LEMONADE, INC. – 10-Q – Management’s Discussion and Analysis of Financial Condition and Results of Operations. – InsuranceNewsNet

The following discussion and analysis of our financial condition and results of
operations should be read in conjunction with our consolidated financial
statements and related notes and other information included elsewhere in this
Quarterly Report, Annual Report on Form 10-K, and in our other filings with the
Securities and Exchange Commission ("SEC"). The discussion and analysis below
includes forward-looking statements that are subject to risks, uncertainties and
other factors described in the "Risk Factors" section of our Annual Report on
Form 10-K that could cause actual results to differ materially from such
forward-looking statements. Additionally, our historical results are not
necessarily indicative of the results that may be expected for any period in the
future.

In this Quarterly Report, unless we indicate otherwise or the context requires,
"Lemonade, Inc.," "Lemonade," "the company," "our company," "the registrant,"
"we," "our," "ours" and "us" refer to Lemonade, Inc. and its consolidated
subsidiaries, including Lemonade Insurance Company, Lemonade Insurance Agency,
LLC and Metromile Insurance Company and Metromile Insurance Services.

Our Business

Lemonade is rebuilding insurance from the ground up on a digital substrate and
an innovative business model. By leveraging technology, data, artificial
intelligence, contemporary design, and behavioral economics, we believe we are
making insurance more delightful, more affordable, more precise, and more
socially impactful. To that end, we have built a vertically-integrated company
with wholly-owned insurance carriers in the United States, Europe, including the
United Kingdom, and the full technology stack to power them.

A brief chat with our bot, AI Maya, is all it takes to get covered with renters,
homeowners, pet, car or life insurance, and we expect to offer a similar
experience for other insurance products over time. Claims are filed by chatting
with another bot, AI Jim, who pays claims in as little as three seconds. This
breezy experience belies the extraordinary technology that enables it: a
state-of-the-art platform that spans marketing to underwriting, customer care to
claims processing, finance to regulation. Our architecture melds artificial
intelligence with the human kind, and learns from the prodigious data it
generates to become ever better at delighting customers and quantifying risk.

In addition to digitizing insurance end-to-end, we also reimagined the
underlying business model to minimize volatility while maximizing trust and
social impact. In a departure from the traditional insurance model, where
profits can literally depend on the weather, we typically retain a fixed fee,
currently 25% of premiums, and our gross margin is expected to change little in
good years and in bad. At Lemonade, excess claims are generally offloaded to
reinsurers, while excess premiums are usually donated to nonprofits selected by
our customers as part of our annual "Giveback." These two ballasts, reinsurance
and Giveback, reduce volatility, while creating an aligned, trustful, and
values-rich relationship with our customers.

Lemonade's cocktail of delightful experience, aligned values, and great prices
enjoys broad appeal, while over indexing on younger and first time buyers of
insurance. As these customers progress through predictable lifecycle events,
their insurance needs typically grow to encompass more and higher-value
products: renters regularly acquire more property and frequently upgrade to
successively larger homes; home buying often coincides with a growing household
and a corresponding need for life or pet insurance, and so forth. These
progressions can trigger orders-of-magnitude increases in insurance premiums.

The result is a business with highly-recurring and naturally-growing revenue
streams; a level of automation that we believe delights consumers while
collapsing costs; and an architecture that generates and employs data to price
and underwrite risk with ever-greater precision to the benefit of our company,
our customers and their chosen nonprofits.

Acquisition of Metromile

On July 28, 2022 (the "Acquisition Date"), the Company completed the acquisition
of Metromile, Inc. ("Metromile"), a leading digital insurance platform in the
United States that offers real-time, personalized auto insurance policies by the
mile (the "Metromile Acquisition"). The Company acquired 100% of Metromile's
equity through an all-stock transaction based upon the exchange ratio of 0.05263
shares of Lemonade for each outstanding share of Metromile. Our results of
operations include those of Metromile from the Acquisition Date through
September 30, 2022.
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Metromile is a leading digital insurance platform in the United States. With
data science at its foundation, Metromile offers real-time, personalized auto
insurance policies by the mile instead of the industry's reliance on
approximations that have historically made prices unfair. Metromile's digitally
native offering is built around the modern driver's needs, featuring automated
claims and complementary smart driving features.

Key Factors and Trends Affecting our Operating Results

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Our financial condition and results of operations have been, and will continue
to be, affected by a number of factors, including the following:

Seasonality

Seasonal patterns can impact both our rate of customer acquisition and the
incurrence of claims and losses.

Based on historical experience, existing and potential customers move more
frequently in the third quarter, compared to the rest of the calendar year. As a
result, we may see greater demand for new or expanded insurance coverage, and
increased online engagement resulting in proportionately more growth during the
third quarter. We expect that as we grow our customers, expand geographically,
and launch new products, the impact of seasonal variability on our rate of
growth may decrease.

Additionally, seasonal weather patterns impact the level and amount of claims we
receive. These patterns include hurricanes, wildfires, and coastal storms in the
fall, cold weather patterns, and changing home heating needs in the winter, and
tornados and hailstorms in the spring and summer. The mix of geographic exposure
and products within our customer base impacts our exposure to these weather
patterns.

COVID-19 Impact

The COVID-19 pandemic has severely impacted businesses worldwide, including many
in the insurance sector. Insurers of travel, events or business interruption may
be directly and adversely affected by claims from COVID-19 or the lock-down it
engendered. Other insurers, in lines of business that are not directly impacted
by COVID-19, may nevertheless be dependent on office-based brokers, in-person
inspections, or teams that are poorly equipped to work from home - all of which
can translate into value erosion. Finally, the broader financial crisis may hurt
insurers in other ways, too.

Against this backdrop it is noteworthy that our business has continued to grow,
and the key drivers of our business have continued their positive progress,
despite the pandemic.

•Lemonade writes insurance in lines that have so far been largely unaffected by
COVID-19, or indeed, historically, by recession.

•Our systems are entirely cloud based and accessible to our teams from any
browser anywhere in the world. Customers' phone calls are routed to our team's
laptops, and answered and logged from wherever they happen to be. Internal
communication has been via Slack and Zoom since our founding. The upshot is that
while we all enjoy each other's company, our teams are able to access systems,
support customers and collaborate with each other from anywhere, much as they
did before the pandemic.

•Our customers’ experience with Lemonade is likewise largely unaffected by the
turmoil, as AI Maya and AI Jim chat with customers, wherever they may be,
without triggering concerns about social distancing.

While the global economy began to reopen in the first quarter of 2021, and
continues to show positive economic growth in the U.S. as the vaccination
roll-out has reduced the spread and severity of COVID-19 and variants of the
virus, there remains to be an uncertainty about the duration and ultimate impact
of COVID-19 and variants of the virus, including the length of time needed to
vaccinate a significant segment of the global population and effectiveness of
the vaccines with respect to the new variants of the virus. Management continues
to monitor and cannot definitively determine the ultimate financial impact of
COVID-19 and variants of the virus, and the related economic conditions at this
time.

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With respect to our investment portfolio which showed a diversified mix of
securities beginning in the third quarter of 2021, and given the conservative
nature of our portfolio and investment in high-quality securities, we do not
expect a material adverse impact in the value of our investment portfolio, or
long-term negative impact on our financial condition, results of operations or
cash flows as it relates to COVID-19 and variants of the virus.

See "Risk Factors - Risks Relating to our Industry - Severe weather events and
other catastrophes, including the effects of climate change and global
pandemics, are inherently unpredictable and may have a material adverse effect
on our financial results and financial condition." in our Annual Report on Form
10-K.

Reinsurance

We obtain reinsurance to help manage our exposure to property and casualty
insurance risks. Although our reinsurance counterparties are liable to us
according to the terms of the reinsurance policies, we remain primarily liable
to our policyholders as the direct insurers on all risks reinsured, see "Risk
Factors - Risks Relating to Our Business" and "Risks relating to our Industry"
in our Annual Report on Form 10-K.

As a result, reinsurance does not eliminate the obligation of our insurance
subsidiaries to pay all claims, and we are subject to the risk that one or more
of our reinsurers will be unable or unwilling to honor its obligations, that the
reinsurers will not pay in a timely fashion, or that our losses are so large
that they exceed the limits inherent in our reinsurance contracts, each of which
could have a material effect on our results of operations and financial
condition. Furthermore, reinsurance may be unavailable at current levels and
prices, which may limit our ability to write new business.

Through June 30, 2021, we had proportional reinsurance covering 75% of our
business. Under the proportional reinsurance contracts, which cover all of our
products and geographies, we transferred, or "ceded," 75% of our premium to our
reinsurers ("Proportional Reinsurance Contracts"). In exchange, these reinsurers
paid us a ceding commission of 25% for every dollar ceded, in addition to
funding all of the corresponding claims, or 75% of all our claims. This
arrangement mirrors our fixed fee, and hence shields our gross profit margin,
from the volatility of claims, while boosting our capital efficiency
dramatically. We opted to manage the remaining 25% of our business with
alternative forms of reinsurance.

A portion of Lemonade's proportional reinsurance program expired on June 30,
2021 and on June 30, 2022. As the business continued to grow and diversify, and
with stability in our insurance results, we decreased the overall share of
proportional reinsurance from 75% of premium to 55% effective July 1, 2022. In
addition, we purchased a reinsurance program to protect us against natural
catastrophe risk in the U.S. that exceeds $80 million in losses effective July
1, 2022. Other non-proportional reinsurance contracts were renewed with terms
similar to the expiring contracts.

Metromile entered into a Quota Share reinsurance agreement effective January 1,
2022 through June 30, 2023. Under the terms of the agreement, the Company cedes
30% of premiums and losses to reinsurers.
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Components of our Results of Operations

Revenue

Gross Written Premium

Gross written premium is the amount received, or to be received, for insurance
policies written by us during a specific period of time without reduction for
premiums ceded to reinsurance. Following the Metromile Acquisition on July 28,
2022, we also include gross written premium from the sale of pay-per-mile auto
insurance policies within the United States. The volume of our gross written
premium in any given period is generally influenced by new business submissions,
binding of new business submissions into policies, renewals of existing
policies, and average size and premium rate of bound policies.

Ceded Written Premium

Ceded written premium is the amount of gross written premium ceded to
reinsurers. We enter into reinsurance contracts to limit our exposure to
potential losses as well as to provide additional capacity for growth. Ceded
written premium is earned over the reinsurance contract period in proportion to
the period of risk covered. The volume of our ceded written premium is impacted
by the level of our gross written premium and any decision we make to increase
or decrease in reinsurance limits, retention levels, and co-participation. Our
ceded written premium can also be impacted significantly in certain periods due
to changes in reinsurance agreements. In periods where we start or stop ceding a
large volume of our premium, ceded written premium may increase or decrease
significantly compared to prior periods and these fluctuations may not be
indicative of future trends.

Gross Earned Premium

Gross earned premium represents the earned portion of our gross written premium.
Our insurance policies generally have a term of one year and premium is earned
pro rata over the term of the policy. In addition, following the Metromile
Acquisition, we also include earned premiums from the pay-per-mile auto
insurance policies which is written for six-month terms. Premium for the policy
provides a base rate per month for the entire policy term upon binding of the
policy plus a per-mile rate multiplied by the miles driven each day (based on
data from the telematics device, subject to a daily maximum).

Ceded Earned Premium

Ceded earned premium is the amount of gross earned premium ceded to reinsurers.

Net Earned Premium

Net earned premium represents the earned portion of our gross written premium,
less the earned portion that is ceded to third-party reinsurers under our
reinsurance agreements. Premium is earned pro rata over the term of the policy,
which is generally one year. Net earned premiums from the pay-per-mile auto
insurance policies is earned over the term of the policy which is written for
six-month terms

Ceding Commission Income

Ceding commission income is commission we receive based on the premium ceded to
third-party reinsurers to reimburse us for acquisition and underwriting
expenses. We earn commissions on reinsurance premium ceded in a manner
consistent with the recognition of the earned premium on the underlying
insurance policies, on a pro-rata basis over the terms of the policies
reinsured. The portion of ceding commission income which represents
reimbursement of successful acquisition costs related to the underlying policies
is recorded as an offset to other insurance expense.
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Net Investment Income

Net investment income represents interest earned from fixed maturity securities,
short term securities, and other investments, and the gains or losses from the
sale of investments, net of investment fees paid to the Company's investment
manager. Our cash and invested assets are primarily comprised of fixed maturity
securities, and may also include cash and cash equivalents, equity securities,
and short-term investments. The principal factors that influence net investment
income are the size of our investment portfolio and the yield on that portfolio.
As measured by amortized cost (which excludes changes in fair value, such as
changes in interest rates), the size of our investment portfolio is mainly a
function of our invested equity capital along with premium we receive from our
customers less payments on customer claims. Over time, we expect that net
investment income will represent a more meaningful component of our results of
operations.

Commission and Other Income

Commission income consists of commissions earned for policies placed with
third-party insurance companies where we have no exposure to the insured risk.
Such commission is recognized on the effective date of the associated policy.
Other income consists of fees collected from policyholders relating to
installment premiums. These fees are recognized at the time each policy
installment is billed.

Expense

Loss and Loss Adjustment Expense, Net

Loss and loss adjustment expense ("LAE"), net represent the costs incurred for
losses net of amounts ceded to reinsurers. We enter into reinsurance contracts
to limit our exposure to potential losses as well as to provide additional
capacity for growth. These expenses are a function of the size and term of the
insurance policies we write and the loss experience associated with the
underlying risks. Loss and LAE are based on an actuarial analysis of the
estimated losses, including losses incurred during the period and changes in
estimates from prior periods. Loss and LAE may be paid out over a period of
years. Certain policies we write are subject to catastrophe losses. Catastrophe
losses are losses resulting from events involving claims and policyholders,
including earthquakes, hurricanes, floods, storms, terrorist acts or other
aggregating events that are designated by internationally recognized
organizations, such as Property Claims Services, that track and report on
insured losses resulting from catastrophic events.

Other Insurance Expense

Other insurance expense consists primarily of amortization of commissions costs
and premium taxes incurred on the successful acquisition of business written on
a direct basis, and credit card processing fees not charged to our customers.
Other insurance expense also includes employee compensation, including
stock-based compensation and benefits, of our underwriting teams as well as
allocated occupancy costs and related overhead based on headcount. Other
insurance expense is offset by the portion of ceding commission income which
represents reimbursement of successful acquisition costs related to the
underlying policies.

Sales and Marketing

Sales and marketing includes third-party marketing, advertising, branding,
public relations and sales expenses. Sales and marketing also includes
associated employee compensation, including stock-based compensation and
benefits, as well as allocated occupancy costs and related overhead based on
headcount. Sales and marketing costs are expensed as incurred.

We plan to continue to invest in sales and marketing to attract and acquire new
customers and increase our brand awareness. We expect that sales and marketing
costs will increase in absolute dollars in future periods and vary from
period-to-period as a percentage of revenue in the near-term. We expect that, in
the long-term, our sales and marketing costs will decrease as a percentage of
revenue as we continue to drive customer acquisition efficiencies and as the
proportion of renewals to our total business increases.



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Technology Development

Technology development consists of employee compensation, including stock-based
compensation and benefits, and expenses related to vendors engaged in product
management, design, development and testing of our websites and products.
Technology development also includes allocated occupancy costs and related
overhead based on headcount. We expense technology development costs as
incurred, except for costs that are capitalized related to internal-use software
development projects and subsequently depreciated over the expected useful life
of the developed software.

We expect product technology development costs, a portion of which will be
capitalized, to continue to grow in the foreseeable future as we identify
opportunities to invest in the development of new products and internal tools
and enhancement of our existing products and technologies that we believe will
drive the long-term profitability of the business.

General and Administrative

General and administrative includes employee compensation, including stock-based
compensation and benefits for executive, finance, accounting, legal, business
operations, and other administrative personnel. In addition, general and
administrative includes outside professional services, non-income based taxes,
insurance, charitable donations, bad debt expense and allocated occupancy costs
and related overhead based on headcount. Depreciation and amortization expense
is also recorded as a component of general and administrative.

We expect to incur incremental general and administrative costs to support our
global operational growth and enhancements to support our reporting and planning
functions.

We have incurred and expect to continue to incur significant additional general
and administrative expense as a result of operating as a public company,
including expenses related to compliance with the rules and regulations of the
SEC and the listing standards of the New York Stock Exchange, additional
corporate, director and officer insurance expenses, greater investor relations
expenses and increased legal, audit and consulting fees. We also expect to
increase the size of our general and administrative function to support our
increased compliance requirements and the growth of our business. As a result,
we expect that our general and administrative expense will increase in absolute
dollars in future periods and vary from period-to-period as a percentage of
revenue.

Income Tax Expense

Our provision for income taxes consists primarily of foreign income taxes
related to income generated by our subsidiaries organized under the laws of the
Netherlands and Israel. As we expand the scale of our international business
activities, any changes in the U.S. and foreign taxation of such activities may
increase our overall provision for income taxes in the future.

We have a valuation allowance for our U.S. deferred tax assets, including
federal and state net operating losses. We expect to maintain this valuation
allowance until it becomes more likely than not, that the benefit of our federal
and state deferred tax assets will be realized through expected future taxable
income in the United States.
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Key Operating and Financial Metrics

We regularly review a number of metrics, including the following key operating
and financial metrics, to evaluate our business, measure our performance,
identify trends in our business, prepare financial projections and make
strategic decisions. We believe these non-GAAP and operational measures are
useful in evaluating our performance, in addition to our financial results
prepared in accordance with GAAP. See "-Non-GAAP Financial Measures" for
additional information on non-GAAP financial measures. and a reconciliation to
the most directly comparable financial measures prepared in accordance with U.S.
generally accepted accounting principles ("GAAP").

The following table sets forth these metrics as of and for the periods
presented:

                                                 Three Months Ended                          Nine Months Ended
                                                    September 30,                              September 30,
                                              2022                  2021                 2022                  2021
                                               ($ in millions, except                      ($ in millions, except
                                                Premium per customer)                      Premium per customer)
Customers (end of period)                  1,775,824             1,363,754            1,775,824             1,363,754
In force premium (end of period)        $      609.2           $     346.7          $     609.2           $     346.7
Premium per customer (end of period)    $        343           $       254          $       343           $       254
Annual dollar retention (end of period)           84  %                 82  %                84  %                 82  %
Total revenue                           $       74.0           $      35.7          $     168.3           $      87.4
Gross earned premium                    $      136.4           $      79.6          $     339.2           $     202.7
Gross profit                            $        8.1           $      11.7          $      29.6           $      23.4
Adjusted gross profit                   $       13.2           $      15.2          $      47.0           $      33.0
Net loss                                $      (91.4)          $     (66.4)         $    (234.1)          $    (171.0)
Adjusted EBITDA                         $      (65.7)          $     (51.3)         $    (173.4)          $    (133.0)
Gross profit margin                               11  %                 33  %                18  %                 27  %
Adjusted gross profit margin                      18  %                 43  %                28  %                 38  %
Ratio of Adjusted Gross Profit to Gross
Earned
Premium                                           10  %                 19  %                14  %                 16  %
Gross loss ratio                                  94  %                 77  %                90  %                 88  %
Net loss ratio                                   105  %                 81  %                97  %                 91  %


Customers

We define customers as the number of current policyholders underwritten by us or
placed by us with third-party insurance partners (who pay us recurring
commissions) as of the period end date. A customer that has more than one policy
counts as a single customer for the purposes of this metric. We view customers
as an important metric to assess our financial performance because customer
growth drives our revenue, expands brand awareness, deepens our market
penetration, creates additional upsell and cross-sell opportunities, and
generates additional data to continue to improve the functioning of our
platform.

In Force Premium

We define in force premium (“IFP”), as the aggregate annualized premium for
customers as of the period end date. At each period end date, we calculate IFP
as the sum of:

i)In force written premium – the annualized premium of in force policies
underwritten by us; and

ii)In force placed premium - the annualized premium of in force policies placed
with third party insurance companies for which we earn a recurring commission
payment. In force placed premium currently reflects approximately 2% of IFP.
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The annualized value of premiums is a legal and contractual determination made
by assessing the contractual terms with our customers. The annualized value of
contracts is not determined by reference to historical revenues, deferred
revenues or any other GAAP financial measure over any period. IFP is not a
forecast of future revenues nor is it a reliable indicator of revenue expected
to be earned in any given period. We believe that our calculation of IFP is
useful to analysts and investors because it captures the impact of growth in
customers and premium per customer at the end of each reported period, without
adjusting for known or projected policy updates, cancellations, rescissions, and
non-renewals. We use IFP because we believe it gives our management useful
insight into the total reach of our platform by showing all in force policies
underwritten and placed by us. Other companies, including companies in our
industry, may calculate IFP differently or not at all, which reduces the
usefulness of IFP as a tool for comparison.

Premium per customer

We define premium per customer as the average annualized premium customers pay
for products underwritten by us or placed by us with third-party insurance
partners. We calculate premium per customer by dividing IFP by customers. We
view premium per customer as an important metric to assess our financial
performance because premium per customer reflects the average amount of money
our customers spend on our products, which helps drive strategic initiatives.

Annual Dollar Retention

We define Annual Dollar Retention ("ADR"), as the percentage of IFP retained
over a twelve month period, inclusive of changes in policy value, changes in
number of policies, changes in policy type, and churn. To calculate ADR we first
aggregate the IFP from all active customers at the beginning of the period and
then aggregate the IFP from those same customers at the end of the period. ADR
is then equal to the ratio of ending IFP to beginning IFP. We believe that our
calculation of ADR is useful to analysts and investors because it captures our
ability to retain customers and sell additional products and coverage to them
over time. We view ADR as an important metric to measure our ability to provide
a delightful end-to-end customer experience, satisfy our customers' evolving
insurance needs and maintain our customers' trust in our products. Our customers
become more valuable to us every year they continue to subscribe to our
products. Other companies, including companies in our industry, may calculate
ADR differently or not at all, which reduces the usefulness of ADR as a tool for
comparison.

Gross Earned Premium

Gross earned premium is the earned portion of our gross written premium.

We use this operating metric as we believe it gives our management and other
users of our financial information useful insight into the gross economic
benefit generated by our business operations and allows us to evaluate our
underwriting performance without regard to changes in our underlying reinsurance
structure. See "- Components of Our Results of Operations - Revenue - Gross
Earned Premium."

Unlike net earned premium, gross earned premium excludes the impact of premiums
ceded to reinsurers, and therefore should not be used as a substitute for net
earned premium, total revenue, or any other measure presented in accordance with
GAAP.

Gross Profit

Gross profit is calculated in accordance with GAAP as total revenue less loss
and loss adjustment expense, net, other insurance expense, and depreciation and
amortization (allocated to cost of revenue).

Adjusted Gross Profit

We define adjusted gross profit, a non-GAAP financial measure, as:

•Gross profit, excluding net investment income and interest income, plus

•Employee-related costs, plus

•Professional fees and other, plus

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•Depreciation and amortization (allocated to cost of revenue).

•See “- Non-GAAP Financial Measures” for a reconciliation of total revenue to
adjusted gross profit.

Adjusted EBITDA

We define adjusted EBITDA, a non-GAAP financial measure, as net loss excluding
the impact of income tax expense, depreciation, amortization, stock-based
compensation, interest income (expense), net investment income, change in fair
value of warrants liability, and other non-cash fair value adjustment on
warrants and other transactions that we consider to be unique in nature. See "-
Non-GAAP Financial Measures" for a reconciliation of net loss to adjusted EBITDA
in accordance with GAAP.

Gross Profit Margin

We define gross profit margin, expressed as a percentage, as the ratio of gross
profit to total revenue.

Adjusted Gross Profit Margin

We define adjusted gross profit margin, a non-GAAP financial measure, expressed
as a percentage, as the ratio of adjusted gross profit to total revenue. See "-
Non-GAAP Financial Measures."

Ratio of Adjusted Gross Profit to Gross Earned Premium

We define Ratio of Adjusted Gross Profit to Gross Earned Premium, a non-GAAP
financial measure, expressed as a percentage, as the ratio of adjusted gross
profit to gross earned premium. Our Ratio of Adjusted Gross Profit to Gross
Earned Premium provides management with useful insight into our operating
performance. See "- Non-GAAP Financial Measures."

Gross Loss Ratio

We define gross loss ratio, expressed as a percentage, as the ratio of losses
and loss adjustment expense to gross earned premium.

Net Loss Ratio

We define net loss ratio, expressed as a percentage, as the ratio of losses and
loss adjustment expense, less amounts ceded to reinsurers, to net earned
premium.

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Results of Operations

Comparison of the Three Months Ended September 30, 2022 and 2021

                                            Three Months Ended September 30,
                                                 2022                2021              Change               % Change
                                                              ($ in millions)
Revenue
Net earned premium                          $      50.6          $    21.5          $    29.1                     135  %
Ceding commission income                           16.9               12.3                4.6                      37  %
Net investment income                               2.6                0.6                2.0                     333  %
Commission and other income                         3.9                1.3                2.6                     200  %
Total revenue                                      74.0               35.7               38.3                     107  %
Expense
Loss and loss adjustment expense, net              53.3               17.5               35.8                     205  %
Other insurance expense                            12.1                6.3                5.8                      92  %
Sales and marketing                                35.8               42.2               (6.4)                    (15  %)
Technology development                             21.4               14.3                7.1                      50  %
General and administrative                         40.5               19.6               20.9                     107  %
Total expense                                     163.1               99.9               63.2                      63  %
Loss before income taxes                          (89.1)             (64.2)             (24.9)                     39  %
Income tax expense                                  2.3                2.2                0.1                       5  %
Net loss                                    $     (91.4)         $   (66.4)         $   (25.0)                     38  %




Net Earned Premium

Net earned premium increased $29.1 million, or 135%, to $50.6 million for the
three months ended September 30, 2022 compared to the three months ended
September 30, 2021, primarily due to the earning of increased gross written
premium and increased retention of ceded written premium under our Proportional
Reinsurance Contracts as discussed above under "Reinsurance."

                                 Three Months Ended September 30,
                                        2022                       2021        Change      % Change
                                               ($ in millions)
Gross written premium   $           174.0                        $ 116.8      $ 57.2           49  %
Ceded written premium               (98.5)                         (88.0)      (10.5)          12  %
Net written premium     $            75.5                        $  28.8      $ 46.7          162  %


Gross written premium increased $57.2 million, or 49%, to $174.0 million for the
three months ended September 30, 2022 compared to the three months ended
September 30, 2021. The increase was primarily due to a 30% increase in net
added customers year over year driven by the success of our digital advertising
campaigns and partnerships. We also continued to expand our geographic footprint
and product offerings. We also saw a 35% increase in premium per customer year
over year primarily due to an increasing prevalence of multiple policies per
customer, growth in the overall average policy value, and continued shift in the
mix of underlying products toward higher value policies.

Ceded written premium increased $10.5 million, or 12%, to $98.5 million for the
three months ended September 30, 2022 compared to the three months ended
September 30, 2021, primarily due to the impact of the change in reinsurance
arrangements. The Company renewed a portion of the proportional reinsurance
program expired on June 30, 2021 and on June 30, 2022, which decreased the
overall share of proportional reinsurance from 75% of premium to 55% effective
July 1, 2022. The Company also purchased a reinsurance program to protect
against catastrophe risk in the U.S that exceed
                                       36
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$80 million in losses effective July 1, 2022. Other non-proportional reinsurance
contracts were renewed with terms similar to the expired contracts.

Net written premium increased $46.7 million, or 162%, to $75.5 million for the
three months ended September 30, 2022 compared to the three months ended
September 30, 2021. The increase was primarily due to the $57.2 million, or 49%,
increase in gross written premium offset by the increase in ceded written
premium of $10.5 million, or 12%, for the three months ended September 30, 2022,
as compared to the three months ended September 30, 2021.

The table below shows the amount of premium we earned on a gross and net basis.
Ceded earned premium as a percentage of gross earned premium decreased to
approximately 63% for the three months ended September 30, 2022, as compared to
approximately 73% for the three months ended September 30, 2021 primarily due to
the change in proportional reinsurance contracts.

                                 Three Months Ended September 30,
                                         2022                        2021       Change      % Change
                                                ($ in millions)
Gross earned premium    $            136.4                         $ 79.6      $ 56.8           71  %
Ceded earned premium                 (85.8)                         (58.1)      (27.7)          48  %
Net earned premium      $             50.6                         $ 21.5      $ 29.1          135  %



Ceding Commission Income

Ceding commission income increased $4.6 million, or 37%, to $16.9 million for
the three months ended September 30, 2022 compared to the three months ended
September 30, 2021, consistent with the increase in ceded earned premium related
to the proportional reinsurance contracts with third-party reinsurers during the
period.

Net Investment Income

Net investment income amounted to $2.6 million for the three months ended
September 30, 2022 and $0.6 million for the three months ended September 30,
2021. We mainly invest in cash, money market funds, U.S. Treasury bills,
corporate debt securities, asset-backed securities, notes and other obligations
issued or guaranteed by the U.S. Government. Net investment income for the
period was primarily driven by interest rates on investment balances, and offset
by investment expenses of $0.1 million.

Commission and Other Income

Commission and other income increased $2.6 million, or 200%, to $3.9 million for
the three months ended September 30, 2022 compared to the three months ended
September 30, 2021, due to growth in premiums placed with third-party insurance
companies during the period and an increase in installment fees billed.

Loss and Loss Adjustment Expense, Net

Loss and LAE, net increased $35.8 million, or 205%, to $53.3 million for the
three months ended September 30, 2022 compared to the three months ended
September 30, 2021. The increase was primarily in line with growth in premium,
increase in net retained losses due to change in proportional reinsurance
contract and increased claims costs due to impact of inflation. During third
quarter of 2022, net incurred losses of $2.2 million was recorded due to
Hurricane Ian, which affected our customers primarily in Florida. These
increases were partially offset by favorable prior period development.
                                       37
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Other Insurance Expense

Other insurance expense increased $5.8 million, or 92%, to $12.1 million for the
three months ended September 30, 2022 compared to the three months ended
September 30, 2021. Professional fees and other increased $2.0 million, or 133%,
primarily in support of growth and expansion initiatives for new products.
Employee-related expense, including stock-based compensation, also increased by
$1.5 million, or 63%, as compared to the three months ended September 30, 2021,
driven by an increase in underwriting staff to support our continued growth.
Amortization of deferred acquisition costs, net of ceding commissions increased
$1.2 million, or 200%. Credit card processing fees increased $1.0 million, or
56%, as a result of the increase in customers and associated premium.

Sales and Marketing

Sales and marketing expense decreased $6.4 million, or 15%, to $35.8 million for
the three months ended September 30, 2022 compared to the three months ended
September 30, 2021. Expense related to brand and performance advertising also
decreased by $9.0 million, or 28%, for the three months ended September 30, 2022
as compared to the three months ended September 30, 2021, as a result of reduced
spending on search advertising and other customer acquisition channels.
Employee-related expense, including stock-based compensation, increased by $2.6
million, or 36%, as compared to the prior year period, driven by an increase in
sales and marketing headcount to support our continued growth and expansion.

Technology Development

Technology development expense increased $7.1 million, or 50%, to $21.4 million
for the three months ended September 30, 2022 compared to the three months ended
September 30, 2021. Employee-related expense, including stock-based
compensation, and net of capitalized costs for the development of internal-use
software, increased $4.8 million, or 40%, as compared to the three months ended
September 30, 2021, driven by an increase in payroll expense for product,
engineering, design and quality assurance personnel to support our continued
growth and product development initiatives, including automation, improvement in
machine learning and geographic expansion. Technology tools and software expense
increased by $2.1 million, or 233%.

General and Administrative

General and administrative expense increased $20.9 million, or 107%, to
$40.5 million for the three months ended September 30, 2022 compared to the
three months ended September 30, 2021. Non-recurring transaction and integration
costs of $7.4 million were incurred related to the Metromile Acquisition.
Employee-related expense, including stock-based compensation, increased by $3.8
million, or 40%, as we increased finance, legal, business operations and
administrative personnel. Depreciation expense increased $3.0 million, or 375%.
Legal, accounting and other professional fees increased $1.6 million, or 107%,
to support the compliance requirements necessary to operate as a growing global,
multi-product line of business and regulated companies. Bad debt expense
increased by $1.3 million, or 87%. Software costs increased $0.9 million, or
150%. Lemonade Giveback expense increased by $0.7 million, or 30%, as compared
to the prior year period due to accrual during the quarter offset by the
decrease in annual donations.

Income Tax Expense

Income tax expense increased $0.1 million, or 5%, to $2.3 million for the three
months ended September 30, 2022 compared to the three months ended September 30,
2021 due to increased tax liability is primarily related to change in profit
before tax of our subsidiary in Israel, and uncertain tax positions.

Net Loss

Net loss increased $25.0 million, or 38%, to $91.4 million for the three months
ended September 30, 2022 compared to the three months ended September 30, 2021
due to the factors described above.
                                       38
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Comparison of the Nine Months Ended September 30, 2022 and 2021

                                              Nine Months Ended
                                                September 30,
                                             2022           2021        Change       % Change
                                                     ($ in millions)
Revenue
Net earned premium                        $   109.2      $   51.6      $  57.6          112  %
Ceding commission income                       46.4          31.9         14.5           45  %
Net investment income                           4.7           1.0          3.7          370  %
Commission and other income                     8.0           2.9          5.1          176  %
Total revenue                                 168.3          87.4         80.9           93  %
Expense
Loss and loss adjustment expense, net         105.8          47.0         58.8          125  %
Other insurance expense                        30.9          16.3         14.6           90  %
Sales and marketing                           111.1         104.4          6.7            6  %
Technology development                         56.1          35.4         20.7           58  %
General and administrative                     91.1          49.5         41.6           84  %
Total expense                                 395.0         252.6        142.4           56  %
Loss before income taxes                     (226.7)       (165.2)       (61.5)          37  %
Income tax expense                              7.4           5.8          1.6           28  %
Net loss                                  $  (234.1)     $ (171.0)     $ (63.1)          37  %


Net Earned Premium

Net earned premium increased $57.6 million, or 112%, to $109.2 million for the
nine months ended September 30, 2022 compared to the nine months ended September
30, 2021 primarily due to the earning of increased gross written premium and
increased retention of ceded written premium under our Proportional Reinsurance
Contracts as discussed above under "Reinsurance."

                            Nine Months Ended
                              September 30,
                            2022          2021        Change       % Change
                                   ($ in millions)
Gross written premium   $    410.7      $ 282.1      $ 128.6           46  %
Ceded written premium       (262.0)      (210.1)       (51.9)          25  %
Net written premium     $    148.7      $  72.0      $  76.7          107  %


Gross written premium increased $128.6 million, or 46%, to $410.7 million for
the nine months ended September 30, 2022 compared to the nine months ended
September 30, 2021. The increase was primarily due to a 30% increase in net
added customers year over year driven by the success of our digital advertising
campaigns and partnerships. We also continued to expand our geographic footprint
and product offerings. We also saw a 35% increase in premium per customer year
over year primarily due to an increasing prevalence of multiple policies per
customer, growth in the overall average policy value, and continued shift in the
mix of underlying products toward higher value policies.

Ceded written premium increased $51.9 million, or 25%, to $262.0 million for the
nine months ended September 30, 2022 compared to the nine months ended September
30, 2021. A portion of the Company's proportional reinsurance program expired on
September 30, 2021. The Company renewed a portion of the proportional
reinsurance program expired on June 30, 2021 and on June 30, 2022, which
decreased the overall share of proportional reinsurance from 75% of premium to
55% effective July 1, 2022. The Company also purchased a reinsurance program to
protect against catastrophe risk in the U.S that exceed $80 million in losses
effective July 1, 2022. Other non-proportional reinsurance contracts were
renewed with terms similar to the expired contracts.

                                       39
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Net written premium increased $76.7 million, or 107%, to $148.7 million for the
nine months ended September 30, 2022 compared to the nine months ended September
30, 2021. The increase was primarily due to the $128.6 million, or 46%, increase
in gross written premium offset by the increase in ceded written premium of
$51.9 million, or 25% for the nine months ended September 30, 2022 as compared
to the nine months ended September 30, 2021.

The table below shows the amount of premium we earned on a gross and net basis.
Ceded earned premium as a percentage of gross earned premium decreased to 68%
for the nine months ended September 30, 2022, as compared to 75% for the nine
months ended September 30, 2021 primarily due to the change in proportional
reinsurance contracts.

                            Nine Months Ended
                              September 30,
                            2022          2021        Change       % Change
                                   ($ in millions)
Gross earned premium    $    339.2      $ 202.7      $ 136.5           67  %
Ceded earned premium        (230.0)      (151.1)       (78.9)          52  %
Net earned premium      $    109.2      $  51.6      $  57.6          112  %



Ceding Commission Income

Ceding commission income increased $14.5 million, or 45%, to $46.4 million for
the nine months ended September 30, 2022 compared to nine months ended September
30, 2021, consistent with the increase in ceded earned premium related to the
proportional reinsurance contracts with third-party reinsurers during the
period.

Net Investment Income

Net investment income increased $3.7 million, or 370%, to $4.7 million for the
nine months ended September 30, 2022 compared to the nine months ended September
30, 2021. We mainly invest in cash, money market funds, U.S. Treasury bills,
corporate debt securities, asset-backed securities, notes and other obligations
issued or guaranteed by the U.S. Government. Net investment income for the
period was primarily driven by interest rates on investment balances, and offset
by investment expenses of $0.3 million.

Commission and Other Income

Commission and other income increased $5.1 million, or 176%, to $8.0 million for
the nine months ended September 30, 2022 compared to the nine months ended
September 30, 2021, due to growth on premium placed with third-party insurance
companies during the period and increase in installment fees billed.

Loss and Loss Adjustment Expense, Net

Loss and LAE, net increased $58.8 million, or 125%, to $105.8 million for the
nine months ended September 30, 2022 compared to the nine months ended September
30, 2021. The increase was primarily in line with growth in premium, increase in
net retained losses due to change in proportional reinsurance contract and
increased claims costs due to impact of inflation. During the third quarter of
2022, $2.2 million was recorded due to net incurred losses from Hurricane Ian
which affected our customers primarily in Florida. These increases were
partially offset by favorable prior period development.

Other Insurance Expense

Other insurance expense increased $14.6 million, or 90%, to $30.9 million for
the nine months ended September 30, 2022 compared to the nine months ended
September 30, 2021. Employee-related expense, including stock-based compensation
increased by $6.3 million, or 109%, as compared to the nine months ended
September 30, 2021, driven by an increase in underwriting staff to support our
continued growth. Professional fees and other also increased $4.2 million, or
102%, primarily in support of growth and expansion initiatives. Credit card fees
also increased $2.2 million, or 46% as a result of the increase in customers and
associated premium. Amortization of deferred acquisition costs, net of ceding
commissions increased $1.9 million, or 119%.
                                       40
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Sales and Marketing

Sales and marketing expense increased $6.7 million, or 6%, to $111.1 million for
the nine months ended September 30, 2022 compared to the nine months ended
September 30, 2021. Employee-related expense, including stock-based
compensation, increased by $7.9 million, or 40%, as compared to the prior year
period, driven by an increase in sales and marketing headcount to support our
continued growth and expansion. Expense related to brand and performance
advertising, the largest component of our sales and marketing expenses,
decreased by $3.2 million, or 4%, for the nine months ended September 30, 2022
as compared to the nine months ended September 30, 2021, as a result of reduced
spending on search advertising and other customer acquisition channels in
response to new product offerings. Software expense increased by $0.8 million,
or 80%.

Technology Development

Technology development expense increased $20.7 million, or 58%, to $56.1 million
for the nine months ended September 30, 2022 compared to the nine months ended
September 30, 2021. Employee-related expense, including stock-based
compensation, net of capitalized costs for the development of internal-use
software, increased $15.6 million, or 50%, as compared to the nine months ended
September 30, 2021, driven by an increase in payroll expense for product,
engineering, design and quality assurance personnel to support our continued
growth and product development initiatives, including automation, improvement in
machine learning and geographic expansion. Technology tools and software expense
increased by $3.3 million, or 127%.

General and Administrative

General and administrative expense increased $41.6 million, or 84%, to
$91.1 million for the nine months ended September 30, 2022 compared to the nine
months ended September 30, 2021. Employee-related expense, including stock-based
compensation, increased by $13.3 million, or 55%, as we increased finance,
legal, business operations and administrative personnel. Nonrecurring
transaction costs and integration costs of $8.4 million were incurred related to
the Metromile Acquisition. Legal, accounting and other professional fees
increased $6.9 million, or 150%, to support the compliance requirements
necessary to operate as a growing global, multi-product line of business and
regulated companies. Depreciation expense increased $4.4 million, or 176%. Bad
debt expense increased by $2.6 million, or 68%. Software cost increased $2.4
million, or 141%. Lemonade Giveback expense increased by $0.7 million, or 30%,
as compared to the prior year period due to accrual during the period offset by
the decrease in annual donations.

Income Tax Expense

Income tax expense increased $1.6 million, or 28%, to $7.4 million for the nine
months ended September 30, 2022 compared to the nine months ended September 30,
2021 due to increased tax liability is primarily related to change in profit
before tax of our subsidiary in Israel, and uncertain tax positions.

Net Loss

Net loss increased $63.1 million, or 37%, to $234.1 million for the nine months
ended September 30, 2022 compared to the nine months ended September 30, 2021
due to the factors described above.
                                       41
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Non-GAAP Financial Measures

The non-GAAP financial measures below have not been calculated in accordance
with GAAP and should be considered in addition to results prepared in accordance
with GAAP and should not be considered as a substitute for, or superior to, GAAP
results. In addition, adjusted gross profit and adjusted gross profit margin,
ratio of adjusted gross profit to gross earned premium, and adjusted EBITDA
should not be construed as indicators of our operating performance, liquidity or
cash flows generated by operating, investing and financing activities, as there
may be significant factors or trends that they fail to address. We caution
investors that non-GAAP financial information, by its nature, departs from
traditional accounting conventions. Therefore, its use can make it difficult to
compare our current results with our results from other reporting periods and
with the results of other companies.

Our management uses these non-GAAP financial measures, in conjunction with GAAP
financial measures, as an integral part of managing our business and to, among
other things: (i) monitor and evaluate the performance of our business
operations and financial performance; (ii) facilitate internal comparisons of
the historical operating performance of our business operations; (iii)
facilitate external comparisons of the results of our overall business to the
historical operating performance of other companies that may have different
capital structures and debt levels; (iv) review and assess the operating
performance of our management team; (v) analyze and evaluate financial and
strategic planning decisions regarding future operating investments; and (vi)
plan for and prepare future annual operating budgets and determine appropriate
levels of operating investments.

Adjusted Gross Profit and Adjusted Gross Profit Margin

We define adjusted gross profit, a non-GAAP financial measure, as gross profit
excluding net investment income and interest income, plus fixed cost and
overhead associated with our underwriting operations including employee-related
expense and professional fees and other, and depreciation and amortization
allocated to cost of revenue. After these adjustments, the resulting calculation
is inclusive of only those variable costs of revenue incurred on the successful
acquisition of business and without the volatility of investment income. We use
adjusted gross profit as a key measure of our progress towards profitability and
to consistently evaluate the variable contribution to our business from
underwriting operations from period to period.

We define adjusted gross profit margin, a non-GAAP financial measure, expressed
as a percentage, as the ratio of adjusted gross profit to total revenue.

The following table provides a reconciliation of total revenue and gross profit
margin to adjusted gross profit and the related adjusted gross profit margin,
respectively for the periods presented:
                                                    Three Months Ended                     Nine Months Ended
                                                      September 30,                          September 30,
                                                 2022                2021               2022               2021
                                                                        ($ in millions)
Total revenue                                $     74.0          $    35.7          $   168.3          $    87.4
Adjustments:
Loss and loss adjustment expense, net        $    (53.3)         $   (17.5)         $  (105.8)         $   (47.0)
Other insurance expense                           (12.1)              (6.3)             (30.9)             (16.3)
Depreciation and amortization                      (0.5)              (0.2)              (2.0)              (0.7)
Gross profit                                 $      8.1          $    11.7          $    29.6          $    23.4
Gross profit margin (% of total revenue)             11  %              33  %              18  %              27  %

Adjustments:

Net investment income and interest income $ (2.9) $ (0.6)

        $    (5.0)         $    (1.0)
Employee-related expense                            3.9                2.4               12.1                5.8
Professional fees and other                         3.6                1.5                8.3                4.1
Depreciation and amortization                       0.5                0.2                2.0                0.7
Adjusted gross profit                        $     13.2          $    15.2          $    47.0          $    33.0
Adjusted gross profit margin (% of total
revenue)                                             18  %              43  %              28  %              38  %


                                       42
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Ratio of Adjusted Gross Profit to Gross Earned Premium

The Ratio of Adjusted Gross Profit to Gross Earned Premium measures the
relationship between the underlying business volume and gross economic benefit
generated by our underwriting operations, on the one hand, and our underlying
profitability trends, on the other. We rely on this measure, which supplements
our gross profit ratio as calculated in accordance with GAAP, because it
provides management with insight into our underlying profitability trends over
time.

We use gross earned premium as the denominator in calculating this ratio, which
excludes the impact of premiums ceded to reinsurers, because we believe that it
reflects the business volume and the gross economic benefit generated by our
underlying underwriting operations, which in turn are the key drivers of our
future profit opportunities. We exclude the impact of ceded premiums from the
denominator because ceded premiums can change rapidly and significantly based on
the type and mix of reinsurance structures we use and, therefore, add volatility
that is not indicative of our underlying profitability. For example, a shift to
a proportional reinsurance arrangement would result in an increase in ceded
premium, with offsetting benefits to gross profit from ceded losses and ceding
commissions earned, resulting in a nominal overall economic impact. This shift
would result in a steep decline in total revenue with a corresponding spike in
gross margin, whereas we expect that the Ratio of Adjusted Gross Profit to Gross
Earned Premium would remain relatively unchanged. We expect our reinsurance
structure to evolve along with our costs and capital requirements, and we
believe that our reinsurance structure at a given time does not reflect the
performance of our underlying underwriting operations, which we expect to be the
key driver of our costs of reinsurance over time.

On the other hand, the numerator, which is adjusted gross profit, includes the
net impact of all reinsurance, including ceded premiums and the benefits of
ceded losses and ceding commissions earned. Because our reinsurance structure is
a key component of our risk management and a key driver of our profitability or
loss in a given period, we believe this is meaningful.

Therefore, by providing this Ratio of Adjusted Gross Profit to Gross Earned
Premium for a given period, we are able to assess the relationship between
business volume and profitability, while eliminating the volatility from the
cost of our then-current reinsurance structure, which is driven primarily by the
performance of our insurance underwriting platform rather than our business
volume.

The following table sets forth our calculation of the Ratio of Adjusted Gross
Profit to Gross Earned Premium for the periods presented:

                                                  Three Months Ended                     Nine Months Ended
                                                    September 30,                          September 30,
                                               2022                2021               2022                2021
                                                                       ($ in millions)
Numerator: Adjusted gross profit           $     13.2          $    15.2          $     47.0          $    33.0
Denominator: Gross earned premium          $    136.4          $    79.6          $    339.2          $   202.7
Ratio of Adjusted Gross Profit to Gross
Earned Premium                                     10  %              19  %               14  %              16  %




                                       43
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Adjusted EBITDA

We define adjusted EBITDA, a non-GAAP financial measure, as net loss excluding
income tax expense, depreciation, amortization, stock-based compensation,
interest income (expense), net investment income, change in fair value of
warrants liability, and other transactions that we would consider to be unique
in nature. We exclude these items from adjusted EBITDA because we do not
consider them to be directly attributable to our underlying operating
performance. We use adjusted EBITDA as an internal performance measure in the
management of our operations because we believe it gives our management and
other customers of our financial information useful insight into our results of
operations and our underlying business performance. Adjusted EBITDA should not
be viewed as a substitute for net loss calculated in accordance with GAAP, and
other companies may define adjusted EBITDA differently.

The following table provides a reconciliation of adjusted EBITDA to net loss for
the periods presented:

                                                  Three Months Ended                       Nine Months Ended
                                                     September 30,                           September 30,
                                                2022                 2021               2022                2021
                                                                       ($ in millions)
Net loss                                  $    (91.4)            $   (66.4)         $   (234.1)         $  (171.0)
Adjustments:
Income tax expense                        $      2.3             $     2.2                 7.4          $     5.8
Depreciation and amortization                    3.8                   0.8                 6.8                2.5
Stock-based compensation                        14.8                  12.7                42.8               30.7
Transaction and integration costs (1)            7.4                     -                 8.4                  -
Interest income (expense), net                  (0.3)                    -                (0.3)                 -
Net investment income                           (2.6)                 (0.6)               (4.7)              (1.0)
Change in fair value of warrants                 0.3                     -                 0.3                  -
liability
Adjusted EBITDA                           $    (65.7)            $   (51.3)         $   (173.4)         $  (133.0)

(1) Includes $6.6 million of retention and severance costs, including $0.8
million
of stock-based compensation, related to the Metromile Acquisition.

                                       44
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Liquidity and Capital Resources

As of September 30, 2022, we had $225.0 million in cash, cash equivalents and
restricted cash and $835.9 million in investments. From the date we commenced
operations, we have generated negative cash flows from operations, and we have
financed our operations primarily through private and public sales of equity
securities. On January 14, 2021, we issued and sold 3,300,000 shares of common
stock, and generated net proceeds to us of $525.7 million after deducting
underwriting discounts and other offering costs. On February 1, 2021, the
underwriters exercised their option to purchase additional shares, which
resulted in the issuance and sale of an additional 718,647 shares of common
stock by us, and generated additional net proceeds of $114.6 million. Excluding
capital raises, our principal sources of funds are insurance premiums,
investment income, reinsurance recoveries and proceeds from the maturity and
sale of invested assets. These funds are primarily used to pay claims, operating
expenses and taxes. We believe our existing cash and cash equivalents as of
September 30, 2022 will be sufficient to meet our working capital and capital
expenditures needs over at least the next 12 months.

Our cash flows used in operations may differ substantially from our net loss due
to non-cash charges or due to changes in balance sheet accounts.

The timing of our cash flows from operating activities can also vary among
periods due to the timing of payments made or received. Some of our payments and
receipts, including loss settlements and subsequent reinsurance receipts, can be
significant. Therefore, their timing can influence cash flows from operating
activities in any given period. The potential for a large claim under an
insurance or reinsurance contract means that our insurance subsidiaries may need
to make substantial payments within relatively short periods of time, which
would have a negative impact on our operating cash flows.

We are a holding company that transacts a majority of our business through
operating subsidiaries. Consequently, our ability to pay dividends to
stockholders, meet debt payment obligations and pay taxes and operating expenses
is largely dependent on dividends or other distributions from our subsidiaries
and affiliates, whose ability to pay us is highly regulated.

Our U.S. and Dutch insurance company subsidiaries, and our Dutch insurance
holding company, are restricted by statute as to the amount of dividends that
they may pay without the prior approval of their respective competent regulatory
authorities. As of September 30, 2022, cash and short-term investments held by
these companies was $306.5 million.

Insurance companies in the United States are also required by state law to
maintain a minimum level of policyholder's surplus. Insurance regulators in the
states in which we operate have a risk-based capital standard designed to
identify property and casualty insurers that may be inadequately capitalized
based on inherent risks of the insurer's assets and liabilities and its mix of
net written premium. Insurers falling below a calculated threshold may be
subject to varying degrees of regulatory action. As of September 30, 2022, the
total adjusted capital of our U.S. insurance subsidiaries was in excess of its
respective prescribed risk-based capital requirements.

The following table summarizes our cash flow data for the periods presented:

                                                             Nine Months Ended
                                                               September 30,
                                                            2022           2021
                                                              ($ in millions)
Net cash used in operating activities                    $  (134.4)     $  

(94.7)

Net cash provided by (used in) by investing activities $ 93.6 $ (807.1)
Net cash provided by financing activities

                $     3.3      $  649.0



                                       45
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Operating Activities

Cash used in operating activities was $134.4 million for the nine months ended
September 30, 2022, an increase of $39.7 million from $94.7 million for the nine
months ended September 30, 2021. This reflected the $63.1 million increase in
our net loss, primarily offset by increases in unearned premium, unpaid loss and
loss adjustment expense and funds held that exceeded the increases in premiums
receivable and amounts expected to be recovered from our reinsurance partners
and prepaid reinsurance premium. The increase in cash used in operating
activities from the nine months ended September 30, 2022 compared to the nine
months ended September 30, 2021 was primarily due to claim payments, settlements
with our reinsurance partners, and increased spend related to growth and
expansion.

Cash used in operating activities was $94.7 million for nine months ended
September 30, 2021. This resulted from our net loss of $171.0 million, partially
offset by non-cash charges and net cash provided by changes in our operating
assets and liabilities. Non-cash charges primarily consisted of non-cash
stock-based compensation. Net cash provided by changes in operating assets and
liabilities primarily consisted of increases in unearned premiums, unpaid loss
and loss adjustment expense, funds held and accrued and other liabilities
partially offset by increases in prepaid reinsurance, premiums receivables and
amounts expected to be recovered from our reinsurance partners.

Investing Activities

Cash provided by investing activities was $93.6 million for the nine months
ended September 30, 2022 primarily due to proceeds from sales and maturities and
offset by purchases of U.S. government obligations, corporate debt securities,
asset-backed securities, short term investments, cash from the Metromile
Acquisition, and property and equipment purchased during the period.

Cash used in investing activities was $807.1 million for the nine months ended
September 30, 2021 primarily due to purchases of fixed maturities and property
and equipment.

Financing Activities

Cash provided by financing activities was $3.3 million for the nine months ended
September 30, 2022 primarily due to proceeds from stock option exercises.

Cash provided by financing activities was $649.0 million for the nine months
ended September 30, 2021 primarily due to proceeds received from our Follow-on
Offering (as defined in Note 10 - Stockholders' Equity to the unaudited interim
condensed financial statements included elsewhere in this Quarterly Report) and
proceeds from stock option exercises.

We do not have any current plans for material capital expenditures other than
current operating requirements. We believe that we will generate sufficient cash
flows from operations to satisfy our liquidity requirements for at least the
next 12 months and for the foreseeable future. There have been no material
changes as of September 30, 2022 to our contractual obligations from those
described in our Annual Report on Form 10-K. To the extent our future operating
cash flows are insufficient to cover our net losses from catastrophic events, we
had $1,060.9 million in cash and investments available at September 30, 2022. We
may also seek to raise additional capital through pursuing third-party
borrowings, sales of our equity, issuance of debt securities or entrance into
new reinsurance arrangements. There can be no assurance that we will be able to
raise additional capital on favorable terms or at all.


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Critical Accounting Policies and Estimates

Our consolidated financial statements are prepared in accordance with GAAP in
the United States. The preparation of the consolidated financial statements in
conformity with accounting principles generally accepted in the United States
requires our management to make a number of estimates and assumptions relating
to the reported amounts of assets and liabilities, the disclosure of contingent
assets and liabilities at the date of the consolidated financial statements and
the reported amounts of revenue and expenses during the period. We evaluate our
significant estimates on an ongoing basis, including, but not limited to,
estimates related to unpaid loss and loss adjustment expense, reinsurance
assets, stock-based compensation prior to the Company's initial public offering
("IPO"), income tax assets and liabilities, including recoverability of our net
deferred tax asset, income tax provisions and certain non-income tax accruals.
We base our estimates on historical experience and on various other assumptions
that we believe to be reasonable under the circumstances, the results of which
form the basis for making judgments about the carrying value of assets and
liabilities that are not readily apparent from other sources. Actual results
could differ from those estimates.

Our critical accounting policies are described under the heading "Management's
Discussion and Analysis of Financial Condition and Results of
Operations-Critical Accounting Policies and Estimates" in our Annual Report on
Form 10-K and the notes to the unaudited interim condensed consolidated
financial statements appearing elsewhere in this Quarterly Report. During the
nine months ended September 30, 2022, there were no material changes to our
critical accounting policies from those discussed in our Annual Report on Form
10-K.


Recently Issued and Adopted Accounting Pronouncements

See "Note 4 - Summary of Significant Accounting Policies" in the notes to the
unaudited condensed consolidated financial statements included elsewhere in this
Quarterly Report for a discussion of accounting pronouncements recently adopted
and their impact to our unaudited condensed consolidated financial statements.


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LEMONADE, INC. – 10-Q – Management’s Discussion and Analysis of Financial Condition and Results of Operations. – InsuranceNewsNet

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