Business Acquisition, Pro Forma Information, Nonrecurring Adjustments |
The presentation shown below is reflective of what is used by the combined company under GAAP. | | | | | | | | | | | | | | | | | | | As of December 31, 2020 | | LendingClub Historical Presentation | | Reclassification Adjustments | | LendingClub Reclassified Amounts | Assets | | | | | | Cash and cash equivalents | $ | 524,963 | | | $ | (524,963) | | | $ | — | | Cash and due from banks | — | | | 5,197 | | | 5,197 | | Interest bearing deposits in banks | — | | | 519,766 | | | 519,766 | | Total cash and cash equivalents | — | | | 524,963 | | | 524,963 | | Restricted cash | 103,522 | | | — | | | 103,522 | | Securities available for sale at fair value | 142,226 | | | — | | | 142,226 | | Loans held for investment at fair value | 636,686 | | | (636,686) | | | — | | Loans held for investment by the Company at fair value | 49,954 | | | (49,954) | | | — | | Loans held for sale by the Company at fair value | 121,902 | | | (121,902) | | | — | | Loans held for sale at fair value | — | | | 121,902 | | | 121,902 | | Retail and certificate loans held for investment at fair value | — | | | 636,686 | | | 636,686 | | Other loans held for investment at fair value | — | | | 49,954 | | | 49,954 | | Accrued interest receivable | 5,205 | | | (5,205) | | | — | | Property, equipment and software, net | 96,641 | | | — | | | 96,641 | | Operating lease assets | 74,037 | | | (74,037) | | | — | | Intangible assets, net | 11,427 | | | (11,427) | | | — | | Other assets | 96,730 | | | 90,669 | | | 187,399 | | Total assets | $ | 1,863,293 | | | $ | — | | | $ | 1,863,293 | | Liabilities and Equity | | | | | | Accounts payable | $ | 3,698 | | | $ | (3,698) | | | $ | — | | Accrued interest payable | 4,572 | | | (4,572) | | | — | | Operating lease liabilities | 94,538 | | | (94,538) | | | — | | Accrued expenses and other liabilities | 101,457 | | | (101,457) | | | — | | Payable to investors | 40,286 | | | (40,286) | | | — | | Credit facilities and securities sold under repurchase agreements | 104,989 | | | (104,989) | | | — | | Short-term borrowings | — | | | 104,989 | | | 104,989 | | Retail notes, certificates and secured borrowings at fair value | 636,774 | | | — | | | 636,774 | | Payable on Structured Program borrowings | 152,808 | | | — | | | 152,808 | | Other liabilities | — | | | 244,551 | | | 244,551 | | Total liabilities | 1,139,122 | | | — | | | 1,139,122 | | Equity | | | | | | Common stock | 881 | | | — | | | 881 | | Additional paid-in capital | 1,508,020 | | | — | | | 1,508,020 | | Accumulated deficit | (786,214) | | | — | | | (786,214) | | Accumulated other comprehensive income | 1,484 | | | — | | | 1,484 | | Total equity | 724,171 | | | — | | | 724,171 | | Total liabilities and equity | $ | 1,863,293 | | | $ | — | | | $ | 1,863,293 | |
| | | | | | | | | | | | | | | | | | | Year Ended December 31, 2020 | | LendingClub Historical Presentation | | Reclassification Adjustments | | LendingClub Reclassified Amounts | Net Revenue | | | | | | Transaction fees | $ | 207,640 | | | $ | (207,640) | | | $ | — | | Interest income | 209,694 | | | (209,694) | | | — | | Interest expense | (141,503) | | | 141,503 | | | — | | Net fair value adjustments | (117,247) | | | 117,247 | | | — | | Net interest income and fair value adjustments | (49,056) | | | 49,056 | | | — | | Investor fees | 111,864 | | | (111,864) | | | — | | Gain on sales of loans | 30,812 | | | (30,812) | | | — | | Net investor revenue | 93,620 | | | (93,620) | | | — | | Other revenue | 13,442 | | | (13,442) | | | — | | Total net revenue | 314,702 | | | (314,702) | | | — | | Non-interest income | | | | | | Marketplace revenue (1) | — | | | 245,314 | | | 245,314 | | Other non-interest income | — | | | 13,442 | | | 13,442 | | Total non-interest income | — | | | 258,756 | | | 258,756 | | Interest income | | | | | | Interest on loans held for sale | — | | | 72,876 | | | 72,876 | | | | | | | | Interest on retail and certificate loans held for investment at fair value | — | | | 115,952 | | | 115,952 | | Interest on other loans held for investment at fair value | — | | | 7,688 | | | 7,688 | | Interest on securities available for sale | — | | | 12,125 | | | 12,125 | | Other interest income | — | | | 1,053 | | | 1,053 | | Total interest income | — | | | 209,694 | | | 209,694 | | Interest expense | | | | | | | | | | | | Interest on short-term borrowings | — | | | 17,837 | | | 17,837 | | Interest on retail notes, certificates and secured borrowings | — | | | 115,952 | | | 115,952 | | Interest on Structured Program borrowings | — | | | 16,204 | | | 16,204 | | Interest on other long-term debt | — | | | 373 | | | 373 | | Total interest expense (2) | — | | | 150,366 | | | 150,366 | | Net interest income | — | | | 59,328 | | | 59,328 | | Total net revenue (3) | — | | | 318,084 | | | 318,084 | | Provision for credit losses (3) | — | | | 3,382 | | | 3,382 | | Operating expenses | | | | | | Sales and marketing | 79,055 | | | (79,055) | | | — | | Origination and servicing | 71,193 | | | (71,193) | | | — | | Engineering and product development | 139,050 | | | (139,050) | | | — | | Other general and administrative | 213,021 | | | (213,021) | | | — | | Total operating expenses | 502,319 | | | (502,319) | | | — | | Non-interest expense | | | | | | Compensation and benefits | — | | | 252,517 | | | 252,517 | | Marketing | — | | | 51,518 | | | 51,518 | | Equipment and software | — | | | 26,842 | | | 26,842 | | Occupancy | — | | | 27,870 | | | 27,870 | | Depreciation and amortization | — | | | 54,030 | | | 54,030 | | Professional services | — | | | 41,780 | | | 41,780 | | Other non-interest expense | — | | | 47,762 | | | 47,762 | | Total non-interest expense | — | | | 502,319 | | | 502,319 | | Loss before income tax expense | (187,617) | | | — | | | (187,617) | | Income tax benefit | (79) | | | — | | | (79) | | Consolidated net loss | $ | (187,538) | | | $ | — | | | $ | (187,538) | |
(1) See “Note 3. Marketplace Revenue” for additional detail. (2) The increase in total interest expense relates to valuation adjustments on Structured Program borrowings reclassified from net fair value adjustments to interest expense. (3) The increase in total net revenue from the historical presentation relates to credit valuation adjustments on AFS securities reclassified from net fair value adjustments to provision for credit losses. | | | | | | | | | | | | | | | | | | | Year Ended December 31, 2019 | | LendingClub Historical Presentation | | Reclassification Adjustments | | LendingClub Reclassified Amounts | Net Revenue | | | | | | Transaction fees | $ | 598,760 | | | $ | (598,760) | | | $ | — | | Interest income | 345,345 | | | (345,345) | | | — | | Interest expense | (246,587) | | | 246,587 | | | — | | Net fair value adjustments | (144,990) | | | 144,990 | | | — | | Net interest income and fair value adjustments | (46,232) | | | 46,232 | | | — | | Investor fees | 124,532 | | | (124,532) | | | — | | Gain on sales of loans | 67,716 | | | (67,716) | | | — | | Net investor revenue | 146,016 | | | (146,016) | | | — | | Other revenue | 13,831 | | | (13,831) | | | — | | Total net revenue | 758,607 | | | (758,607) | | | — | | Non-interest income | | | | | | Marketplace revenue (1) | — | | | 646,735 | | | 646,735 | | Other non-interest income | — | | | 13,831 | | | 13,831 | | Total non-interest income | — | | | 660,566 | | | 660,566 | | Interest income | | | | | | Interest on loans held for sale | — | | | 109,493 | | | 109,493 | | | | | | | | Interest on retail and certificate loans held for investment at fair value | — | | | 214,395 | | | 214,395 | | Interest on other loans held for investment at fair value | — | | | 1,104 | | | 1,104 | | Interest on securities available for sale | — | | | 14,351 | | | 14,351 | | Other interest income | — | | | 6,002 | | | 6,002 | | Total interest income | — | | | 345,345 | | | 345,345 | | Interest expense | | | | | | | | | | | | Interest on short-term borrowings | — | | | 26,826 | | | 26,826 | | Interest on retail notes, certificates and secured borrowings | — | | | 214,395 | | | 214,395 | | Interest on Structured Program borrowings | — | | | 5,070 | | | 5,070 | | Interest on other long-term debt | — | | | 1,013 | | | 1,013 | | Total interest expense (2) | — | | | 247,304 | | | 247,304 | | Net interest income | — | | | 98,041 | | | 98,041 | | Total net revenue | — | | | 758,607 | | | 758,607 | | Provision for credit losses | — | | | — | | | — | | Operating expenses | | | | | | Sales and marketing | 279,423 | | | (279,423) | | | — | | Origination and servicing | 103,403 | | | (103,403) | | | — | | Engineering and product development | 168,380 | | | (168,380) | | | — | | Other general and administrative | 238,292 | | | (238,292) | | | — | | Total operating expenses | 789,498 | | | (789,498) | | | — | | Non-interest expense | | | | | | Compensation and benefits | — | | | 333,628 | | | 333,628 | | Marketing | — | | | 235,337 | | | 235,337 | | Equipment and software | — | | | 24,927 | | | 24,927 | | Occupancy | — | | | 29,367 | | | 29,367 | | Depreciation and amortization | — | | | 59,152 | | | 59,152 | | Professional services | — | | | 43,010 | | | 43,010 | | Other non-interest expense | — | | | 64,077 | | | 64,077 | | Total non-interest expense | — | | | 789,498 | | | 789,498 | | Loss before income tax expense | (30,891) | | | — | | | (30,891) | | Income tax benefit | (201) | | | — | | | (201) | | Consolidated net loss | (30,690) | | | — | | | (30,690) | | Less: Income attributable to noncontrolling interests | 55 | | | — | | | 55 | | LendingClub net loss | $ | (30,745) | | | $ | — | | | $ | (30,745) | |
(1) See “Note 3. Marketplace Revenue” for additional detail. (2) The increase in total interest expense relates to valuation adjustments on Structured Program borrowings reclassified from net fair value adjustments to interest expense.
|