Document_and_Entity_Informatio
Document and Entity Information (USD $) | 12 Months Ended | ||
Dec. 31, 2013 | Feb. 28, 2014 | Jun. 30, 2013 | |
Document Information [Line Items] | ' | ' | ' |
Document Type | '10-K | ' | ' |
Amendment Flag | 'false | ' | ' |
Document Period End Date | 31-Dec-13 | ' | ' |
Document Fiscal Year Focus | '2013 | ' | ' |
Document Fiscal Period Focus | 'FY | ' | ' |
Trading Symbol | 'ck0001409970 | ' | ' |
Entity Registrant Name | 'LENDINGCLUB CORP | ' | ' |
Entity Central Index Key | '0001409970 | ' | ' |
Current Fiscal Year End Date | '--12-31 | ' | ' |
Entity Well-known Seasoned Issuer | 'No | ' | ' |
Entity Current Reporting Status | 'Yes | ' | ' |
Entity Voluntary Filers | 'No | ' | ' |
Entity Filer Category | 'Smaller Reporting Company | ' | ' |
Entity Common Stock, Shares Outstanding | ' | 13,976,419 | ' |
Entity Public Float | ' | ' | $0 |
Consolidated_Balance_Sheets
Consolidated Balance Sheets (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
ASSETS | ' | ' |
Cash and cash equivalents | $49,299 | $52,551 |
Restricted cash | 12,208 | 7,484 |
Loans at fair value (includes $1,158,302 and $396,081 from consolidated Trust, respectively) | 1,829,042 | 781,215 |
Accrued interest receivable (includes $5,671 and $2,023 from consolidated Trust, respectively) | 15,975 | 5,521 |
Property, Equipment and Software, net | 12,595 | 1,578 |
Other assets | 23,921 | 2,366 |
Due from related parties | 355 | 115 |
Total Assets | 1,943,395 | 850,830 |
LIABILITIES | ' | ' |
Accounts payable | 4,524 | 1,210 |
Accrued interest payable (includes $5,671 and $2,023 from consolidated Trust, respectively) | 17,741 | 6,678 |
Accrued expenses and other liabilities | 9,128 | 3,366 |
Payable to Investors | 3,918 | 2,050 |
Notes and Certificates, at fair value (includes $1,158,302 and $396,081 from consolidated Trust, respectively) | 1,839,990 | 785,316 |
Total Liabilities | 1,875,301 | 798,620 |
Commitments and contingencies (see Note 13) | ' | ' |
STOCKHOLDERS' EQUITY | ' | ' |
Preferred stock | 103,244 | 103,023 |
Common stock, $0.01 par value; 90,000,000 shares authorized at December 31, 2013 and December 31, 2012, respectively; 13,746,660 and 11,291,862 shares issued and outstanding at December 31, 2013 and December 31, 2012, respectively | 138 | 123 |
Additional paid-in capital | 15,041 | 6,713 |
Treasury stock (17,640 shares held at December 31, 2012) | ' | -12 |
Accumulated deficit | -50,329 | -57,637 |
Total Stockholders' Equity | 68,094 | 52,210 |
Total Liabilities and Stockholders' Equity | $1,943,395 | $850,830 |
Consolidated_Balance_Sheets_Pa
Consolidated Balance Sheets (Parenthetical) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, except Share data, unless otherwise specified | ||
Member Loans at fair value | $1,829,042 | $781,215 |
Accrued interest receivable from consolidated Trust | 15,975 | 5,521 |
Accrued interest payable from consolidated Trust | 17,741 | 6,678 |
Notes and Certificates, at fair value from consolidated Trust | 1,839,990 | 785,316 |
Common stock, par value | $0.01 | $0.01 |
Common stock, shares authorized | 90,000,000 | 90,000,000 |
Common stock, shares issued | 13,746,660 | 11,291,862 |
Common stock, shares outstanding | 13,746,660 | 11,291,862 |
Treasury stock, shares | ' | 17,640 |
Consolidated Trust | ' | ' |
Member Loans at fair value | 1,158,302 | 396,081 |
Accrued interest receivable from consolidated Trust | 5,671 | 2,023 |
Accrued interest payable from consolidated Trust | 5,671 | 2,023 |
Notes and Certificates, at fair value from consolidated Trust | $1,158,302 | $396,081 |
Consolidated_Statements_of_Ope
Consolidated Statements of Operations (USD $) | 9 Months Ended | 12 Months Ended | |
In Thousands, except Share data, unless otherwise specified | Dec. 31, 2012 | Dec. 31, 2013 | Mar. 31, 2012 |
Non-Interest Revenue: | ' | ' | ' |
Origination fees | $26,013 | $85,854 | $13,701 |
Servicing fees | 1,474 | 3,513 | 1,222 |
Management fees | 720 | 3,083 | 206 |
Other revenue | 720 | 5,525 | 407 |
Total Non-Interest Revenue | 28,927 | 97,975 | 15,536 |
Net Interest Income: | ' | ' | ' |
Total interest income | 56,861 | 187,507 | 32,660 |
Total interest expense | -56,642 | -187,447 | -32,030 |
Net Interest Income | 219 | 60 | 630 |
Benefit/(Provision) for losses on Loans at amortized cost | 42 | ' | -368 |
Fair valuation adjustments, Loans | -18,775 | -57,629 | -6,732 |
Fair valuation adjustments, Notes and Certificates | 18,180 | 57,596 | 6,731 |
Net Interest Income (Expense) after provision for loan losses and fair value adjustments | -334 | 27 | 261 |
Total Net Revenue | 28,593 | 98,002 | 15,797 |
Operating expenses: | ' | ' | ' |
Sales and marketing | 14,723 | 39,037 | 12,571 |
Origination and servicing | 6,134 | 17,217 | 5,099 |
General and administrative | 11,974 | 34,440 | 10,071 |
Total Operating Expenses | 32,831 | 90,694 | 27,741 |
Net Income (Loss) | ($4,238) | $7,308 | ($11,944) |
Basic net income (loss) per share attributable to common stockholders | ($0.41) | $0.01 | ($1.36) |
Diluted net income (loss) per share attributable to common stockholders | ($0.41) | $0.01 | ($1.36) |
Weighted-average shares of common stock used in computing basic net income (loss) per share | 10,339,919 | 12,889,284 | 8,781,407 |
Weighted-average shares of common stock used in computing diluted net income (loss) per share | 10,339,919 | 20,356,744 | 8,781,407 |
Consolidated_Statements_of_Cha
Consolidated Statements of Changes in Stockholders' Equity (USD $) | Total | Series A Convertible Preferred Stock | Series D Convertible Preferred Stock | Series B Convertible Preferred Stock | Series E Convertible Preferred Stock | Convertible preferred stock | Convertible preferred stock | Convertible preferred stock | Convertible preferred stock | Convertible preferred stock | Common Stock | Additional Paid-in Capital | Additional Paid-in Capital | Treasury Stock | Accumulated Deficit |
In Thousands, except Share data | Series A Convertible Preferred Stock | Series D Convertible Preferred Stock | Series B Convertible Preferred Stock | Series E Convertible Preferred Stock | Series B Convertible Preferred Stock | ||||||||||
Beginning Balances at Mar. 31, 2011 | $15,507 | ' | ' | ' | ' | $52,850 | ' | ' | ' | ' | $86 | $4,026 | ' | ' | ($41,455) |
Beginning Balances (in shares) at Mar. 31, 2011 | ' | ' | ' | ' | ' | 47,398,240 | ' | ' | ' | ' | 8,571,573 | ' | ' | ' | ' |
Exercise of warrants to purchase convertible preferred stock (in Shares) | ' | ' | ' | ' | ' | ' | 9,389 | ' | ' | ' | ' | ' | ' | ' | ' |
Issuance of convertible preferred stock for cash (net of issuance costs) (in shares) | ' | ' | ' | ' | ' | ' | ' | 9,007,678 | ' | ' | ' | ' | ' | ' | ' |
Issuance of convertible preferred stock for cash (net of issuance costs) | ' | ' | 31,946 | ' | ' | ' | ' | 31,946 | ' | ' | ' | ' | ' | ' | ' |
Exercise of warrants to purchase convertible preferred stock | ' | 10 | ' | ' | ' | ' | 10 | ' | ' | ' | ' | ' | ' | ' | ' |
Stock-based compensation and warrant expense | 660 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 660 | ' | ' | ' |
Issuance of common stock upon exercise of options (in shares) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 539,673 | ' | ' | ' | ' |
Issuance of common stock upon exercise of options | 158 | ' | ' | ' | ' | ' | ' | ' | ' | ' | 5 | 153 | ' | ' | ' |
Net income (loss) | -11,944 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | -11,944 |
Ending Balances at Mar. 31, 2012 | 36,337 | ' | ' | ' | ' | 84,806 | ' | ' | ' | ' | 91 | 4,839 | ' | ' | -53,399 |
Ending Balances (in shares) at Mar. 31, 2012 | ' | ' | ' | ' | ' | 56,415,307 | ' | ' | ' | ' | 9,111,246 | ' | ' | ' | ' |
Exercise of warrants to purchase convertible preferred stock (in Shares) | ' | ' | ' | ' | ' | ' | 568,073 | ' | 357,978 | ' | ' | ' | ' | ' | ' |
Issuance of convertible preferred stock for cash (net of issuance costs) (in shares) | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2,500,000 | ' | ' | ' | ' | ' |
Issuance of convertible preferred stock for cash (net of issuance costs) | ' | ' | ' | ' | 17,344 | ' | ' | ' | ' | 17,344 | ' | ' | ' | ' | ' |
Exercise of warrants to purchase convertible preferred stock | ' | 606 | ' | 165 | ' | ' | 606 | ' | 267 | ' | ' | ' | -102 | ' | ' |
Exercise of warrants to purchase common stock (in shares) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 21,688 | ' | ' | ' | ' |
Exercise of warrants to purchase common stock | 34 | ' | ' | ' | ' | ' | ' | ' | ' | ' | 10 | 24 | ' | ' | ' |
Stock-based compensation and warrant expense | 1,110 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,110 | ' | ' | ' |
Issuance of common stock upon exercise of options (in shares) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2,158,928 | ' | ' | ' | ' |
Issuance of common stock upon exercise of options | 864 | ' | ' | ' | ' | ' | ' | ' | ' | ' | 22 | 842 | ' | ' | ' |
Other (in shares) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | -17,640 | ' |
Other | -12 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | -12 | ' |
Net income (loss) | -4,238 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | -4,238 |
Ending Balances at Dec. 31, 2012 | 52,210 | ' | ' | ' | ' | 103,023 | ' | ' | ' | ' | 123 | 6,713 | ' | -12 | -57,637 |
Ending Balances (in shares) at Dec. 31, 2012 | ' | ' | ' | ' | ' | 59,841,358 | ' | ' | ' | ' | 11,291,862 | ' | ' | -17,640 | ' |
Exercise of warrants to purchase convertible preferred stock (in Shares) | ' | ' | ' | ' | ' | ' | 207,339 | ' | ' | ' | ' | ' | ' | ' | ' |
Exercise of warrants to purchase convertible preferred stock | ' | 221 | ' | ' | ' | ' | 221 | ' | ' | ' | ' | ' | ' | ' | ' |
Exercise of warrants to purchase common stock (in shares) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 239,469 | ' | ' | ' | ' |
Exercise of warrants to purchase common stock | 150 | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2 | 148 | ' | ' | ' |
Stock-based compensation and warrant expense | 6,490 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 6,490 | ' | ' | ' |
Issuance of common stock upon exercise of options (in shares) | 2,232,969 | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2,232,969 | ' | ' | ' | ' |
Issuance of common stock upon exercise of options | 1,715 | ' | ' | ' | ' | ' | ' | ' | ' | ' | 23 | 1,692 | ' | ' | ' |
Other (in shares) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | -17,640 | ' | ' | 17,640 | ' |
Other | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | -10 | -2 | ' | 12 | ' |
Net income (loss) | 7,308 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 7,308 |
Ending Balances at Dec. 31, 2013 | $68,094 | ' | ' | ' | ' | $103,244 | ' | ' | ' | ' | $138 | $15,041 | ' | ' | ($50,329) |
Ending Balances (in shares) at Dec. 31, 2013 | ' | ' | ' | ' | ' | 60,048,697 | ' | ' | ' | ' | 13,746,660 | ' | ' | ' | ' |
Consolidated_Statements_of_Cha1
Consolidated Statements of Changes in Stockholders' Equity (Parenthetical) (USD $) | 12 Months Ended | 9 Months Ended |
In Thousands, unless otherwise specified | Mar. 31, 2012 | Dec. 31, 2012 |
Series D Convertible Preferred Stock | Series E Convertible Preferred Stock | |
Issuance of convertible preferred stock for cash, issuance costs | $96 | ($153) |
Consolidated_Statements_of_Cas
Consolidated Statements of Cash Flows (USD $) | 9 Months Ended | 12 Months Ended | ||||||
In Thousands, unless otherwise specified | Dec. 31, 2012 | Dec. 31, 2013 | Mar. 31, 2012 | Dec. 31, 2013 | Mar. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2013 | Mar. 31, 2012 |
Series A Convertible Preferred Stock | Series A Convertible Preferred Stock | Warrant Common | Common stock warrants | Common stock warrants | ||||
Cash flows from Operating Activities: | ' | ' | ' | ' | ' | ' | ' | ' |
Net income (loss) | ($4,238) | $7,308 | ($11,944) | ' | ' | ' | ' | ' |
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities: | ' | ' | ' | ' | ' | ' | ' | ' |
(Benefit) provision for loan losses | -42 | ' | 368 | ' | ' | ' | ' | ' |
Fair value adjustments of Loans, Notes and Certificates, net | 595 | 33 | 1 | ' | ' | ' | ' | ' |
Change in loan servicing liability carried at fair value | ' | 936 | ' | ' | ' | ' | ' | ' |
Change in loan servicing asset carried at fair value | ' | -534 | ' | ' | ' | ' | ' | ' |
Stock-based compensation and warrant expense | 1,110 | 6,490 | 660 | ' | ' | ' | ' | ' |
Depreciation and amortization | 236 | 1,663 | 150 | ' | ' | ' | ' | ' |
Gain on sales of Loans at fair value | -329 | -3,862 | ' | ' | ' | ' | ' | ' |
Other, net | -118 | ' | -43 | ' | ' | ' | ' | ' |
Loss on disposal of property, equipment and software | ' | 30 | ' | ' | ' | ' | ' | ' |
Purchase of Whole Loans sold at fair value | -9,290 | -442,362 | ' | ' | ' | ' | ' | ' |
Proceeds from sales of Whole Loans at fair value | 9,619 | 446,224 | ' | ' | ' | ' | ' | ' |
Net change in: | ' | ' | ' | ' | ' | ' | ' | ' |
Accrued interest receivable | -3,170 | -10,454 | -2,351 | ' | ' | ' | ' | ' |
Other assets | -649 | -21,021 | -1,468 | ' | ' | ' | ' | ' |
Due from related parties | -75 | -240 | -40 | ' | ' | ' | ' | ' |
Accounts payable | 330 | 1,788 | 620 | ' | ' | ' | ' | ' |
Accrued interest payable | 4,070 | 11,063 | 2,604 | ' | ' | ' | ' | ' |
Accrued expenses and other liabilities | 1,558 | 4,077 | 357 | ' | ' | ' | ' | ' |
Net cash provided by (used in) operating activities | -393 | 1,139 | -11,086 | ' | ' | ' | ' | ' |
Cash flows from Investing Activities: | ' | ' | ' | ' | ' | ' | ' | ' |
Purchase of Loans at fair value | -598,622 | -1,618,404 | -320,014 | ' | ' | ' | ' | ' |
Purchase of Loans at amortized cost | ' | ' | -1,064 | ' | ' | ' | ' | ' |
Principal payments of Loans at fair value | 160,787 | 511,232 | 105,306 | ' | ' | ' | ' | ' |
Principal payments of Loans at amortized cost | 345 | ' | 1,349 | ' | ' | ' | ' | ' |
Proceeds from recoveries and sales of charged-off Loans at fair value | 247 | 1,716 | ' | ' | ' | ' | ' | ' |
Proceeds from recoveries and sales of charged-off Loans at amortized cost | 22 | ' | ' | ' | ' | ' | ' | ' |
Net change in restricted cash | -2,622 | -4,724 | -4,000 | ' | ' | ' | ' | ' |
Purchase of property, equipment and software | -1,302 | -10,435 | -383 | ' | ' | ' | ' | ' |
Net cash used in investing activities | -441,145 | -1,120,615 | -218,806 | ' | ' | ' | ' | ' |
Cash flows from Financing Activities: | ' | ' | ' | ' | ' | ' | ' | ' |
Payable to Investors | 1,517 | 1,868 | 533 | ' | ' | ' | ' | ' |
Proceeds from issuance of Notes and Certificates | 606,862 | 1,618,269 | 319,704 | ' | ' | ' | ' | ' |
Payments on Notes and Certificates | -163,946 | -504,330 | -101,950 | ' | ' | ' | ' | ' |
Payments on charged-off Notes and Certificates from recoveries/sales of related charged off Loans at fair value | -219 | -1,669 | ' | ' | ' | ' | ' | ' |
Payments on loans payable | -370 | ' | -2,601 | ' | ' | ' | ' | ' |
Proceeds from exercise of warrants | ' | ' | ' | 221 | 10 | 150 | ' | ' |
Repurchase of common stock | -12 | ' | ' | ' | ' | ' | ' | ' |
Proceeds from stock options exercised | 864 | 1,715 | 158 | ' | ' | ' | ' | ' |
Net cash provided by financing activities | 462,845 | 1,116,224 | 247,800 | ' | ' | ' | ' | ' |
Net (Decrease) increase in cash and cash equivalents | 21,307 | -3,252 | 17,908 | ' | ' | ' | ' | ' |
Cash and cash equivalents, beginning of period | 31,244 | 52,551 | 13,336 | ' | ' | ' | ' | ' |
Cash and cash equivalents, end of period | 52,551 | 49,299 | 31,244 | ' | ' | ' | ' | ' |
Supplemental disclosure of cash flow information: | ' | ' | ' | ' | ' | ' | ' | ' |
Cash paid for interest | 52,511 | 176,195 | 28,063 | ' | ' | ' | ' | ' |
Non-cash exercise of stock warrants | ' | ' | ' | ' | ' | ' | 137 | 2,345 |
Reclassification of Loans at amortized cost to Loans held at fair value | 2,109 | ' | ' | ' | ' | ' | ' | ' |
Non-cash investing activity-accrual of property, equipment and software, net | ' | $2,275 | ' | ' | ' | ' | ' | ' |
Basis_of_Presentation
Basis of Presentation | 12 Months Ended |
Dec. 31, 2013 | |
Basis of Presentation | ' |
1. Basis of Presentation | |
Our consolidated financial statements include LC and its wholly-owned subsidiary, LCA, a registered investment advisor, and the Trust, a Delaware business trust. The consolidated balance sheets as of December 31, 2013 and 2012, the consolidated statements of operations for the year ended December 31, 2013, the nine months ended December 31, 2012 and the year ended March 31, 2012, the consolidated statement of stockholders’ equity for the year ended December 31, 2013, the nine months ended December 31, 2012 and the year ended March 31, 2012 and the consolidated statements of cash flows for the year ended December 31, 2013, the nine months ended December 31, 2012 and the year ended March 31, 2012, have been prepared by LC (“LendingClub”, “we”, “our”, the “Company” and “us”) in conformity with U.S. generally accepted accounting principles (“GAAP”) for financial information. | |
LC did not have any items of other comprehensive income (loss) during any of the periods presented in the consolidated financial statements and therefore, we are not required to report comprehensive income (loss). | |
The preparation of our consolidated financial statements and related disclosures in conformity with GAAP requires management to make judgments, assumptions and estimates that affect the amounts reported in our consolidated financial statements and accompanying notes. We base our estimates on historical experience and on various other factors we believe to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of certain assets and liabilities. These judgments, assumptions and estimates include but are not limited to the following: (i) fair value determinations for Loans, Notes and Certificates; (ii) stock-based compensation; (iii) provision for income taxes, net of valuation allowance for deferred tax assets and (iv) consolidation of variable interest entities. These judgments, estimates and assumptions are inherently subjective in nature and actual results may differ from these estimates and assumptions, and the differences could be material. |
Summary_of_Significant_Account
Summary of Significant Accounting Policies | 12 Months Ended | ||
Dec. 31, 2013 | |||
Summary of Significant Accounting Policies | ' | ||
2. Summary of Significant Accounting Policies | |||
Change in Fiscal Year | |||
On December 19, 2012, our Board of Directors approved a change in our fiscal year-end from March 31 to December 31. The change was effective as of December 31, 2012. | |||
Reclassifications | |||
Subsequent to the issuance of LC’s December 31, 2012 consolidated financial statements, LC corrected the classification of its preferred stock to present its preferred stock within permanent stockholders’ equity rather than temporary equity as previously presented. This revision is in accordance with ASC 480 – Distinguishing Liabilities from Equity (ASC 480) and resulted in a change to Stockholders’ deficit from $50.8 million to Stockholders’ equity of $52.2 million as of December 31, 2012. The revision had no effect on our Consolidated Statements of Operations, reported assets and liabilities on the Consolidated Balance Sheet, or the Consolidated Statements of Cash Flows. | |||
During the year ended December 31, 2013, LC changed the definitions used to classify operating expenses. Operating expenses were formerly classified as Sales, marketing and customer service, Engineering, and General and administrative. Our new categories of operating expenses are Sales and marketing, Origination and servicing, and General and administrative. As a result of the new classification, loan origination and servicing costs which were previously included in Sales, marketing and customer service are now included as a separate financial statement line and engineering costs which represent technology related expenses are categorized within General and administrative expenses. The changes had no impact to the total operating expenses or net income. Prior period amounts have been reclassified to conform to the current presentation. | |||
Revenue Recognition | |||
Revenues primarily result from fees earned. Fees include loan origination fees (paid by borrowers), servicing fees (paid by investors and certain Certificate holders) and management fees (paid by certain Certificate holders). | |||
Origination Fees | |||
Loan origination fees charged to borrowers are determined by the term and credit grade of the loan and, as of December 31, 2013, December 31, 2012 and March 31, 2012, ranged from 1.11% to 5.00% of the aggregate loan amount. The loan origination fees are included in the annual percentage rate calculation provided to the borrower and is subtracted from the gross loan proceeds prior to disbursement of the loan funds to the borrower. A loan is considered issued when we record the transfer of funds to the borrower’s account on our platform and we initiate an ACH transaction to transfer funds from our platform’s correspondent bank account to the borrower’s bank account. | |||
Because of the election to account for loans at fair value, origination fees on loans are recognized upon acquisition of the loan as a component of non-interest revenue. | |||
Servicing Fees | |||
We record servicing fees paid by Note holders and certain Certificate holders as a component of non-interest revenue when received. Servicing fees paid by Note holders and certain Certificate holders are based on the principal and interest payments serviced on the related loan. Servicing fees can be, and have been, modified or waived at management’s discretion. | |||
Management Fees | |||
LCA acts as the general partner for five private funds (the “Funds”) in which it has made no capital contributions and does not receive any allocation of the Funds’ income, expenses, gains, losses or any carried interest. Each Fund invests in a Certificate pursuant to a set investment strategy. LCA charges limited partners in the Funds a management fee, payable monthly in arrears, based on a limited partner’s capital account balance at month end. | |||
LCA also earns management fees on separately managed accounts (“SMA”), payable monthly in arrears, based on the month-end balances in the SMA accounts. | |||
Management fees are a component of non-interest revenue in the consolidated statements of operations and are recorded as earned. Management fees can be, and have been, modified or waived at the discretion of LCA. | |||
Other Revenue | |||
Other revenue consists primarily of net gains on whole loan sales. Effective July 1, 2013, we elected the fair value option for whole loan sales to unrelated third party purchasers (see Note 2 Summary of Significant Accounting Policies – Whole Loan Sales below). | |||
Fair Valuation Adjustments of Loans at Fair Value and Notes and Certificates at Fair Value | |||
We include in earnings the estimated unrealized fair value gains or losses during the period on loans, and the offsetting estimated unrealized fair value gains or losses on related Notes and Certificates. At each reporting period, we recognize fair valuation adjustments for the loans and the related Notes and Certificates. The fair valuation adjustment for a given principal amount of a loan will be approximately equal to the corresponding estimated fair valuation adjustment on the combined principal amounts of related Notes and Certificates because the same net cash flows of the loans and the related Notes and/or Certificates are used in the discounted cash flow valuation calculations. | |||
Consolidation Policies | |||
Our policy is to consolidate the financial statements of entities in which we have a controlling financial interest. We determine whether we have a controlling financial interest in an entity by evaluating whether the entity is a voting interest entity or variable interest entity (“VIE”) and if the accounting guidance requires consolidation. | |||
Voting interest entities are entities that have sufficient equity and provide the equity investors voting rights that enable them to make significant decisions relating to the entities’ operations. For these types of entities, our determination of whether we have a controlling financial interest is based on ownership of a majority of the entities’ voting equity interest or through control of management of the entities. | |||
VIEs are entities that, by design, either (i) lack sufficient equity to permit the entity to finance its activities without additional subordinated financial support from other parties, or (ii) have equity investors that do not have the ability to make significant decisions relating to the entity’s operations through voting rights, or do not have the obligation to absorb the expected losses, or do not have the right to receive the residual returns of the entity. We determine whether we have a controlling financial interest in a VIE by considering whether our involvement with the VIE is significant and whether we are the primary beneficiary of the VIE based on the following: | |||
1 | We have the power to direct the activities of the VIE that most significantly impact the entity’s economic performance; | ||
2 | The aggregate indirect and direct variable interests held by LC have the obligation to absorb losses or the right to receive benefits from the entity that could be significant to the VIE; and, | ||
3 | Qualitative and quantitative factors regarding the nature, size, and form of our involvement with the VIE. | ||
We believe our beneficial ownership of a controlling financial interest in the Trust has qualified and continues to qualify as an equity investment in a VIE that should be consolidated for financial accounting and reporting purposes. We perform on-going reassessments on the status of the entities and whether facts or circumstances have changed in relation to our involvement in VIEs which could cause our conclusion to change. | |||
All intercompany transactions and balances have been eliminated. | |||
Cash and Cash Equivalents | |||
Cash and cash equivalents include unrestricted deposits with financial institutions in checking, money market and short-term certificate of deposit accounts. We consider all highly liquid investments with stated maturity dates of three months or less from the date of purchase to be cash equivalents. | |||
Restricted Cash | |||
Restricted cash consists primarily of LC’s funds in certain checking, money market and certificate of deposit accounts that are: (i) pledged to or held in escrow by our correspondent banks as security for transactions processed on or related to our platform; (ii) pledged through a credit support agreement with a Certificate holder and (iii) received from investors but not yet applied to their accounts on the platform and transferred to segregated bank accounts that hold investors’ funds. | |||
Loans | |||
We have elected the fair value option for loan investments that are financed by Notes, Certificates or by us. Under this election, origination fees and all costs incurred in the origination process are recognized in earnings as earned or incurred. Loans accounted for under the fair value option are initially measured at fair value and subsequent changes in fair value are recognized in earnings. Interest income on loans is calculated based on the interest rate of the loans and recorded as interest income as earned. | |||
Whole Loan Sales | |||
From January 1, 2013 through June 30, 2013, origination fees and direct Loan origination/acquisition costs for loans that were subsequently sold to unrelated third party purchasers, and met the accounting requirements for a sale of loans, were deferred and included in the overall net investment in the loans purchased. Accordingly, the origination fees for such loans were not included in origination fee revenue and the direct Loan origination costs for such Loans were not included in operating expenses. A gain or loss on the Whole Loan Sales was recorded on the sale date. | |||
Effective July 1, 2013, we elected the fair value option for whole loans acquired and subsequently sold to unrelated third party purchasers. Under this election, all origination fees and all direct costs incurred in the origination process are recognized in earnings as earned or incurred and are not deferred. Beginning July 1, 2013, origination fees for whole loans sold to unrelated third party purchasers are included in “Origination Fees” and direct Loan origination costs are included in “Origination and Servicing” operating expense on the Consolidated Statement of Operations. Gains and losses from Whole Loan Sales are recorded in “Other Revenue” in the Consolidated Statements of Operations. | |||
As part of the sale agreements, we retained the rights to service these sold whole loans. We calculate a gain or loss on the whole loan sale with servicing retained based on the net proceeds from the whole loan sale, minus the net investment in the Loans being sold. The net investment in the loans sold has been reduced or increased by the recording of any applicable net servicing asset or liability respectively. Gains on whole loan sales were previously reported in “Gain from Sales of Loan” and have been reclassified to “Other revenue” in the Consolidated Statement of Operations. | |||
For whole loans sold to unrelated third party purchasers with servicing retained, we estimate the fair value of the loan servicing asset or liability considering the contractual servicing fee revenue, adequate compensation for our servicing obligation, the current principal balances of the loans and projected servicing revenues over the remaining lives of the Loans. We initially record servicing assets and liabilities at fair value with changes in fair value reported in non-interest income in the period in which the change occurs. Servicing assets and liabilities are recorded in “Other Assets” and “Accrued Expenses and Other Liabilities”, respectively, on the Consolidated Balance Sheets. | |||
Additionally, as needed, we will record a liability for significant estimated post-sale obligations or contingent obligations to the purchasers of the loans. No such liability was recorded at December 31, 2013 or December 31, 2012. | |||
Loans at Fair Value and Notes and Certificates at Fair Value | |||
We use fair value measurements to record Loans, Notes and Certificates at fair value on a recurring basis and in our fair value disclosures. Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Changes in the fair value of the Loans and Notes and Certificates are recognized, on a gross basis, in earnings. | |||
We determine the fair value of the Loans, Notes and Certificates in accordance with the fair value hierarchy that requires an entity to maximize the use of observable inputs. The fair value hierarchy includes the following three levels based on the objectivity of the inputs, which were used for categorizing the assets or liabilities for which fair value is being measured and reported: | |||
Level 1 – | Quoted market prices in active markets for identical assets or liabilities. | ||
Level 2 – | Significant other observable inputs (e.g., quoted prices for similar items in active markets, quoted prices for identical or similar items in markets that are not active, inputs other than quoted prices that are observable such as interest rate and yield curves, and market-corroborated inputs). | ||
Level 3 – | Valuation generated from model-based techniques that use inputs that are significant and unobservable in the market. These unobservable assumptions reflect estimates of inputs that market participants would use in pricing the asset or liability. Valuation techniques include use of option pricing models, discounted cash flow methodologies or similar techniques, which incorporate management’s own estimates of assumptions that market participants would use in pricing the instrument or valuations that require significant management judgment or estimation. | ||
The fair value election for Loans, Notes and Certificates allows for symmetrical accounting of the timing and amounts recognized for both expected unrealized losses and charge-offs on the Loans and the related Notes and Certificates, consistent with the member payment dependent design of the Notes and Certificates. | |||
LC’s and the Trust’s obligation to pay principal and interest on any Note or Certificate is equal to the pro-rata portion of the payments, if any, received on the related loan subject to applicable fees. The gross effective interest rate associated with Notes or Certificates is the same as the interest rate earned on the underlying loan. The discounted cash flow methodology used to estimate the Notes’ and Certificates’ fair values uses the same projected net cash flows as their related loan. The discount rates for the projected net cash flows of the Notes and Certificates are our estimates of the rates of return, including risk premiums (if significant) that investors in unsecured consumer credit obligations would require when investing in Notes issued by LC and Certificates issued by the Trust with cash flows dependent on specific credit grades of loans. | |||
For additional discussion on this topic, including the adjustments to the estimated fair values of Loans, Notes and Certificates, as discussed above, see Note 4 – Loans at Fair Value and Notes and Certificates at Fair Value. | |||
Accrued Interest and Other Receivables | |||
Interest income on loans is calculated based on the contractual interest rate of the loan and recorded as interest income as earned. Loans reaching 120 days delinquent are classified as non-accrual loans, and we stop accruing interest and reverse all accrued but unpaid interest as of such date. | |||
Property, Equipment and Software | |||
Property, equipment and software consists of computer equipment and software, office furniture and equipment, construction in progress, leasehold improvements and internal use software and website development costs which are recorded at cost, less accumulated depreciation and amortization. | |||
Computer equipment and software and furniture and fixtures are depreciated or amortized on a straight line basis over two to five years. Costs associated with construction projects are transferred to the leasehold improvement account upon project completion. Leasehold improvements are amortized over the shorter of the lease term or estimated useful life. | |||
Internal use software and website development costs are capitalized when preliminary development efforts are successfully completed and it is probable that the project will be completed and the software will be used as intended. Internal use software and website development costs are amortized on a straight line basis over the project’s estimated useful life, generally three years. Capitalized internal use software development costs consist of salaries and payroll related costs for employees and fees paid to third-party consultants who are directly involved in development efforts. Costs related to preliminary project activities and post implementation activities including training and maintenance are expensed as incurred. Costs incurred for upgrades and enhancements that are considered to be probable to result in additional functionality are capitalized. | |||
Long-lived Assets | |||
We evaluate potential impairments of our long-lived assets whenever events or changes in circumstances indicate that the carrying amount of the assets may not be recoverable. Events or changes in circumstances that could result in impairment include, but are not limited to, underperformance relative to historical or projected future operating results, significant changes in the manner of use of the assets or the strategy for LC’s overall business and significant negative industry or economic trends. Determination of recoverability of long-lived assets is based on an estimate of undiscounted future cash flows resulting from the use of the asset and its eventual disposition. Measurement of an impairment loss for long-lived assets that management expects to hold and use is based on the fair value of the asset. When an impairment loss is recognized, the carrying amount of the asset is reduced to its estimated fair value. For the year ended December 31, 2013, the nine months ended December 31, 2012 and the year ended March 31, 2012, there was no impairment of long-lived assets. | |||
Due from Related Parties | |||
Due from related parties represents asset management fees due to LCA from investors in the Funds. | |||
Payable to Investors | |||
Payable to investors primarily represents payments-in-process received from investors; payments on Certificates and Loan payments that, as of the last day of the period, have not been credited to their accounts on the platform or transferred to the investors’ separate bank accounts. | |||
Sales and Marketing Expense | |||
Sales and marketing costs, including borrower and investor acquisition costs, are expensed as incurred and included in “Sales and marketing” on the consolidated statement of operations. | |||
Stock-based Compensation | |||
All stock-based awards made to employees are recognized in the consolidated financial statements based on their respective grant date fair values. Any benefits of tax deductions in excess of recognized compensation cost are reported as a financing cash inflow and cash outflow from operating activities. The stock-based compensation related to awards that are expected to vest is amortized using the straight-line method over the award’s vesting term, which is generally four years. | |||
The fair value of share-option awards is estimated on the date of grant using the Black-Scholes option pricing model. The Black-Scholes option pricing model considers, among other factors, the underlying fair value of common stock, the expected term of the option award, expected volatility of our common stock and expected future dividends, if any. | |||
Forfeitures of awards are estimated at the time of grant and revised, as necessary, in subsequent periods if actual forfeitures differ from initial estimates or if future forfeitures are expected to differ from recent actual or previously expected forfeitures. Stock-based compensation expense is recorded net of estimated forfeitures, such that expense is recorded only for those stock-based awards that are expected to vest. | |||
Share option awards issued to non-employees are recorded at their fair value on the awards’ vesting date. We use the Black-Scholes option pricing model to estimate the fair value of share options granted to non-employees at each vesting date to determine the appropriate charge to stock-based compensation. | |||
Income Taxes | |||
We account for income taxes under the asset and liability method, which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the financial statements. Under this method, deferred tax assets and liabilities are determined on the basis of the differences between the financial statement and tax bases of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. The effect of a change in tax rates on deferred tax assets and liabilities is recognized in income in the period that includes the enactment date. | |||
We recognize deferred tax assets to the extent that we believe these assets are more likely than not to be realized. In making such a determination, we consider all available positive and negative evidence, including future reversals of existing taxable temporary differences, projected future taxable income, tax-planning strategies, and results of recent operations. If we determine that we would be able to realize our deferred tax assets in the future in excess of their net recorded amount, we would make an adjustment to the deferred tax asset valuation allowance, which would reduce the provision for income taxes. | |||
We account for uncertain tax positions using a two-step process whereby (1) we determine whether it is more likely than not that the tax positions will be sustained on the basis of the technical merits of the position and (2) for those tax positions that meet the more-likely-than-not recognition threshold, we recognize the largest amount of tax benefit that is more than 50 percent likely to be realized upon ultimate settlement with the related tax authority. | |||
We recognize interest and penalties accrued on any unrecognized tax benefits as a component of provision for income tax in the consolidated statement of operations. | |||
Impact of New Accounting Standards | |||
We do not expect recently issued accounting standards effective but not yet adopted to have a material impact on our results of operations, financial position, or cash flows. | |||
Concentrations of Credit Risk | |||
Financial instruments that potentially subject us to significant concentrations of credit risk consist principally of cash and cash equivalents, restricted cash, Loans financed directly by LC and the related accrued interest receivable, and deposits with service providers. We hold our cash and cash equivalents and restricted cash in accounts at regulated domestic financial institutions. We are exposed to credit risk in the event of default by these institutions to the extent the amount recorded on the balance sheet exceeds the FDIC insured amounts. |
Earnings_Net_Loss_Per_Share_an
Earnings (Net Loss) Per Share and Net Loss Attributable to Common Stockholders | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Earnings (Net Loss) Per Share and Net Loss Attributable to Common Stockholders | ' | ||||||||||||
3. Earnings (Net Loss) Per Share and Net Loss Attributable to Common Stockholders | |||||||||||||
Basic earnings (loss) per share (EPS) is the amount of earnings available to each share of common stock outstanding during the reporting period. Diluted EPS is the amount of earnings available to each share of common stock outstanding during the reporting period adjusted to include the effect of potentially dilutive common shares. Potentially dilutive common shares include incremental shares issued for stock options, convertible preferred stock and warrants. Potentially dilutive common shares are excluded from the computation of dilutive EPS in periods in which the effect would be antidilutive. | |||||||||||||
We calculate EPS using the two-class method. The two-class method allocates earnings that otherwise would have been available to common shareholders to holders of participating securities. We consider all series of our convertible preferred stock to be participating securities due to their non-cumulative dividend rights. As such, earnings allocated to these participating securities, which include participation rights in undistributed earnings (see Note 9 – Stockholders Equity), are subtracted from net income to determine total undistributed earnings to be allocated to common stockholders. All participating securities are excluded from basic weighted-average common shares outstanding. | |||||||||||||
The following table details the computation of the basic and diluted net loss per share (in thousands, except shares and per share data): | |||||||||||||
Year Ended | Nine Months Ended | Year Ended | |||||||||||
December 31, | December 31, | March 31, | |||||||||||
($ in thousands, except EPS) | 2013 | 2012 | 2012 | ||||||||||
Net income (loss) | $ | 7,308 | $ | (4,238 | ) | $ | (11,944 | ) | |||||
Less: Earnings allocated to participating securities (1) | $ | (7,117 | ) | $ | — | — | |||||||
Net income (loss) available to common shareholders after required adjustments for the calculation of basic and diluted earnings per common share | $ | 191 | $ | (4,238 | ) | $ | (11,944 | ) | |||||
Basic weighted average common shares outstanding | 12,889,284 | 10,339,919 | 8,781,407 | ||||||||||
Weighted average effect of dilutive securities: | |||||||||||||
Stock Options | 7,135,601 | — | — | ||||||||||
Warrants | 331,859 | — | — | ||||||||||
Diluted weighted average common shares outstanding | 20,356,744 | 10,339,919 | 8,781,407 | ||||||||||
Earnings per common share | |||||||||||||
Basic | $ | 0.01 | $ | (0.41 | ) | $ | (1.36 | ) | |||||
Diluted | $ | 0.01 | $ | (0.41 | ) | $ | (1.36 | ) | |||||
-1 | In a period with net income, both earnings and dividends (if any) are allocated to participating securities. In a period with a net loss, only dividends (if any) are allocated to participating securities. |
Loans_at_Fair_Value_and_Notes_
Loans at Fair Value and Notes and Certificates at Fair Value | 12 Months Ended | ||||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||||
Loans at Fair Value and Notes and Certificates at Fair Value | ' | ||||||||||||||||||
4. Loans at Fair Value and Notes and Certificates at Fair Value | |||||||||||||||||||
We use fair value measurements to record fair value adjustments to Member Loans and the related Notes and Certificates that are recorded at fair value on a recurring basis. | |||||||||||||||||||
Member Loans and the related Notes and Certificates do not trade in an active market with readily observable prices. Accordingly, the fair value of Member Loans and the related Notes and Certificates are determined using a discounted cash flow model utilizing assumptions market participants use for credit losses, changes in the interest rate environment, and other factors. Fair value measurements of our Member Loans and the related Notes and Certificates use significant unobservable inputs and, accordingly, we classify them as Level 3. | |||||||||||||||||||
We have ongoing monitoring procedures in place for our Level 3 assets and liabilities that use such internal valuation models. These procedures are designed to provide reasonable assurance that models continue to perform as expected after approved. All internal valuation models are subject to ongoing review by business-unit-level management and the executive management team. | |||||||||||||||||||
At December 31, 2013 and December 31, 2012, Loans, Notes and Certificates measured at fair value on a recurring basis (in thousands) were: | |||||||||||||||||||
Loans at Fair Value | Notes and Certificates at Fair Value | ||||||||||||||||||
December 31, 2013 | December 31, 2012 | December 31, 2013 | December 31, 2012 | ||||||||||||||||
Aggregate principal balance outstanding | $ | 1,849,042 | $ | 791,774 | $ | 1,859,982 | $ | 795,842 | |||||||||||
Fair valuation adjustments | (20,000 | ) | (10,559 | ) | (19,992 | ) | (10,526 | ) | |||||||||||
Fair Value | $ | 1,829,042 | $ | 781,215 | $ | 1,839,990 | $ | 785,316 | |||||||||||
We determined the fair values of Loans, Notes and Certificates using inputs and methods that are categorized in the fair value hierarchy, as follows (in thousands): | |||||||||||||||||||
Level 1 Inputs | Level 2 Inputs | Level 3 Inputs | Fair Value | ||||||||||||||||
December 31, 2013 | |||||||||||||||||||
Assets | |||||||||||||||||||
Loans at fair value | $ | — | $ | — | $ | 1,829,042 | $ | 1,829,042 | |||||||||||
Liabilities | |||||||||||||||||||
Notes and Certificates | $ | — | $ | — | $ | 1,839,990 | $ | 1,839,990 | |||||||||||
December 31, 2012 | |||||||||||||||||||
Assets | |||||||||||||||||||
Loans at fair value | $ | — | $ | — | $ | 781,215 | $ | 781,215 | |||||||||||
Liabilities | |||||||||||||||||||
Notes and Certificates | $ | — | $ | — | $ | 785,316 | $ | 785,316 | |||||||||||
Instruments are categorized in the Level 3 valuation hierarchy based on the significance of unobservable factors in the overall fair value measurement. Our fair value approach for Level 3 instruments primarily uses unobservable inputs, but may also include observable, actively quoted components derived from external sources. As a result, the realized and unrealized gains and losses for assets and liabilities within the Level 3 category presented in the tables below may include changes in fair value that were attributable to both observable and unobservable inputs. | |||||||||||||||||||
The following table presents additional information about Level 3 assets and liabilities measured at fair value on a recurring basis at December 31, 2013 and December 31, 2012 (in thousands): | |||||||||||||||||||
Loans | Notes and | ||||||||||||||||||
Certificates | |||||||||||||||||||
Fair value at December 31, 2012 | $ | 781,215 | $ | 785,316 | |||||||||||||||
Purchases of Loans | 2,064,628 | — | |||||||||||||||||
Issuances of Notes and Certificates | — | 1,618,269 | |||||||||||||||||
Principal repayments | (511,232 | ) | (504,330 | ) | |||||||||||||||
Whole Loan sales | (446,224 | ) | — | ||||||||||||||||
Recoveries from sale and collection of charged-off loans | (1,716 | ) | (1,669 | ) | |||||||||||||||
Carrying value before fair value adjustments | 1,886,671 | 1,897,586 | |||||||||||||||||
Fair valuation adjustments, included in earnings | (57,629 | ) | (57,596 | ) | |||||||||||||||
Fair value at December 31, 2013 | $ | 1,829,042 | $ | 1,839,990 | |||||||||||||||
At December 31, 2013, Loans underlying Notes and Certificates have original terms of 36 months or 60 months and are paid monthly with fixed interest rates ranging from 5.42% to 26.06% and various maturity dates through December 2018. | |||||||||||||||||||
The fair values of Loans and the related Notes and Certificates are determined using a discounted cash flow model utilizing estimates for credit losses, changes in the interest rate environment, and other factors. For Notes and Certificates, we also consider risk factors such as LC’s continued profitability, ability to operate on a cash-flow positive basis and liquidity position. The majority of fair valuation adjustments included in earnings is attributable to changes in estimated instrument-specific future credit losses. All fair valuation adjustments were related to Level 3 instruments for the twelve months ended December 31, 2013. A specific Loan that is projected to have higher future default losses than previously estimated has lower expected future cash flows over its remaining life, which reduces its estimated fair value. Conversely, a specific Loan that is projected to have lower future default losses than previously estimated has increased expected future cash flows over its remaining life, which increases its fair value. Because the payments to holders of Notes and Certificates directly reflect the payments received on Loans, a reduction or increase of the expected future payments on Loans will decrease or increase the estimated fair values of the related Notes and Certificates. Expected losses and actual Loan charge-offs on Loans are offset to the extent that the Loans are financed by Notes and Certificates that absorb the related Loan losses. | |||||||||||||||||||
The fair value adjustments for Loans were largely offset by the fair value adjustments of the Notes and Certificates due to the member payment dependent design of the Notes and Certificates and because the principal balances of the Loans were very close to the combined principal balances of the Notes and Certificates. Accordingly, the net fair value adjustment losses for Loans, Notes and Certificates were $0.03 million, $0.6 million and $0.001 million for the year ended December 31, 2013, the nine months ended December 31, 2012 and the year ended March 31, 2012, respectively. | |||||||||||||||||||
At December 31, 2013, we had 1,464 Loans that were 90 days or more past due including non-accrual Loans and Loans where the borrower has filed for bankruptcy or is deceased, which had a total outstanding principal balance of $15.6 million, aggregate adverse fair value adjustments totaling $13.8 million and an aggregate fair value of $1.8 million. At December 31, 2012, we had 576 Loans that were 90 days or more past due including non-accrual Loans and Loans where the borrower has filed for bankruptcy or is deceased, which had a total outstanding principal balance of $6.4 million, aggregate adverse fair value adjustments totaling $5.7 million and an aggregate fair value of $0.7 million. | |||||||||||||||||||
Significant Unobservable Inputs | |||||||||||||||||||
The following table presents quantitative information about the significant unobservable inputs used for certain of our Level 3 fair value measurements at December 31, 2013 (in thousands): | |||||||||||||||||||
Range of Inputs | |||||||||||||||||||
Fair Value | Valuation Techniques | Unobservable Input | Minimum | Maximum | |||||||||||||||
Loans | $ | 1,829,042 | Discounted cash flow | Discount rate | 5.9 | % | 15.9 | % | |||||||||||
Net cumulative expected loss | 2.1 | % | 23.7 | % | |||||||||||||||
Notes & Certificates | $ | 1,839,990 | Discounted cash flow | Discount rate | 5.9 | % | 15.9 | % | |||||||||||
Net cumulative expected loss | 2.1 | % | 23.7 | % | |||||||||||||||
The valuation technique used for our Level 3 assets and liabilities, as presented in the previous table, is described as follows: | |||||||||||||||||||
Discounted cash flow – Discounted cash flow valuation techniques generally consist of developing an estimate of future cash flows that are expected to occur over the life of a financial instrument and then discounting those cash flows at a rate of return that results in the fair value amount. | |||||||||||||||||||
Significant unobservable inputs presented in the previous table are those we consider significant to the estimated fair values of the Level 3 assets and liabilities. We consider unobservable inputs to be significant, if by their exclusion, the estimated fair value of the Level 3 asset or liability would be impacted by a significant percentage change, or based on qualitative factors such as the nature of the instrument and significance of the unobservable inputs relative to other inputs used within the valuation. Following is a description of the significant unobservable inputs provided in the table. | |||||||||||||||||||
Discount rate – Discount rate is a rate of return used to discount future expected cash flows to arrive at a present value, the fair value, of the Loans, Notes and Certificates. The discount rates for the projected net cash flows of Loans are our estimates of the rates of return that investors in unsecured consumer credit obligations would require when investing in the various credit grades of Loans. The discount rates for the projected net cash flows of the Notes and Certificates are our estimates of the rates of return that investors in unsecured consumer credit obligations would require when investing in Notes issued by LC and Certificates issued by the Trust with cash flows dependent on specific grades of Loans. Discount rates for existing Loans, Notes and Certificates are adjusted to reflect the time value of money. A risk premium component is implicitly included in the discount rates to reflect the amount of compensation market participants require due to the uncertainty inherent in the instruments’ cash flows resulting from risks such as credit and liquidity. | |||||||||||||||||||
Net cumulative expected loss – Net cumulative expected loss is an estimate of the net cumulative principal payments that will not be repaid over the entire life of a new Loans, Note or Certificate, expressed as a percentage of the original principal amount of the Loans, Note or Certificate. The estimated net cumulative loss is the sum of the net losses estimated to occur each month of the life of a new Loans, Note or Certificate. Therefore, the total net losses estimated to occur over the remaining maturity of existing Loans, Notes and Certificates are less than the estimated net cumulative losses of comparable new Loans, Notes and Certificates. A given month’s estimated net losses are a function of two variables: | |||||||||||||||||||
(i) | estimated default rate, which is an estimate of the probability of not collecting the remaining contractual principal amounts owed and, | ||||||||||||||||||
(ii) | estimated net loss severity, which is the percentage of contractual principal cash flows lost in the event of a default, net of the average net recovery, expected to be received on a defaulted Loans, Note or Certificate. | ||||||||||||||||||
LC’s and the Trust’s obligation to pay principal and interest on any Note or Certificate is equal to the pro-rata portion of the payments, if any, received on the related Loan subject to applicable fees. The gross effective interest rate associated with Notes or Certificates is the same as the interest rate earned on the underlying Loan. At December 31, 2013, the discounted cash flow methodology used to estimate the Notes’ and Certificates’ fair values uses the same projected net cash flows as their related Loan. The discount rates for the projected net cash flows of the Notes and Certificates are our estimates of the rates of return, including risk premiums (if significant) that investors in unsecured consumer credit obligations would require when investing in Notes issued by LC and Certificates issued by the Trust with cash flows dependent on specific credit grades of Loans. | |||||||||||||||||||
Significant Recurring Level 3 Fair Value Asset and Liability Input Sensitivity | |||||||||||||||||||
The discounted cash flow technique that we use to determine the fair value of our Level 3 Loans, Notes and Certificates value requires determination of relevant inputs and assumptions, some of which represent significant unobservable inputs as indicated in the preceding table. Accordingly, changes in these unobservable inputs may have a significant impact on fair value. Certain of these unobservable inputs will (in isolation) have a directionally consistent impact on the fair value of the instrument for a given change in that input. Alternatively, the fair value of the instrument may move in an opposite direction for a given change in another input. For example, increases in the discount rates and estimated net cumulative loss rates each will reduce the estimated fair value of Loans, Notes and Certificates. When multiple inputs are used within the valuation technique of a Loan, Note or Certificate, a change in one input in a certain direction may be offset by an opposite change in another input. |
Other_Assets
Other Assets | 12 Months Ended | ||||||||
Dec. 31, 2013 | |||||||||
Other Assets | ' | ||||||||
5. Other Assets | |||||||||
Other Assets consist of the following (in thousands): | |||||||||
December 31, 2013 | December 31, 2012 | ||||||||
Receivable from Investors | $ | 18,116 | $ | — | |||||
Prepaid expenses | 3,546 | 1,538 | |||||||
Loan servicing asset at fair value | 534 | — | |||||||
Tenant improvement receivable | 504 | — | |||||||
Accounts receivable | 439 | 79 | |||||||
Deposits | 193 | 696 | |||||||
Other | 589 | 53 | |||||||
Total other assets | $ | 23,921 | $ | 2,366 | |||||
Property_Equipment_and_Softwar
Property, Equipment and Software, net | 12 Months Ended | ||||||||
Dec. 31, 2013 | |||||||||
Property, Equipment and Software, net | ' | ||||||||
6. Property, Equipment and Software, net | |||||||||
Property, equipment and software consist of the following (in thousands): | |||||||||
December 31, 2013 | December 31, 2012 | ||||||||
Capitalized website and internally developed software costs | $ | 4,188 | $ | 358 | |||||
Computer equipment | 4,019 | 1,104 | |||||||
Leasehold Improvements | 2,700 | 33 | |||||||
Construction in progress | 1,978 | 35 | |||||||
Software | 913 | 453 | |||||||
Furniture and fixtures | 836 | 65 | |||||||
Domain name | 26 | 21 | |||||||
Total property and equipment | 14,660 | 2,069 | |||||||
Accumulated depreciation and amortization | (2,065 | ) | (491 | ) | |||||
Property, equipment and software, net | $ | 12,595 | $ | 1,578 | |||||
Accrued_Expenses_and_Other_Lia
Accrued Expenses and Other Liabilities | 12 Months Ended | ||||||||
Dec. 31, 2013 | |||||||||
Accrued Expenses and Other Liabilities | ' | ||||||||
7. Accrued Expenses and Other Liabilities | |||||||||
Accrued expenses and other liabilities consist of the following (in thousands): | |||||||||
December 31, 2013 | December 31, 2012 | ||||||||
Accrued compensation | $ | 5,243 | $ | 2,414 | |||||
Accrued professional fees | 2,057 | 952 | |||||||
Loan servicing liability at fair value | 936 | — | |||||||
Deferred rent | 653 | — | |||||||
Other accrued expenses | 239 | — | |||||||
$ | 9,128 | $ | 3,366 | ||||||
Related_Party_Transactions
Related Party Transactions | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Related Party Transactions | ' | ||||||||||||
8. Related Party Transactions | |||||||||||||
Several of our executive officers and directors (including immediate family members) have opened investor accounts with LC, made deposits and withdrawals to their accounts and funded portions of Loans via purchases of Notes and Certificates. All Note and Certificate purchases made by related parties were conducted on terms and conditions that were not more favorable than those obtained by other investors. | |||||||||||||
The following table summarizes deposits and withdrawals made by related parties for the year ended December 31, 2013 and the nine months ended December 31, 2012 and ending account balances, which is comprised of cash and Notes and Certificate balances, as of December 31, 2013 and December 31, 2012 (in thousands). | |||||||||||||
Year Ended December 31, 2013 | |||||||||||||
Related Party | Deposits | Withdrawals | Account Balance | ||||||||||
Directors | $ | 2,436 | $ | 1,190 | $ | 5,026 | |||||||
Executive Officers | — | 26 | 39 | ||||||||||
Total | $ | 2,436 | $ | 1,216 | $ | 5,065 | |||||||
Nine Months Ended December 31, 2012 | |||||||||||||
Related Party | Deposits | Withdrawals | Account Balance | ||||||||||
Directors | $ | 1,717 | $ | 843 | $ | 1,722 | |||||||
Executive Officers | 3 | 23 | 7 | ||||||||||
Total | $ | 1,720 | $ | 866 | $ | 1,729 | |||||||
Stockholders_Equity
Stockholders' Equity | 12 Months Ended | ||||||||
Dec. 31, 2013 | |||||||||
Stockholders' Equity | ' | ||||||||
9. Stockholders’ Equity | |||||||||
Convertible Preferred Stock (in thousands, except share amounts) | |||||||||
December 31, | December 31, | ||||||||
2013 | 2012 | ||||||||
Preferred stock, $0.01 par value; 61,617,516 total shares authorized at December 31, 2013 and December 31, 2012: | |||||||||
Series A convertible preferred stock, 17,006,275 shares designated at December 31, 2013 and December 31, 2012; 16,525,086 and 16,317,747 shares issued and outstanding at December 31, 2013 and December 31, 2012; aggregate liquidation preference of $17,599 and $17,371 at December 31, 2013 and December 31, 2012. | $ | 17,402 | $ | 17,181 | |||||
Series B convertible preferred stock, 16,410,526 shares designated at December 31, 2013 and December 31, 2012; 16,394,324 shares issued and outstanding at December 31, 2013 and December 31, 2012; aggregate liquidation preference of $12,167 at December 31, 2013 and December 31, 2012. | 12,164 | 12,164 | |||||||
Series C convertible preferred stock, 15,621,609 shares designated at December 31, 2013 and December 31, 2012; 15,621,609 shares issued and outstanding at December 31, 2013 and December 31, 2012; aggregate liquidation preference of $24,490 at December 31, 2013 and December 31, 2012. | 24,388 | 24,388 | |||||||
Series D convertible preferred stock, 9,007,678 shares designated at December 31, 2013 and December 31, 2012; 9,007,678 shares issued and outstanding at December 31, 2013 and December 31, 2012; aggregate liquidation preference of $32,044 at December 31, 2013 and December 31, 2012. | 31,943 | 31,943 | |||||||
Series E convertible preferred stock, 3,571,428 shares designated at December 31, 2013 and December 31, 2012; 2,500,000 shares issued and outstanding at December 31, 2013 and December 31, 2012; aggregate liquidation preference of $17,500 at December 31, 2013 and December 31, 2012. | 17,347 | 17,347 | |||||||
$ | 103,244 | $ | 103,023 | ||||||
In June 2012, we issued via private placement 2.5 million shares of Series E convertible at $7.00 per share for aggregate gross cash consideration of $17.5 million. The shares are convertible into shares of our common stock, par value $0.01 per share, initially on a one-for-one basis, as adjusted from time to time pursuant to the anti-dilution provisions of the LC certificate of incorporation. The two investors in the Series E convertible preferred stock were KPCB Holdings, Inc., as nominee (“KPCB”), and John J. Mack, a member of the Company’s Board of Directors (“Board”). In conjunction with the Series E financing, the Board appointed Mary Meeker, General Partner of KPCB, as a member of the Company’s Board. In connection with our private placement of Series E convertible preferred stock, we incurred transaction expenses of $0.2 million that were recorded as a reduction to gross proceeds. | |||||||||
In connection with the sale of Series E convertible preferred stock in June 2012, we filed an Amended and Restated Certificate of Incorporation with the State of Delaware, which reduced the total number of shares that we are authorized to issue from 158,046,088 shares to 151,617,516 shares, 90,000,000 shares of which are designated as common stock, and 61,617,516 shares of which are designated as preferred stock. Of the total shares of preferred stock, 17,006,275 shares are designated as Series A Preferred Stock, 16,410,526 shares are designated as Series B Preferred Stock, 15,621,609 shares are designated as Series C Preferred Stock, 9,007,678 shares are designated as Series D Preferred Stock and 3,571,428 shares are designated as Series E Preferred Stock. The number of authorized shares of Common Stock may be increased or decreased (but not below the number of shares of Common Stock then outstanding) by the affirmative vote of the holders of a majority of LC’s Preferred Stock and Common Stock (voting together as a single class on an as-converted to Common Stock basis). | |||||||||
The outstanding shares of convertible preferred stock are not mandatorily or otherwise redeemable. The sale of all, or substantially all, of LC’s assets, a consolidation or merger with another company, or a transfer of voting control in excess of fifty percent (50%) of LC’s voting power are all events which are deemed to be a liquidation and would trigger the payment of liquidation preferences under the preferred stock agreements. All such events require approval of the Board. However, in such events all holders of equal or more subordinate equity instruments would also be entitled to also receive the same form of consideration after any liquidation preferences. Therefore, based on the guidance of ASC 480-10-S99, the non-redeemable convertible preferred stock has been classified within stockholders’ equity on the consolidated balance sheet. See further discussion of the revision to the classification of LC’s preferred stock from temporary equity to permanent stockholders’ equity in Note 2 – Summary of Significant Accounting Policies – Reclassifications. The significant terms of outstanding Series A, Series B, Series C, Series D and Series E convertible preferred stock are as follows: | |||||||||
Conversion – Each share of convertible preferred stock is convertible, at the option of the holder, initially, into one share of common stock (subject to adjustments for events of dilution). Each share of convertible preferred stock will automatically be converted upon the earlier of: (i) the closing of an underwritten public offering of our common stock with aggregate gross proceeds that are at least $30.0 million; or (ii) the consent of the holders of a 55% majority of outstanding shares of convertible preferred stock, voting together as a single class, on an as-converted to common stock basis. LC’s preferred stock agreements contain certain anti-dilution provisions, whereby if LC issues additional shares of capital stock for an effective price lower than the conversion price for a series of preferred stock immediately prior to such issue, then the existing conversion price of such series of preferred stock will be reduced. LC determined that while its convertible preferred stock contains certain anti-dilution features, the conversion feature embedded within its convertible preferred stock does not require bifurcation under the guidance of ASC 815, Derivatives and Hedging Activities. | |||||||||
Liquidation preference – Upon any liquidation, winding up or dissolution of us, whether voluntary or involuntary (a “Liquidation Event”), before any distribution or payment shall be made to the holders of any common stock, the holders of convertible preferred stock shall, on a pari passu basis, be entitled to receive by reason of their ownership of such stock, an amount per share of Series A convertible preferred stock equal to $1.065 (as adjusted for stock splits, recapitalizations and the like) plus all declared and unpaid dividends (the “Series A Preferred Liquidation Preference”), an amount per share of Series B convertible preferred stock equal to $0.7483 (as adjusted for stock splits, recapitalizations and the like) plus all declared and unpaid dividends (the “Series B Preferred Liquidation Preference”), an amount per share of Series C convertible preferred stock equal to $1.5677 (as adjusted for stock splits, recapitalizations and the like), an amount per share of Series D convertible preferred stock equal to $3.5574 and an amount per share of Series E convertible preferred stock equal to $7.00 (as adjusted for stock splits, recapitalizations and the like). However, if upon any such Liquidation Event, our assets shall be insufficient to make payment in full to all holders of convertible preferred stock of their respective liquidation preferences, then the entire assets of ours legally available for distribution shall be distributed with equal priority between the preferred holders based upon the amounts such series was to receive. Any excess assets, after payment in full of the liquidation preferences to the convertible preferred stockholders, are then allocated to the holders of common and preferred stockholders, pro-rata, on an as-if-converted to common stock basis. | |||||||||
Dividends – If and when declared by the Board, the holders of Series A, Series B, Series C, Series D and Series E convertible preferred stock, on a pari passu basis, will be entitled to receive non-cumulative dividends at a rate of 6% per annum in preference to any dividends on common stock (subject to adjustment for certain events). The holders of Series A, Series B, Series C, Series D and Series E convertible preferred stock are also entitled to receive with common stockholders, on an as-if-converted basis, any additional dividends issued by us. As of December 31, 2013, we have not declared any dividends. | |||||||||
Voting rights – Generally, preferred stockholders have one vote for each share of common stock that would be issuable upon conversion of preferred stock. Voting as a separate class, and on an as-if-converted to common stock basis, the Series A convertible preferred stockholders are entitled to elect two members of the Board, the holders of Series B convertible preferred stockholders are entitled to elect one member of the Board. The Series C and Series D convertible preferred stockholders are not entitled to elect a member of the Board. The Series E convertible preferred stockholders are entitled to nominate members to the Board, any nominee is subject to the vote of all convertible preferred stockholders. The holders of common stock, voting as a separate class, are entitled to elect one member of the Board. The remaining directors are elected by the preferred stockholders and common stockholders voting together as a single class on an as-if-converted to common stock basis. | |||||||||
Common Stock | |||||||||
As of December 31, 2013, we have shares of common stock authorized and reserved for future issuance as follows: | |||||||||
Options to purchase common stock | 10,828,682 | ||||||||
Options available for future issuance | 1,939,123 | ||||||||
Convertible preferred Series A stock warrants | 408,940 | ||||||||
Common stock warrants | 195,235 | ||||||||
Total common stock authorized and reserved for future issuance | 13,371,980 | ||||||||
During the year ended December 31, 2013, we issued 2,232,969 shares of common stock in exchange for proceeds of $1.7 million upon the exercise of employee stock options. | |||||||||
Convertible preferred Series A stock warrants are fully exercisable with an exercise price of $1.065 and $1.07 per share. The warrants may be exercised at any time on or before April 2018. | |||||||||
Common stock warrants are fully exercisable with exercise prices of $0.01 and $1.5677 per share. The warrants may be exercised at any time on or before February 2021. | |||||||||
During the year ended December 31, 2013, we issued 207,339 shares of Preferred A stock in exchange for proceeds of $0.2 million upon the exercises of Preferred A warrants and 239,469 common shares for proceeds of $0.2 million upon the exercise of common stock warrants. | |||||||||
Accumulated Deficit | |||||||||
We have incurred operating losses since our inception through December 31, 2012. For the year ended December 31, 2013, we had net income of $7.3 million. For the nine months ended December 31, 2012 we had net losses of $4.2 million. We have an accumulated deficit of $50.3 million and stockholders’ equity of $68.1 million, at December 31, 2013. |
StockBased_Compensation_and_Ot
Stock-Based Compensation and Other Employee Benefit Plans | 12 Months Ended | ||||||||||||||
Dec. 31, 2013 | |||||||||||||||
Stock-Based Compensation and Other Employee Benefit Plans | ' | ||||||||||||||
10. Stock-Based Compensation and Other Employee Benefit Plans | |||||||||||||||
Stock Incentive Plan | |||||||||||||||
Under our 2007 Stock Incentive Plan, or the Option Plan, we may grant options to purchase shares of common stock to employees, executives, directors and consultants at exercise prices not less than the fair market value on the date of grant for incentive stock options and not less than 85% of the fair market value on the date of grant for non-statutory options. An aggregate of 17,859,948 shares have been authorized for issuance under the Option Plan. The options granted through December 31, 2013 are stock options that generally expire ten years from the date of grant and generally vest 25% twelve months from the date of grant, and quarterly thereafter, provided the grantee remains continuously employed by LC through each vesting date (“service-based options”); however, the Board of Directors retains the authority to grant options with different terms. As discussed further below, certain stock options with ten year terms vest immediately upon achievement of specified performance goals provided the grantee remains continuously employed by LC through each performance measurement date (“performance-based options”). As of December 31, 2013, there were no performance-based options outstanding. | |||||||||||||||
For the year ended December 31, 2013, we granted stock options to purchase a total of 3,176,750 shares of common stock with a weighted average exercise price of $9.75 per share, a weighted average grant date fair value of $10.84 per share and a total estimated fair value of approximately $34.4 million. All of these options were service-based stock options. | |||||||||||||||
For the nine months ended December 31, 2012, we granted stock options to purchase a total of 3,811,236 shares of common stock with a weighted average exercise price of $2.39 per share, a weighted average grant date fair value of $1.40 per share and a total estimated fair value of approximately $10.6 million. All of these options were service-based stock options. | |||||||||||||||
For the year ended March 31, 2012, we granted stock options to purchase a total of 3,583,419 shares of common stock with a weighted average exercise price of $0.71 per share, a weighted average grant date fair value of $0.42 per share and a total estimated fair value of approximately $1.5 million. Of the total option grants, 3,001,587 were service-based stock options and 581,832 were performance-based stock options. | |||||||||||||||
The fair value of the shares of common stock underlying stock options has historically been established by the board of directors primarily based upon a valuation provided by an independent third-party valuation firm. Because there is no public market for our common stock, our board of directors has relied upon this independent valuation and other factors, including, but not limited to, the current status of the technical and commercial success of the Company’s operations, the financial condition of the Company, the stage of the Company’s product design and development, and competition to establish the fair value of our common stock at the time of grant of the option. | |||||||||||||||
We used the Black-Scholes option pricing model to estimate the fair value of stock options granted with the following assumptions: | |||||||||||||||
Year Ended | Nine Months Ended | Year Ended | |||||||||||||
December 31, | December 31, | March 31, | |||||||||||||
2013 | 2012 | 2012 | |||||||||||||
Assumed forfeiture rate (annual %) | 5 | % | 5 | % | 8 | % | |||||||||
Expected dividend yield | 0 | % | 0 | % | 0 | % | |||||||||
Weighted average assumed stock price volatility | 59.1 | % | 63.5 | % | 63.5 | % | |||||||||
Weighted average risk-free rate | 1.46 | % | 1.01 | % | 1.15 | % | |||||||||
Weighted average expected life (years) | 6.3 | 6.28 | 6.26 | ||||||||||||
The assumed forfeiture rate is the annual percentage of unvested stock options that are assumed to be forfeited or cancelled due to grantees discontinuing employment with us. Because service-based stock options normally vest over a four year period, the forfeiture assumption is used to estimate the number of stock options that are expected to vest in future periods, which affects the estimate of the forfeiture-adjusted aggregate stock-based compensation expense related to the stock options. The forfeiture assumption was developed considering LC’s actual annual forfeiture rates for unvested stock options over the past four years and analyzing the distribution of unvested stock options held by executive officers, senior managers and other employees as of December 31, 2013. Holding other assumptions constant, a higher forfeiture rate reduces the number of options expected to vest in future periods, which lowers the estimated forfeiture-adjusted aggregate stock-based compensation expense related to any affected stock options. | |||||||||||||||
We have paid no cash dividends and do not anticipate paying any cash dividends in the foreseeable future and therefore used an expected dividend yield of 0.0% in our option-pricing model. | |||||||||||||||
The stock price volatility assumption is derived using a set of peer group public companies. For the nine months ended December 31, 2012 and the year ended March 31, 2012, the peer group companies were small- or micro-capitalization companies that conduct business in the consumer finance or investment management sectors. For the twelve months ended December 31, 2013, we updated the set of peer group public companies used to derive the stock price volatility assumption. The new peer group includes small-, mid- and large-capitalization companies that conduct business in the consumer finance, investment management and technology sectors. The weighted-average historical stock price volatility of the set of peer companies used in the fiscal year ended December 31, 2013 was substantially the same as the weighted-average historical stock price volatility, measured over the same time periods, as the peer companies used in the nine months ended December 31, 2012 and the year ended December 31, 2012. The change in this option valuation assumption did not have a material impact on the valuation of the stock options granted during the year ended December 31, 2013. | |||||||||||||||
The expected life represents the period of time that stock options are estimated to be outstanding, giving consideration to the contractual terms of the awards, vesting schedules, and expectations of future exercise patterns and post-vesting employee termination behavior. Given our limited operating history, the simplified method was applied to calculate the expected term. The risk-free interest rate is based on the U.S. Treasury yield for a term consistent with the expected life of the awards in effect at the time of grant. | |||||||||||||||
Options activity under the Option Plan is summarized as follows: | |||||||||||||||
Stock Options Issued | Weighted | ||||||||||||||
and | Average | ||||||||||||||
Outstanding | Exercise Price | ||||||||||||||
Balances, December 31, 2012 | 10,255,222 | $ | 1.19 | ||||||||||||
Options Granted | 3,176,750 | 9.75 | |||||||||||||
Options Exercised | (2,232,969 | ) | 0.77 | ||||||||||||
Options Forfeited/Expired | (370,321 | ) | 1.9 | ||||||||||||
Balances, December 31, 2013 | 10,828,682 | $ | 3.76 | ||||||||||||
Options to purchase 2,232,969 shares with a total intrinsic value (fair value less exercise price) of $26.2 million were exercised during the year ended December 31, 2013. | |||||||||||||||
A summary of outstanding options, vested options and options vested and expected to vest at December 31, 2013, is as follows: | |||||||||||||||
Stock Options Issued | Weighted Average | Weighted | |||||||||||||
and | Remaining | Average | |||||||||||||
Outstanding | Contractual Life | Exercise Price | |||||||||||||
(Years) | |||||||||||||||
Options Outstanding | 10,828,682 | 8.07 | $ | 3.76 | |||||||||||
Vested Options | 3,875,734 | 6.93 | $ | 0.96 | |||||||||||
Options Vested and Expected to Vest | 10,362,887 | 8.03 | $ | 3.63 | |||||||||||
A summary by weighted average exercise price of outstanding options, vested options, and options vested and expected to vest at December 31, 2013, is as follows: | |||||||||||||||
Exercise Price Range | Stock Options | Weighted Average | Number of | Number of Stock | |||||||||||
Outstanding | Remaining Contractual | Stock Options | Options Vested and | ||||||||||||
Life of Outstanding | Vested | Expected to Vest | |||||||||||||
Stock Options (Years) | |||||||||||||||
$0.01-$1.00 | 4,994,901 | 6.88 | 3,072,543 | 4,921,642 | |||||||||||
$1.01-$5.00 | 3,076,531 | 8.59 | 776,508 | 2,915,612 | |||||||||||
$5.01-$10.00 | 1,150,750 | 9.37 | 25,059 | 1,067,147 | |||||||||||
$10.01-$20.00 | 1,606,500 | 9.85 | 1,624 | 1,458,486 | |||||||||||
$0.01-$20.00 | 10,828,682 | 8.07 | 3,875,734 | 10,362,887 | |||||||||||
We recognized $6.4 million and $1.1 million of stock-based compensation expense related to stock options for the year ended December 31, 2013 and the nine months ended December 31, 2012, respectively. As of December 31, 2013, total unrecognized compensation cost was $35.1 million and these costs are expected to be recognized over the next 3.4 years. | |||||||||||||||
No net income tax benefit has been recognized relating to stock-based compensation expense and no tax benefits have been realized from exercised stock options. | |||||||||||||||
401(k) Plan | |||||||||||||||
We maintain a 401(k) defined contribution plan that covers substantially all of our employees. Participants may elect to contribute their annual compensation up to the maximum limit imposed by federal tax law. |
Income_Taxes
Income Taxes | 12 Months Ended | ||||||||||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||||||||||
Income Taxes | ' | ||||||||||||||||||||||||
11. Income Taxes | |||||||||||||||||||||||||
For the year ended December 31, 2013, we recorded no provision for income taxes related to pre-tax income due to the availability of deferred tax assets subject to a full valuation allowance to offset current year income. For the nine months ended December 31, 2012 and the year ended March 31, 2012, we recorded no benefit for income taxes on the taxable losses due to the full valuation allowance. | |||||||||||||||||||||||||
The Company’s effective tax rate differs from the statutory federal rate for the year ended December 31, 2013, the nine months ended December 31, 2012, and year ended March 31, 2012, as follows (in thousands): | |||||||||||||||||||||||||
Year Ended | Nine Months Ended | Year Ended | |||||||||||||||||||||||
December 31, | December 31, | March 31, | |||||||||||||||||||||||
2013 | 2012 | 2012 | |||||||||||||||||||||||
Pretax Income (Loss) | $ | 7,308 | $ | (4,238 | ) | $ | (11,944 | ) | |||||||||||||||||
Tax at federal statutory rate | $ | 2,485 | 34 | % | $ | (1,441 | ) | 34 | % | $ | (4,061 | ) | 34 | % | |||||||||||
State tax, net of federal tax benefit | 563 | 7.7 | % | (151 | ) | 3.56 | % | (855 | ) | 7.16 | % | ||||||||||||||
Share-based compensation expense | (593 | ) | -8.11 | % | (314 | ) | 7.41 | % | 181 | -1.52 | % | ||||||||||||||
Tax credits | (459 | ) | -6.28 | % | — | 0 | % | (140 | ) | 1.17 | % | ||||||||||||||
Change in valuation allowance | (2,534 | ) | -34.67 | % | 1,934 | -45.63 | % | 5,409 | -45.28 | % | |||||||||||||||
Change in unrecognized tax benefit | 518 | 7.09 | % | 150 | -3.54 | % | — | 0 | % | ||||||||||||||||
Other | 20 | 0.27 | % | (178 | ) | 4.2 | % | (534 | ) | 4.47 | % | ||||||||||||||
$ | — | 0 | % | $ | — | 0 | % | $ | — | 0 | % | ||||||||||||||
The significant components of our deferred tax assets and liabilities at December 31, 2013 and 2012 are as follows (in thousands): | |||||||||||||||||||||||||
December 31, 2013 | December 31, 2012 | ||||||||||||||||||||||||
Deferred tax assets | |||||||||||||||||||||||||
Net operating loss carryforwards | $ | 18,818 | $ | 21,856 | |||||||||||||||||||||
Reserves and accruals | 2,804 | 1,365 | |||||||||||||||||||||||
Organizational and start-up costs | 516 | 529 | |||||||||||||||||||||||
Credits & California incentives | 216 | 254 | |||||||||||||||||||||||
Gross deferred tax asset | 22,354 | 24,004 | |||||||||||||||||||||||
Valuation Allowance | (22,338 | ) | (23,939 | ) | |||||||||||||||||||||
Net deferred tax assets | 16 | 65 | |||||||||||||||||||||||
Deferred tax liability | |||||||||||||||||||||||||
Depreciation and amortization | $ | (16 | ) | $ | (65 | ) | |||||||||||||||||||
Net deferred tax liability | $ | (16 | ) | $ | (65 | ) | |||||||||||||||||||
Management assesses the available positive and negative evidence to estimate if sufficient future taxable income will be generated to utilize the existing deferred tax assets. On the basis of this evaluation, as of December 31, 2013, a full valuation allowance of $22.3 million has been recorded to recognize only deferred tax assets that are more likely than not to be realized. | |||||||||||||||||||||||||
At December 31, 2013, the Company had federal and state net operating loss (“NOL”) carry forwards of approximately $43.9 million and $40.7 million, respectively, to offset future taxable income. The Company’s federal and state net operating loss carry forwards will begin expiring in 2027 and 2016, respectively. Additionally, at December 31, 2013, the Company has federal and state research and development (“R&D”) tax credit carry forwards of approximately $0.6 million and $0.5 million, respectively. The federal credit carry forwards will begin expiring in 2016 and the state credits may be carried forward indefinitely. | |||||||||||||||||||||||||
In general, a corporation’s ability to utilize its NOL and R&D carryforwards may be substantially limited due to ownership changes that may have occurred or that could occur in the future, as required by Section 382 of the Internal Revenue Code of 1986, as amended (the “Code”), as well as similar state provisions. These ownership changes may limit the amount of NOL and R&D credit carryforwards that can be utilized annually to offset future taxable income and tax, respectively. In general, an “ownership change,” as defined by Section 382 of the Code, results from a transaction or series of transactions over a three-year period resulting in an ownership change of more than 50 percent of the capital (as defined) of a company by certain stockholders or public groups. | |||||||||||||||||||||||||
The following is a reconciliation of LC’s unrecognized tax benefits (in thousands): | |||||||||||||||||||||||||
Year | Nine Months | ||||||||||||||||||||||||
Ended | Ended | ||||||||||||||||||||||||
December 31, | December 31, | ||||||||||||||||||||||||
2013 | 2012 | ||||||||||||||||||||||||
Balance as of the beginning of the calendar/fiscal year | $ | 367 | $ | 240 | |||||||||||||||||||||
Additions for tax positions related to the prior year | 523 | — | |||||||||||||||||||||||
Additions for tax positions related to the current year | 190 | 127 | |||||||||||||||||||||||
Balance as of the end of the calendar/fiscal year | $ | 1,080 | $ | 367 | |||||||||||||||||||||
If the cumulative unrecognized tax benefit is recognized there will be no effect on the Company’s effective tax rate due to the full valuation allowance. | |||||||||||||||||||||||||
Due to the nature of the unrecognized tax benefits and the existence of tax attributes, the Company has not accrued any interest or penalties associated with unrecognized tax benefits in the Consolidated Statement of Operations nor has the Company recognized a liability in the Consolidated Balance Sheet. | |||||||||||||||||||||||||
The Company does not believe the total amount of unrecognized benefit as of December 31, 2013, will increase or decrease significantly in the next twelve months. | |||||||||||||||||||||||||
The Company files income tax returns in the U.S. and various state jurisdictions. As of December 31, 2013, the Company’s federal tax returns for 2009 and earlier and the Company’s state tax returns for 2008 and earlier are no longer subject to examination by the taxing authorities. However, the Company’s tax attribute carry forwards from closed tax years may be subject to examination to the extent utilized in an open tax year. | |||||||||||||||||||||||||
Fair_Value_of_Financial_Instru
Fair Value of Financial Instruments Not Measured at Fair Value on a Recurring Basis in the Balance Sheet | 12 Months Ended | |||
Dec. 31, 2013 | ||||
Fair Value of Financial Instruments Not Measured at Fair Value on a Recurring Basis in the Balance Sheet | ' | |||
12. Fair Value of Financial Instruments Not Measured at Fair Value on a Recurring Basis in the Balance Sheet | ||||
Following are descriptions of the valuation methodologies used for estimating the fair values of financial instruments not recorded at fair value on a recurring basis in the balance sheet; these financial instruments are carried at historical cost or amortized cost in the balance sheets. | ||||
• | Short-term financial assets: Short-term financial assets include cash and cash equivalents, restricted cash, accrued interest, other receivables and deposits with service providers. These assets are carried at historical cost. The carrying amount approximates fair value due to the short term nature of the financial instruments. | |||
• | Short-term financial liabilities: Short-term financial liabilities include accrued interest payable and other accrued expenses, and payables to investors. These liabilities are carried at historical cost. The carrying amount approximates fair value due to the short term nature of the financial instruments. |
Commitments_and_Contingencies
Commitments and Contingencies | 12 Months Ended | ||||
Dec. 31, 2013 | |||||
Commitments and Contingencies | ' | ||||
13. Commitments and Contingencies | |||||
Commitments | |||||
Operating Leases | |||||
Corporate Headquarters | |||||
We have several lease agreements for space at 71 Stevenson Street in San Francisco, California, where our corporate headquarters are located. These leases commenced in April 2011, September 2012, June 2013 and December 2013. These leases expire in June 2019 with a renewal option that would extend the lease for five years to June 2024. | |||||
Other Real Estate | |||||
In December 2012, we renewed the lease for a New York City office for a one year term that expires on January 31, 2014. | |||||
Total facilities rental expense for the year ended December 31, 2013, the nine month period ended December 31, 2012 and the year ended March 31, 2012 was $1.9 million, $0.6 million and $0.5 million, respectively. Sublease rental expense for the year ended December 31, 2013, the nine month period ended December 31, 2012 and the year ended March 31, 2012 was $0.6 million, $0.5 million and $0.4 million, respectively. Minimum rental expense for the for the year ended December 31, 2013, the nine month period ended December 31, 2012 and the year ended March 31, 2012 was $1.3 million, $0.1 million and $0.1 million, respectively. As part of these lease agreements, we currently have pledged $0.2 million of cash and arranged for a $0.2 million letter of credit as security deposits. | |||||
At December 31, 2013, the future minimum lease payments payable under the contracts for leased premises is as follows: | |||||
Year-Ended | Future Minimum | ||||
December 31, | Lease Payments | ||||
2014 | $ | 2,748 | |||
2015 | 3,293 | ||||
2016 | 3,379 | ||||
2017 | 3,598 | ||||
2018 | 3,808 | ||||
Thereafter | 1,925 | ||||
Total | $ | 18,751 | |||
Loan Funding related to Direct Marketing Programs | |||||
For loans listed on the platform as a result of direct marketing efforts, we have committed to invest in such loans if investors do not provide funding for all or a portion of such loans. All loan listings obtained from direct marketing campaigns that were on the platform as of December 31, 2013 were fully funded by investors. | |||||
Contingencies | |||||
Credit Support Agreement | |||||
We are subject to a Credit Support Agreement with a Certificate investor. The Credit Support Agreement requires us to pledge and restrict cash in support of its contingent obligation to reimburse the investor for credit losses on Loans underlying the investor’s Certificate, that are in excess of a specified, aggregate loss threshold. LC 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 December 31, 2013, approximately $3.4 million was pledged and restricted to support this contingent obligation. | |||||
As of December 31, 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. We currently do 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 | |||||
We may be subject to pending legal proceedings and regulatory actions in the ordinary course of business. After consultation with legal counsel, we do not anticipate that the ultimate liability, if any, arising out of any such matter will have a material effect on our financial condition, results of operations or cash flows. |
Segment_Reporting
Segment Reporting | 12 Months Ended |
Dec. 31, 2013 | |
Segment Reporting | ' |
14. Segment Reporting | |
We report segment information using the “management approach.” Under this approach, operating segments are identified in substantially the same manner as they are reported internally and used by us for purposes of evaluating performance and allocating resources. Based on this approach, we have one reportable segment. Our management reporting process is based on our internal operating structure, which is subject to change and is not necessarily similar to that of other comparable companies. |
Subsequent_Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2013 | |
Subsequent Events | ' |
15. Subsequent Events | |
In February 2014, the Board of Directors approved a 3,128,686 share increase under LC’s 2007 Stock Incentive Plan. | |
In February 2014, the Board of Directors approved an amendment to Mr. Summer’s option to allow for early exercise of his option award. |
Summary_of_Significant_Account1
Summary of Significant Accounting Policies (Policies) | 12 Months Ended | ||
Dec. 31, 2013 | |||
Change in Fiscal Year | ' | ||
Change in Fiscal Year | |||
On December 19, 2012, our Board of Directors approved a change in our fiscal year-end from March 31 to December 31. The change was effective as of December 31, 2012. | |||
Reclassifications | ' | ||
Reclassifications | |||
Subsequent to the issuance of LC’s December 31, 2012 consolidated financial statements, LC corrected the classification of its preferred stock to present its preferred stock within permanent stockholders’ equity rather than temporary equity as previously presented. This revision is in accordance with ASC 480 – Distinguishing Liabilities from Equity (ASC 480) and resulted in a change to Stockholders’ deficit from $50.8 million to Stockholders’ equity of $52.2 million as of December 31, 2012. The revision had no effect on our Consolidated Statements of Operations, reported assets and liabilities on the Consolidated Balance Sheet, or the Consolidated Statements of Cash Flows. | |||
During the year ended December 31, 2013, LC changed the definitions used to classify operating expenses. Operating expenses were formerly classified as Sales, marketing and customer service, Engineering, and General and administrative. Our new categories of operating expenses are Sales and marketing, Origination and servicing, and General and administrative. As a result of the new classification, loan origination and servicing costs which were previously included in Sales, marketing and customer service are now included as a separate financial statement line and engineering costs which represent technology related expenses are categorized within General and administrative expenses. The changes had no impact to the total operating expenses or net income. Prior period amounts have been reclassified to conform to the current presentation. | |||
Revenue Recognition | ' | ||
Revenue Recognition | |||
Revenues primarily result from fees earned. Fees include loan origination fees (paid by borrowers), servicing fees (paid by investors and certain Certificate holders) and management fees (paid by certain Certificate holders). | |||
Origination Fees | |||
Loan origination fees charged to borrowers are determined by the term and credit grade of the loan and, as of December 31, 2013, December 31, 2012 and March 31, 2012, ranged from 1.11% to 5.00% of the aggregate loan amount. The loan origination fees are included in the annual percentage rate calculation provided to the borrower and is subtracted from the gross loan proceeds prior to disbursement of the loan funds to the borrower. A loan is considered issued when we record the transfer of funds to the borrower’s account on our platform and we initiate an ACH transaction to transfer funds from our platform’s correspondent bank account to the borrower’s bank account. | |||
Because of the election to account for loans at fair value, origination fees on loans are recognized upon acquisition of the loan as a component of non-interest revenue. | |||
Servicing Fees | |||
We record servicing fees paid by Note holders and certain Certificate holders as a component of non-interest revenue when received. Servicing fees paid by Note holders and certain Certificate holders are based on the principal and interest payments serviced on the related loan. Servicing fees can be, and have been, modified or waived at management’s discretion. | |||
Management Fees | |||
LCA acts as the general partner for five private funds (the “Funds”) in which it has made no capital contributions and does not receive any allocation of the Funds’ income, expenses, gains, losses or any carried interest. Each Fund invests in a Certificate pursuant to a set investment strategy. LCA charges limited partners in the Funds a management fee, payable monthly in arrears, based on a limited partner’s capital account balance at month end. | |||
LCA also earns management fees on separately managed accounts (“SMA”), payable monthly in arrears, based on the month-end balances in the SMA accounts. | |||
Management fees are a component of non-interest revenue in the consolidated statements of operations and are recorded as earned. Management fees can be, and have been, modified or waived at the discretion of LCA. | |||
Other Revenue | |||
Other revenue consists primarily of net gains on whole loan sales. Effective July 1, 2013, we elected the fair value option for whole loan sales to unrelated third party purchasers (see Note 2 Summary of Significant Accounting Policies – Whole Loan Sales below). | |||
Fair Valuation Adjustments of Loans at Fair Value and Notes and Certificates at Fair Value | ' | ||
Fair Valuation Adjustments of Loans at Fair Value and Notes and Certificates at Fair Value | |||
We include in earnings the estimated unrealized fair value gains or losses during the period on loans, and the offsetting estimated unrealized fair value gains or losses on related Notes and Certificates. At each reporting period, we recognize fair valuation adjustments for the loans and the related Notes and Certificates. The fair valuation adjustment for a given principal amount of a loan will be approximately equal to the corresponding estimated fair valuation adjustment on the combined principal amounts of related Notes and Certificates because the same net cash flows of the loans and the related Notes and/or Certificates are used in the discounted cash flow valuation calculations. | |||
Consolidation Policies | ' | ||
Consolidation Policies | |||
Our policy is to consolidate the financial statements of entities in which we have a controlling financial interest. We determine whether we have a controlling financial interest in an entity by evaluating whether the entity is a voting interest entity or variable interest entity (“VIE”) and if the accounting guidance requires consolidation. | |||
Voting interest entities are entities that have sufficient equity and provide the equity investors voting rights that enable them to make significant decisions relating to the entities’ operations. For these types of entities, our determination of whether we have a controlling financial interest is based on ownership of a majority of the entities’ voting equity interest or through control of management of the entities. | |||
VIEs are entities that, by design, either (i) lack sufficient equity to permit the entity to finance its activities without additional subordinated financial support from other parties, or (ii) have equity investors that do not have the ability to make significant decisions relating to the entity’s operations through voting rights, or do not have the obligation to absorb the expected losses, or do not have the right to receive the residual returns of the entity. We determine whether we have a controlling financial interest in a VIE by considering whether our involvement with the VIE is significant and whether we are the primary beneficiary of the VIE based on the following: | |||
1 | We have the power to direct the activities of the VIE that most significantly impact the entity’s economic performance; | ||
2 | The aggregate indirect and direct variable interests held by LC have the obligation to absorb losses or the right to receive benefits from the entity that could be significant to the VIE; and, | ||
3 | Qualitative and quantitative factors regarding the nature, size, and form of our involvement with the VIE. | ||
We believe our beneficial ownership of a controlling financial interest in the Trust has qualified and continues to qualify as an equity investment in a VIE that should be consolidated for financial accounting and reporting purposes. We perform on-going reassessments on the status of the entities and whether facts or circumstances have changed in relation to our involvement in VIEs which could cause our conclusion to change. | |||
All intercompany transactions and balances have been eliminated. | |||
Cash and Cash Equivalents | ' | ||
Cash and Cash Equivalents | |||
Cash and cash equivalents include unrestricted deposits with financial institutions in checking, money market and short-term certificate of deposit accounts. We consider all highly liquid investments with stated maturity dates of three months or less from the date of purchase to be cash equivalents. | |||
Restricted Cash | ' | ||
Restricted Cash | |||
Restricted cash consists primarily of LC’s funds in certain checking, money market and certificate of deposit accounts that are: (i) pledged to or held in escrow by our correspondent banks as security for transactions processed on or related to our platform; (ii) pledged through a credit support agreement with a Certificate holder and (iii) received from investors but not yet applied to their accounts on the platform and transferred to segregated bank accounts that hold investors’ funds. | |||
Loans | ' | ||
Loans | |||
We have elected the fair value option for loan investments that are financed by Notes, Certificates or by us. Under this election, origination fees and all costs incurred in the origination process are recognized in earnings as earned or incurred. Loans accounted for under the fair value option are initially measured at fair value and subsequent changes in fair value are recognized in earnings. Interest income on loans is calculated based on the interest rate of the loans and recorded as interest income as earned. | |||
Whole Loan Sold | ' | ||
Whole Loan Sales | |||
From January 1, 2013 through June 30, 2013, origination fees and direct Loan origination/acquisition costs for loans that were subsequently sold to unrelated third party purchasers, and met the accounting requirements for a sale of loans, were deferred and included in the overall net investment in the loans purchased. Accordingly, the origination fees for such loans were not included in origination fee revenue and the direct Loan origination costs for such Loans were not included in operating expenses. A gain or loss on the Whole Loan Sales was recorded on the sale date. | |||
Effective July 1, 2013, we elected the fair value option for whole loans acquired and subsequently sold to unrelated third party purchasers. Under this election, all origination fees and all direct costs incurred in the origination process are recognized in earnings as earned or incurred and are not deferred. Beginning July 1, 2013, origination fees for whole loans sold to unrelated third party purchasers are included in “Origination Fees” and direct Loan origination costs are included in “Origination and Servicing” operating expense on the Consolidated Statement of Operations. Gains and losses from Whole Loan Sales are recorded in “Other Revenue” in the Consolidated Statements of Operations. | |||
As part of the sale agreements, we retained the rights to service these sold whole loans. We calculate a gain or loss on the whole loan sale with servicing retained based on the net proceeds from the whole loan sale, minus the net investment in the Loans being sold. The net investment in the loans sold has been reduced or increased by the recording of any applicable net servicing asset or liability respectively. Gains on whole loan sales were previously reported in “Gain from Sales of Loan” and have been reclassified to “Other revenue” in the Consolidated Statement of Operations. | |||
For whole loans sold to unrelated third party purchasers with servicing retained, we estimate the fair value of the loan servicing asset or liability considering the contractual servicing fee revenue, adequate compensation for our servicing obligation, the current principal balances of the loans and projected servicing revenues over the remaining lives of the Loans. We initially record servicing assets and liabilities at fair value with changes in fair value reported in non-interest income in the period in which the change occurs. Servicing assets and liabilities are recorded in “Other Assets” and “Accrued Expenses and Other Liabilities”, respectively, on the Consolidated Balance Sheets. | |||
Additionally, as needed, we will record a liability for significant estimated post-sale obligations or contingent obligations to the purchasers of the loans. No such liability was recorded at December 31, 2013 or December 31, 2012. | |||
Loans at Fair Value and Notes and Certificates at Fair Value | ' | ||
Loans at Fair Value and Notes and Certificates at Fair Value | |||
We use fair value measurements to record Loans, Notes and Certificates at fair value on a recurring basis and in our fair value disclosures. Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Changes in the fair value of the Loans and Notes and Certificates are recognized, on a gross basis, in earnings. | |||
We determine the fair value of the Loans, Notes and Certificates in accordance with the fair value hierarchy that requires an entity to maximize the use of observable inputs. The fair value hierarchy includes the following three levels based on the objectivity of the inputs, which were used for categorizing the assets or liabilities for which fair value is being measured and reported: | |||
Level 1 – | Quoted market prices in active markets for identical assets or liabilities. | ||
Level 2 – | Significant other observable inputs (e.g., quoted prices for similar items in active markets, quoted prices for identical or similar items in markets that are not active, inputs other than quoted prices that are observable such as interest rate and yield curves, and market-corroborated inputs). | ||
Level 3 – | Valuation generated from model-based techniques that use inputs that are significant and unobservable in the market. These unobservable assumptions reflect estimates of inputs that market participants would use in pricing the asset or liability. Valuation techniques include use of option pricing models, discounted cash flow methodologies or similar techniques, which incorporate management’s own estimates of assumptions that market participants would use in pricing the instrument or valuations that require significant management judgment or estimation. | ||
The fair value election for Loans, Notes and Certificates allows for symmetrical accounting of the timing and amounts recognized for both expected unrealized losses and charge-offs on the Loans and the related Notes and Certificates, consistent with the member payment dependent design of the Notes and Certificates. | |||
LC’s and the Trust’s obligation to pay principal and interest on any Note or Certificate is equal to the pro-rata portion of the payments, if any, received on the related loan subject to applicable fees. The gross effective interest rate associated with Notes or Certificates is the same as the interest rate earned on the underlying loan. The discounted cash flow methodology used to estimate the Notes’ and Certificates’ fair values uses the same projected net cash flows as their related loan. The discount rates for the projected net cash flows of the Notes and Certificates are our estimates of the rates of return, including risk premiums (if significant) that investors in unsecured consumer credit obligations would require when investing in Notes issued by LC and Certificates issued by the Trust with cash flows dependent on specific credit grades of loans. | |||
For additional discussion on this topic, including the adjustments to the estimated fair values of Loans, Notes and Certificates, as discussed above, see Note 4 – Loans at Fair Value and Notes and Certificates at Fair Value. | |||
Accrued Interest and Other Receivables | ' | ||
Accrued Interest and Other Receivables | |||
Interest income on loans is calculated based on the contractual interest rate of the loan and recorded as interest income as earned. Loans reaching 120 days delinquent are classified as non-accrual loans, and we stop accruing interest and reverse all accrued but unpaid interest as of such date. | |||
Property, Equipment and Software | ' | ||
Property, Equipment and Software | |||
Property, equipment and software consists of computer equipment and software, office furniture and equipment, construction in progress, leasehold improvements and internal use software and website development costs which are recorded at cost, less accumulated depreciation and amortization. | |||
Computer equipment and software and furniture and fixtures are depreciated or amortized on a straight line basis over two to five years. Costs associated with construction projects are transferred to the leasehold improvement account upon project completion. Leasehold improvements are amortized over the shorter of the lease term or estimated useful life. | |||
Internal use software and website development costs are capitalized when preliminary development efforts are successfully completed and it is probable that the project will be completed and the software will be used as intended. Internal use software and website development costs are amortized on a straight line basis over the project’s estimated useful life, generally three years. Capitalized internal use software development costs consist of salaries and payroll related costs for employees and fees paid to third-party consultants who are directly involved in development efforts. Costs related to preliminary project activities and post implementation activities including training and maintenance are expensed as incurred. Costs incurred for upgrades and enhancements that are considered to be probable to result in additional functionality are capitalized. | |||
Long-lived Assets | ' | ||
Long-lived Assets | |||
We evaluate potential impairments of our long-lived assets whenever events or changes in circumstances indicate that the carrying amount of the assets may not be recoverable. Events or changes in circumstances that could result in impairment include, but are not limited to, underperformance relative to historical or projected future operating results, significant changes in the manner of use of the assets or the strategy for LC’s overall business and significant negative industry or economic trends. Determination of recoverability of long-lived assets is based on an estimate of undiscounted future cash flows resulting from the use of the asset and its eventual disposition. Measurement of an impairment loss for long-lived assets that management expects to hold and use is based on the fair value of the asset. When an impairment loss is recognized, the carrying amount of the asset is reduced to its estimated fair value. For the year ended December 31, 2013, the nine months ended December 31, 2012 and the year ended March 31, 2012, there was no impairment of long-lived assets. | |||
Due from Related Parties | ' | ||
Due from Related Parties | |||
Due from related parties represents asset management fees due to LCA from investors in the Funds. | |||
Payable to Investors | ' | ||
Payable to Investors | |||
Payable to investors primarily represents payments-in-process received from investors; payments on Certificates and Loan payments that, as of the last day of the period, have not been credited to their accounts on the platform or transferred to the investors’ separate bank accounts. | |||
Sales and Marketing Expense | ' | ||
Sales and Marketing Expense | |||
Sales and marketing costs, including borrower and investor acquisition costs, are expensed as incurred and included in “Sales and marketing” on the consolidated statement of operations. | |||
Stock-based Compensation | ' | ||
Stock-based Compensation | |||
All stock-based awards made to employees are recognized in the consolidated financial statements based on their respective grant date fair values. Any benefits of tax deductions in excess of recognized compensation cost are reported as a financing cash inflow and cash outflow from operating activities. The stock-based compensation related to awards that are expected to vest is amortized using the straight-line method over the award’s vesting term, which is generally four years. | |||
The fair value of share-option awards is estimated on the date of grant using the Black-Scholes option pricing model. The Black-Scholes option pricing model considers, among other factors, the underlying fair value of common stock, the expected term of the option award, expected volatility of our common stock and expected future dividends, if any. | |||
Forfeitures of awards are estimated at the time of grant and revised, as necessary, in subsequent periods if actual forfeitures differ from initial estimates or if future forfeitures are expected to differ from recent actual or previously expected forfeitures. Stock-based compensation expense is recorded net of estimated forfeitures, such that expense is recorded only for those stock-based awards that are expected to vest. | |||
Share option awards issued to non-employees are recorded at their fair value on the awards’ vesting date. We use the Black-Scholes option pricing model to estimate the fair value of share options granted to non-employees at each vesting date to determine the appropriate charge to stock-based compensation. | |||
Income Taxes | ' | ||
Income Taxes | |||
We account for income taxes under the asset and liability method, which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the financial statements. Under this method, deferred tax assets and liabilities are determined on the basis of the differences between the financial statement and tax bases of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. The effect of a change in tax rates on deferred tax assets and liabilities is recognized in income in the period that includes the enactment date. | |||
We recognize deferred tax assets to the extent that we believe these assets are more likely than not to be realized. In making such a determination, we consider all available positive and negative evidence, including future reversals of existing taxable temporary differences, projected future taxable income, tax-planning strategies, and results of recent operations. If we determine that we would be able to realize our deferred tax assets in the future in excess of their net recorded amount, we would make an adjustment to the deferred tax asset valuation allowance, which would reduce the provision for income taxes. | |||
We account for uncertain tax positions using a two-step process whereby (1) we determine whether it is more likely than not that the tax positions will be sustained on the basis of the technical merits of the position and (2) for those tax positions that meet the more-likely-than-not recognition threshold, we recognize the largest amount of tax benefit that is more than 50 percent likely to be realized upon ultimate settlement with the related tax authority. | |||
We recognize interest and penalties accrued on any unrecognized tax benefits as a component of provision for income tax in the consolidated statement of operations. | |||
Impact of New Accounting Standards | ' | ||
Impact of New Accounting Standards | |||
We do not expect recently issued accounting standards effective but not yet adopted to have a material impact on our results of operations, financial position, or cash flows. | |||
Concentrations of Credit Risk | ' | ||
Concentrations of Credit Risk | |||
Financial instruments that potentially subject us to significant concentrations of credit risk consist principally of cash and cash equivalents, restricted cash, Loans financed directly by LC and the related accrued interest receivable, and deposits with service providers. We hold our cash and cash equivalents and restricted cash in accounts at regulated domestic financial institutions. We are exposed to credit risk in the event of default by these institutions to the extent the amount recorded on the balance sheet exceeds the FDIC insured amounts. |
Earnings_Net_Loss_Per_Share_an1
Earnings (Net Loss) Per Share and Net Loss Attributable to Common Stockholders (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Basic and Diluted Net Loss per Share | ' | ||||||||||||
The following table details the computation of the basic and diluted net loss per share (in thousands, except shares and per share data): | |||||||||||||
Year Ended | Nine Months Ended | Year Ended | |||||||||||
December 31, | December 31, | March 31, | |||||||||||
($ in thousands, except EPS) | 2013 | 2012 | 2012 | ||||||||||
Net income (loss) | $ | 7,308 | $ | (4,238 | ) | $ | (11,944 | ) | |||||
Less: Earnings allocated to participating securities (1) | $ | (7,117 | ) | $ | — | — | |||||||
Net income (loss) available to common shareholders after required adjustments for the calculation of basic and diluted earnings per common share | $ | 191 | $ | (4,238 | ) | $ | (11,944 | ) | |||||
Basic weighted average common shares outstanding | 12,889,284 | 10,339,919 | 8,781,407 | ||||||||||
Weighted average effect of dilutive securities: | |||||||||||||
Stock Options | 7,135,601 | — | — | ||||||||||
Warrants | 331,859 | — | — | ||||||||||
Diluted weighted average common shares outstanding | 20,356,744 | 10,339,919 | 8,781,407 | ||||||||||
Earnings per common share | |||||||||||||
Basic | $ | 0.01 | $ | (0.41 | ) | $ | (1.36 | ) | |||||
Diluted | $ | 0.01 | $ | (0.41 | ) | $ | (1.36 | ) | |||||
-1 | In a period with net income, both earnings and dividends (if any) are allocated to participating securities. In a period with a net loss, only dividends (if any) are allocated to participating securities. |
Loans_at_Fair_Value_and_Notes_1
Loans at Fair Value and Notes and Certificates at Fair Value (Tables) | 12 Months Ended | ||||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||||
Loans, Notes and Certificates Measured at Fair Value on Recurring Basis | ' | ||||||||||||||||||
At December 31, 2013 and December 31, 2012, Loans, Notes and Certificates measured at fair value on a recurring basis (in thousands) were: | |||||||||||||||||||
Loans at Fair Value | Notes and Certificates at Fair Value | ||||||||||||||||||
December 31, 2013 | December 31, 2012 | December 31, 2013 | December 31, 2012 | ||||||||||||||||
Aggregate principal balance outstanding | $ | 1,849,042 | $ | 791,774 | $ | 1,859,982 | $ | 795,842 | |||||||||||
Fair valuation adjustments | (20,000 | ) | (10,559 | ) | (19,992 | ) | (10,526 | ) | |||||||||||
Fair Value | $ | 1,829,042 | $ | 781,215 | $ | 1,839,990 | $ | 785,316 | |||||||||||
Fair Values of Loans, Notes and Certificates | ' | ||||||||||||||||||
We determined the fair values of Loans, Notes and Certificates using inputs and methods that are categorized in the fair value hierarchy, as follows (in thousands): | |||||||||||||||||||
Level 1 Inputs | Level 2 Inputs | Level 3 Inputs | Fair Value | ||||||||||||||||
December 31, 2013 | |||||||||||||||||||
Assets | |||||||||||||||||||
Loans at fair value | $ | — | $ | — | $ | 1,829,042 | $ | 1,829,042 | |||||||||||
Liabilities | |||||||||||||||||||
Notes and Certificates | $ | — | $ | — | $ | 1,839,990 | $ | 1,839,990 | |||||||||||
December 31, 2012 | |||||||||||||||||||
Assets | |||||||||||||||||||
Loans at fair value | $ | — | $ | — | $ | 781,215 | $ | 781,215 | |||||||||||
Liabilities | |||||||||||||||||||
Notes and Certificates | $ | — | $ | — | $ | 785,316 | $ | 785,316 | |||||||||||
Additional Information about Assets and Liabilities Measured at Fair Value on Recurring Basis | ' | ||||||||||||||||||
The following table presents additional information about Level 3 assets and liabilities measured at fair value on a recurring basis at December 31, 2013 and December 31, 2012 (in thousands): | |||||||||||||||||||
Loans | Notes and | ||||||||||||||||||
Certificates | |||||||||||||||||||
Fair value at December 31, 2012 | $ | 781,215 | $ | 785,316 | |||||||||||||||
Purchases of Loans | 2,064,628 | — | |||||||||||||||||
Issuances of Notes and Certificates | — | 1,618,269 | |||||||||||||||||
Principal repayments | (511,232 | ) | (504,330 | ) | |||||||||||||||
Whole Loan sales | (446,224 | ) | — | ||||||||||||||||
Recoveries from sale and collection of charged-off loans | (1,716 | ) | (1,669 | ) | |||||||||||||||
Carrying value before fair value adjustments | 1,886,671 | 1,897,586 | |||||||||||||||||
Fair valuation adjustments, included in earnings | (57,629 | ) | (57,596 | ) | |||||||||||||||
Fair value at December 31, 2013 | $ | 1,829,042 | $ | 1,839,990 | |||||||||||||||
Quantitative Information about Significant Unobservable Inputs Used for Fair Value Measurements | ' | ||||||||||||||||||
The following table presents quantitative information about the significant unobservable inputs used for certain of our Level 3 fair value measurements at December 31, 2013 (in thousands): | |||||||||||||||||||
Range of Inputs | |||||||||||||||||||
Fair Value | Valuation Techniques | Unobservable Input | Minimum | Maximum | |||||||||||||||
Loans | $ | 1,829,042 | Discounted cash flow | Discount rate | 5.9 | % | 15.9 | % | |||||||||||
Net cumulative expected loss | 2.1 | % | 23.7 | % | |||||||||||||||
Notes & Certificates | $ | 1,839,990 | Discounted cash flow | Discount rate | 5.9 | % | 15.9 | % | |||||||||||
Net cumulative expected loss | 2.1 | % | 23.7 | % |
Other_Assets_Tables
Other Assets (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2013 | |||||||||
Other Assets | ' | ||||||||
Other Assets consist of the following (in thousands): | |||||||||
December 31, 2013 | December 31, 2012 | ||||||||
Receivable from Investors | $ | 18,116 | $ | — | |||||
Prepaid expenses | 3,546 | 1,538 | |||||||
Loan servicing asset at fair value | 534 | — | |||||||
Tenant improvement receivable | 504 | — | |||||||
Accounts receivable | 439 | 79 | |||||||
Deposits | 193 | 696 | |||||||
Other | 589 | 53 | |||||||
Total other assets | $ | 23,921 | $ | 2,366 | |||||
Property_Equipment_and_Softwar1
Property, Equipment and Software, net (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2013 | |||||||||
Property, Equipment and Software | ' | ||||||||
Property, equipment and software consist of the following (in thousands): | |||||||||
December 31, 2013 | December 31, 2012 | ||||||||
Capitalized website and internally developed software costs | $ | 4,188 | $ | 358 | |||||
Computer equipment | 4,019 | 1,104 | |||||||
Leasehold Improvements | 2,700 | 33 | |||||||
Construction in progress | 1,978 | 35 | |||||||
Software | 913 | 453 | |||||||
Furniture and fixtures | 836 | 65 | |||||||
Domain name | 26 | 21 | |||||||
Total property and equipment | 14,660 | 2,069 | |||||||
Accumulated depreciation and amortization | (2,065 | ) | (491 | ) | |||||
Property, equipment and software, net | $ | 12,595 | $ | 1,578 | |||||
Accrued_Expenses_and_Other_Lia1
Accrued Expenses and Other Liabilities (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2013 | |||||||||
Accrued Expenses and Other Liabilities | ' | ||||||||
Accrued expenses and other liabilities consist of the following (in thousands): | |||||||||
December 31, 2013 | December 31, 2012 | ||||||||
Accrued compensation | $ | 5,243 | $ | 2,414 | |||||
Accrued professional fees | 2,057 | 952 | |||||||
Loan servicing liability at fair value | 936 | — | |||||||
Deferred rent | 653 | — | |||||||
Other accrued expenses | 239 | — | |||||||
$ | 9,128 | $ | 3,366 | ||||||
Related_Party_Transactions_Tab
Related Party Transactions (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Summary of Deposits and Withdrawals Made by Related Parties and Ending Account Balances Comprised of Cash, Notes and Certificate Balances | ' | ||||||||||||
The following table summarizes deposits and withdrawals made by related parties for the year ended December 31, 2013 and the nine months ended December 31, 2012 and ending account balances, which is comprised of cash and Notes and Certificate balances, as of December 31, 2013 and December 31, 2012 (in thousands). | |||||||||||||
Year Ended December 31, 2013 | |||||||||||||
Related Party | Deposits | Withdrawals | Account Balance | ||||||||||
Directors | $ | 2,436 | $ | 1,190 | $ | 5,026 | |||||||
Executive Officers | — | 26 | 39 | ||||||||||
Total | $ | 2,436 | $ | 1,216 | $ | 5,065 | |||||||
Nine Months Ended December 31, 2012 | |||||||||||||
Related Party | Deposits | Withdrawals | Account Balance | ||||||||||
Directors | $ | 1,717 | $ | 843 | $ | 1,722 | |||||||
Executive Officers | 3 | 23 | 7 | ||||||||||
Total | $ | 1,720 | $ | 866 | $ | 1,729 | |||||||
Stockholders_Equity_Tables
Stockholders' Equity (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2013 | |||||||||
Convertible Preferred Stock | ' | ||||||||
Convertible Preferred Stock (in thousands, except share amounts) | |||||||||
December 31, | December 31, | ||||||||
2013 | 2012 | ||||||||
Preferred stock, $0.01 par value; 61,617,516 total shares authorized at December 31, 2013 and December 31, 2012: | |||||||||
Series A convertible preferred stock, 17,006,275 shares designated at December 31, 2013 and December 31, 2012; 16,525,086 and 16,317,747 shares issued and outstanding at December 31, 2013 and December 31, 2012; aggregate liquidation preference of $17,599 and $17,371 at December 31, 2013 and December 31, 2012. | $ | 17,402 | $ | 17,181 | |||||
Series B convertible preferred stock, 16,410,526 shares designated at December 31, 2013 and December 31, 2012; 16,394,324 shares issued and outstanding at December 31, 2013 and December 31, 2012; aggregate liquidation preference of $12,167 at December 31, 2013 and December 31, 2012. | 12,164 | 12,164 | |||||||
Series C convertible preferred stock, 15,621,609 shares designated at December 31, 2013 and December 31, 2012; 15,621,609 shares issued and outstanding at December 31, 2013 and December 31, 2012; aggregate liquidation preference of $24,490 at December 31, 2013 and December 31, 2012. | 24,388 | 24,388 | |||||||
Series D convertible preferred stock, 9,007,678 shares designated at December 31, 2013 and December 31, 2012; 9,007,678 shares issued and outstanding at December 31, 2013 and December 31, 2012; aggregate liquidation preference of $32,044 at December 31, 2013 and December 31, 2012. | 31,943 | 31,943 | |||||||
Series E convertible preferred stock, 3,571,428 shares designated at December 31, 2013 and December 31, 2012; 2,500,000 shares issued and outstanding at December 31, 2013 and December 31, 2012; aggregate liquidation preference of $17,500 at December 31, 2013 and December 31, 2012. | 17,347 | 17,347 | |||||||
$ | 103,244 | $ | 103,023 | ||||||
Shares of Common Stock Authorized and Reserved for Future Issuance | ' | ||||||||
As of December 31, 2013, we have shares of common stock authorized and reserved for future issuance as follows: | |||||||||
Options to purchase common stock | 10,828,682 | ||||||||
Options available for future issuance | 1,939,123 | ||||||||
Convertible preferred Series A stock warrants | 408,940 | ||||||||
Common stock warrants | 195,235 | ||||||||
Total common stock authorized and reserved for future issuance | 13,371,980 | ||||||||
StockBased_Compensation_and_Ot1
Stock-Based Compensation and Other Employee Benefit Plans (Tables) | 12 Months Ended | ||||||||||||||
Dec. 31, 2013 | |||||||||||||||
Black-Scholes Option Pricing Model to Estimate Fair Value of Stock Options Granted | ' | ||||||||||||||
We used the Black-Scholes option pricing model to estimate the fair value of stock options granted with the following assumptions: | |||||||||||||||
Year Ended | Nine Months Ended | Year Ended | |||||||||||||
December 31, | December 31, | March 31, | |||||||||||||
2013 | 2012 | 2012 | |||||||||||||
Assumed forfeiture rate (annual %) | 5 | % | 5 | % | 8 | % | |||||||||
Expected dividend yield | 0 | % | 0 | % | 0 | % | |||||||||
Weighted average assumed stock price volatility | 59.1 | % | 63.5 | % | 63.5 | % | |||||||||
Weighted average risk-free rate | 1.46 | % | 1.01 | % | 1.15 | % | |||||||||
Weighted average expected life (years) | 6.3 | 6.28 | 6.26 | ||||||||||||
Options Activity Under Option Plan | ' | ||||||||||||||
Options activity under the Option Plan is summarized as follows: | |||||||||||||||
Stock Options Issued | Weighted | ||||||||||||||
and | Average | ||||||||||||||
Outstanding | Exercise Price | ||||||||||||||
Balances, December 31, 2012 | 10,255,222 | $ | 1.19 | ||||||||||||
Options Granted | 3,176,750 | 9.75 | |||||||||||||
Options Exercised | (2,232,969 | ) | 0.77 | ||||||||||||
Options Forfeited/Expired | (370,321 | ) | 1.9 | ||||||||||||
Balances, December 31, 2013 | 10,828,682 | $ | 3.76 | ||||||||||||
Outstanding Options, Vested Options and Options Vested and Expected to Vest | ' | ||||||||||||||
A summary of outstanding options, vested options and options vested and expected to vest at December 31, 2013, is as follows: | |||||||||||||||
Stock Options Issued | Weighted Average | Weighted | |||||||||||||
and | Remaining | Average | |||||||||||||
Outstanding | Contractual Life | Exercise Price | |||||||||||||
(Years) | |||||||||||||||
Options Outstanding | 10,828,682 | 8.07 | $ | 3.76 | |||||||||||
Vested Options | 3,875,734 | 6.93 | $ | 0.96 | |||||||||||
Options Vested and Expected to Vest | 10,362,887 | 8.03 | $ | 3.63 | |||||||||||
Summary by Exercise Price of Outstanding Options, Vested Options, Options Vested and Expected to Vest | ' | ||||||||||||||
A summary by weighted average exercise price of outstanding options, vested options, and options vested and expected to vest at December 31, 2013, is as follows: | |||||||||||||||
Exercise Price Range | Stock Options | Weighted Average | Number of | Number of Stock | |||||||||||
Outstanding | Remaining Contractual | Stock Options | Options Vested and | ||||||||||||
Life of Outstanding | Vested | Expected to Vest | |||||||||||||
Stock Options (Years) | |||||||||||||||
$0.01-$1.00 | 4,994,901 | 6.88 | 3,072,543 | 4,921,642 | |||||||||||
$1.01-$5.00 | 3,076,531 | 8.59 | 776,508 | 2,915,612 | |||||||||||
$5.01-$10.00 | 1,150,750 | 9.37 | 25,059 | 1,067,147 | |||||||||||
$10.01-$20.00 | 1,606,500 | 9.85 | 1,624 | 1,458,486 | |||||||||||
$0.01-$20.00 | 10,828,682 | 8.07 | 3,875,734 | 10,362,887 | |||||||||||
Income_Taxes_Tables
Income Taxes (Tables) | 12 Months Ended | ||||||||||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||||||||||
Schedule of Effective Income Tax Rate Reconciliation | ' | ||||||||||||||||||||||||
The Company’s effective tax rate differs from the statutory federal rate for the year ended December 31, 2013, the nine months ended December 31, 2012, and year ended March 31, 2012, as follows (in thousands): | |||||||||||||||||||||||||
Year Ended | Nine Months Ended | Year Ended | |||||||||||||||||||||||
December 31, | December 31, | March 31, | |||||||||||||||||||||||
2013 | 2012 | 2012 | |||||||||||||||||||||||
Pretax Income (Loss) | $ | 7,308 | $ | (4,238 | ) | $ | (11,944 | ) | |||||||||||||||||
Tax at federal statutory rate | $ | 2,485 | 34 | % | $ | (1,441 | ) | 34 | % | $ | (4,061 | ) | 34 | % | |||||||||||
State tax, net of federal tax benefit | 563 | 7.7 | % | (151 | ) | 3.56 | % | (855 | ) | 7.16 | % | ||||||||||||||
Share-based compensation expense | (593 | ) | -8.11 | % | (314 | ) | 7.41 | % | 181 | -1.52 | % | ||||||||||||||
Tax credits | (459 | ) | -6.28 | % | — | 0 | % | (140 | ) | 1.17 | % | ||||||||||||||
Change in valuation allowance | (2,534 | ) | -34.67 | % | 1,934 | -45.63 | % | 5,409 | -45.28 | % | |||||||||||||||
Change in unrecognized tax benefit | 518 | 7.09 | % | 150 | -3.54 | % | — | 0 | % | ||||||||||||||||
Other | 20 | 0.27 | % | (178 | ) | 4.2 | % | (534 | ) | 4.47 | % | ||||||||||||||
$ | — | 0 | % | $ | — | 0 | % | $ | — | 0 | % | ||||||||||||||
Deferred Tax Assets and Liabilities | ' | ||||||||||||||||||||||||
The significant components of our deferred tax assets and liabilities at December 31, 2013 and 2012 are as follows (in thousands): | |||||||||||||||||||||||||
December 31, 2013 | December 31, 2012 | ||||||||||||||||||||||||
Deferred tax assets | |||||||||||||||||||||||||
Net operating loss carryforwards | $ | 18,818 | $ | 21,856 | |||||||||||||||||||||
Reserves and accruals | 2,804 | 1,365 | |||||||||||||||||||||||
Organizational and start-up costs | 516 | 529 | |||||||||||||||||||||||
Credits & California incentives | 216 | 254 | |||||||||||||||||||||||
Gross deferred tax asset | 22,354 | 24,004 | |||||||||||||||||||||||
Valuation Allowance | (22,338 | ) | (23,939 | ) | |||||||||||||||||||||
Net deferred tax assets | 16 | 65 | |||||||||||||||||||||||
Deferred tax liability | |||||||||||||||||||||||||
Depreciation and amortization | $ | (16 | ) | $ | (65 | ) | |||||||||||||||||||
Net deferred tax liability | $ | (16 | ) | $ | (65 | ) | |||||||||||||||||||
Changes in Unrecognized Tax Benefit | ' | ||||||||||||||||||||||||
The following is a reconciliation of LC’s unrecognized tax benefits (in thousands): | |||||||||||||||||||||||||
Year | Nine Months | ||||||||||||||||||||||||
Ended | Ended | ||||||||||||||||||||||||
December 31, | December 31, | ||||||||||||||||||||||||
2013 | 2012 | ||||||||||||||||||||||||
Balance as of the beginning of the calendar/fiscal year | $ | 367 | $ | 240 | |||||||||||||||||||||
Additions for tax positions related to the prior year | 523 | — | |||||||||||||||||||||||
Additions for tax positions related to the current year | 190 | 127 | |||||||||||||||||||||||
Balance as of the end of the calendar/fiscal year | $ | 1,080 | $ | 367 | |||||||||||||||||||||
Commitments_and_Contingencies_
Commitments and Contingencies (Tables) | 12 Months Ended | ||||
Dec. 31, 2013 | |||||
Future Minimum Lease Payments | ' | ||||
At December 31, 2013, the future minimum lease payments payable under the contracts for leased premises is as follows: | |||||
Year-Ended | Future Minimum | ||||
December 31, | Lease Payments | ||||
2014 | $ | 2,748 | |||
2015 | 3,293 | ||||
2016 | 3,379 | ||||
2017 | 3,598 | ||||
2018 | 3,808 | ||||
Thereafter | 1,925 | ||||
Total | $ | 18,751 | |||
Summary_of_Significant_Account2
Summary of Significant Accounting Policies - Additional Information (Detail) (USD $) | 9 Months Ended | 12 Months Ended | ||
Dec. 31, 2012 | Dec. 31, 2013 | Mar. 31, 2012 | Mar. 31, 2011 | |
Class of Stock [Line Items] | ' | ' | ' | ' |
Total Stockholders' Equity | $52,210,000 | $68,094,000 | $36,337,000 | $15,507,000 |
Minimum origination fee charged | 1.11% | 1.11% | 1.11% | ' |
Maximum origination fee charged | 5.00% | 5.00% | 5.00% | ' |
Highly liquid investments classified as cash equivalent, maturity period | ' | '3 months | ' | ' |
Maximum period for loan classified as non-accrual loan | ' | '120 days | ' | ' |
Impairment of long-lived assets, held for use | 0 | 0 | 0 | ' |
Vesting period | ' | '4 years | ' | ' |
Total Preferred Stock and Stockholders' Deficit | ' | ' | ' | ' |
Class of Stock [Line Items] | ' | ' | ' | ' |
Total Stockholders' Equity | ($50,800,000) | ' | ' | ' |
Minimum | ' | ' | ' | ' |
Class of Stock [Line Items] | ' | ' | ' | ' |
Property and equipment, estimated useful life | ' | '2 years | ' | ' |
Maximum | ' | ' | ' | ' |
Class of Stock [Line Items] | ' | ' | ' | ' |
Property and equipment, estimated useful life | ' | '5 years | ' | ' |
Computer Software, Intangible Asset | ' | ' | ' | ' |
Class of Stock [Line Items] | ' | ' | ' | ' |
Intangible assets, useful life | ' | '3 years | ' | ' |
Basic_and_Diluted_Net_Loss_per
Basic and Diluted Net Loss per Share (Detail) (USD $) | 9 Months Ended | 12 Months Ended | ||
In Thousands, except Share data, unless otherwise specified | Dec. 31, 2012 | Dec. 31, 2013 | Mar. 31, 2012 | |
Components Of Basic And Diluted Earning Per Share [Line Items] | ' | ' | ' | |
Net income (loss) | ($4,238) | $7,308 | ($11,944) | |
Less: Earnings allocated to participating securities | ' | -7,117 | [1] | ' |
Net income (loss) available to common shareholders after required adjustments for the calculation of basic and diluted earnings per common share | ($4,238) | $191 | ($11,944) | |
Basic weighted average common shares outstanding | 10,339,919 | 12,889,284 | 8,781,407 | |
Weighted average effect of dilutive securities: | ' | ' | ' | |
Stock Options | ' | 7,135,601 | ' | |
Warrants | ' | 331,859 | ' | |
Diluted weighted average common shares outstanding | 10,339,919 | 20,356,744 | 8,781,407 | |
Earnings per common share | ' | ' | ' | |
Basic | ($0.41) | $0.01 | ($1.36) | |
Diluted | ($0.41) | $0.01 | ($1.36) | |
[1] | In a period with net income, both earnings and dividends (if any) are allocated to participating securities. In a period with a net loss, only dividends (if any) are allocated to participating securities. |
Loans_Notes_and_Certificates_M
Loans, Notes and Certificates Measured at Fair Value on Recurring Basis (Detail) (USD $) | 9 Months Ended | 12 Months Ended |
In Thousands, unless otherwise specified | Dec. 31, 2012 | Dec. 31, 2013 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Fair Value | $781,215 | $1,829,042 |
Fair Value | 785,316 | 1,839,990 |
Fair Value, Measurements, Recurring | Notes And Certificates At Fair Value | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Aggregate principal balance outstanding | 795,842 | 1,859,982 |
Fair valuation adjustments | -10,526 | -19,992 |
Fair Value | 785,316 | 1,839,990 |
Fair Value, Measurements, Recurring | Loans at Fair Value | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Aggregate principal balance outstanding | 791,774 | 1,849,042 |
Fair valuation adjustments | -10,559 | -20,000 |
Fair Value | $781,215 | $1,829,042 |
Fair_Values_of_Loans_Notes_and
Fair Values of Loans, Notes and Certificates (Detail) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Loans at fair value | $1,829,042 | $781,215 |
Notes and Certificates at fair value | 1,839,990 | 785,316 |
Fair Value, Inputs, Level 3 | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Loans at fair value | 1,829,042 | 781,215 |
Notes and Certificates at fair value | $1,839,990 | $785,316 |
Additional_Information_about_A
Additional Information about Assets and Liabilities Measured at Fair Value on Recurring Basis (Detail) (USD $) | 12 Months Ended |
In Thousands, unless otherwise specified | Dec. 31, 2013 |
Assets and Liabilities At Fair Value On Recurring Basis [Line Items] | ' |
Loans, Fair value at December 31, 2012 | $781,215 |
Loans, Purchases of Loans | 2,064,628 |
Loans, Issuances of Notes and Certificates | ' |
Loans at fair value, Principal repayments | -511,232 |
Loans, Whole Loan sales | -446,224 |
Loans, Recoveries from sale and collection of charged-off loans | -1,716 |
Loans, Carrying value before fair value adjustments | 1,886,671 |
Loans, Fair valuation adjustments, included in earnings | -57,629 |
Loans, Fair value at December 31, 2013 | 1,829,042 |
Notes and Certificates, Fair value at December 31, 2012 | 785,316 |
Notes and Certificates, Purchases of Loans | ' |
Notes and Certificates, Issuances of Notes and Certificates | 1,618,269 |
Notes and Certificates, Principal repayments | -504,330 |
Notes and Certificates, Whole Loan sales | ' |
Notes and Certificates, Recoveries from sale and collection of charged-off loans | -1,669 |
Notes and Certificates, Carrying value before fair value adjustments | 1,897,586 |
Notes and Certificates, Fair valuation adjustments, included in earnings | -57,596 |
Notes and Certificates, Fair value at December 31, 2013 | $1,839,990 |
Loans_at_Fair_Value_and_Notes_2
Loans at Fair Value and Notes and Certificates at Fair Value - Additional Information (Detail) (USD $) | 9 Months Ended | 12 Months Ended | |
Dec. 31, 2012 | Dec. 31, 2013 | Mar. 31, 2012 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' | ' |
Notes and certificates, payment frequency | ' | 'Monthly | ' |
Notes and certificates, fixed interest rate minimum | ' | 5.42% | ' |
Notes and certificates, fixed interest rate maximum | ' | 26.06% | ' |
Notes and certificates, maturity date description | ' | 'Various maturity dates through December 2018. | ' |
Net fair value adjustment gains/(losses) | ($595,000) | ($33,000) | ($1,000) |
Financing receivable recorded investment equal to greater than 90 days past due | 6,400,000 | 15,600,000 | ' |
Fair value of financing receivable held as assets 90 days or more past due | 700,000 | 1,800,000 | ' |
Notes And Certificates At Fair Value | Investment Income | ' | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' | ' |
Net fair value adjustment gains/(losses) | 600,000 | 30,000 | 1,000 |
90 days | ' | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' | ' |
Number of loans | 576 | 1,464 | ' |
Aggregate adverse fair value adjustments | $5,700,000 | $13,800,000 | ' |
Scenario 1 | ' | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' | ' |
Notes and certificates term | ' | 'P36M | ' |
Scenario 2 | ' | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' | ' |
Notes and certificates term | ' | 'P60M | ' |
Quantitative_Information_about
Quantitative Information about Significant Unobservable Inputs Used for Fair Value Measurements (Detail) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | Fair Value, Inputs, Level 3 | Fair Value, Inputs, Level 3 | Fair Value, Inputs, Level 3 | Fair Value, Inputs, Level 3 | Fair Value, Inputs, Level 3 | Fair Value, Inputs, Level 3 | Fair Value, Inputs, Level 3 | Fair Value, Inputs, Level 3 | ||
Loans at Fair Value | Loans at Fair Value | Loans at Fair Value | Notes And Certificates At Fair Value | Notes And Certificates At Fair Value | Notes And Certificates At Fair Value | |||||
Minimum | Maximum | Minimum | Maximum | |||||||
Fair Value Inputs Assets And Liabilities Quantitative Information [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Loans, Fair Value | $1,829,042 | $781,215 | $1,829,042 | $781,215 | ' | ' | ' | ' | ' | ' |
Notes & Certificates, Fair Value | $1,839,990 | $785,316 | $1,839,990 | $785,316 | ' | ' | ' | ' | ' | ' |
Valuation Techniques | ' | ' | ' | ' | 'Discounted cash flow | ' | ' | 'Discounted cash flow | ' | ' |
Discount rate | ' | ' | ' | ' | ' | 5.90% | 15.90% | ' | 5.90% | 15.90% |
Net cumulative expected loss | ' | ' | ' | ' | ' | 2.10% | 23.70% | ' | 2.10% | 23.70% |
Other_Assets_Detail
Other Assets (Detail) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Other Assets [Line Items] | ' | ' |
Other assets | $23,921 | $2,366 |
Accounts Receivable From Investors | ' | ' |
Other Assets [Line Items] | ' | ' |
Other assets | 18,116 | ' |
Prepaid Expenses | ' | ' |
Other Assets [Line Items] | ' | ' |
Other assets | 3,546 | 1,538 |
Loan Servicing Asset Fair Value | ' | ' |
Other Assets [Line Items] | ' | ' |
Other assets | 534 | ' |
Tenant Improvement Receivable | ' | ' |
Other Assets [Line Items] | ' | ' |
Other assets | 504 | ' |
Accounts Receivable | ' | ' |
Other Assets [Line Items] | ' | ' |
Other assets | 439 | 79 |
Deposits | ' | ' |
Other Assets [Line Items] | ' | ' |
Other assets | 193 | 696 |
Other | ' | ' |
Other Assets [Line Items] | ' | ' |
Other assets | $589 | $53 |
Property_Equipment_and_Softwar2
Property, Equipment and Software (Detail) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Property, Plant and Equipment [Line Items] | ' | ' |
Capitalized website and internally developed software costs | $4,188 | $358 |
Computer equipment | 4,019 | 1,104 |
Leasehold Improvements | 2,700 | 33 |
Construction in progress | 1,978 | 35 |
Software | 913 | 453 |
Furniture and fixtures | 836 | 65 |
Domain name | 26 | 21 |
Total property and equipment | 14,660 | 2,069 |
Accumulated depreciation and amortization | -2,065 | -491 |
Property, equipment and software, net | $12,595 | $1,578 |
Accrued_Expenses_and_Other_Lia2
Accrued Expenses and Other Liabilities (Detail) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Schedule of Accrued Liabilities [Line Items] | ' | ' |
Accrued compensation | $5,243 | $2,414 |
Accrued professional fees | 2,057 | 952 |
Loan servicing liability at fair value | 936 | ' |
Deferred rent | 653 | ' |
Other accrued expenses | 239 | ' |
Accrued Expenses | $9,128 | $3,366 |
Summary_of_Deposits_and_Withdr
Summary of Deposits and Withdrawals Made by Related Parties and Ending Account Balances Comprised of Cash, Notes and Certificate Balances (Detail) (USD $) | 9 Months Ended | 12 Months Ended |
In Thousands, unless otherwise specified | Dec. 31, 2012 | Dec. 31, 2013 |
Related Party Transaction [Line Items] | ' | ' |
Deposits | $1,720 | $2,436 |
Withdrawals | 866 | 1,216 |
Account Balance | 1,729 | 5,065 |
Directors | ' | ' |
Related Party Transaction [Line Items] | ' | ' |
Deposits | 1,717 | 2,436 |
Withdrawals | 843 | 1,190 |
Account Balance | 1,722 | 5,026 |
Executive Officers | ' | ' |
Related Party Transaction [Line Items] | ' | ' |
Deposits | 3 | ' |
Withdrawals | 23 | 26 |
Account Balance | $7 | $39 |
Convertible_Preferred_Stock_De
Convertible Preferred Stock (Detail) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Convertible preferred stock: | ' | ' |
Preferred stock | $103,244 | $103,023 |
Series A Convertible Preferred Stock | ' | ' |
Convertible preferred stock: | ' | ' |
Preferred stock | 17,402 | 17,181 |
Series B Convertible Preferred Stock | ' | ' |
Convertible preferred stock: | ' | ' |
Preferred stock | 12,164 | 12,164 |
Series C Convertible Preferred Stock | ' | ' |
Convertible preferred stock: | ' | ' |
Preferred stock | 24,388 | 24,388 |
Series D Convertible Preferred Stock | ' | ' |
Convertible preferred stock: | ' | ' |
Preferred stock | 31,943 | 31,943 |
Series E Convertible Preferred Stock | ' | ' |
Convertible preferred stock: | ' | ' |
Preferred stock | $17,347 | $17,347 |
Convertible_Preferred_Stock_Pa
Convertible Preferred Stock (Parenthetical) (Detail) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, except Share data, unless otherwise specified | ||
Class of Stock [Line Items] | ' | ' |
Preferred stock, par value | $0.01 | $0.01 |
Total preferred stock shares authorized for issuance | 61,617,516 | 61,617,516 |
Preferred stock, shares authorized | 61,617,516 | ' |
Series A Convertible Preferred Stock | ' | ' |
Class of Stock [Line Items] | ' | ' |
Total preferred stock shares authorized for issuance | 17,006,275 | ' |
Preferred stock, shares authorized | 17,006,275 | 17,006,275 |
Convertible Preferred Stock Issued | 16,525,086 | 16,317,747 |
Preferred stock, shares outstanding | 16,525,086 | 16,317,747 |
Preferred stock, aggregate liquidation preference | $17,599 | $17,371 |
Series B Convertible Preferred Stock | ' | ' |
Class of Stock [Line Items] | ' | ' |
Total preferred stock shares authorized for issuance | 16,410,526 | ' |
Preferred stock, shares authorized | 16,410,526 | 16,410,526 |
Convertible Preferred Stock Issued | 16,394,324 | 16,394,324 |
Preferred stock, shares outstanding | 16,394,324 | 16,394,324 |
Preferred stock, aggregate liquidation preference | 12,167 | 12,167 |
Series C Convertible Preferred Stock | ' | ' |
Class of Stock [Line Items] | ' | ' |
Total preferred stock shares authorized for issuance | 15,621,609 | ' |
Preferred stock, shares authorized | 15,621,609 | 15,621,609 |
Convertible Preferred Stock Issued | 15,621,609 | 15,621,609 |
Preferred stock, shares outstanding | 15,621,609 | 15,621,609 |
Preferred stock, aggregate liquidation preference | 24,490 | 24,490 |
Series D Convertible Preferred Stock | ' | ' |
Class of Stock [Line Items] | ' | ' |
Total preferred stock shares authorized for issuance | 9,007,678 | ' |
Preferred stock, shares authorized | 9,007,678 | 9,007,678 |
Convertible Preferred Stock Issued | 9,007,678 | 9,007,678 |
Preferred stock, shares outstanding | 9,007,678 | 9,007,678 |
Preferred stock, aggregate liquidation preference | 32,044 | 32,044 |
Series E Convertible Preferred Stock | ' | ' |
Class of Stock [Line Items] | ' | ' |
Total preferred stock shares authorized for issuance | 3,571,428 | ' |
Preferred stock, shares authorized | 3,571,428 | 3,571,428 |
Convertible Preferred Stock Issued | 2,500,000 | 2,500,000 |
Preferred stock, shares outstanding | 2,500,000 | 2,500,000 |
Preferred stock, aggregate liquidation preference | $17,500 | $17,500 |
Stockholders_Equity_Additional
Stockholders' Equity - Additional Information (Detail) (USD $) | 9 Months Ended | 12 Months Ended | 12 Months Ended | 1 Months Ended | 9 Months Ended | ||||||||||||||||
Dec. 31, 2012 | Dec. 31, 2013 | Mar. 31, 2012 | Jun. 30, 2012 | Mar. 31, 2011 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Mar. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Jun. 30, 2012 | Dec. 31, 2012 | Dec. 31, 2013 | |
Director | Scenario 1 | Scenario 2 | Series A Convertible Preferred Stock | Series A Convertible Preferred Stock | Series A Convertible Preferred Stock | Series A Convertible Preferred Stock | Series B Convertible Preferred Stock | Series B Convertible Preferred Stock | Series C Convertible Preferred Stock | Series C Convertible Preferred Stock | Series D Convertible Preferred Stock | Series D Convertible Preferred Stock | Series D Convertible Preferred Stock | Series E Convertible Preferred Stock | Series E Convertible Preferred Stock | Series E Convertible Preferred Stock | |||||
Director | Scenario 1 | Scenario 2 | Director | Director | Director | ||||||||||||||||
Class of Stock [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Preferred stock issued and sold | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2,500,000 | ' | ' |
Preferred stock sold, price per share | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $7 | ' | ' |
Aggregate gross cash consideration | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $31,946,000 | ' | ' | $17,500,000 | $17,344,000 | ' |
Common stock, par value | $0.01 | $0.01 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Preferred stock, conversion basis | ' | 'One-for-one basis | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Transaction expenses | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 200,000 | ' | ' |
Capital stock, shares authorized | ' | 151,617,516 | ' | 158,046,088 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common stock, shares authorized | 90,000,000 | 90,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Preferred stock, shares authorized | ' | 61,617,516 | ' | ' | ' | ' | ' | 17,006,275 | 17,006,275 | ' | ' | 16,410,526 | 16,410,526 | 15,621,609 | 15,621,609 | ' | 9,007,678 | 9,007,678 | ' | 3,571,428 | 3,571,428 |
Total preferred stock shares authorized for issuance | 61,617,516 | 61,617,516 | ' | ' | ' | ' | ' | 17,006,275 | ' | ' | ' | 16,410,526 | ' | 15,621,609 | ' | ' | 9,007,678 | ' | ' | ' | 3,571,428 |
Percentage of voting power threshold for payment of liquidation preference | ' | 50.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Majority of outstanding shares of convertible preferred stock | ' | 55.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Proceeds from public offering of common stock | ' | 30,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Preferred stock conversion into number of common share | ' | 1 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Convertible preferred stock, liquidation preference | ' | ' | ' | ' | ' | ' | ' | $1.06 | ' | ' | ' | $0.75 | ' | $1.57 | ' | ' | $3.56 | ' | ' | ' | $7 |
Non cumulative dividends rate | ' | 6.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Preferred stockholder's number of vote for each share of common stock | ' | '1 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of Board of Directors convertible preferred stockholders are entitled to elect | ' | ' | ' | ' | ' | ' | ' | 2 | ' | ' | ' | 1 | ' | 0 | ' | ' | 0 | ' | ' | ' | ' |
Number of board of directors common stockholders are entitled to elect | ' | 1 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common stock issued in exchange for proceeds upon the exercise of employee stock options | ' | 2,232,969 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Proceeds upon the exercise of stock options | ' | 1,700,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Warrants exercise price | ' | ' | ' | ' | ' | 0.01 | 1.5677 | ' | ' | 1.065 | 1.07 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Warrants exercisable expiration date | ' | '2021-02 | ' | ' | ' | ' | ' | '2018-04 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Issued shares of Preferred stock A upon exercise of Preferred stock A warrant | ' | 207,339 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Proceeds from issued shares of Preferred stock A upon exercise of Preferred stock A warrant | ' | 200,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Issued shares of Preferred stock B upon exercise of Preferred stock B warrant | ' | 239,469 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Proceeds from issued shares of Preferred stock B upon exercise of Preferred stock B warrant | ' | 200,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Net income (loss) | -4,238,000 | 7,308,000 | -11,944,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Accumulated deficit | -57,637,000 | -50,329,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Stockholders' equity | $52,210,000 | $68,094,000 | $36,337,000 | ' | $15,507,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Shares_of_Common_Stock_Authori
Shares of Common Stock Authorized and Reserved for Future Issuance (Detail) | Dec. 31, 2013 |
Class of Stock [Line Items] | ' |
Total common stock authorized and reserved for future issuance | 13,371,980 |
Option To purchase common stock | ' |
Class of Stock [Line Items] | ' |
Total common stock authorized and reserved for future issuance | 10,828,682 |
Option available for future issuance | ' |
Class of Stock [Line Items] | ' |
Total common stock authorized and reserved for future issuance | 1,939,123 |
Series A convertible preferred stock warrant | ' |
Class of Stock [Line Items] | ' |
Total common stock authorized and reserved for future issuance | 408,940 |
Common stock warrants | ' |
Class of Stock [Line Items] | ' |
Total common stock authorized and reserved for future issuance | 195,235 |
StockBased_Compensation_and_Ot2
Stock-Based Compensation and Other Employee Benefit Plans - Additional Information (Detail) (USD $) | 9 Months Ended | 12 Months Ended | |
Dec. 31, 2012 | Dec. 31, 2013 | Mar. 31, 2012 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' |
Fair market value of non-statutory options | ' | 85.00% | ' |
Shares authorized for issuance under the option plan | ' | 17,859,948 | ' |
Percentage of option vested at one year anniversary | ' | 25.00% | ' |
Performance-based options outstanding | 10,255,222 | 10,828,682 | ' |
Option granted to purchase of common stock | 3,811,236 | 3,176,750 | 3,583,419 |
Options exercisable, weighted average exercise price | $2.39 | $9.75 | $0.71 |
Common stock, Weighted average grant date fair value per share | $1.40 | $10.84 | $0.42 |
Options granted, total estimated fair value | $10,600,000 | $34,400,000 | $1,500,000 |
Stock awards, vesting period | ' | '4 years | ' |
Expected dividend yield | 0.00% | 0.00% | 0.00% |
Options to purchase shares | ' | 2,232,969 | ' |
Total intrinsic value of options exercised | ' | 26,200,000 | ' |
Compensation expense related to stock options | 1,100,000 | 6,400,000 | ' |
Unrecognized compensation cost | ' | 35,100,000 | ' |
Unrecognized compensation cost expected period for recognition | ' | '3 years 4 months 24 days | ' |
Income tax expense (benefit) from share based compensation | ' | $0 | ' |
Employee Stock Option | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' |
Options expiration in period from the date of grant | ' | '10 years | ' |
Performance Based Stock Options | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' |
Options expiration in period from the date of grant | ' | '10 years | ' |
Performance-based options outstanding | ' | 0 | ' |
Option granted to purchase of common stock | ' | ' | 581,832 |
Service Based Stock Options | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' |
Option granted to purchase of common stock | ' | ' | 3,001,587 |
Stock awards, vesting period | ' | '4 years | ' |
BlackScholes_Option_Pricing_Mo
Black-Scholes Option Pricing Model to Estimate Fair Value of Stock Options Granted (Detail) | 9 Months Ended | 12 Months Ended | |
Dec. 31, 2012 | Dec. 31, 2013 | Mar. 31, 2012 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' |
Assumed forfeiture rate (annual %) | 5.00% | 5.00% | 8.00% |
Expected dividend yield | 0.00% | 0.00% | 0.00% |
Weighted average assumed stock price volatility | 63.50% | 59.10% | 63.50% |
Weighted average risk-free rate | 1.01% | 1.46% | 1.15% |
Weighted average expected life (years) | '6 years 3 months 11 days | '6 years 3 months 18 days | '6 years 3 months 4 days |
Options_Activity_Under_Option_
Options Activity Under Option Plan (Detail) (USD $) | 9 Months Ended | 12 Months Ended | |
Dec. 31, 2012 | Dec. 31, 2013 | Mar. 31, 2012 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' |
Balances, December 31, 2012, Stock Options Issued and Outstanding | ' | 10,255,222 | ' |
Options Granted, Stock Options Issued and Outstanding | 3,811,236 | 3,176,750 | 3,583,419 |
Options Exercised, Stock Options Issued and Outstanding | ' | -2,232,969 | ' |
Options Forfeited/Expired, Stock Options Issued and Outstanding | ' | -370,321 | ' |
Balances, December 31, 2013, Stock Options Issued and Outstanding | 10,255,222 | 10,828,682 | ' |
Balances, December 31, 2012, Weighted Average Exercise Price | ' | $1.19 | ' |
Options Granted, Weighted Average Exercise Price | ' | $9.75 | ' |
Options Exercised, Weighted Average Exercise Price | ' | $0.77 | ' |
Options Forfeited/Expired, Weighted Average Exercise Price | ' | $1.90 | ' |
Balances, December 31, 2013, Weighted Average Exercise Price | $1.19 | $3.76 | ' |
Outstanding_Options_Vested_Opt
Outstanding Options, Vested Options and Options Vested and Expected to Vest (Detail) (USD $) | 12 Months Ended | |
Dec. 31, 2013 | Dec. 31, 2012 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' |
Stock Options Issued and Outstanding, Options Outstanding | 10,828,682 | 10,255,222 |
Stock Options Issued and Outstanding, Vested Options | 3,875,734 | ' |
Stock Options Issued and Outstanding, Options Vested and Expected to Vest | 10,362,887 | ' |
Weighted Average Remaining Contractual Life, Options Outstanding | '8 years 26 days | ' |
Weighted Average Remaining Contractual Life, Vested Options | '6 years 11 months 5 days | ' |
Weighted Average Remaining Contractual Life, Options Vested and Expected to Vest | '8 years 11 days | ' |
Weighted Average Exercise Price, Options Outstanding | $3.76 | $1.19 |
Weighted Average Exercise Price, Vested Options | $0.96 | ' |
Weighted Average Exercise Price, Options Vested and Expected to Vest | $3.63 | ' |
Summary_by_Exercise_Price_of_O
Summary by Exercise Price of Outstanding Options, Vested Options, Options Vested and Expected to Vest (Detail) (USD $) | 12 Months Ended | |
Dec. 31, 2013 | Dec. 31, 2012 | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ' | ' |
Stock Options Outstanding | 10,828,682 | 10,255,222 |
Weighted Average Remaining Contractual Life of Outstanding Stock Options (years) | '8 years 26 days | ' |
Number of Stock Options Vested and Expected to Vest | 10,362,887 | ' |
$0.01 - $1.00 | ' | ' |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ' | ' |
Exercise Price Range, Lower Limit | 0.01 | ' |
Exercise Price Range, Upper Limit | 1 | ' |
Stock Options Outstanding | 4,994,901 | ' |
Weighted Average Remaining Contractual Life of Outstanding Stock Options (years) | '6 years 10 months 17 days | ' |
Number of Stock Options Vested | 3,072,543 | ' |
Number of Stock Options Vested and Expected to Vest | 4,921,642 | ' |
$1.01 - $5.00 | ' | ' |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ' | ' |
Exercise Price Range, Lower Limit | 1.01 | ' |
Exercise Price Range, Upper Limit | 5 | ' |
Stock Options Outstanding | 3,076,531 | ' |
Weighted Average Remaining Contractual Life of Outstanding Stock Options (years) | '8 years 7 months 2 days | ' |
Number of Stock Options Vested | 776,508 | ' |
Number of Stock Options Vested and Expected to Vest | 2,915,612 | ' |
$5.01 - $10.00 | ' | ' |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ' | ' |
Exercise Price Range, Lower Limit | 5.01 | ' |
Exercise Price Range, Upper Limit | 10 | ' |
Stock Options Outstanding | 1,150,750 | ' |
Weighted Average Remaining Contractual Life of Outstanding Stock Options (years) | '9 years 4 months 13 days | ' |
Number of Stock Options Vested | 25,059 | ' |
Number of Stock Options Vested and Expected to Vest | 1,067,147 | ' |
$10.01 - $20.00 | ' | ' |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ' | ' |
Exercise Price Range, Lower Limit | 10.01 | ' |
Exercise Price Range, Upper Limit | 20 | ' |
Stock Options Outstanding | 1,606,500 | ' |
Weighted Average Remaining Contractual Life of Outstanding Stock Options (years) | '9 years 10 months 6 days | ' |
Number of Stock Options Vested | 1,624 | ' |
Number of Stock Options Vested and Expected to Vest | 1,458,486 | ' |
$0.01 - $20.00 | ' | ' |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ' | ' |
Exercise Price Range, Lower Limit | 0.01 | ' |
Exercise Price Range, Upper Limit | 20 | ' |
Stock Options Outstanding | 10,828,682 | ' |
Weighted Average Remaining Contractual Life of Outstanding Stock Options (years) | '8 years 26 days | ' |
Number of Stock Options Vested | 3,875,734 | ' |
Number of Stock Options Vested and Expected to Vest | 10,362,887 | ' |
Reconciliation_of_Income_Tax_R
Reconciliation of Income Tax Rate (Detail) (USD $) | 9 Months Ended | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2012 | Dec. 31, 2013 | Mar. 31, 2012 |
Reconciliation Of Income Taxes [Line Items] | ' | ' | ' |
Pretax Income (Loss) | ($4,238) | $7,308 | ($11,944) |
Tax at federal statutory rate | -1,441 | 2,485 | -4,061 |
State tax, net of federal tax benefit | -151 | 563 | -855 |
Share-based compensation expense | -314 | -593 | 181 |
Tax credits | ' | -459 | -140 |
Change in valuation allowance | 1,934 | -2,534 | 5,409 |
Change in unrecognized tax benefit | 150 | 518 | ' |
Other | -178 | 20 | -534 |
Income Tax Reconciliation Adjustments Net, Total | ' | ' | ' |
Tax at federal statutory rate | 34.00% | 34.00% | 34.00% |
State tax, net of federal tax benefit | 3.56% | 7.70% | 7.16% |
Share-based compensation expense | 7.41% | -8.11% | -1.52% |
Tax credits | 0.00% | -6.28% | 1.17% |
Change in valuation allowance | -45.63% | -34.67% | -45.28% |
Change in unrecognized tax benefit | -3.54% | 7.09% | 0.00% |
Other | 4.20% | 0.27% | 4.47% |
Effective Income Tax Rate Reconciliation Unrecognized Tax Positions Net | 0.00% | 0.00% | 0.00% |
Deferred_Tax_Assets_and_Liabil
Deferred Tax Assets and Liabilities (Detail) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Deferred tax assets | ' | ' |
Net operating loss carryforwards | $18,818 | $21,856 |
Reserves and accruals | 2,804 | 1,365 |
Organizational and start-up costs | 516 | 529 |
Credits & California incentives | 216 | 254 |
Gross deferred tax asset | 22,354 | 24,004 |
Valuation Allowance | -22,338 | -23,939 |
Net deferred tax assets | 16 | 65 |
Deferred tax liability | ' | ' |
Depreciation and amortization | -16 | -65 |
Net deferred tax liability | ($16) | ($65) |
Income_Taxes_Additional_Inform
Income Taxes - Additional Information (Detail) (USD $) | 12 Months Ended | |
Dec. 31, 2013 | Dec. 31, 2012 | |
Summary Of Net Deferred Tax Assets [Line Items] | ' | ' |
Deferred tax assets valuation allowance | $22,338,000 | $23,939,000 |
Valuation allowance expiry year | '2016 | ' |
Accrued interest or penalties associated with unrecognized tax benefits | 0 | ' |
Minimum | ' | ' |
Summary Of Net Deferred Tax Assets [Line Items] | ' | ' |
Percentage of ownership change, limitations on utilization of net operating loss (NOL) and research and development (R&D) credit carry forwards | 50.00% | ' |
Ownership change test period, limitations on utilization of net operating loss (NOL) and research and development (R&D) credit carry forwards | '3 years | ' |
Domestic Tax Authority | ' | ' |
Summary Of Net Deferred Tax Assets [Line Items] | ' | ' |
Net federal operating loss | 43,900,000 | ' |
Net operating losses carry forwards, expiration year | '2027 | ' |
Research and development tax credit carry forward | 600,000 | ' |
State and Local Jurisdiction | ' | ' |
Summary Of Net Deferred Tax Assets [Line Items] | ' | ' |
Net federal operating loss | 40,700,000 | ' |
Net operating losses carry forwards, expiration year | '2016 | ' |
Research and development tax credit carry forward | $500,000 | ' |
Unrecognized_Tax_Benefit_Detai
Unrecognized Tax Benefit (Detail) (USD $) | 9 Months Ended | 12 Months Ended |
In Thousands, unless otherwise specified | Dec. 31, 2012 | Dec. 31, 2013 |
Schedule of Unrecognized Tax Benefits [Line Items] | ' | ' |
Balance as of the beginning of the calendar/fiscal year | $240 | $367 |
Additions for tax positions related to the prior year | ' | 523 |
Additions for tax positions related to the current year | 127 | 190 |
Balance as of the end of the calendar/fiscal year | $367 | $1,080 |
Commitments_and_Contingencies_1
Commitments and Contingencies - Additional Information (Detail) (USD $) | 9 Months Ended | 12 Months Ended | 1 Months Ended | 12 Months Ended | |||||
In Millions, unless otherwise specified | Dec. 31, 2012 | Dec. 31, 2013 | Mar. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 |
Cash | New York | San Francisco | San Francisco | San Francisco | San Francisco | ||||
Lease One | Lease Two | Lease Three | Lease Four | ||||||
Commitments and Contingencies [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Lease agreement commencement date | ' | ' | ' | ' | ' | 1-Apr-11 | 1-Sep-12 | 1-Jun-13 | 1-Dec-13 |
Lease agreement expiration date | ' | ' | ' | ' | 31-Jan-14 | 1-Jun-19 | 1-Jun-19 | 1-Jun-19 | 1-Jun-19 |
Lease agreement renewal term | ' | ' | ' | ' | '1 year | '5 years | '5 years | '5 years | '5 years |
Lease agreement extended expiration date | ' | ' | ' | ' | ' | 1-Jun-24 | 1-Jun-24 | 1-Jun-24 | 1-Jun-24 |
Rental expense | $0.60 | $1.90 | $0.50 | ' | ' | ' | ' | ' | ' |
Sublease rental expense | 0.5 | 0.6 | 0.4 | ' | ' | ' | ' | ' | ' |
Minimum rental expense | 0.1 | 1.3 | 0.1 | ' | ' | ' | ' | ' | ' |
Security deposit made under lease agreement | ' | ' | ' | 0.2 | ' | ' | ' | ' | ' |
Security deposit made under lease agreement | ' | 0.2 | ' | ' | ' | ' | ' | ' | ' |
Maximum cash pledged | ' | 5 | ' | ' | ' | ' | ' | ' | ' |
Pledged and restricted to support contingent obligation | ' | $3.40 | ' | ' | ' | ' | ' | ' | ' |
Future_Minimum_Lease_Payments_
Future Minimum Lease Payments (Detail) (USD $) | Dec. 31, 2013 |
Operating Leased Assets [Line Items] | ' |
2014 | $2,748 |
2015 | 3,293 |
2016 | 3,379 |
2017 | 3,598 |
2018 | 3,808 |
Thereafter | 1,925 |
Total | $18,751 |
Segment_Reporting_Additional_I
Segment Reporting - Additional Information (Detail) | 12 Months Ended |
Dec. 31, 2013 | |
Segment | |
Segment Reporting Information [Line Items] | ' |
Number of reportable segments | 1 |
Subsequent_Events_Additional_I
Subsequent Events - Additional Information (Detail) | Dec. 31, 2013 | Feb. 28, 2014 |
Subsequent Event | ||
Two Thousand Seven Stock Incentive Plan | ||
Subsequent Event [Line Items] | ' | ' |
Number of shares approved by the Board of Directors | 17,859,948 | 3,128,686 |