FORM | |
CURRENT REPORT |
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 |
(Exact name of registrant as specified in its charter) |
(State or other jurisdiction of incorporation or organization) | (I.R.S. Employer Identification No.) |
(Address of principal executive offices and zip code) | ||||
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) | |
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) | |
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) | |
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) | |
Emerging growth company | |
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. | ☐ |
Title of each class | Trading Symbol | Name of each exchange on which registered |
Item 2.02 | Results of Operations and Financial Condition | |
Item 8.01 | Other Events | |
Item 9.01 | Financial Statements and Exhibits | |
(d) | Exhibits | |
Exhibit Number | Exhibit Title or Description | |
104 | Cover Page Interactive Data File (Cover page XBRL tags are embedded within the Inline XBRL document) | |
LendingClub Corporation | |||
Date: | November 4, 2020 | By: | /s/ Thomas W. Casey |
Thomas W. Casey | |||
Chief Financial Officer | |||
(duly authorized officer) | |||
EXHIBIT 99.1• | Keep our employees safe, effective and engaged – Our employees have been working remotely since March with no plans to fully open the office at least until the summer of 2021. Employees remain engaged and they continue to serve our members effectively. |
• | Preserve liquidity – We grew cash and cash equivalents to $445.2 million from $338.4 million at the end of the second quarter through a combination of cash flows from operations and additional loan sales. During the third quarter, we also fully paid off our $70.0 million revolving credit facility and paid down other debt facilities by approximately $290 million, significantly reducing leverage and further strengthening our balance sheet. This positions the Company well for completing the acquisition of Radius and also for navigating through the current economic environment. |
• | Support our members – Since the onset of the pandemic, we have helped more than 217,000 of our members with forbearance relief and offered several hardship plans to support them. Forbearance usage is tapering off, with new requests down significantly and approximately 2% of our loans remaining on these plans at the end of Q3. |
• | Protect investor returns – Delinquencies are coming in lower than we had anticipated, and the strong performance of our loans is contributing to increased investor demand. Both our pre- and post-COVID loans are delivering attractive returns. |
◦ | Pre-COVID vintages – Internal Rates of Return (IRRs) on our more recently originated pre-COVID vintages, which are the most impacted by the weaker economy, are trending toward 4% and in-line with our historical pre-COVID portfolio performance. The strong performance reflects the effectiveness of our underwriting data and analytics capabilities, increased servicing capacity and the relatively high ranking that personal loans have in the consumer payment hierarchy. As the outstanding balances on our loans continue to pay down, the exposure for our loan investors continues to recede. |
◦ | Post-COVID vintages – Early data on our post-COVID vintages indicates IRRs of 5 to 6% reflecting our focus on marketing to our large base of existing members, tighter underwriting and increased loan pricing. Acquisition costs for these loans are significantly lower compared to loans made to new members and they also generate lower credit losses in general. |
• | Stay on track for the acquisition of Radius – We filed our Y-3 application with the Federal Reserve in September, deployed cross-functional teams across both organizations and announced the first deposit product we intend to offer as a bank. We are continuing to work closely with regulators during this process. Post-acquisition, we will be the first US public neobank and the only full spectrum fintech marketplace bank operating nationwide in the US. Acquiring Radius will enable us to help borrowers and depositors, build deeper relationships with customers and realize better economics. |
• | Loan originations of $584.1 million, down 83% year-over-year and improving 79% sequentially. |
• | Net Revenue of $74.7 million, down 64% year-over-year and improving 70% sequentially. |
• | GAAP Consolidated Net Loss of $(34.3) million ($(0.38) per share attributable to common stockholders), compared to a loss of $(0.4) million ($0.00 per share attributable to common stockholders) in the third quarter of 2019 and a loss of $(78.5) million ($(0.87) per share attributable to common stockholders) in the second quarter of 2020. |
• | Adjusted EBITDA of $4.3 million, down 89% year-over-year and improving 116% sequentially. |
• | Adjusted EBITDA Margin of 5.8%, down 13.7 percentage points year-over-year and up 68.8 percentage points sequentially. |
• | Adjusted Net Loss of $(23.1) million ($(0.25) adjusted net loss per share), compared to Adjusted Net Income of $8.0 million ($0.09 adjusted net income per share) in the third quarter of 2019 and an Adjusted Net Loss of $(54.3) million ($(0.60) adjusted net loss per share) in the second quarter of 2020. |
Three Months Ended | Nine Months Ended September 30, | ||||||||||||||||||
($ in millions) | September 30, 2020 | June 30, 2020 | September 30, 2019 | 2020 | 2019 | ||||||||||||||
Loan Originations | $ | 584.1 | $ | 325.8 | $ | 3,349.6 | $ | 3,431.4 | $ | 9,207.0 | |||||||||
Net Revenue | $ | 74.7 | $ | 43.9 | $ | 204.9 | $ | 238.8 | $ | 570.1 | |||||||||
GAAP Consolidated Net Loss | $ | (34.3 | ) | $ | (78.5 | ) | $ | (0.4 | ) | $ | (160.9 | ) | $ | (30.9 | ) | ||||
Adjusted EBITDA | $ | 4.3 | $ | (27.6 | ) | $ | 40.0 | $ | (31.1 | ) | $ | 95.8 | |||||||
Adjusted Net Income (Loss) | $ | (23.1 | ) | $ | (54.3 | ) | $ | 8.0 | $ | (116.5 | ) | $ | (4.8 | ) | |||||
Three Months Ended September 30, | Nine Months Ended September 30, | ||||||||||||||
2020 | 2019 | 2020 | 2019 | ||||||||||||
Net revenue: | |||||||||||||||
Transaction fees | $ | 24,372 | $ | 161,205 | $ | 164,489 | $ | 448,809 | |||||||
Interest income | 46,773 | 77,820 | 176,744 | 270,554 | |||||||||||
Interest expense | (32,440 | ) | (55,060 | ) | (114,447 | ) | (197,336 | ) | |||||||
Net fair value adjustments | (696 | ) | (31,628 | ) | (108,812 | ) | (102,331 | ) | |||||||
Net interest income and fair value adjustments | 13,637 | (8,868 | ) | (46,515 | ) | (29,113 | ) | ||||||||
Investor fees | 25,850 | 30,271 | 86,924 | 94,274 | |||||||||||
Gain on sales of loans | 7,739 | 18,305 | 23,724 | 47,343 | |||||||||||
Net investor revenue | 47,226 | 39,708 | 64,133 | 112,504 | |||||||||||
Other revenue | 3,115 | 3,983 | 10,166 | 8,808 | |||||||||||
Total net revenue | 74,713 | 204,896 | 238,788 | 570,121 | |||||||||||
Operating expenses: (1) | |||||||||||||||
Sales and marketing | 7,201 | 76,255 | 65,708 | 212,201 | |||||||||||
Origination and servicing | 15,595 | 27,996 | 54,419 | 81,200 | |||||||||||
Engineering and product development | 31,984 | 41,455 | 109,861 | 127,300 | |||||||||||
Other general and administrative | 54,332 | 59,485 | 169,438 | 180,685 | |||||||||||
Total operating expenses | 109,112 | 205,191 | 399,426 | 601,386 | |||||||||||
Loss before income tax expense | (34,399 | ) | (295 | ) | (160,638 | ) | (31,265 | ) | |||||||
Income tax expense (benefit) | (74 | ) | 97 | 245 | (341 | ) | |||||||||
Consolidated net loss | (34,325 | ) | (392 | ) | (160,883 | ) | (30,924 | ) | |||||||
Less: Income attributable to noncontrolling interests | — | (9 | ) | — | 55 | ||||||||||
LendingClub net loss | $ | (34,325 | ) | $ | (383 | ) | $ | (160,883 | ) | $ | (30,979 | ) | |||
Net loss per share attributable to common stockholders – Basic and Diluted (2) | $ | (0.38 | ) | $ | 0.00 | $ | (2.35 | ) | $ | (0.36 | ) | ||||
Weighted-average common shares – Basic and Diluted | 73,566,385 | 87,588,495 | 76,781,157 | 86,849,388 | |||||||||||
Net income (loss) per share attributable to preferred stockholders – Basic and Diluted (2) | $ | (0.38 | ) | $ | 0.00 | $ | 1.46 | $ | 0.00 | ||||||
Weighted-average common shares, as converted – Basic and Diluted | 17,335,485 | — | 13,174,545 | — | |||||||||||
(1) | Includes stock-based compensation expense as follows: |
Three Months Ended September 30, | Nine Months Ended September 30, | ||||||||||||||
2020 | 2019 | 2020 | 2019 | ||||||||||||
Sales and marketing | $ | 880 | $ | 1,505 | $ | 3,274 | $ | 4,616 | |||||||
Origination and servicing | 721 | 852 | 2,079 | 2,622 | |||||||||||
Engineering and product development | 3,295 | 4,737 | 10,578 | 15,443 | |||||||||||
Other general and administrative | 10,226 | 11,001 | 31,524 | 34,217 | |||||||||||
Total stock-based compensation expense | $ | 15,122 | $ | 18,095 | $ | 47,455 | $ | 56,898 | |||||||
(2) | The following table details the computation of the Company’s basic and diluted net loss per share of common stock and preferred stock (presented on an as-converted basis): |
Three Months Ended September 30, | Nine Months Ended September 30, | ||||||||||||||||||||||
2020 | 2019 | 2020 | 2019 | ||||||||||||||||||||
Common Stock | Preferred Stock | Common Stock | Common Stock | Preferred Stock | Common Stock | ||||||||||||||||||
Allocation of undistributed LendingClub net loss | $ | (27,779 | ) | $ | (6,546 | ) | $ | (383 | ) | $ | (129,968 | ) | $ | (30,915 | ) | $ | (30,979 | ) | |||||
Deemed dividend | — | — | — | (50,204 | ) | 50,204 | — | ||||||||||||||||
Net income (loss) attributable to stockholders (3) | $ | (27,779 | ) | $ | (6,546 | ) | $ | (383 | ) | $ | (180,172 | ) | $ | 19,289 | $ | (30,979 | ) | ||||||
Weighted-average common shares – Basic and Diluted | 73,566,385 | 17,335,485 | 87,588,495 | 76,781,157 | 13,174,545 | 86,849,388 | |||||||||||||||||
Net income (loss) per share attributable to stockholders – Basic and Diluted | $ | (0.38 | ) | $ | (0.38 | ) | $ | — | $ | (2.35 | ) | $ | 1.46 | $ | (0.36 | ) | |||||||
(3) | For the first nine months of 2020, reflects a deemed dividend paid to our largest stockholder in the first quarter of 2020 upon the exchange of all shares of LendingClub common stock held by it for newly issued shares of mandatorily convertible, non-voting, LendingClub Series A preferred stock. |
Three Months Ended | % Change | ||||||||||||||||||||||||
September 30, 2020 | June 30, 2020 | March 31, 2020 | December 31, 2019 | September 30, 2019 | Q/Q | Y/Y | |||||||||||||||||||
Operating Highlights: | |||||||||||||||||||||||||
Loan originations (in millions) | $ | 584 | $ | 326 | $ | 2,521 | $ | 3,083 | $ | 3,350 | 79 | % | (83 | )% | |||||||||||
Net revenue | $ | 74,713 | $ | 43,869 | $ | 120,206 | $ | 188,486 | $ | 204,896 | 70 | % | (64 | )% | |||||||||||
Consolidated net income (loss) | $ | (34,325 | ) | $ | (78,471 | ) | $ | (48,087 | ) | $ | 234 | $ | (392 | ) | 56 | % | N/M | ||||||||
Contribution (1) | $ | 53,384 | $ | 21,395 | $ | 51,902 | $ | 101,261 | $ | 105,789 | 150 | % | (50 | )% | |||||||||||
Contribution margin (1) | 71.5 | % | 48.8 | % | 43.2 | % | 53.7 | % | 51.6 | % | 47 | % | 39 | % | |||||||||||
Adjusted EBITDA (1) | $ | 4,313 | $ | (27,619 | ) | $ | (7,831 | ) | $ | 38,981 | $ | 40,021 | 116 | % | (89 | )% | |||||||||
Adjusted EBITDA margin (1) | 5.8 | % | (63.0 | )% | (6.5 | )% | 20.7 | % | 19.5 | % | 109 | % | (70 | )% | |||||||||||
Adjusted net income (loss) (1) | $ | (23,079 | ) | $ | (54,252 | ) | $ | (39,151 | ) | $ | 6,981 | $ | 7,951 | 57 | % | N/M | |||||||||
EPS (common stockholders) – diluted (2) | $ | (0.38 | ) | $ | (0.87 | ) | $ | (1.10 | ) | $ | 0.00 | $ | 0.00 | 56 | % | N/M | |||||||||
Adjusted EPS – diluted (1) | $ | (0.25 | ) | $ | (0.60 | ) | $ | (0.44 | ) | $ | 0.08 | $ | 0.09 | 58 | % | N/M | |||||||||
Loan Originations by Investor Type: | |||||||||||||||||||||||||
Banks | 41 | % | 68 | % | 43 | % | 32 | % | 38 | % | |||||||||||||||
Managed accounts | 44 | % | 10 | % | 16 | % | 17 | % | 15 | % | |||||||||||||||
Self-directed retail investors | 13 | % | 17 | % | 4 | % | 3 | % | 4 | % | |||||||||||||||
LendingClub inventory | 2 | % | 5 | % | 20 | % | 23 | % | 23 | % | |||||||||||||||
Other institutional investors | — | % | — | % | 17 | % | 25 | % | 20 | % | |||||||||||||||
Total | 100 | % | 100 | % | 100 | % | 100 | % | 100 | % | |||||||||||||||
Loan Originations by Program: | |||||||||||||||||||||||||
Personal loans – standard program | 68 | % | 68 | % | 70 | % | 68 | % | 70 | % | |||||||||||||||
Personal loans – custom program | 8 | % | 3 | % | 23 | % | 26 | % | 24 | % | |||||||||||||||
Other – custom program (3) | 24 | % | 29 | % | 7 | % | 6 | % | 6 | % | |||||||||||||||
Total | 100 | % | 100 | % | 100 | % | 100 | % | 100 | % | |||||||||||||||
Personal Loan Originations by Loan Grade – Standard Loan Program (in millions): | |||||||||||||||||||||||||
A | $ | 214.4 | $ | 105.7 | $ | 620.0 | $ | 654.1 | $ | 757.4 | 103 | % | (72 | )% | |||||||||||
B | 114.0 | 74.5 | 544.6 | 644.7 | 738.3 | 53 | % | (85 | )% | ||||||||||||||||
C | 69.8 | 38.4 | 357.3 | 479.6 | 523.3 | 82 | % | (87 | )% | ||||||||||||||||
D | — | 3.0 | 249.1 | 309.1 | 324.2 | (100 | )% | (100 | )% | ||||||||||||||||
Total | $ | 398.2 | $ | 221.6 | $ | 1,771.0 | $ | 2,087.5 | $ | 2,343.2 | 80 | % | (83 | )% | |||||||||||
(1) | Represents a non-GAAP measure. See “Reconciliation of GAAP to Non-GAAP Measures.” |
(2) | For the first quarter of 2020, reflects a $50.2 million deemed dividend paid to our largest stockholder upon the exchange of all shares of LendingClub common stock held by it for newly issued shares of mandatorily convertible, non-voting, LendingClub Series A preferred stock. |
(3) | Comprised of education and patient finance loans, auto refinance loans, and small business loans. Beginning in the third quarter of 2019, this category no longer includes small business loans. |
Three Months Ended | % Change | ||||||||||||||||||||||||
September 30, 2020 | June 30, 2020 | March 31, 2020 | December 31, 2019 | September 30, 2019 | Q/Q | Y/Y | |||||||||||||||||||
Servicing Portfolio by Method Financed (in millions, at end of period): | |||||||||||||||||||||||||
Whole loans sold | $ | 11,249 | $ | 12,421 | $ | 14,118 | $ | 14,118 | $ | 13,509 | (9 | )% | (17 | )% | |||||||||||
Notes | 674 | 736 | 833 | 919 | 1,016 | (8 | )% | (34 | )% | ||||||||||||||||
Certificates | 79 | 109 | 147 | 211 | 272 | (28 | )% | (71 | )% | ||||||||||||||||
Secured borrowings | 3 | 6 | 11 | 19 | 29 | (50 | )% | (90 | )% | ||||||||||||||||
Loans invested in by the Company | 262 | 690 | 866 | 744 | 696 | (62 | )% | (62 | )% | ||||||||||||||||
Total | $ | 12,267 | $ | 13,962 | $ | 15,975 | $ | 16,011 | $ | 15,522 | (12 | )% | (21 | )% | |||||||||||
Employees and contractors (4) | 998 | 1,008 | 1,542 | 1,538 | 1,726 | (1 | )% | (42 | )% | ||||||||||||||||
(4) | As of the end of each respective period. |
September 30, 2020 | December 31, 2019 | ||||||
Assets | |||||||
Cash and cash equivalents | $ | 445,180 | $ | 243,779 | |||
Restricted cash | 98,787 | 243,343 | |||||
Securities available for sale (includes $205,997 and $271,173 at amortized cost, $17,542 and $0 in allowance for credit losses, and $127,376 and $174,849 pledged as collateral at fair value, respectively) | 187,375 | 270,927 | |||||
Loans held for investment at fair value | 708,274 | 1,079,315 | |||||
Loans held for investment by the Company at fair value | 59,099 | 43,693 | |||||
Loans held for sale by the Company at fair value | 180,801 | 722,355 | |||||
Accrued interest receivable | 6,865 | 12,857 | |||||
Property, equipment and software, net | 101,045 | 114,370 | |||||
Operating lease assets | 76,226 | 93,485 | |||||
Intangible assets, net | 12,180 | 14,549 | |||||
Other assets | 103,625 | 143,668 | |||||
Total assets | $ | 1,979,457 | $ | 2,982,341 | |||
Liabilities and Equity | |||||||
Accounts payable | $ | 3,382 | $ | 10,855 | |||
Accrued interest payable | 5,829 | 9,260 | |||||
Operating lease liabilities | 98,204 | 112,344 | |||||
Accrued expenses and other liabilities | 100,916 | 142,636 | |||||
Payable to investors | 35,068 | 97,530 | |||||
Notes, certificates and secured borrowings at fair value | 708,597 | 1,081,466 | |||||
Payable to Structured Program note and certificate holders at fair value | 173,410 | 40,610 | |||||
Credit facilities and securities sold under repurchase agreements | 120,159 | 587,453 | |||||
Total liabilities | 1,245,565 | 2,082,154 | |||||
Equity | |||||||
Series A Preferred stock, $0.01 par value; 1,200,000 shares authorized; 149,904 and 0 shares issued, respectively; 149,904 and 0 shares outstanding, respectively | 1 | — | |||||
Common stock, $0.01 par value; 180,000,000 shares authorized; 76,511,394 and 89,218,797 shares issued, respectively; 76,511,394 and 88,757,406 shares outstanding, respectively | 765 | 892 | |||||
Additional paid-in capital | 1,493,839 | 1,467,882 | |||||
Accumulated deficit | (759,559 | ) | (548,472 | ) | |||
Treasury stock, at cost; 0 and 461,391 shares, respectively | — | (19,550 | ) | ||||
Accumulated other comprehensive loss | (1,154 | ) | (565 | ) | |||
Total equity | 733,892 | 900,187 | |||||
Total liabilities and equity | $ | 1,979,457 | $ | 2,982,341 | |||
Three Months Ended | Nine Months Ended | ||||||||||||||||||||||||||
September 30, 2020 | June 30, 2020 | March 31, 2020 | December 31, 2019 | September 30, 2019 | September 30, 2020 | September 30, 2019 | |||||||||||||||||||||
GAAP LendingClub net income (loss) | $ | (34,325 | ) | $ | (78,471 | ) | $ | (48,087 | ) | $ | 234 | $ | (383 | ) | $ | (160,883 | ) | $ | (30,979 | ) | |||||||
Engineering and product development expense | 31,984 | 39,167 | 38,710 | 41,080 | 41,455 | 109,861 | 127,300 | ||||||||||||||||||||
Other general and administrative expense | 54,332 | 56,620 | 58,486 | 57,607 | 59,485 | 169,438 | 180,685 | ||||||||||||||||||||
Cost structure simplification expense (1) | — | — | 175 | 188 | 2,778 | 175 | 7,130 | ||||||||||||||||||||
Restructuring costs (2) | (142 | ) | 2,285 | — | — | — | 2,143 | — | |||||||||||||||||||
Other items (2) | 8 | 341 | — | — | — | 349 | — | ||||||||||||||||||||
Stock-based compensation expense (2) | 1,601 | 1,453 | 2,299 | 2,012 | 2,357 | 5,353 | 7,238 | ||||||||||||||||||||
Income tax expense (benefit) | (74 | ) | — | 319 | 140 | 97 | 245 | (341 | ) | ||||||||||||||||||
Contribution | $ | 53,384 | $ | 21,395 | $ | 51,902 | $ | 101,261 | $ | 105,789 | $ | 126,681 | $ | 291,033 | |||||||||||||
Total net revenue | $ | 74,713 | $ | 43,869 | $ | 120,206 | $ | 188,486 | $ | 204,896 | $ | 238,788 | $ | 570,121 | |||||||||||||
Contribution margin | 71.5 | % | 48.8 | % | 43.2 | % | 53.7 | % | 51.6 | % | 53.1 | % | 51.0 | % | |||||||||||||
(1) | Contribution excludes the portion of personnel-related expenses associated with establishing a site in the Salt Lake City area that are included in the “Sales and marketing” and “Origination and servicing” expense categories. |
(2) | Contribution excludes the portion of expenses included in the “Sales and marketing” and “Origination and servicing” expense categories. |
Three Months Ended | Nine Months Ended | ||||||||||||||||||||||||||
September 30, 2020 | June 30, 2020 | March 31, 2020 | December 31, 2019 | September 30, 2019 | September 30, 2020 | September 30, 2019 | |||||||||||||||||||||
GAAP LendingClub net income (loss) | $ | (34,325 | ) | $ | (78,471 | ) | $ | (48,087 | ) | $ | 234 | $ | (383 | ) | $ | (160,883 | ) | $ | (30,979 | ) | |||||||
Cost structure simplification expense (1) | — | — | 228 | 284 | 3,443 | 228 | 9,649 | ||||||||||||||||||||
Legal, regulatory and other expense related to legacy issues (2) | 6,120 | 4,354 | 4,476 | 4,531 | 4,142 | 14,950 | 15,078 | ||||||||||||||||||||
Acquisition and related expenses (3) | 4,373 | 456 | 3,611 | 932 | — | 8,440 | — | ||||||||||||||||||||
Restructuring costs (4) | 753 | 17,036 | — | — | — | 17,789 | — | ||||||||||||||||||||
Other items (5) | — | 2,373 | 621 | 1,000 | 749 | 2,994 | 1,453 | ||||||||||||||||||||
Adjusted net income (loss) | $ | (23,079 | ) | $ | (54,252 | ) | $ | (39,151 | ) | $ | 6,981 | $ | 7,951 | $ | (116,482 | ) | $ | (4,799 | ) | ||||||||
Depreciation and impairment expense: | |||||||||||||||||||||||||||
Engineering and product development | 10,198 | 10,177 | 10,423 | 12,532 | 11,464 | 30,798 | 36,675 | ||||||||||||||||||||
Other general and administrative | 1,394 | 1,480 | 1,603 | 1,739 | 1,569 | 4,477 | 4,707 | ||||||||||||||||||||
Amortization of intangible assets | 752 | 772 | 846 | 848 | 845 | 2,370 | 2,651 | ||||||||||||||||||||
Stock-based compensation expense | 15,122 | 14,204 | 18,129 | 16,741 | 18,095 | 47,455 | 56,898 | ||||||||||||||||||||
Income tax expense (benefit) | (74 | ) | — | 319 | 140 | 97 | 245 | (341 | ) | ||||||||||||||||||
Adjusted EBITDA | $ | 4,313 | $ | (27,619 | ) | $ | (7,831 | ) | $ | 38,981 | $ | 40,021 | $ | (31,137 | ) | $ | 95,791 | ||||||||||
Total net revenue | $ | 74,713 | $ | 43,869 | $ | 120,206 | $ | 188,486 | $ | 204,896 | $ | 238,788 | $ | 570,121 | |||||||||||||
Adjusted EBITDA margin | 5.8 | % | (63.0 | )% | (6.5 | )% | 20.7 | % | 19.5 | % | (13.0 | )% | 16.8 | % | |||||||||||||
(1) | Includes personnel-related expenses associated with establishing a site in the Salt Lake City area. These expenses are included in “Sales and marketing,” “Origination and servicing,” “Engineering and product development” and “Other general and administrative” expense on the Company’s Condensed Consolidated Statements of Operations. In the first nine months of 2019, also includes external advisory fees which are included in “Other general and administrative” expense on the Company’s Condensed Consolidated Statements of Operations. |
(2) | Consists of legal legacy expenses, which are included in “Other general and administrative” expense on the Company’s Condensed Consolidated Statements of Operations and expense related to the dissolution of certain private funds managed by LCAM, which is included in “Net fair value adjustments” on the Company’s Condensed Consolidated Statements of Operations. For the first nine months of 2019, also includes expense related to the termination of a legacy contract, which is included in “Other general and administrative” expense on the Company’s Condensed Consolidated Statements of Operations. |
(3) | Represents costs related to the acquisition of Radius. |
(4) | Includes severance and other personnel-related expenses, lease-related expenses and software impairment related to the impact of COVID-19 on the Company’s business. |
(5) | In the second quarter and first nine months of 2020, includes expenses related to certain non-legacy litigation and regulatory matters, which are included in “Other general and administrative” expense on the Company’s Condensed Consolidated Statements of Operations . and one-time expenses resulting from COVID-19, which are included in “Sales and marketing,” “Origination and servicing,” “Engineering and product development” and “Other general and administrative” expense on the Company’s Condensed Consolidated Statements of Operations. In 2019, includes expenses related to certain non-legacy litigation and regulatory matters. For the first nine months of 2019, also includes a gain on the sale of our small business operating segment. Both of these are included in “Other general and administrative” expense on the Company’s Condensed Consolidated Statements of Operations. |
Three Months Ended | Nine Months Ended | ||||||||||||||||||||||||||
September 30, 2020 | June 30, 2020 | March 31, 2020 | December 31, 2019 | September 30, 2019 | September 30, 2020 | September 30, 2019 | |||||||||||||||||||||
Common and Preferred Stock (1) | Common and Preferred Stock (1) | Common and Preferred Stock (1) | Common Stock | Common Stock | Common and Preferred Stock (1) | Common Stock | |||||||||||||||||||||
Adjusted net income (loss) attributable to stockholders | $ | (23,079 | ) | $ | (54,252 | ) | $ | (39,151 | ) | $ | 6,981 | $ | 7,951 | $ | (116,482 | ) | $ | (4,799 | ) | ||||||||
Weighted-average GAAP diluted shares (2) | 90,901,870 | 89,866,880 | 89,085,270 | 88,912,677 | 87,588,495 | 89,955,702 | 86,849,388 | ||||||||||||||||||||
Non-GAAP diluted shares (2) | 90,901,870 | 89,866,880 | 89,085,270 | 88,912,677 | 87,588,495 | 89,955,702 | 86,849,388 | ||||||||||||||||||||
Adjusted EPS – diluted (3) | $ | (0.25 | ) | $ | (0.60 | ) | $ | (0.44 | ) | $ | 0.08 | $ | 0.09 | $ | (1.29 | ) | $ | (0.06 | ) | ||||||||
(1) | Presented on an as-converted basis, as the preferred stock is considered common shares because it participates in earnings similar to common stock and does not receive any significant preferences over the common stock. |
(2) | Beginning in the first quarter of 2020, includes the total weighted-average shares outstanding of both common and preferred stock on an as-converted basis. |
September 30, 2020 | December 31, 2019 | ||||||||||||||||||||||||
Retail Program (1) | Consolidated VIEs (2) (4) | All Other LendingClub (3) | Condensed Consolidated Balance Sheet | Retail Program (1) | Consolidated VIEs (2)(4) | All Other LendingClub (3) | Condensed Consolidated Balance Sheet | ||||||||||||||||||
Assets | |||||||||||||||||||||||||
Cash and cash equivalents | $ | — | $ | — | $ | 445,180 | $ | 445,180 | $ | — | $ | — | $ | 243,779 | $ | 243,779 | |||||||||
Restricted cash | — | 13,465 | 85,322 | 98,787 | — | 2,894 | 240,449 | 243,343 | |||||||||||||||||
Securities available for sale | — | — | 187,375 | 187,375 | — | — | 270,927 | 270,927 | |||||||||||||||||
Loans held for investment at fair value | 633,787 | 74,487 | — | 708,274 | 881,473 | 197,842 | — | 1,079,315 | |||||||||||||||||
Loans held for investment by the Company at fair value (4) | — | 53,336 | 5,763 | 59,099 | — | 37,638 | 6,055 | 43,693 | |||||||||||||||||
Loans held for sale by the Company at fair value (4) | — | 106,086 | 74,715 | 180,801 | — | — | 722,355 | 722,355 | |||||||||||||||||
Accrued interest receivable | 4,483 | 1,499 | 883 | 6,865 | 5,930 | 1,815 | 5,112 | 12,857 | |||||||||||||||||
Property, equipment and software, net | — | — | 101,045 | 101,045 | — | — | 114,370 | 114,370 | |||||||||||||||||
Operating lease assets | — | — | 76,226 | 76,226 | — | — | 93,485 | 93,485 | |||||||||||||||||
Intangible assets, net | — | — | 12,180 | 12,180 | — | — | 14,549 | 14,549 | |||||||||||||||||
Other assets | — | — | 103,625 | 103,625 | — | — | 143,668 | 143,668 | |||||||||||||||||
Total assets | $ | 638,270 | $ | 248,873 | $ | 1,092,314 | $ | 1,979,457 | $ | 887,403 | $ | 240,189 | $ | 1,854,749 | $ | 2,982,341 | |||||||||
Liabilities and Equity | |||||||||||||||||||||||||
Accounts payable | $ | — | $ | — | $ | 3,382 | $ | 3,382 | $ | — | $ | — | $ | 10,855 | $ | 10,855 | |||||||||
Accrued interest payable | 4,483 | 976 | 370 | 5,829 | 5,930 | 1,737 | 1,593 | 9,260 | |||||||||||||||||
Operating lease liabilities | — | — | 98,204 | 98,204 | — | — | 112,344 | 112,344 | |||||||||||||||||
Accrued expenses and other liabilities | — | — | 100,916 | 100,916 | — | — | 142,636 | 142,636 | |||||||||||||||||
Payable to investors | — | — | 35,068 | 35,068 | — | — | 97,530 | 97,530 | |||||||||||||||||
Notes, certificates and secured borrowings at fair value | 633,787 | 74,487 | 323 | 708,597 | 881,473 | 197,842 | 2,151 | 1,081,466 | |||||||||||||||||
Payable to Structured Program note and certificate holders at fair value (4) | — | 173,410 | — | 173,410 | — | 40,610 | — | 40,610 | |||||||||||||||||
Credit facilities and securities sold under repurchase agreements | — | — | 120,159 | 120,159 | — | — | 587,453 | 587,453 | |||||||||||||||||
Total liabilities | 638,270 | 248,873 | 358,422 | 1,245,565 | 887,403 | 240,189 | 954,562 | 2,082,154 | |||||||||||||||||
Total equity | — | — | 733,892 | 733,892 | — | — | 900,187 | 900,187 | |||||||||||||||||
Total liabilities and equity | $ | 638,270 | $ | 248,873 | $ | 1,092,314 | $ | 1,979,457 | $ | 887,403 | $ | 240,189 | $ | 1,854,749 | $ | 2,982,341 | |||||||||
(1) | Represents loans held for investment at fair value that are funded directly by our Retail Program notes. The liabilities are only payable from the cash flows generated by the associated assets. We do not assume principal or interest rate risk on loans facilitated through our lending marketplace that are funded by our Retail Program because loan balances, interest rates and maturities are matched and offset by an equal balance of notes with the exact same interest rates and maturities. We do not retain any economic interests from our Retail Program. Interest expense on Retail Program |
(2) | Represents assets and equal and offsetting liabilities of certain VIEs that we are required to consolidate in accordance with GAAP, but which are not legally ours. The liabilities are only payable from the cash flows generated by the associated assets. The creditors of the VIEs have no recourse to the general credit of the Company. Interest expense on these liabilities owned by third parties of $97.8 million and net fair value adjustments of $8.6 million for the first nine months of 2020 were equally matched and offset by interest income on the loans of $106.4 million, resulting in no net effect on our Net interest income and fair value adjustments. Interest expense on these liabilities owned by third parties of $61.5 million and net fair value adjustments of $12.7 million for the first nine months of 2019 were equally matched and offset by interest income on the loans of $74.2 million, resulting in no net effect on our Net interest income and fair value adjustments. Economic interests held by LendingClub, including retained interests, residuals and equity of the VIEs, are reflected in “Loans held for sale by the Company at fair value,” “Loans held for investment by the Company at fair value” and “Restricted cash,” respectively, within the “All Other LendingClub” column. |
(3) | Represents all other assets and liabilities of LendingClub, other than those related to our Retail Program and certain consolidated VIEs, but includes any economic interests held by LendingClub, including retained interests, residuals and equity of those consolidated VIEs. |
(4) | The Company has sponsored Structured Program transactions that have been consolidated, resulting in an increase to “Loans held for investment by the Company at fair value,” “Loans held for sale by the Company at fair value” and the related “Payable to Structured Program note and certificate holders at fair value.” |
September 30, 2020 | June 30, 2020 | March 31, 2020 | December 31, 2019 | September 30, 2019 | |||||||||||||||
Cash and cash equivalents (1) | $ | 445,180 | $ | 338,394 | $ | 294,345 | $ | 243,779 | $ | 199,950 | |||||||||
Restricted cash committed for loan purchases (2) | 308 | 290 | 4,572 | 68,001 | 84,536 | ||||||||||||||
Securities available for sale | 187,375 | 221,930 | 256,554 | 270,927 | 246,559 | ||||||||||||||
Loans held for investment by the Company at fair value (3) | 59,099 | 65,557 | 71,003 | 43,693 | 4,211 | ||||||||||||||
Loans held for sale by the Company at fair value (3) | 180,801 | 587,093 | 741,704 | 722,355 | 710,170 | ||||||||||||||
Payable to Structured Program note and certificate holders at fair value (3) | (173,410 | ) | (193,034 | ) | (206,092 | ) | (40,610 | ) | — | ||||||||||
Credit facilities and securities sold under repurchase agreements | (120,159 | ) | (480,079 | ) | (621,020 | ) | (587,453 | ) | (509,107 | ) | |||||||||
Other assets and liabilities (2) | 363 | 23,916 | 61,107 | (6,226 | ) | (31,795 | ) | ||||||||||||
Net cash and other financial assets (4) | $ | 579,557 | $ | 564,067 | $ | 602,173 | $ | 714,466 | $ | 704,524 | |||||||||
(1) | Variations in cash and cash equivalents are primarily due to variations in the amount and timing of loan purchases invested in by the Company. |
(2) | In the fourth quarter of 2019, we added a new line item called “Other assets and liabilities” which is a total of “Accrued interest receivable,” “Other assets,” “Accounts payable,” “Accrued interest payable” and “Accrued expenses and other liabilities,” included on our Consolidated Balance Sheets. This line item represents certain assets and liabilities that impact working capital and are affected by timing differences between revenue and expense recognition and related cash activity. In the third quarter of 2019, we added a new line item called “Restricted cash committed for loan purchases,” which represents cash and cash equivalents that are transferred to restricted cash for loans that are pending purchase by the Company. We believe this is a more complete representation of the Company’s net cash and other financial assets position as of each period presented in the table above. Prior period amounts have been reclassified to conform to the current period presentation. |
(3) | The Company has sponsored Structured Program transactions that have been consolidated, resulting in an increase to “Loans held for investment by the Company at fair value,” “Loans held for sale by the Company at fair value” and the related “Payable to Structured Program note and certificate holders at fair value.” |
(4) | Comparable GAAP measure cannot be provided as not practicable. |
• | Forbearance usage is tapering off, with new requests down significantly and only approximately 2% of our loans remaining on a payment plan. |
• | Overall delinquency rates remain below pre-COVID levels, although as anticipated rates are normalizing. |
• | Return estimates for our pre-COVID vintages have been revised upwards and are now tracking closer to historical levels of around 4%, (up from our most recent forecast of roughly 3%). |
• | Newer vintages are continuing to display higher credit quality and lower enrollment rates into our hardship relief plans. |
• | We are continuing to target approximately a 5% to 6.5% return (IRR) for new issuance depending on loan grade (no change since our prior update on August 19, 2020). |
◦ | Performance among those borrowers enrolled in hardship plans is encouraging. Approximately 13% of borrowers have enrolled in a payment plan at some point during the life of their loan. Of those who have ever enrolled in a payment plan, 10% have paid their loan in full, 67% are making regular payments, 13% are on the same or another payment plan (with 10% making partial payments and 3% on a payment deferral program, which approximates 2% of the total loans on the platform), and 10% are either delinquent or have charged-off. |
◦ | Since the launch of the interest-only payment plan in early June 2020, the majority of borrowers either enrolling in a first payment plan or a subsequent payment plan are choosing the interest-only option, reflecting borrowers’ engagement and proactive steps to stay on track. |