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Commitments and Contingencies
6 Months Ended
Jun. 30, 2013
Commitments and Contingencies

13. Commitments and Contingencies

Commitments

Operating Leases

Corporate Headquarters

In April 2011, we entered into a sub-lease agreement for the third floor in 71 Stevenson in San Francisco, CA for our corporate headquarters, which includes our principal administrative, marketing, technical support and technology functions. The lease began on May 1, 2011 and expires in June 2017. The average monthly rent expense for this space in our corporate headquarters is approximately $0.04 million and we pledged $0.16 million as a security deposit.

In July 2012, we entered into a sub-sub-lease agreement for the second floor in our corporate headquarters. The lease commenced on September 15, 2012 and expires in June 2015. The Company has a renewal option on the lease that extends the lease two years to June 2017. The average monthly rent expense for the additional space in our corporate headquarters is approximately $0.06 million and we pledged $0.06 million as a security deposit.

In May 2013, we entered into a lease agreement with the landlord for two additional floors in our corporate headquarters. The lease for one floor commenced on June 1, 2013 and the lease of the other floor will commence in December 2013. The lease for both floors expires in June 2017. The average monthly rent expense for the additional space in our corporate headquarters is approximately $0.1 million and we pledged $0.1 million as a security deposit.

As of June 4, 2013, the sub-lessor for the second and third floors in our corporate headquarters terminated their master lease with the landlord. As a result of this termination, we automatically entered into a direct lease relationship with the landlord for these floors on substantially the same terms as they were with the sub-lessor and sub-sub-lessor.

Other Real Estate

Since July 2010, we entered into several month-to-month or short-term lease agreements for the lease of office space, ranging from 250 to 400 square feet, in New York City. In December 2012, we renewed a lease for a New York City office for a one year term that expires on January 31, 2014. The average monthly rent for this space is approximately $0.003 million.

Facilities rental expense for the three months ended June 30, 2013 and 2012 was $0.4 million and $0.1 million, respectively. Facilities rental expense for the six months ended June 30, 2013 and 2012 was $0.8 million and $0.3 million, respectively.

Loan Funding related to Direct Marketing Programs

In regards to loans listed on the platform as a result of direct marketing efforts, we have committed to invest in such loans in order for these loans to have investment commitments equal to the lesser of the amount approved and $10,000 at the time of issuance. Based upon our platform’s performance to date we have not had to commit any material capital amounts to these loans and as such we have not recorded a contingent obligation on our balance sheet as of June 30, 2013 or December 31, 2012.

Contingencies

Credit Support Agreement

The Company is subject to a Credit Support Agreement with a Certificate investor. The Credit Support Agreement requires the Company to pledge and restrict cash in support of its contingent obligation to reimburse the investor for credit losses on Member Loans underlying the investor’s Certificate, that are in excess of a specified, aggregate loss threshold. The Company is contingently obligated to pledge cash, not to exceed $5.0 million, to support this contingent obligation and which cash balance is premised upon the investor’s Certificate purchase volume. As of June 30, 2013, approximately $3.0 million was pledged and restricted to support this contingent obligation.

As of June 30, 2013, the credit losses pertaining to the investor’s Certificate have not exceeded the specified threshold, nor are future credit losses expected to exceed the specified threshold, and thus no expense or liability has been recorded. The Company currently does not anticipate recording losses resulting from its contingent obligation under this Credit Support Agreement. If losses related to the Credit Support Agreement are later determined to be likely to occur and are estimable, results of operations could be affected in the period in which such losses are recorded.

 

Legal

The Company may be subject to pending legal proceedings and regulatory actions in the ordinary course of business. After consultation with legal counsel, the Company does not anticipate that the ultimate liability, if any, arising out of any such matter will have a material effect on its financial condition or results of operations.