
Total assets acquired		431,576
Liabilities assumed
Accounts payable		1,195
Accrued expenses		585
Accrued compensation		3,817
Deferred rent and other current liabilities		904
Due to customer		294
Current portion of deferred revenue		625
Deferred rent and other noncurrent liabilities		2,188
Total liabilities assumed		9,608
Net assets acquired, including contingent consideration		421,968
Acquisition of 2nd.MD \| Customer relationships
Assets acquired:
Intangible assets		120,000
Acquisition of 2nd.MD \| Technology
Assets acquired:
Intangible assets		58,000
Acquisition of 2nd.MD \| Supplier-based network
Assets acquired:
Intangible assets		25,000
Acquisition of 2nd.MD \| Trade name
Assets acquired:
Intangible assets		3,400
Acquisition of 2nd.MD \| Non-compete agreement
Assets acquired:
Intangible assets		$ 3,100

Goodwill and Intangible Assets - Carrying amount of goodwill (Details) $ in Thousands	3 Months Ended
	May 31, 2021 USD ($)
Changes in the carrying amount of goodwill
Balance, February 28, 2021	$ 4,013
Acquisition	210,164
Balance, May 31, 2021	$ 214,177

Goodwill and Intangible Assets - Intangible assets (Details) - USD ($) $ in Thousands	3 Months Ended
	May 31, 2021	May 31, 2020
Goodwill and Intangible Assets
Gross Value	$ 212,400
Accumulated Amortization	(8,902)
Net Carrying Value	203,498
Amortization expense for intangible assets	$ 6,605	$ 362
Minimum
Goodwill and Intangible Assets
Weighted Average Remaining Useful Life	3 years
Maximum
Goodwill and Intangible Assets
Weighted Average Remaining Useful Life	20 years
Customer relationships
Goodwill and Intangible Assets
Useful Life	20 years
Gross Value	$ 120,000
Accumulated Amortization	(1,750)
Net Carrying Value	$ 118,250
Weighted Average Remaining Useful Life	19 years 9 months 18 days
Technology
Goodwill and Intangible Assets
Gross Value	$ 60,900
Accumulated Amortization	(5,558)
Net Carrying Value	$ 55,342
Weighted Average Remaining Useful Life	4 years 8 months 12 days
Technology \| Minimum
Goodwill and Intangible Assets
Useful Life	2 years
Technology \| Maximum
Goodwill and Intangible Assets
Useful Life	5 years
Supplier-based network
Goodwill and Intangible Assets
Useful Life	5 years
Gross Value	$ 25,000
Accumulated Amortization	(1,250)
Net Carrying Value	$ 23,750
Weighted Average Remaining Useful Life	4 years 9 months 18 days
Trade name
Goodwill and Intangible Assets
Useful Life	10 years
Gross Value	$ 3,400
Accumulated Amortization	(85)
Net Carrying Value	$ 3,315
Weighted Average Remaining Useful Life	9 years 9 months 18 days
Non-compete agreement
Goodwill and Intangible Assets
Useful Life	3 years
Gross Value	$ 3,100
Accumulated Amortization	(259)
Net Carrying Value	$ 2,841
Weighted Average Remaining Useful Life	2 years 9 months 18 days

Fair Value Measurements (Details) - USD ($) $ in Thousands	May 31, 2021	Feb. 28, 2021
Liabilities
Contingent consideration liabilities	$ 86,708
Convertible senior notes	349,111
Level 3
Liabilities
Contingent consideration liabilities	86,708
Money market funds
Cash equivalents:
Fair value	198,409	$ 283,245
Money market funds \| Level 1
Cash equivalents:
Fair value	198,409	$ 283,245
United States treasury bills
Marketable Securities [Abstract]
Fair value	99,998
United States treasury bills \| Level 1
Marketable Securities [Abstract]
Fair value	$ 99,998

Fair Value Measurements - Level 3 Contingent Consideration (Details) $ in Thousands	3 Months Ended
	May 31, 2021 USD ($)
Changes in the Company's Level 3 contingent consideration liabilities
Balance, February 28, 2021	$ 0
Incurred through acquisition	76,248
Change in fair value	10,460
Balance, May 31, 2021	$ 86,708

Debt - Notes (Details) - Convertible Senior Notes $ in Thousands	May 31, 2021 USD ($)
Debt Instrument [Line Items]
Principal	$ 287,500
Unamortized issuance costs	(8,066)
Net carrying amount	$ 279,434

Debt (Details) $ / shares in Units, $ in Thousands	1 Months Ended				3 Months Ended
Debt (Details) $ / shares in Units, $ in Thousands	Mar. 31, 2021 USD ($) $ / shares	Jul. 31, 2020 USD ($)	May 31, 2020 USD ($)	Jul. 31, 2019 USD ($)	May 31, 2021 USD ($) $ / shares $ / derivative	May 31, 2020 USD ($)	Feb. 28, 2021 USD ($)	Nov. 06, 2020 USD ($)	Jan. 30, 2017 USD ($)
Debt Instrument [Line Items]
Debt issuance cost					$ 8,101
Long-term Line of Credit					1,084		$ 1,084
Repayment of accrued interest in kind					379	$ 141
Other Assets
Debt Instrument [Line Items]
Deferred financing fees					$ 23		$ 93
Term Loan
Debt Instrument [Line Items]
Debt instrument, face amount									$ 20,000
Maximum borrowing capacity			$ 24,500	$ 22,000		$ 24,500			$ 20,000
Interest Rate			8.00%	10.00%	11.75%	8.00%
Interest expenses					$ 0	$ 794
Amortization of debt discount						81
Additional Borrowing Capacity			$ 2,500	$ 2,000		2,500
Interest Payable in Kind Accrued Rate			4.50%	2.00%
Debt instrument exit fee				1.00%
Repayment of principle portion of debt		$ 24,500
Repayment of accrued interest in kind		600
Debt instrument end charges		251
Debt instrument prepayment fee		$ 502
Term Loan \| Prepayment of Loan Occur on or Before December 31, 2020
Debt Instrument [Line Items]
Debt instrument exit fee			2.00%
Term Loan \| Prepayment of Loan Occur on or After December 31, 2020
Debt Instrument [Line Items]
Debt instrument exit fee			0.50%
Convertible Senior Notes
Debt Instrument [Line Items]
Debt instrument, face amount	$ 287,500
Interest Rate	0.50%
Conversion rate \| $ / shares	$ 19.8088				$ 50.48
Principal amount denomination	$ 1
Threshold percentage of stock price trigger	130.00%
Threshold trading days	20
Threshold consecutive trading days	30
Percentage of principal amount redeemed	100.00%
Cap price \| $ / derivative					76.20
Proceeds from notes payable	$ 279,132
Payment of costs of the capped call transactions	34,443
Cost which includes allocated pro-rata on capped call costs	8,428
Long-term Debt					$ 287,500
Outstanding debt					279,434
Debt issuance cost					8,066
Interest expenses					553
Amortization of debt discount					$ 302
Amount allocated to capped call	$ 60
Number of business day	5
Number of consecutive trading day	10
Percentage of average conversion value of note	98.00%
Effective interest rate					0.60%
Percentage of premium over last reported sale price					100.00%
Amount allocated to the Notes	$ 8,368
Revolving Credit Facility, 2019
Debt Instrument [Line Items]
Maximum borrowing capacity				$ 80,000				$ 50,000
Long-term Debt					$ 78,916
Outstanding debt					0
Debt issuance cost					543
Interest expenses					121	557
Amortization of deferred financing fees					$ 70	$ 60
Revolving Credit Facility, 2019 \| London Interbank Offered Rate
Debt Instrument [Line Items]
Debt Instrument, Basis Spread on Variable Rate					3.50%
Revolving Credit Facility, 2019 \| Base Rate
Debt Instrument [Line Items]
Debt Instrument, Basis Spread on Variable Rate					2.50%

Equity-based Compensation - Compensation expense (Details) - USD ($) $ in Thousands	3 Months Ended
	May 31, 2021	May 31, 2020
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Compensation expense	$ 7,675	$ 1,259
Cost of revenue
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Compensation expense	328	109
Product and technology
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Compensation expense	1,822	434
Sales and marketing
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Compensation expense	1,373	303
General and administrative
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Compensation expense	$ 4,152	$ 413

Equity-based Compensation - Stock Options (Details) - USD ($) $ / shares in Units, $ in Thousands	1 Months Ended	3 Months Ended
	Jul. 31, 2020	May 31, 2021	May 31, 2020
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Compensation expense		$ 7,675	$ 1,259
Stock options
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Compensation expense		$ 2,114
Weighted average grant date fair value		$ 27.88
Aggregate intrinsic value of stock options		$ 8,774	$ 2,094
Unrecognized compensation expense		$ 21,889
Weighted average period		2 years 4 months 24 days
2020 Equity Incentive Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Common stock authorized to be issued		6,420,829
Common stock available for future grants		5,835,827
2020 Equity Incentive Plan \| Stock options
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Term of option	10 years
Vesting period	4 years
2020 Equity Incentive Plan \| Stock options \| Tranche One
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting period	1 year
Vesting percentage	25.00%
2020 Equity Incentive Plan \| Stock options \| Tranche Two
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting period	3 years
Vesting percentage	75.00%
2020 Equity Incentive Plan \| Stock options \| Maximum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Common stock authorized to be issued	4,300,000

Equity-based Compensation - Stock Option Activity (Details) - 2020 Equity Incentive Plan $ / shares in Units, $ in Thousands	3 Months Ended
	May 31, 2021 USD ($) $ / shares shares
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward]
Balance, February 28, 2021 \| shares	8,723,769
Granted \| shares	62,600
Exercised \| shares	(236,841)
Forfeited \| shares	(101,517)
Balance, May 31,2021 \| shares	8,448,011
Vested and expected to vest as of May 31,2021 \| shares	8,333,865
Exercisable as of May 31,2021 \| shares	5,462,294
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Abstract]
Balance, February 28, 2021 \| $ / shares	$ 8.97
Granted \| $ / shares	9.04
Exercised \| $ / shares	45.37
Forfeited \| $ / shares	9.01
Balance, May 31,2021 \| $ / shares	9.23
Exercisable as of May 31,2021 \| $ / shares	6.51
Vested and expected to vest as of May 31,2021 \| $ / shares	$ 9.23
Weighted remaining contractual life in years	6 years 8 months 12 days
Vested and expected to vest as of May 31,2021	6 years 8 months 12 days
Exercisable as of May 31,2021	5 years 9 months 18 days
Balance, May 31,2021 \| $	$ 348,603
Vested and expected to vest as of May 31,2021 \| $	375,782
Exercisable as of May 31,2021 \| $	$ 240,294

Equity-based Compensation - Restricted Stock Units (Details) - USD ($) $ / shares in Units, $ in Thousands		3 Months Ended
	Mar. 03, 2021	May 31, 2021	May 31, 2020
Summary of activity
Compensation expense		$ 7,675	$ 1,259
Acquisition of 2nd.MD
Summary of activity
Units issued	120,760
Time-based Restricted Stock Units [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Units issued		327,065
Vesting period		4 years
Summary of activity
Balance, February 28, 2021		190,713
Granted		327,065
Vested		(141)
Forfeited		(15,685)
Balance, May 31, 2021		501,952
Compensation expense		$ 1,630
Remaining of total unrecognized compensation costs		$ 19,461
Weighted average period		3 years
Weighted average grant date fair value		$ 45.23
Time-based Restricted Stock Units [Member] \| Tranche One
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting period		1 year
Vesting percentage		25.00%
Time-based Restricted Stock Units [Member] \| Tranche Two
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting period		3 years
Vesting percentage		75.00%
Replacement Awards [Member]
Summary of activity
Compensation expense		$ 532
Individuals Agreements With Company [Member] \| Acquisition of 2nd.MD
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting period		2 years
Summary of activity
Compensation expense		$ 3,540
Unamortized compensation expense		$ 24,783
Unamortized Compensation Expense, Weighted Average Remaining Period		1 year 9 months 18 days
Shares Eligible To Be Received By Individuals Of Company With Continued Employment		608,332
Additional Shares Eligible To Be Received By Individuals Of Company, Upon Achievement Of Contingent Consideration Milestones		281,531
Grant date fair value price per share		$ 46.56
Individuals Agreements With Company [Member] \| Tranche One \| Acquisition of 2nd.MD
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting percentage		50.00%
Individuals Agreements With Company [Member] \| Tranche Two \| Acquisition of 2nd.MD
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting percentage		50.00%

Equity-based Compensation - Employee Stock Purchase Plan (Details) - USD ($) $ in Thousands		1 Months Ended	3 Months Ended
	Mar. 01, 2021	Jul. 31, 2020	May 31, 2021	May 31, 2020	Aug. 31, 2020
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Compensation expense			$ 7,675	$ 1,259
2020 Employee Stock Purchase Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Common stock initially reserved					1,100,000
Number of automatic annual increase in common share	1,656,991
Percentage of lower in fair market value		85.00%
Compensation expense			$ 391
Common stock issued			50,516
Proceeds from stock issued			$ 1,948
Additional amount withheld for future participation			$ 194
2020 Employee Stock Purchase Plan \| Maximum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Percentage of employee contribution on compensation		15.00%
Participant accrued purchase rights		$ 25,000

Income Taxes (Details) - USD ($) $ in Thousands	3 Months Ended		11 Months Ended	12 Months Ended
Income Taxes (Details) - USD ($) $ in Thousands	May 31, 2021	May 31, 2020	Nov. 30, 2020	Dec. 31, 2019
Income Taxes
Percentage of deductions from adjustable taxable income			50.00%	30.00%
Income tax expense	$ 19	$ 38
Effective income tax rate reconciliation, at federal statutory income tax rate	0.00%	0.30%

- Definition

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

+ References + Details

Net Loss Per Share Attributable to Common Stockholders (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended
	May 31, 2021	May 31, 2020
Net Loss Per Share Attributable to Common Stockholders
Net loss	$ (48,707)	$ (13,960)
Weighted-average shares used in computing net loss per share	58,261,233	7,524,016
Net loss per share attributable to common stockholders, basic and diluted	$ (0.84)	$ (1.86)

- Definition

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

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
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Reference 8: http://www.xbrl.org/2003/role/disclosureRef
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Reference 9: http://www.xbrl.org/2003/role/disclosureRef
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Reference 10: http://www.xbrl.org/2003/role/disclosureRef
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Reference 13: http://fasb.org/us-gaap/role/ref/legacyRef
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+ Details

Net Loss Per Share Attributable to Common Stockholders - Stock Options (Details) - shares	3 Months Ended
	May 31, 2021	May 31, 2020
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from computation of diluted net loss per share	17,148,033	8,160,980
Stock options
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from computation of diluted net loss per share	8,448,011	8,003,098
Restricted stock units
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from computation of diluted net loss per share	501,952
Individuals Agreements With Company [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from computation of diluted net loss per share	608,332
Contingent Shares In Connection With Acquisition [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from computation of diluted net loss per share	1,889,441
Convertible Debt Securities [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from computation of diluted net loss per share	5,700,297
Common stock warrants
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from computation of diluted net loss per share		157,882

Commitments - Legal Proceedings (Details) - Certain former and current employees case - USD ($) $ in Thousands	1 Months Ended
	Apr. 30, 2020	Mar. 31, 2019
Loss Contingencies [Line Items]
Litigation settlement		$ 1,100
Payment for litigation amount	$ 1,100

Change Healthcare Joint Development Agreement (Details) - Joint Development Agreement and Data Licensing Agreement - USD ($) $ / shares in Units, $ in Thousands	1 Months Ended
	Feb. 29, 2020	May 31, 2021
Maximum
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Cumulative royalty payments	$ 2,500
Change Healthcare Holdings
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
License agreement term (in years)	5 years
License agreement renewal term (in years)	5 years
Remainder of 2022		$ 161
2023		230
2024		245
2025		260
Total		$ 896
Change Healthcare Holdings \| Other Assets
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Capitalized equity cost	$ 3,005
Change Healthcare Holdings \| Restricted shares
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Granted	251,211
Estimated fair value of common stock	$ 15.40
Aggregate value of shares	$ 3,869
Vested shares	150,727
Non-vested shares	100,484