Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2016 | Feb. 23, 2017 | Jun. 30, 2016 | |
Document And Entity Information [Abstract] | |||
Entity Registrant Name | LENDINGCLUB CORP | ||
Entity Central Index Key | 1,409,970 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Filer Category | Large Accelerated Filer | ||
Document Type | 10-K | ||
Document Period End Date | Dec. 31, 2016 | ||
Document Fiscal Year Focus | 2,016 | ||
Document Fiscal Period Focus | FY | ||
Amendment Flag | false | ||
Entity Common Stock, Shares Outstanding (shares) | 400,157,603 | ||
Trading Symbol | LC | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Public Float | $ 1,315,348,311 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Assets | ||
Cash and cash equivalents | $ 515,602 | $ 623,531 |
Restricted cash | 177,810 | 80,733 |
Securities available for sale | 287,137 | 297,211 |
Loans at fair value (includes $2,600,422 and $3,022,001 from consolidated trust, respectively) | 4,311,984 | 4,556,081 |
Loans held for sale | 9,048 | 0 |
Accrued interest receivable (includes $24,037 and $24,477 from consolidated trust, respectively) | 40,299 | 38,081 |
Property, equipment and software, net | 89,263 | 55,930 |
Intangible assets, net | 26,211 | 30,971 |
Goodwill | 35,633 | 72,683 |
Other assets | 69,644 | 38,413 |
Total assets | 5,562,631 | 5,793,634 |
Liabilities | ||
Accounts payable | 10,889 | 5,542 |
Accrued interest payable (includes $26,839 and $26,719 from consolidated trust, respectively) | 43,574 | 40,244 |
Accrued expenses and other liabilities | 85,619 | 61,243 |
Payable to investors | 125,884 | 73,162 |
Notes and certificates at fair value (includes $2,616,023 and $3,034,586 from consolidated trust, respectively) | 4,320,895 | 4,571,583 |
Total liabilities | 4,586,861 | 4,751,774 |
Stockholders’ Equity | ||
Common stock, $0.01 par value; 900,000,000 shares authorized; 400,262,472 and 379,716,630 shares issued, respectively; 397,979,772 and 379,716,630 shares outstanding, respectively | 4,003 | 3,797 |
Additional paid-in capital | 1,226,206 | 1,127,952 |
Accumulated deficit | (234,187) | (88,218) |
Treasury stock, at cost; 2,282,700 and 0 shares, respectively | (19,485) | 0 |
Accumulated other comprehensive loss | (767) | (1,671) |
Total stockholders’ equity | 975,770 | 1,041,860 |
Total liabilities and stockholders’ equity | $ 5,562,631 | $ 5,793,634 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Member Loans at fair value | $ 4,311,984 | $ 4,556,081 |
Accrued interest receivable from consolidated Trust | 40,299 | 38,081 |
Accrued interest payable from consolidated Trust | 43,574 | 40,244 |
Notes and certificates, at fair value from consolidated Trust | $ 4,320,895 | $ 4,571,583 |
Treasury stock (shares) | 2,282,700 | 0 |
Common stock, par value ($ per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (shares) | 900,000,000 | 900,000,000 |
Common stock, shares issued (shares) | 400,262,472 | 379,716,630 |
Common stock, shares outstanding (shares) | 397,979,772 | 379,716,630 |
Consolidated Entities | ||
Member Loans at fair value | $ 2,600,422 | $ 3,022,001 |
Accrued interest receivable from consolidated Trust | 24,037 | 24,477 |
Accrued interest payable from consolidated Trust | 26,839 | 26,719 |
Notes and certificates, at fair value from consolidated Trust | $ 2,616,023 | $ 3,034,586 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Net operating revenue: | |||
Transaction fees | $ 423,494,000 | $ 373,508,000 | $ 197,124,000 |
Servicing fees | 68,009,000 | 32,811,000 | 11,534,000 |
Management fees | 11,638,000 | 10,976,000 | 5,957,000 |
Other revenue (expense) | (7,674,000) | 9,402,000 | (1,203,000) |
Total net operating revenue | 495,467,000 | 426,697,000 | 213,412,000 |
Net interest income (expense): | |||
Total interest income | 696,662,000 | 552,972,000 | 354,453,000 |
Total interest expense | (688,368,000) | (549,740,000) | (356,615,000) |
Net interest income (expense) | 8,294,000 | 3,232,000 | (2,162,000) |
Fair value adjustments - loans, loans held for sale, notes and certificates | (2,949,000) | 14,000 | (122,000) |
Net interest income (expense) and fair value adjustments | 5,345,000 | 3,246,000 | (2,284,000) |
Total net revenue | 500,812,000 | 429,943,000 | 211,128,000 |
Operating expenses: | |||
Sales and marketing | 216,670,000 | 171,526,000 | 85,652,000 |
Origination and servicing | 74,760,000 | 61,335,000 | 37,326,000 |
Engineering and product development | 115,357,000 | 77,062,000 | 38,518,000 |
Other general and administrative | 207,172,000 | 122,182,000 | 81,136,000 |
Goodwill impairment | 37,050,000 | 0 | 0 |
Total operating expenses | 651,009,000 | 432,105,000 | 242,632,000 |
Loss before income tax expense | (150,197,000) | (2,162,000) | (31,504,000) |
Income tax (benefit) expense | (4,228,000) | 2,833,000 | 1,390,000 |
Net loss | $ (145,969,000) | $ (4,995,000) | $ (32,894,000) |
Basic net loss per share attributable to common stockholders ($ per share) | $ (0.38) | $ (0.01) | $ (0.44) |
Diluted net loss per share attributable to common stockholders ($ per share) | $ (0.38) | $ (0.01) | $ (0.44) |
Weighted-average common shares - Basic (shares) | 387,762,072 | 374,872,118 | 75,573,742 |
Weighted-average common shares - Diluted (shares) | 387,762,072 | 374,872,118 | 75,573,742 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Statement of Comprehensive Income [Abstract] | |||
Net loss | $ (145,969) | $ (4,995) | $ (32,894) |
Change in net unrealized loss on securities available for sale | 1,515 | (1,671) | 0 |
Other comprehensive income (loss), before tax | 1,515 | (1,671) | 0 |
Income tax effect | 611 | 0 | 0 |
Other comprehensive income (loss), net of tax | 904 | (1,671) | 0 |
Comprehensive loss | $ (145,065) | $ (6,666) | $ (32,894) |
Consolidated Statements of Chan
Consolidated Statements of Changes in Stockholders' Equity - USD ($) $ in Thousands | Total | Convertible Preferred Stock | Common Stock | Additional Paid-in Capital | Treasury Stock | Accumulated Other Comprehensive Income | Accumulated Deficit |
Beginning Balances (in shares) at Dec. 31, 2013 | 240,194,788 | 54,986,640 | 0 | ||||
Beginning Balances at Dec. 31, 2013 | $ 68,094 | $ 103,244 | $ 138 | $ 15,041 | $ 0 | $ 0 | $ (50,329) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Exercise of warrants to purchase Series A convertible preferred stock (in shares) | 572,161 | ||||||
Exercise of warrants to purchase Series A convertible preferred stock | 66 | $ 66 | |||||
Exercise of warrants to purchase common stock (in shares) | 1,818,174 | ||||||
Exercise of warrants to purchase common stock | 512 | $ 18 | 494 | ||||
Stock-based compensation and related tax effects | 39,024 | $ 9,176 | 29,848 | ||||
Issuance of Series F convertible preferred stock for cash, net of issuance costs (in shares) | 6,390,556 | ||||||
Issuance of Series F convertible preferred stock for cash, net of issuance costs | 64,803 | $ 64,803 | |||||
Issuance of Series F convertible preferred stock for the acquisition of Springstone (in shares) | 2,443,930 | ||||||
Issuance of Series F convertible preferred stock for the acquisition of Springstone | 2,762 | $ 2,762 | |||||
Stock option exercises and other (in shares) | 6,037,667 | ||||||
Stock option exercises and other | 3,564 | $ 60 | 3,504 | ||||
Issuance of common stock upon initial public offering, net of offering costs (in shares) | 59,000,000 | ||||||
Issuance of common stock upon initial public offering, net of offering costs | 827,680 | $ 590 | 827,090 | ||||
Conversion of preferred stock to common stock upon initial public offering | 0 | $ (180,051) | $ 2,496 | 177,555 | |||
Conversion of preferred stock to common stock upon initial public offering (in shares) | (249,601,435) | 249,601,435 | |||||
Early exercise liability related to unvested stock options | (392) | (392) | |||||
Par value adjustment for stock splits | 0 | $ 412 | (412) | ||||
Net loss | (32,894) | (32,894) | |||||
Ending Balances (in shares) at Dec. 31, 2014 | 0 | 371,443,916 | 0 | ||||
Ending Balances at Dec. 31, 2014 | 973,219 | $ 0 | $ 3,714 | 1,052,728 | $ 0 | 0 | (83,223) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Stock-based compensation and related tax effects | 56,005 | $ 0 | 56,005 | ||||
Stock option exercises and other (in shares) | 7,862,705 | ||||||
Stock option exercises and other | 13,473 | $ 79 | 13,394 | ||||
ESPP purchase shares (in shares) | 410,009 | ||||||
ESPP purchase shares | 5,091 | $ 4 | 5,087 | ||||
Net unrealized gain on available for sale securities, net of tax | (1,671) | (1,671) | |||||
Excess tax benefit from share-based award activity | 738 | 738 | |||||
Net loss | (4,995) | (4,995) | |||||
Ending Balances (in shares) at Dec. 31, 2015 | 0 | 379,716,630 | 0 | ||||
Ending Balances at Dec. 31, 2015 | 1,041,860 | $ 0 | $ 3,797 | 1,127,952 | $ 0 | (1,671) | (88,218) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Stock-based compensation and related tax effects | $ 79,803 | $ 0 | 79,803 | ||||
Stock option exercises and other (in shares) | 15,102,640 | 19,037,329 | |||||
Stock option exercises and other | $ 13,589 | $ 191 | 13,398 | ||||
Treasury stock (shares) | (2,282,700) | 2,282,700 | |||||
Treasury stock | (19,485) | $ (19,485) | |||||
ESPP purchase shares (in shares) | 1,508,513 | ||||||
ESPP purchase shares | 5,244 | $ 15 | 5,229 | ||||
Net unrealized gain on available for sale securities, net of tax | 904 | 904 | |||||
Excess tax benefit from share-based award activity | (176) | (176) | |||||
Net loss | (145,969) | (145,969) | |||||
Ending Balances (in shares) at Dec. 31, 2016 | 0 | 397,979,772 | 2,282,700 | ||||
Ending Balances at Dec. 31, 2016 | $ 975,770 | $ 0 | $ 4,003 | $ 1,226,206 | $ (19,485) | $ (767) | $ (234,187) |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Cash Flows from Operating Activities: | |||
Net loss | $ (145,969,000) | $ (4,995,000) | $ (32,894,000) |
Adjustments to reconcile net loss to net cash provided by operating activities: | |||
Net fair value adjustments of loans, loans held for sale, notes and certificates | 2,949,000 | (14,000) | 122,000 |
Change in fair value of loan servicing liabilities | (4,498,000) | (5,194,000) | 3,037,000 |
Change in fair value of loan servicing assets | 5,403,000 | 3,803,000 | (1,647,000) |
Stock-based compensation, net | 69,244,000 | 51,222,000 | 37,150,000 |
Excess tax benefit from share-based awards | 176,000 | (738,000) | 0 |
Goodwill impairment | 37,050,000 | 0 | 0 |
Depreciation and amortization | 29,882,000 | 21,578,000 | 10,258,000 |
(Gain) Loss on sales of loans | (13,175,000) | (4,885,000) | 3,569,000 |
Other, net | 537,000 | (129,000) | 198,000 |
Loss on disposal of property, equipment and software | 1,254,000 | 790,000 | 553,000 |
Purchase of loans held for sale | (4,742,538,000) | (3,358,611,000) | (1,733,614,000) |
Principal payments received on loans held for sale | 4,380,000 | 0 | 0 |
Proceeds from sales of whole loans | 4,731,831,000 | 3,358,611,000 | 1,730,045,000 |
Net change in operating assets and liabilities: | |||
Accrued interest receivable | (2,218,000) | (13,819,000) | (8,287,000) |
Other assets | (10,140,000) | (15,857,000) | 13,270,000 |
Due from related parties | 179,000 | (188,000) | (112,000) |
Accounts payable | 5,582,000 | (598,000) | 2,357,000 |
Accrued interest payable | 3,330,000 | 13,280,000 | 9,223,000 |
Accrued expenses and other liabilities | 27,286,000 | 30,485,000 | 16,692,000 |
Net cash provided by operating activities | 545,000 | 74,741,000 | 49,920,000 |
Cash Flows from Investing Activities: | |||
Purchase of loans | (2,732,669,000) | (3,865,565,000) | (2,156,382,000) |
Principal payments received on loans | 2,393,354,000 | 1,804,719,000 | 1,054,357,000 |
Proceeds from recoveries and sales of charged-off loans | 37,277,000 | 26,256,000 | 7,960,000 |
Proceeds from sales of whole loans | 26,825,000 | 0 | 0 |
Purchases of securities available for sale | (75,983,000) | (419,173,000) | 0 |
Proceeds from sales, maturities, redemptions and paydowns of securities available for sale | 87,158,000 | 120,420,000 | 0 |
Payments for business acquisition, net of cash acquired | 0 | 0 | (109,464,000) |
Payments for business acquisition, net of cash acquired | (10,000,000) | 0 | 0 |
Net change in restricted cash | (97,077,000) | (33,970,000) | (32,974,000) |
Purchases of property, equipment and software, net | (51,842,000) | (39,387,000) | (20,572,000) |
Net cash used for investing activities | (422,957,000) | (2,406,700,000) | (1,257,075,000) |
Cash Flows from Financing Activities: | |||
Change in payable to investors | 52,722,000 | 34,421,000 | 34,308,000 |
Proceeds from issuance of notes and certificates | 2,681,109,000 | 3,861,995,000 | 2,156,019,000 |
Proceeds from secured borrowings | 22,274,000 | 0 | 0 |
Repayments of secured borrowings | (22,274,000) | 0 | 0 |
Principal payments on and retirements of notes and certificates | (2,381,372,000) | (1,800,859,000) | (1,049,982,000) |
Payments on notes and certificates from recoveries/sales of related charged-off loans | (36,785,000) | (26,143,000) | (7,929,000) |
Proceeds from term loan, net of debt discount | 0 | 0 | 49,813,000 |
Payment for debt issuance costs | 0 | (1,296,000) | (1,218,000) |
Principal payment on term loan | 0 | 0 | (50,000,000) |
Repurchases of common stock | (19,485,000) | 0 | 0 |
Proceeds from initial public offering, net of offering costs | 0 | 0 | 827,680,000 |
Proceeds from exercise of warrants | 17,000 | 3,000 | 512,000 |
Proceeds from stock option exercises and other | 13,209,000 | 11,670,000 | 3,564,000 |
Excess tax benefit from share-based awards | (176,000) | 738,000 | 0 |
Proceeds from issuance of common stock for ESPP | 5,244,000 | 5,091,000 | 0 |
Other financing activities | 0 | 90,000 | 0 |
Net cash provided by financing activities | 314,483,000 | 2,085,710,000 | 2,027,636,000 |
Net (Decrease) Increase in Cash and Cash Equivalents | (107,929,000) | (246,249,000) | 820,481,000 |
Cash and Cash Equivalents, Beginning of Period | 623,531,000 | 869,780,000 | 49,299,000 |
Cash and Cash Equivalents, End of Period | 515,602,000 | 623,531,000 | 869,780,000 |
Supplemental Cash Flow Information: | |||
Cash paid for interest | 684,775,000 | 536,448,000 | 345,919,000 |
Accruals for property, equipment and software | 1,089,000 | 2,975,000 | 832,000 |
Transfer of whole loans to redeem certificates | 3,862,000 | 0 | 0 |
Issuance of Series F convertible preferred stock | 0 | 0 | 2,762,000 |
Conversion of preferred stock to common stock | 0 | 0 | 180,051,000 |
Accrual of prepaid offering costs | 0 | 0 | 2,688,000 |
Series F Convertible Preferred Stock | |||
Cash Flows from Financing Activities: | |||
Proceeds from issuance of Series F convertible preferred stock, net of issuance costs | 0 | 0 | 64,803,000 |
Series A and B Preferred Stock | |||
Cash Flows from Financing Activities: | |||
Proceeds from exercise of warrants | $ 0 | $ 0 | $ 66,000 |
Basis of Presentation
Basis of Presentation | 12 Months Ended |
Dec. 31, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | Basis of Presentation LendingClub Corporation (Lending Club) is an online marketplace connecting borrowers and investors. LC Advisors, LLC (LCA), is a registered investment advisor with the Securities and Exchange Commission (SEC) and wholly-owned subsidiary of Lending Club that acts as the general partner for certain private funds and advisor to separately managed accounts (SMAs) and a fund of which its wholly-owned subsidiary RV MP Fund GP, LLC, is the general partner. Springstone Financial, LLC (Springstone), is a wholly-owned subsidiary of Lending Club that facilitates education and patient finance loans. LC Trust I (the Trust) is an independent Delaware business trust that acquires loans from Lending Club and holds them for the sole benefit of certain investors that have purchased a trust certificate (Certificate) issued by the Trust and that are related to specific underlying loans for the benefit of the investor. The accompanying consolidated financial statements include Lending Club, its subsidiaries (collectively referred to as the Company, we, or us) and the Trust. All intercompany balances and transactions have been eliminated. These consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (GAAP) for financial information necessary for the fair statement of the results and financial position for the periods presented. These accounting principles require management to make certain estimates and assumptions that affect the amounts in the accompanying financial statements. Actual results may differ from those estimates. Although the Company's overall business model remains premised on the Company not using its balance sheet and not assuming credit risk for loans facilitated through our marketplace, the Company may use its capital to support contractual obligations, such as purchasing loans that Springstone facilitates and that are originated by an issuing bank partner but do not meet the credit criteria for purchase by the issuing bank partner (Pool B loans) and repurchase obligations, regulatory commitments (direct mail), short-term marketplace equilibrium, customer accommodations, or other needs. The Company's use of its capital on the platform from time to time has been, and will be, on terms that are substantially similar to other investors. Additionally, the Company may use its capital to invest in loans associated with the testing or initial launch of new or alternative loan terms, programs or channels to establish a track record of performance prior to facilitating third-party investments in these loans. With the announcement of the initial results of the internal board review on May 9, 2016 and additional findings disclosed on June 28, 2016, many investors paused or reduced their investment activity. The Company has been focused on working with these investors to resume their investment activity and on bringing new investors to the platform. During the second and third quarters of 2016, the Company offered incentives to investors in exchange for investment activity. The Company has not offered incentives to investors for investments in loans since September 2016. The Company may enter into strategic arrangements, for example, agreements that involve larger or more long-term forms of committed capital. The Company believes, based on its projections and ability to reduce loan volume if needed, that its cash on hand, funds available from its line of credit, and its cash flow from operations are sufficient to meet its liquidity needs for the next twelve months. On April 17, 2014, Lending Club acquired all the outstanding limited liability company interests of Springstone. The Company’s consolidated financial statements include Springstone’s results of operations, statement of financial position, and statement of cash flows from this date (see “ Note 20. Springstone Acquisition ”). On December 11, 2014, the Company completed its initial public offering (IPO) and registered 66,700,000 shares of common stock at $15.00 per share for an aggregate offering price of approximately $1.0 billion . |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2016 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies Revenue Recognition Transaction Fees: Transaction fees are paid by issuing banks or patient service providers to Lending Club for the work Lending Club performs through its platform and Springstone’s platform in facilitating loans for its issuing bank partners. These fees are recognized as a component of net operating revenue at the time of loan issuance. Factors affecting the amount of fees paid to the issuing bank by the borrower and from the bank to the Company include initial loan amount, term, credit quality, and other factors. The Company records transaction fee revenue net of program fees paid to WebBank. See “ Loan Trailing Fee Liability ” below for further discussion. Commencing with the origination fee increase announced in March 2016, in the event a borrower prepays a loan in full before maturity, the Company assumes the issuing bank partner's obligation under Utah law to refund the pro-rated amount of the fee received by the bank in excess of 5%. Additionally, the Company may provide refunds to patient finance borrowers when the borrower cancels the loan under certain conditions. Since Lending Club can estimate refunds based on loan cancellation or prepayment experience, the Company also records transaction fee revenue net of estimated refunds at the time of loan issuance. Servicing Fees: Note investors, certain certificate holders and whole loan purchasers typically pay Lending Club a servicing fee on each payment received from a borrower or on the investors’ month-end principal balance of loans serviced. The servicing fee compensates the Company for managing payments from borrowers and payments to investors and maintaining investors’ account portfolios. The Company records servicing fees as a component of net operating revenue when received. Servicing fees can be, and have been, modified or waived at management’s discretion. Servicing fees also include the change in fair value of loan servicing assets and liabilities. Management Fees : Qualified investors can invest in investment funds managed by LCA. LCA charges limited partners in the investment 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 SMAs, payable monthly in arrears, based on the month-end balances in the SMA accounts. Management fees are a component of net operating 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 (Expense) : Other revenue (expense) consists primarily of gains and losses on sales of whole loans, incentives that were offered to purchasers of whole loans in the second and third quarters of 2016, and referral revenue earned from partner companies when customers referred by Lending Club complete specified actions with them. Whole Loan Sales Under loan sale agreements, the Company sells all of its right, title and interest in certain loans. At the time of such sales, the Company simultaneously enters into loan servicing agreements under which it acquires the right to service the loans. The Company calculates a gain or loss on the whole loan sale, including the acquisition of loan servicing rights, based on the net proceeds from the whole loan sale, minus the net investment in the loans being sold. Additionally, as needed, the Company will record a liability for significant estimated post-sale obligations or contingent obligations to the purchasers of the whole loans in “Accrued expenses and other liabilities” in the consolidated balance sheets. The Company elected the fair value option for whole loans acquired that are designated to be sold. All transaction fees and all direct costs incurred in the origination process are recognized in earnings as earned or incurred and are not deferred. Transaction fees for whole loans sold are included in “Transaction fees” and direct loan origination costs are included in “Origination and servicing” operating expense in the consolidated statements of operations. Gains and losses from whole loan sales are recorded in “Other revenue (expense)” in the consolidated statements of operations. Net Income (Loss) Per Share Earnings (loss) per share (EPS) is the amount of net income (loss) available to each share of common stock outstanding during the reporting period. Diluted EPS is the amount of net income (loss) 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 are excluded from the computation of diluted EPS in periods in which the effect would be antidilutive. Potentially dilutive common shares include incremental shares issued for stock options and warrants to purchase common stock. The Company calculates diluted EPS using the treasury stock method. Under the treasury stock method, options and warrants are assumed to be exercised at the beginning of the period (or at the time of issuance, if later), and as if funds obtained thereby were used to purchase common stock at the average market price during the period. Cash and Cash Equivalents Cash and cash equivalents include the Company’s unrestricted deposits with financial institutions in checking, money market and short-term certificate of deposit accounts. The Company considers 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 checking, money market and certificate of deposit accounts that are: (i) pledged to or held in escrow by the Company’s correspondent banks as security for transactions processed on or related to Lending Club’s platform or activities by certain investors; (ii) pledged through a credit support agreement with a certificate holder; (iii) held in a Rabbi Trust through a grantor trust agreement to satisfy obligations to participants under the Company's 2016 Cash Retention Bonus Plan (Cash Retention Plan). See “ Note 15. Employee Incentive and Retirement Plans” for additional information; or (iv) received from investors but not yet applied to their accounts on the platform and transferred to segregated bank accounts that hold investors’ funds. Investor cash balances (excluding transactions-in-process) are held in segregated bank or custodial accounts and are not commingled with the Company’s monies or held on the Company’s consolidated balance sheet. Securities Available for Sale Securities available for sale are recorded at fair value and unrealized gains and losses are reported, net of taxes, in accumulated other comprehensive income (loss) included in stockholders’ equity unless management determines that a security is other-than-temporarily impaired (OTTI). Realized gains and losses from sales of securities available for sale are determined on a specific identification basis and are included in other revenue (expense). Purchases and sales of securities available for sale are recorded on the trade date. Management evaluates whether securities available for sale are OTTI on a quarterly basis. Debt securities with unrealized losses are considered OTTI if the Company intends to sell the security or if it is more likely than not that it will be required to sell such security before any anticipated recovery. If management determines that a security is OTTI under these circumstances, the impairment recognized in earnings is measured as the entire difference between the amortized cost and then-current fair value. A security is also OTTI if management does not expect to recover all of the amortized cost of the security. In this circumstance, the impairment recognized in earnings represents estimated credit loss, and is measured by the difference between the present value of expected cash flows and the amortized cost of the security. Management utilizes cash flow models to estimate the expected future cash flow from the securities to estimate the credit loss when necessary. Expected cash flows are discounted using the security’s effective interest rate. The evaluation of whether the Company expects to recover the amortized cost of a security is inherently judgmental. The evaluation includes the assessment of several security performance indicators, including the magnitude and duration of the unrealized loss and whether the Company has received all scheduled principal and interest payments. There were no impairment charges recognized during 2016 or 2015. Loans, Notes and Certificates at Fair Value The Company has elected fair value accounting for loans and related notes and the Certificates. The fair value election for these loans, notes and certificates results in symmetrical accounting in that changes in the fair value of loans are generally offset by equal changes in the fair values of notes and certificates, given the payment dependent structure of the notes and certificates. Changes in the fair value of loans, notes and certificates are recorded in fair value adjustments in the statement of operations in the period of the fair value changes. The Company places loans on non-accrual status at 120 days past due. The Company charges off loans no later than 150 days past due, or earlier in the event of notification of borrower bankruptcy. Loans Held for Sale at Fair Value Loans held by the Company with the intent to sell are recognized on the balance sheet as loans held for sale. Loans held for sale are measured at fair value. The fair value methodology for the measurement of loans held for sale is consistent with that of loans not classified as held for sale. The fair value adjustments related to loans held for sale are recorded in the period of the fair value changes. Servicing Assets and Liabilities at Fair Value The Company records servicing assets and liabilities at their estimated fair values when it sells whole loans to unrelated third-party whole loan buyers or when the servicing contract commences. The gain or loss on a loan sale is recorded in other revenue (expense) in the consolidated statements of operations while the component of the gain or loss that is based on the degree to which the loan servicing fee is above or below an estimated market rate loan servicing fee is recorded as an offset in servicing assets or liabilities. Servicing assets and liabilities are recorded in “Other assets” and “Accrued expenses and other liabilities,” respectively, on the consolidated balance sheets. The Company uses the fair value measurement method to account for changes in servicing assets and liabilities. As such, changes in the fair value of servicing assets and liabilities are reported in “Servicing fees” in the consolidated statements of operations in the period in which the changes occur. Loan Trailing Fee Liability In February 2016, the Company revised the agreement with its primary issuing bank partner to include an additional program fee (Loan Trailing Fee). The Loan Trailing Fee is dependent on the amount and timing of principal and interest payments made by borrowers of the underlying loans, and gives the issuing bank an ongoing financial interest in the performance of the loans it originates. This fee is paid by the Company to the issuing bank partner over the term of the respective loans and is a function of the principal and interest payments. In the event that principal and interest payments are not made, the Company is not required to make this Loan Trailing Fee payment. The Loan Trailing Fee is recorded initially at fair value with subsequent changes to this liability netted against transaction fees on the Company's consolidated statement of operations. The fair value of the Loan Trailing Fee represents the present value of the expected monthly Loan Trailing Fee, which considers assumptions of expected prepayment rates and future credit losses. Fair Value of Assets and Liabilities The Company uses fair value measurement to record loans, notes, certificates and servicing assets and liabilities at fair value on a recurring basis. 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. The fair value hierarchy includes the following three-level classification, which is based on the market observability of the inputs used for estimating the fair value of the assets or liabilities being measured: 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 — Inputs that are unobservable in the market but reflective of the types of assumptions 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. The Company utilizes discounted cash flow valuation techniques based on its estimate of future cash flows that are expected to occur over the life of a financial instrument. Unobservable inputs are considered significant if, by their exclusion, the estimated fair value of a 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. Loans and related notes and certificates, and loans held for sale are measured at estimated fair value using a discounted cash flow valuation methodology. The fair valuation methodology considers projected prepayments and uses the historical actual defaults, losses and recoveries on our loans to project future losses and net cash flows on loans. Loan servicing assets and liabilities are measured at estimated fair value using a discounted cash flow valuation methodology. The cash flows in the valuation model represent the difference between the contractual servicing fees charged to whole loan buyers and an estimated market servicing fee. Since contractual servicing fees are generally based on the monthly unpaid principal balance of the underlying loans, the expected cash flows in the model incorporate estimates of net losses and prepayments. Securities Available for Sale The Company uses quoted prices in active markets to measure the fair value of securities available for sale, when available. When utilizing market data and bid-ask spreads, the Company uses the price within the bid-ask spread that best represents fair value. When quoted prices do not exist, the Company uses prices obtained from independent third-party pricing services to measure the fair value of securities available for sale. The Company’s primary independent pricing service provides prices based on observable trades and discounted cash flows that incorporate observable information, such as yields for similar types of securities (a benchmark interest rate plus observable spreads) and weighted-average maturity for the same or similar securities. The Company compares the prices obtained from its primary independent pricing service to the prices obtained from the additional independent pricing services to determine if the price obtained from the primary independent pricing service is reasonable. The Company does not adjust the prices received from independent third-party pricing services unless such prices are inconsistent with the definition of fair value and result in a material difference in the recorded amounts. Financial Instruments Not Recorded at Fair Value Financial instruments not recorded at fair value on a recurring basis include cash and cash equivalents, restricted cash, accrued interest receivable, deposits, accrued interest payable, accounts payable and payables to investors. These assets and liabilities are recorded at historical cost. Given the short-term nature of these instruments, the Company considers the amortized cost to approximate their fair values. Accrued Interest Accrued interest income on loans is calculated based on the contractual interest rate of the loan and recorded as interest income as earned. Loans are placed on non-accrual status upon reaching 120 days past due. When a loan is placed on non-accrual status, the Company stops accruing interest and reverses all accrued but unpaid interest as of such date. Accrued interest payable on notes and certificates is also reduced when the corresponding loan is placed on non-accrual status, due to the payment dependent structure of the notes and certificates. Property, Equipment and Software, net Property, equipment and software consists of internally developed and purchased software, computer equipment, leasehold improvements, furniture and fixtures and construction in process, which are recorded at cost, less accumulated depreciation and amortization. Computer equipment, purchased software and furniture and fixtures are depreciated or amortized on a straight line basis over three to five years . Leasehold improvements are amortized over the shorter of the lease term excluding renewal periods or the estimated useful life. Internally developed software is amortized on a straight line basis over the project’s estimated useful life, generally three years . Internally developed software is 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. Capitalized 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. The Company evaluates potential impairments of its property, equipment and software 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 the Company’s overall business and significant negative industry or economic trends. The determination of recoverability of these assets is based on whether an estimate of undiscounted future cash flows resulting from the use of the asset and its eventual disposition exceed the net book value of the asset. If the asset is not recoverable, measurement of an impairment loss 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. Consolidation of Variable Interest Entities A variable interest entity (VIE) is a legal entity that does not have sufficient equity at risk to finance its own operations, whose equity holders do not have the power to direct the activities most significantly affecting the economic outcome of those activities, or whose equity holders do not share proportionately in the losses or receive the residual returns of the entity. The determination of whether an entity is a VIE requires a significant amount of judgment. When the Company has a controlling financial interest in a VIE, it must consolidate the results of the VIE’s operations into its consolidated financial statements. A controlling financial interest exists if the Company has both the power to direct the VIE’s activities that most significantly affect the VIE’s economic performance (power) and the obligation to absorb losses or receive benefits that could be potentially significant to the VIE (economics). LC Trust I The Company has determined that the Trust is a VIE and that the Company has a controlling financial interest in the Trust and therefore must consolidate the Trust in its consolidated financial statements. The Company established the Trust in February 2011 and funded it with a nominal residual investment. The Company is the only residual investor in the Trust. The purpose of the Trust is to acquire and hold loans for the benefit of investors who have invested in certificates issued by the Trust. The Trust conducts no other business other than purchasing and retaining loans or portions thereof for the benefit of the investment funds and their underlying limited partners. The Trust holds loans, none of which are financed by the Company. The cash flows from the loans held by the Trust are used to repay obligations under the certificates. The Trust’s assets and liabilities were reflected in the Company's consolidated financial statements at December 31, 2016 and 2015 . In connection with the formation of the investment funds, it was determined that in order to achieve success in raising investment capital, the assets to be invested in by the investment funds must be held by an entity that was separate and distinct from the Company (i.e. bankruptcy remote) in order to reduce this risk and uncertainty. In the event of the Company's insolvency, it is anticipated that the assets of the Trust would not become part of the bankruptcy estate, but that outcome is uncertain. The Company's capital contributions, which are the only equity investments in the Trust, are insufficient to allow the Trust to finance the purchase of a significant amount of loans without the issuance of certificates to investors. Therefore, the Trust’s capitalization level qualifies the Trust as a VIE. The Company has a financial interest in the Trust because of its right to returns related to servicing fee revenue from the Trust, its right to reimbursement for expenses, and its obligation to repurchase loans from the Trust in certain instances. Additionally, the Company performs or directs activities that significantly affect the Trust’s economic performance through or by (i) operation of the platform that enables borrowers to apply for loans purchased by the Trust; (ii) credit underwriting and servicing of loans purchased by the Trust; (iii) LCA's selection of the loans that are purchased by the Trust on behalf of advised Certificate holders; and (iv) LCA’s role to source investors that ultimately purchase limited partnership interests in a fund or Certificates, both of which supply the funds for the Trust to purchase loans. Collectively, the activities described above allow the Company to fund more loans than would be the case without the existence of the Trust, to collect the related loan transaction fees and for LCA to collect the management fees on the investors’ capital used to purchase certificates. Accordingly, the Company is deemed to have power to direct activities most significant to the Trust and economic interest in the activities because of loan funding and transaction and management fees. Therefore, the Company concluded that it is the primary beneficiary of the Trust and consolidated the Trust’s operations in its consolidated financial statements. Investment In Cirrix Capital On April 1, 2016, the Company closed its $10.0 million investment, for an approximate ownership interest of 15% in Cirrix Capital (Investment Fund), a holding company to a family of funds that purchases loans and interests in loans from the Company. Per the partnership agreement, the family of funds can invest up to 20% of their assets outside of whole loans and interests in whole loans facilitated by the Company. At December 31, 2016 , 100% of the family of funds' assets were comprised of whole loans and interests in loans facilitated by Lending Club's platform. At the time the Company made its investment, the Company's then Chief Executive Officer (former CEO) and a board member (together, the Related Party Investors) also had limited partnership interests in the Investment Fund. As of June 30, 2016, the end of the period in which the Company's former CEO resigned, the Related Party Investors and the Company had an aggregate ownership of approximately 29% in the Investment Fund. As of December 31, 2016 , the Company and a board member had an aggregate ownership interest of approximately 27% in the Investment Fund. The Company's investment is deemed to be a variable interest in the Investment Fund because of the limited partnership interest shares in the expected returns and losses of the Investment Fund. The expected returns and losses of the Investment Fund result from the net returns of the family of funds owned by the Investment Fund, which are derived from interest income earned from loans and interests in whole loans that are purchased by the family of funds, which are owned by the Investment Fund. Such loans and interests in loans were facilitated by the Company. Additionally, the Investment Fund is considered a VIE. The Investment Fund passes the credit risk to the limited partners. The Company did not design the Investment Fund’s investment strategy and cannot require the Investment Fund to purchase loans. Additionally, the Company reviewed whether it collectively, with the board member's investment, had power to control the Investment Fund and concluded that it did not based on the unilateral ability of the general partner to exercise power over the limited partnership and the inability of the limited partners to remove the general partner. The Company is not the primary beneficiary of the Investment Fund because the Company does not have the power to direct the activities that most significantly affect the Investment Fund’s economic performance. As a result, the Company does not consolidate the operations of the Investment Fund in the financial statements of the Company. The Company accounts for this investment under the equity method of accounting, which approximates its maximum exposure to loss as a result of its involvement in the Investment Fund. At December 31, 2016 , the Company's investment was $10.1 million , which is recognized in other assets on the consolidated balance sheet. See “ Note 19. Related Party Transactions ” for additional information. Separately, the Company is subject to a credit support agreement that requires it to pledge and restrict cash in support of its contingent obligation to reimburse the Investment Fund for net credit losses on loans underlying the interests in whole loans that are in excess of a specified, aggregate net loss threshold. As of December 31, 2016, $3.4 million was pledged and restricted to support this contingent obligation. This credit support agreement is deemed to be a variable interest in the Investment Fund because it exposes the Company to potential credit losses on the underlying interests in loans purchased by the Investment Fund. The board member and the Company are excluded from receiving any benefits, if provided, from this credit support agreement. As of December 31, 2016 , the Company has not been required to nor does it anticipate recording losses under this agreement. The Company's maximum exposure to loss under this credit support agreement was limited to $6.0 million and $34.4 million at December 31, 2016 and 2015 , respectively. LCA Managed or Advised Private Funds In conjunction with the adoption of a new accounting standard that amends accounting for consolidations effective January 1, 2016, the Company reviewed its relationship with the private funds managed or advised by LCA and concluded that it does not have a variable interest in the private funds. As of December 31, 2016 , the Company does not hold any investments in the private funds. Certain of the Company's related parties have investments in the private funds, as discussed in “ Note 19. Related Party Transactions .” The Company charges the limited partners in the private funds a management fee based on their account balance at month end for services performed as the general manager, including fund administration, and audit, accounting and tax preparation services. Accordingly, the Company's fee arrangements contain only terms, conditions, or amounts that are customarily present in arrangements for similar services negotiated at arm’s length. These fees are solely compensation for services provided and are commensurate with the level of effort required to provide those services. The Company does not have other interests in the private funds and therefore does not have a variable interest in the private funds. Management regularly reviews and reconsiders its previous conclusions regarding whether it holds a variable interest in potential VIEs, the status of an entity as a VIE, and whether the Company is required to consolidate such VIEs in the consolidated financial statements. Loan Servicing Rights As a result of the nature of servicing rights on the sale of loans, the Company is a variable interest holder in certain entities that purchase these loans. For all of these entities, the Company either does not have the power to direct the activities that most significantly affect the VIE's economic performance or does not have a potentially significant economic interest in the VIE. In no case is the Company the primary beneficiary, and as a result, these entities are not consolidated in the Company's consolidated financial statements. Goodwill and Intangible Assets Goodwill represents the fair value of acquired businesses in excess of the aggregate fair value of the identified net assets acquired. Goodwill is not amortized but is tested for impairment annually or whenever indications of impairment exist. Our annual impairment testing date is April 1. Impairment exists whenever the carrying value of goodwill exceeds its implied fair value. Adverse changes in impairment indicators such as loss of key personnel, increase regulatory oversight, or unplanned changes in our operations could result in impairment. The Company recorded a goodwill impairment charge of $37.1 million for the year ended December 31, 2016 related to the education and patient finance reporting unit. See “ Note 9. Intangible Assets and Goodwill ” for a further description of this impairment. If the performance of the education and patient finance reporting unit fails to meet current expectations, it is possible that the carrying value of this reporting unit, even after the current impairment charge, will exceed its fair value, which could result in further recognition of a noncash impairment of goodwill that could be material. There were no goodwill impairment charges for the years ended December 31, 2015 or 2014 . The Company can elect to qualitatively assess goodwill for impairment if it is more likely than not that the fair value of a reporting unit (generally defined as a component of a business for which financial information is available and reviewed regularly by management) exceeds its carrying value. A qualitative assessment may consider macroeconomic and other industry-specific factors, such as trends in short-term and long-term interest rates and the ability to access capital or company-specific factors, such as market capitalization in excess of net assets, trends in revenue generating activities and merger or acquisition activity. If the Company does not qualitatively assess goodwill it compares a reporting unit’s estimated fair value to its carrying value. Estimated fair value of a reporting unit is generally established using an income approach based on a discounted cash flow model or a market approach, which compares each reporting unit to comparable companies in their respective industries. Intangible assets are amortized over their useful lives in a manner that best reflects their economic benefit, which may include straight-line or accelerated methods of amortization. Intangible assets are reviewed for impairment quarterly and whenever events or changes in circumstances indicate that the carrying amount of such assets may not be recoverable. The Company does not have indefinite-lived intangible assets. Debt The Company has elected to record certain costs directly related to its secured revolving credit facility as an asset included in other assets on the Company’s consolidated balance sheets. These c |
Net Loss Per Share
Net Loss Per Share | 12 Months Ended |
Dec. 31, 2016 | |
Earnings Per Share [Abstract] | |
Net Loss Per Share | Net Loss Per Share The following table details the computation of the Company’s basic and diluted net loss per share: Year Ended December 31, 2016 2015 2014 Net loss $ (145,969 ) $ (4,995 ) $ (32,894 ) Weighted average common shares – Basic 387,762,072 374,872,118 75,573,742 Weighted average common shares – Diluted 387,762,072 374,872,118 75,573,742 Net loss per share: Basic $ (0.38 ) $ (0.01 ) $ (0.44 ) Diluted $ (0.38 ) $ (0.01 ) $ (0.44 ) |
Securities Available for Sale
Securities Available for Sale | 12 Months Ended |
Dec. 31, 2016 | |
Investments, Debt and Equity Securities [Abstract] | |
Securities Available for Sale | Securities Available for Sale The Company began purchasing securities available for sale during the second quarter of 2015. The amortized cost, gross unrealized gains and losses, and fair value of securities available for sale as of December 31, 2016 and 2015 , were as follows: December 31, 2016 Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Fair Value Corporate debt securities $ 181,359 $ 63 $ (199 ) $ 181,223 Certificates of deposit 27,501 — — 27,501 Asset-backed securities 25,369 4 (9 ) 25,364 Commercial paper 20,164 — — 20,164 U.S. agency securities 19,602 21 — 19,623 U.S. Treasury securities 2,493 3 — 2,496 Other securities 10,805 — (39 ) 10,766 Total securities available for sale $ 287,293 $ 91 $ (247 ) $ 287,137 December 31, 2015 Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Fair Value Corporate debt securities $ 217,243 $ 2 $ (1,494 ) $ 215,751 Asset-backed securities 54,543 — (134 ) 54,409 U.S. agency securities 16,602 1 (25 ) 16,578 U.S. Treasury securities 3,489 — (4 ) 3,485 Other securities 7,005 — (17 ) 6,988 Total securities available for sale $ 298,882 $ 3 $ (1,674 ) $ 297,211 A summary of securities available for sale with unrealized losses as of December 31, 2016 and 2015 , aggregated by period of continuous unrealized loss, is as follows: Less than 12 months 12 months or longer Total December 31, 2016 Fair Value Unrealized Losses Fair Value Unrealized Losses Fair Value Unrealized Losses Corporate debt securities $ 107,862 $ (185 ) $ 11,682 $ (14 ) $ 119,544 $ (199 ) Asset-backed securities 6,628 (8 ) 1,870 (1 ) 8,498 (9 ) Other securities 6,800 (3 ) 3,966 (36 ) 10,766 (39 ) Total securities with unrealized losses (1) $ 121,290 $ (196 ) $ 17,518 $ (51 ) $ 138,808 $ (247 ) Less than 12 months Total December 31, 2015 Fair Unrealized Fair Unrealized Fair Unrealized Corporate debt securities $ 212,018 $ (1,494 ) $ — $ — $ 212,018 $ (1,494 ) Asset-backed securities 54,409 (134 ) — — 54,409 (134 ) U.S. agency securities 14,578 (25 ) — — 14,578 (25 ) U.S. Treasury securities 3,485 (4 ) — — 3,485 (4 ) Other securities 6,988 (17 ) — — 6,988 (17 ) Total securities with unrealized losses (1) $ 291,478 $ (1,674 ) $ — $ — $ 291,478 $ (1,674 ) (1) The number of investment positions with unrealized losses at December 31, 2016 and 2015 totaled 72 and 141 , respectively. There were no impairment charges recognized during 2016 or 2015. The contractual maturities of securities available for sale at December 31, 2016 , were as follows: Within 1 year After 1 year through 5 years After 5 years through 10 years After 10 years Total Corporate debt securities $ 90,096 $ 91,127 $ — $ — $ 181,223 Certificates of deposit 27,501 — — — 27,501 Asset-backed securities 8,370 16,994 — — 25,364 Commercial paper 20,164 — — — 20,164 U.S. agency securities 19,623 — — — 19,623 U.S. Treasury securities — 2,496 — — 2,496 Other securities 6,800 3,966 — — 10,766 Total fair value $ 172,554 $ 114,583 $ — $ — $ 287,137 Total amortized cost $ 172,602 $ 114,691 $ — $ — $ 287,293 Proceeds and gross realized gains and losses from sales of securities available for sale were as follows: Year Ended December 31, 2016 2015 Proceeds $ 2,494 $ 120,420 Gross realized gains $ 2 $ 133 Gross realized losses $ — $ 4 |
Loans, Loans Held For Sale, Not
Loans, Loans Held For Sale, Notes and Certificates and Loan Servicing Rights | 12 Months Ended |
Dec. 31, 2016 | |
Fair Value Disclosures [Abstract] | |
Loans, Loans Held For Sale, Notes and Certificates and Loan Servicing Rights | Loans, Loans Held For Sale, Notes and Certificates and Loan Servicing Rights Loans, Loans Held For Sale, Notes and Certificates The Company sells loans and issues notes and the Trust issues certificates as a means to allow investors to invest in the associated loans. At December 31, 2016 and 2015 , loans, loans held for sale, notes and certificates measured at fair value on a recurring basis were as follows: Loans Loans Held For Sale Notes and Certificates December 31, 2016 2015 2016 2015 2016 2015 Aggregate principal balance outstanding $ 4,565,653 $ 4,681,671 $ 9,345 $ — $ 4,572,912 $ 4,697,169 Net fair value adjustments (253,669 ) (125,590 ) (297 ) — (252,017 ) (125,586 ) Fair value $ 4,311,984 $ 4,556,081 $ 9,048 $ — $ 4,320,895 $ 4,571,583 Loans invested in by the Company for which there was no associated note or certificate, had an aggregate principal balance outstanding of $27.9 million and a fair value of $25.9 million at December 31, 2016 . Loans invested in by the Company for which there was no associated note or certificate were immaterial at December 31, 2015 . The Company places all loans for all loan products that are contractually past due by 120 days or more on non-accrual status. At December 31, 2016 and 2015 , loans that were 90 days or more past due (including non-accrual loans) were as follows: December 31, 2016 December 31, 2015 > 90 days past due Non-accrual loans > 90 days past due Non-accrual loans Outstanding principal balance $ 45,718 $ 5,055 $ 30,094 $ 4,513 Net fair value adjustments (40,183 ) (4,392 ) (25,312 ) (3,722 ) Fair value $ 5,535 $ 663 $ 4,782 $ 791 # of loans (not in thousands) 4,041 483 2,606 382 Loan Servicing Rights At December 31, 2016 , loans underlying loan servicing rights had a total outstanding principal balance of $6.54 billion . At December 31, 2015 , loans underlying loan servicing rights had a total outstanding principal balance of $4.29 billion . |
Fair Value of Assets and Liabil
Fair Value of Assets and Liabilities | 12 Months Ended |
Dec. 31, 2016 | |
Fair Value Disclosures [Abstract] | |
Fair Value of Assets and Liabilities | Fair Value of Assets and Liabilities For a description of the fair value hierarchy and the Company’s fair value methodologies, see “Note 2. Summary of Significant Accounting Policies.” The Company records certain assets and liabilities at fair value as listed in the following tables. Financial Instruments Recorded at Fair Value The following tables present the fair value hierarchy for assets and liabilities measured at fair value: December 31, 2016 Level 1 Inputs Level 2 Inputs Level 3 Inputs Balance at Fair Value Assets: Loans $ — $ — $ 4,311,984 $ 4,311,984 Loans held for sale — — 9,048 9,048 Securities available for sale: Corporate debt securities — 181,223 — 181,223 Certificates of deposit — 27,501 — 27,501 Asset-backed securities — 25,364 — 25,364 Commercial paper — 20,164 — 20,164 U.S. agency securities — 19,623 — 19,623 U.S. Treasury securities — 2,496 — 2,496 Other securities — 10,766 — 10,766 Total securities available for sale — 287,137 — 287,137 Servicing assets — — 21,398 21,398 Total assets $ — $ 287,137 $ 4,342,430 $ 4,629,567 Liabilities: Notes and certificates $ — $ — $ 4,320,895 $ 4,320,895 Loan Trailing Fee liability — — 4,913 4,913 Servicing liabilities — — 2,846 2,846 Total liabilities $ — $ — $ 4,328,654 $ 4,328,654 December 31, 2015 Level 1 Inputs Level 2 Inputs Level 3 Inputs Balance at Fair Value Assets: Loans $ — $ — $ 4,556,081 $ 4,556,081 Securities available for sale: Corporate debt securities — 215,751 — 215,751 Asset-backed securities — 54,409 — 54,409 U.S. agency securities — 16,578 — 16,578 U.S. Treasury securities — 3,485 — 3,485 Other securities — 6,988 — 6,988 Total securities available for sale — 297,211 — 297,211 Servicing assets — — 10,250 10,250 Total assets $ — $ 297,211 $ 4,566,331 $ 4,863,542 Liabilities: Notes and certificates $ — $ — $ 4,571,583 $ 4,571,583 Servicing liabilities — — 3,973 3,973 Total liabilities $ — $ — $ 4,575,556 $ 4,575,556 As the Company’s loans and related notes and certificates, loans held for sale, loan servicing rights, and Loan Trailing Fee liability do not trade in an active market with readily observable prices, the Company uses significant unobservable inputs to measure the fair value of these assets and liabilities. Financial instruments are categorized in the valuation hierarchy based on the significance of unobservable factors in the overall fair value measurement. These fair value estimates may also include observable, actively quoted components derived from external sources. As a result, changes in fair value for assets and liabilities within the Level 2 or Level 3 categories may include changes in fair value that were attributable to both observable and unobservable inputs. The Company did not transfer any assets or liabilities in or out of Level 3 during the years ended December 31, 2016 or 2015 . Significant Unobservable Inputs The following tables present quantitative information about the significant unobservable inputs used for the Company’s Level 3 fair value measurements at December 31, 2016 and 2015 : December 31, 2016 Loans, Notes and Certificates Servicing Asset/Liability Loan Trailing Fee Liability Minimum Maximum Weighted Average Minimum Maximum Weighted Average Minimum Maximum Weighted Average Discount rates 1.2 % 16.6 % 7.2 % 3.4 % 15.1 % 7.8 % 3.4 % 15.0 % 7.7 % Net cumulative expected loss rates (1) 0.3 % 33.9 % 14.6 % 0.3 % 33.9 % 12.8 % 0.3 % 33.9 % 13.5 % Cumulative expected prepayment rates (1) 8.0 % 42.7 % 30.7 % 8.0 % 42.7 % 29.3 % 8.0 % 42.7 % 28.3 % Total market servicing rates (% per annum on outstanding principal balance) (2) N/A N/A N/A 0.63 % 0.90 % 0.63 % N/A N/A N/A December 31, 2015 Loans, Notes and Certificates Servicing Asset/Liability Loan Trailing Fee Liability Minimum Maximum Weighted Average Minimum Maximum Weighted Average Minimum Maximum Weighted Average Discount rates 2.9 % 17.5 % 9.0 % 3.5 % 16.3 % 9.4 % N/A N/A N/A Net cumulative expected loss rates (1) 0.3 % 22.0 % 9.9 % 0.3 % 22.0 % 8.8 % N/A N/A N/A Cumulative expected prepayment rates (1) 23.4 % 36.4 % 30.8 % 8.0 % 36.4 % 30.5 % N/A N/A N/A Total market servicing rates (% per annum on outstanding principal balance) (2) N/A N/A N/A 0.57 % 0.75 % 0.57 % N/A N/A N/A N/A Not applicable (1) Expressed as a percentage of the original principal balance of the loan, note or certificate. (2) Includes collection fees estimated to be paid to a hypothetical third-party servicer. At December 31, 2016 and 2015 , the discounted cash flow methodology used to estimate the note and certificates' fair values used the same projected net cash flows as their related loans. As demonstrated by the following tables below, the fair value adjustments for loans were largely offset by the fair value adjustments of the notes and certificates due to the 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. The following table presents additional information about Level 3 loans, loans held for sale, notes and certificates measured at fair value on a recurring basis for the years ended December 31, 2016 and 2015 : Loans Loans Held For Sale Notes and Certificates Outstanding Principal Balance Valuation Adjustment Fair Value Outstanding Principal Balance Valuation Adjustment Fair Value Outstanding Principal Balance Valuation Adjustment Fair Value Balance at December 31, 2014 $ 2,836,729 $ (38,224 ) $ 2,798,505 $ — $ — $ — $ 2,851,837 $ (38,219 ) $ 2,813,618 Purchases of loans 3,865,565 — 3,865,565 3,358,611 — 3,358,611 — — — Issuances of notes and certificates — — — — — — 3,861,995 — 3,861,995 Whole loan sales — — (3,358,611 ) — (3,358,611 ) — — — Principal payments (1,804,719 ) — (1,804,719 ) — — — (1,800,859 ) — (1,800,859 ) Charge-offs (215,904 ) 215,904 — — — — (215,804 ) 215,804 — Recoveries — (26,256 ) (26,256 ) — — — — (26,143 ) (26,143 ) Change in fair value recorded in earnings — (277,014 ) (277,014 ) — — — — (277,028 ) (277,028 ) Balance at December 31, 2015 $ 4,681,671 $ (125,590 ) $ 4,556,081 $ — $ — $ — $ 4,697,169 $ (125,586 ) $ 4,571,583 Purchases of loans 2,733,325 (656 ) 2,732,669 4,742,538 — 4,742,538 — — — Transfers from loans to loans held for sale (35,411 ) — (35,411 ) 35,411 — 35,411 Issuances of notes and certificates — — — — — — 2,681,109 — 2,681,109 Whole loan sales — — — (4,762,518 ) — (4,762,518 ) — — — Principal payments (2,391,807 ) — (2,391,807 ) (5,927 ) — (5,927 ) (2,385,234 ) — (2,385,234 ) Charge-offs (422,125 ) 422,125 — (159 ) 159 — (420,132 ) 420,132 — Recoveries — (37,277 ) (37,277 ) — — — — (36,785 ) (36,785 ) Change in fair value recorded in earnings — (512,271 ) (512,271 ) — (456 ) (456 ) — (509,778 ) (509,778 ) Balance at December 31, 2016 $ 4,565,653 $ (253,669 ) $ 4,311,984 $ 9,345 $ (297 ) $ 9,048 $ 4,572,912 $ (252,017 ) $ 4,320,895 The following table presents additional information about Level 3 servicing assets and liabilities measured at fair value on a recurring basis for the years ended December 31, 2016 and 2015 : Servicing Assets Servicing Liabilities Fair value at December 31, 2014 $ 2,181 $ 3,973 Issuances (1) 10,079 5,194 Changes in fair value, included in servicing fees (3,803 ) (5,194 ) Additions, included in deferred revenue 1,793 — Fair value at December 31, 2015 $ 10,250 $ 3,973 Issuances (1) 16,546 3,371 Changes in fair value, included in servicing fees (5,403 ) (4,498 ) Additions, included in deferred revenue 5 — Fair value at December 31, 2016 $ 21,398 $ 2,846 (1) Represents the offsets to the gains or losses on sales of the related loans, recorded in other revenue. The following table presents additional information about the Level 3 Loan Trailing Fee liability measured at fair value on a recurring basis for the year ended December 31, 2016 : Year Ended December 31, 2016 Fair value at beginning of period $ — Issuances 5,843 Cash payment of Loan Trailing Fee (1,174 ) Change in fair value, included in origination and servicing 244 Fair value at end of period $ 4,913 There was no Loan Trailing Fee liability at December 31, 2015 . Significant Recurring Level 3 Fair Value Asset and Liability Input Sensitivity Certain fair valuation adjustments recorded through earnings related to Level 3 instruments for the years ended December 31, 2016 , 2015 and 2014 . Generally, changes in the net cumulative expected loss rates, cumulative prepayment rates, and discount rates will have an immaterial net impact on the fair value of loans, notes and certificates, servicing assets and liabilities, and Loan Trailing Fees. Certain of these unobservable inputs may (in isolation) have either a directionally consistent or opposite impact on the fair value of the financial instrument for a given change in that input. When multiple inputs are used within the valuation techniques for loans, notes and certificates, servicing assets and liabilities, and Loan Trailing Fees, a change in one input in a certain direction may be offset by an opposite change from another input. A specific loan that is projected to have larger 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 smaller future default losses than previously estimated has increased expected future cash flows over its remaining life, which increases its estimated fair value. The Company’s selection of the most representative base market servicing rates for servicing assets and servicing liabilities is inherently judgmental. The Company reviewed estimated third-party servicing rates for its loans and loans in similar credit sectors, as well as market servicing benchmarking analyses provided by third-party valuation firms. The table below shows the impact on the estimated fair value of servicing assets and liabilities, calculated using different market servicing rate assumptions as of December 31, 2016 and 2015 : December 31, 2016 December 31, 2015 Servicing Assets Servicing Liabilities Servicing Assets Servicing Liabilities Weighted-average market servicing rate assumptions (1) 0.63 % 0.63 % 0.57 % 0.57 % Change in fair value from: Servicing rate increase by 0.10% $ (5,673 ) $ 964 $ (3,504 ) $ 1,589 Servicing rate decrease by 0.10% $ 5,812 $ (825 ) $ 3,610 $ (1,483 ) (1) Represents total market servicing rates, which include collection fees. Financial Instruments, Assets, and Liabilities Not Recorded at Fair Value The following tables present the fair value hierarchy for financial instruments, assets, and liabilities not recorded at fair value: December 31, 2016 Carrying Amount Level 1 Inputs Level 2 Inputs Level 3 Inputs Balance at Fair Value Assets: Cash and cash equivalents $ 515,602 $ — $ 515,602 $ — $ 515,602 Restricted cash 177,810 — 177,810 — 177,810 Servicer reserve receivable 4,938 — 4,938 — 4,938 Deposits 855 — 855 — 855 Goodwill 35,633 — — 35,633 35,633 Total assets $ 734,838 $ — $ 699,205 $ 35,633 $ 734,838 Liabilities: Accrued expenses and other liabilities $ 10,981 $ — $ — $ 10,981 $ 10,981 Accounts payable 10,889 — 10,889 — 10,889 Payables to investors 125,884 — 125,884 — 125,884 Total liabilities $ 147,754 $ — $ 136,773 $ 10,981 $ 147,754 December 31, 2015 Carrying Amount Level 1 Inputs Level 2 Inputs Level 3 Inputs Balance at Fair Value Assets: Cash and cash equivalents $ 623,531 $ — $ 623,531 $ — $ 623,531 Restricted cash 80,733 — 80,733 — 80,733 Deposits 871 — 871 — 871 Total assets $ 705,135 $ — $ 705,135 $ — $ 705,135 Liabilities: Accounts payable $ 5,542 $ — $ 5,542 $ — $ 5,542 Payables to investors 73,162 — 73,162 — 73,162 Total liabilities $ 78,704 $ — $ 78,704 $ — $ 78,704 |
Property, Equipment and Softwar
Property, Equipment and Software, Net | 12 Months Ended |
Dec. 31, 2016 | |
Property, Plant and Equipment [Abstract] | |
Property, Equipment and Software, Net | Property, Equipment and Software, Net Property, equipment and software, net, consist of the following: December 31, 2016 2015 Internally developed software (1) $ 75,202 $ 40,709 Leasehold improvements 22,637 11,559 Computer equipment 18,080 14,076 Purchased software 7,598 5,336 Furniture and fixtures 6,827 5,086 Construction in progress 707 2,870 Total property, equipment and software 131,051 79,636 Accumulated depreciation and amortization (41,788 ) (23,706 ) Total property, equipment and software, net $ 89,263 $ 55,930 (1) Includes $7.4 million and $459 thousand in construction in progress as of December 31, 2016 and 2015, respectively. Depreciation and amortization expense on property, equipment and software was $25.1 million , $16.2 million and $6.4 million for the years ended December 31, 2016 , 2015 and 2014 , respectively. The Company recorded impairment expense of $1.1 million , $0.6 million and $0.5 million , included in other general and administrative expense in the consolidated statements of operations, for the years ended December 31, 2016 , 2015 and 2014 , respectively. |
Other Assets
Other Assets | 12 Months Ended |
Dec. 31, 2016 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Other Assets | Other Assets Other assets consist of the following: December 31, 2016 2015 Loan servicing assets, at fair value $ 21,398 $ 10,250 Prepaid expenses 16,960 16,283 Other investments 10,372 250 Accounts receivable 7,572 4,976 Servicer reserve receivable 4,938 — Tenant improvement receivable 3,290 778 Receivable from investors 1,566 1,117 Deferred financing costs 1,032 1,296 Deposits 855 871 Due from related parties (1) 476 655 Deferred acquisition compensation 349 1,521 Other 836 416 Total other assets $ 69,644 $ 38,413 (1) Represents management fees due to LCA from certain private funds for which LCA acts as the general partner. |
Intangible Assets and Goodwill
Intangible Assets and Goodwill | 12 Months Ended |
Dec. 31, 2016 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Assets and Goodwill | Intangible Assets and Goodwill Intangible Assets Intangible assets consist of the following: December 31, 2016 Gross Carrying Value Accumulated Amortization Net Carrying Value Customer relationships $ 39,500 $ (13,329 ) $ 26,171 Technology 400 (360 ) 40 Brand name 300 (300 ) — Total intangible assets $ 40,200 $ (13,989 ) $ 26,211 December 31, 2015 Gross Carrying Value Accumulated Amortization Net Carrying Value Customer relationships $ 39,500 $ (8,702 ) $ 30,798 Technology 400 (227 ) 173 Brand name 300 (300 ) — Total intangible assets $ 40,200 $ (9,229 ) $ 30,971 The customer relationship intangible assets are amortized on an accelerated basis over a 14 year period. The technology and brand name intangible assets are amortized on a straight line basis over three years and one year , respectively. The weighted-average amortization period for total intangibles is 13.8 years . Amortization expense associated with intangible assets for the years ended December 31, 2016 , 2015 and 2014 was $4.8 million , $5.3 million and $3.9 million , respectively. The expected future amortization expense for intangible assets as of December 31, 2016 , is as follows: 2017 $ 4,287 2018 3,872 2019 3,498 2020 3,122 2021 2,746 Thereafter 8,686 Total $ 26,211 Goodwill Goodwill consists of the following: Balance at December 31, 2014 $ 72,592 Other changes in goodwill 91 Balance at December 31, 2015 72,683 Goodwill impairment (37,050 ) Balance at December 31, 2016 $ 35,633 The Company's annual goodwill impairment testing date is April 1. In testing for potential impairment of goodwill, management performed an assessment of each of the Company's reporting units (generally defined as the Company's businesses for which financial information is available and reviewed regularly by management). Only the education and patient finance reporting unit contains goodwill. The Company's annual goodwill impairment analysis resulted in an impairment charge of $37.1 million for the year ended December 31, 2016 . The first step of the analysis is to compare the reporting unit’s estimated fair value to its carrying value. Estimating the fair value of the education and patient finance reporting unit was a subjective process involving the use of estimates and judgments, particularly related to future cash flows, discount rates (including market risk premiums) and market valuation multiples. The fair value of the reporting unit was determined using the income approach and the market approach, each a commonly used valuation technique. The Company gave consideration to each valuation technique, as either technique can be an indicator of fair value. For the income approach, the Company estimated future cash flows and used such cash flows in a discounted cash flow model (DCF model). A DCF model was selected to be comparable to what would be used by market participants to estimate fair value. The DCF model incorporated expected future growth rates, terminal value amounts, and the applicable weighted-average cost of capital to discount estimated cash flows. The projections used in the estimate of fair value are consistent with the Company’s current forecast and long-range plans for this reporting unit. For the market approach, the valuation of the reporting unit was based on an analysis of enterprise value to revenue and enterprise value to EBITDA valuation multiples. The peer group valuation multiples used in the analysis were selected based on management’s judgment. The second step of the analysis includes allocating the estimated fair value (determined in the first step) of the reporting unit to its assets and liabilities to determine an implied fair value of goodwill. The implied fair value of goodwill was determined in the same manner as the amount of goodwill recognized in an acquisition. That is, the estimated fair value of the reporting unit was allocated to all of the assets and liabilities of the unit (including unrecognized intangibles such as provider relationships) as if the reporting unit had been acquired and the estimated fair value was the purchase price paid. The Company did not record any goodwill impairment expense for the years ended December 31, 2015 or 2014 . |
Accrued Expenses and Other Liab
Accrued Expenses and Other Liabilities | 12 Months Ended |
Dec. 31, 2016 | |
Payables and Accruals [Abstract] | |
Accrued Expenses and Other Liabilities | Accrued Expenses and Other Liabilities Accrued expenses and other liabilities consist of the following: December 31, 2016 2015 Accrued compensation (1) $ 27,009 $ 28,780 Accrued expenses 19,734 14,054 Deferred rent 11,638 4,615 Transaction fee refund reserve 9,098 578 Loan Trailing Fee liability, at fair value 4,913 — Loan servicing liabilities, at fair value 2,846 3,973 Deferred revenue 2,556 2,551 Credit loss coverage reserve 2,529 — Reimbursement payable to limited partners of LCA private funds 2,313 — Payable to issuing bank 1,658 955 Deferred tax liability — 3,446 Contingent liabilities — 700 Other 1,325 1,591 Total accrued expenses and other liabilities $ 85,619 $ 61,243 (1) Includes accrued cash retention awards of $3.0 million as of December 31, 2016. See “ Note 15. Employee Incentive and Retirement Plans ” for additional information on the Company's Cash Retention Plan. |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Loss | 12 Months Ended |
Dec. 31, 2016 | |
Equity [Abstract] | |
Accumulated Other Comprehensive Loss | Accumulated Other Comprehensive Loss Accumulated other comprehensive loss represents other cumulative gains and losses that are not reflected in earnings. The components of other comprehensive income (loss) were as follows: Year Ended December 31, 2016 Before Tax Tax Effect Net of Tax Change in net unrealized losses on securities available for sale $ 1,515 $ 611 $ 904 Other comprehensive income $ 1,515 $ 611 $ 904 Year Ended December 31, 2015 Before Tax Tax Effect Net of Tax Change in net unrealized losses on securities available for sale $ (1,671 ) $ — $ (1,671 ) Other comprehensive loss $ (1,671 ) $ — $ (1,671 ) Accumulated other comprehensive loss balances were as follows: Total Accumulated Other Comprehensive Loss Balance at December 31, 2014 $ — Change in net unrealized losses on securities available for sale (1,671 ) Balance at December 31, 2015 $ (1,671 ) Change in net unrealized losses on securities available for sale 904 Balance at December 31, 2016 $ (767 ) The Company did not have any items of other comprehensive income (loss) during the year ended December 31, 2014 . |
Debt
Debt | 12 Months Ended |
Dec. 31, 2016 | |
Debt Disclosure [Abstract] | |
Debt | Debt Revolving Credit Facility On December 17, 2015 , the Company entered into a credit and guaranty agreement with several lenders for an aggregate $120.0 million unsecured revolving credit facility (Credit Facility). In connection with the credit agreement, the Company entered into a pledge and security agreement with Morgan Stanley Senior Funding, Inc., as collateral agent. Proceeds of loans made under the Credit Facility may be borrowed, repaid and reborrowed until December 17, 2020 . Repayment of any outstanding proceeds are payable on December 17, 2020 , but may be prepaid without penalty. Borrowings under the Credit Facility bear interest, at the Company’s option, at an annual rate based on LIBOR rate plus a spread of 1.75% to 2.00% , which is fixed for a Company-selected interest period of one, two, three, six or 12 months, or at an alternative base rate (which is tied to either the prime rate, federal funds effective rate, or the adjusted eurocurrency rate, as defined in the credit agreement). Base rate borrowings may be prepaid at any time without penalty, however pre-payment of LIBOR-based borrowings before the end of the selected interest period may result in the Company incurring expense to compensate the lenders for their funding costs through the end of the interest period. Interest is payable quarterly. Additionally, the Company is required to pay a quarterly commitment fee to the lenders of between 0.25% and 0.375% per annum, depending on the Company’s total net leverage ratio, on the average undrawn portion available under the revolving loan facility . The Credit Facility and pledge and security agreement contain certain covenants applicable to the Company, including restrictions on the Company’s ability to pay dividends, incur indebtedness, pledge our assets, merge or consolidate, make investments, and enter into certain affiliate transactions. The Credit Facility also requires the Company to maintain a maximum total net leverage ratio (defined as the ratio of net debt to Adjusted EBITDA, on a consolidated basis for the four most recent Fiscal Quarter periods) of 4.00 :1.00 initially, and which decreases over the term of the Credit Facility to 3.00 :1.00 on and after June 30, 2018 (on a consolidated basis). As of December 31, 2016 and 2015 , the total net leverage ratio, calculated as defined in the Credit Facility, was 0% . The Company did not have any loans outstanding under the Credit Facility during the years ended December 31, 2016 and 2015 . The Company incurred $1.3 million of capitalized debt issuance costs, which will be recognized as interest expense through December 17, 2020 . Term Loan On April 16, 2014 , the Company entered into a credit and guaranty agreement with several lenders for an aggregate $50.0 million Term Loan. In connection with the credit agreement, the Company entered into a pledge and security agreement with Morgan Stanley Senior Funding, Inc., as collateral agent. The Term Loan was outstanding for 245 days in 2014 and was fully repaid and extinguished on December 17, 2014 . For the year ended December 31, 2014, the Company incurred interest expense on the Term Loan of $2.3 million , which included expense related to writing off capitalized debt issuance costs. The weighted-average interest rate on the Term Loan was 2.59% for the period the loan was outstanding in 2014. |
Secured Borrowings
Secured Borrowings | 12 Months Ended |
Dec. 31, 2016 | |
Receivables [Abstract] | |
Secured Borrowings | Secured Borrowings During the second quarter of 2016, the Company repurchased $22.3 million of near-prime loans from a single institutional investor that did not meet a non-credit, non-pricing requirement of the investor, of which $15.1 million were originally sold to the investor prior to March 31, 2016. As a result, these loans were accounted for as secured borrowings at March 31, 2016. During the second quarter of 2016, the Company resold the loans to a different investor at par. This subsequent transfer qualified for sale accounting treatment, and the loans were removed from the Company's consolidated balance sheet and the secured borrowings liability was reduced to zero in the second quarter of 2016. There were no secured borrowing liabilities as of December 31, 2016 . |
Stockholders' Equity
Stockholders' Equity | 12 Months Ended |
Dec. 31, 2016 | |
Equity [Abstract] | |
Stockholders' Equity | Stockholders’ Equity Initial Public Offering In December 2014, the Company closed its IPO of 66,700,000 shares of its common stock, which included shares registered to cover an option to purchase additional shares that it granted to the underwriters of the IPO and selling stockholders. The public offering price of the shares sold in the offering was $15.00 per share. The Company did not receive any proceeds from the sales of shares by the selling stockholders. The total gross proceeds from the offering were $1.0 billion . After deducting underwriting discounts and commissions, offering expenses and proceeds to the selling stockholders, the aggregate net proceeds received by the Company totaled approximately $827.7 million . Convertible Preferred Stock As of January 1, 2014, the Company had the following shares of preferred stock authorized and outstanding: Designated Shares Issued and Outstanding Shares Aggregate Liquidation Preference Amount Series A 68,025,100 66,100,340 $ 17,599 $ 17,402 Series B 65,642,104 65,577,300 12,268 12,164 Series C 62,486,436 62,486,436 24,490 24,388 Series D 36,030,712 36,030,712 32,044 31,943 Series E 14,285,712 10,000,000 17,500 17,347 Total convertible preferred stock 246,470,064 240,194,788 $ 103,901 $ 103,244 In connection with the Springstone acquisition in April, 2014, the Company sold an aggregate of 6,390,556 shares of its Series F convertible preferred stock, par value $0.01 per share (Financing Shares) for aggregate gross proceeds of approximately $65.0 million , pursuant to a Series F Preferred Stock Purchase Agreement. The Company sold the Financing Shares pursuant to an exemption from registration under Section 4(a)(2) of the Securities Act of 1933, as amended; all investors in the financing were accredited investors and the Company made no general solicitation for the sale of the Financing Shares. The Financing Shares were convertible into shares of common stock, par value $0.01 per share, on a one -for-one basis, as adjusted from time to time pursuant to the anti-dilution provisions of the Company’s Restated Certificate of Incorporation. In connection with the sale of Series F convertible preferred stock in April 2014, the Company filed a Restated Certificate of Incorporation with the State of Delaware, which increased the total number of shares that it was authorized to issue from 606,470,064 shares to 622,614,174 . Of the 622,614,174 shares authorized, 372,000,000 shares were designated as common stock and 250,614,174 shares were designated as preferred stock. Immediately prior to the completion of the Company’s IPO, all shares of its outstanding convertible preferred stock automatically converted, on a one -for- one basis, into 249,601,435 shares of the Company’s common stock. All shares of authorized convertible preferred stock also automatically converted, on a one -for- one basis, into 250,614,174 authorized shares of the Company’s common stock. On December 16, 2014, the Company filed a Restated Certificate of Incorporation with the State of Delaware, which increased the total number of shares that it was authorized to issue from 622,614,174 shares to 910,000,000 . Of the 910,000,000 shares authorized, 900,000,000 shares were designated as common stock and 10,000,000 shares were designated as preferred stock. Share Repurchases On February 9, 2016, the board of directors approved a share repurchase program under which Lending Club may repurchase up to $150.0 million of the Company’s common shares in open market or privately negotiated transactions in compliance with Securities and Exchange Act Rule 10b-18. This repurchase plan was valid for one year and did not obligate the Company to acquire any particular amount of common stock. In the first quarter of 2016, the Company repurchased 2,282,700 shares of its common stock at a weighted average purchase price of $8.52 per share for an aggregate purchase price of $19.5 million . There were no shares repurchased during the second, third or fourth quarters of 2016. Common Stock Reserved for Future Issuance As of December 31, 2016 and 2015 , the Company had shares of common stock reserved for future issuance as follows: December 31, 2016 2015 Options and unvested RSUs outstanding 62,082,821 52,652,310 Available for future stock option and RSU grants 28,449,336 33,560,939 Available for ESPP 5,408,441 2,589,991 Total reserved for future issuance 95,940,598 88,803,240 |
Employee Incentive and Retireme
Employee Incentive and Retirement Plans | 12 Months Ended |
Dec. 31, 2016 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Employee Incentive and Retirement Plans | Employee Incentive and Retirement Plans The Company’s equity incentive plans provide for granting stock options and RSUs to employees, consultants, officers and directors. In addition, the Company offers a retirement plan and an ESPP to eligible employees. Stock-based compensation expense was as follows for the periods presented: Year Ended December 31, 2016 2015 2014 Stock options $ 23,203 $ 30,717 $ 27,100 RSUs 41,737 9,185 — ESPP 1,686 1,904 104 Stock issued related to acquisition 2,575 9,416 9,946 Total stock-based compensation expense $ 69,201 $ 51,222 $ 37,150 The following table presents the Company’s stock-based compensation expense recorded in the consolidated statements of operations: Year Ended December 31, 2016 2015 2014 Sales and marketing $ 7,546 $ 7,250 $ 5,476 Origination and servicing 4,159 2,735 1,653 Engineering and product development 19,858 11,335 6,445 Other general and administrative 37,638 29,902 23,576 Total stock-based compensation expense $ 69,201 $ 51,222 $ 37,150 The Company capitalized $9.8 million , $4.4 million and $1.9 million of stock-based compensation expense associated with developing software for internal use during the years ended December 31, 2016 , 2015 , and 2014 , respectively. In addition, the Company recognized $0.2 million in tax deficits and $0.7 million in tax benefits from exercised stock options and RSUs in 2016 and 2015 , respectively. There was no net income tax benefit recognized relating to stock-based compensation expense and no tax benefits have been realized from exercised stock options and RSUs due to the full valuation allowance during 2014 . Stock-based compensation expense included $0.1 million , $0.3 million and $3.0 million for the accelerated vesting of stock options that were accounted for as stock option modifications for the years ended December 31, 2016 , 2015 , and 2014 , respectively. In the second quarter of 2016, the board of directors or the compensation committee of the board of directors, as appropriate, approved incentive retention awards to certain members of the executive management team and other key personnel. These incentive awards consisted of an aggregate of $16.3 million of RSUs and $18.6 million of cash. These incentive retention awards will be recognized as compensation expense ratably through May 2017. The cash retention awards were granted under the Cash Retention Plan. Under the terms of the Cash Retention Plan, employees who received an award will be eligible to earn a cash retention bonus on the terms and in the amounts specified in their respective cash retention bonus award agreement, subject to continued services and other vesting requirements set forth in such agreement. Funds associated with the remaining retention liability as of December 31, 2016, are held in a Rabbi Trust established under the Cash Retention Plan and recorded as restricted cash on the Company's consolidated balance sheets. Equity Incentive Plans The Company has two equity incentive plans: the 2007 Stock Incentive Plan (2007 Plan) and the 2014 Equity Incentive Plan (2014 Plan). Upon the Company’s IPO in 2014, the 2007 Plan was terminated and all shares that remained available for future issuance under the 2007 Plan at that time were transferred to the 2014 Plan. As of December 31, 2016 , 24,672,201 options to purchase common stock granted under the 2007 Plan remain outstanding. As of December 31, 2016 , the total number of shares reserved for future grants under the 2014 Plan was 28,449,336 shares, including shares transferred from the 2007 Plan. Stock Options The following table summarizes the activities for the Company’s stock options during 2016 : Number of Options Weighted- Average Exercise Price Per Share Weighted-Average Remaining Contractual Life (in years) Aggregate Intrinsic Value (1) Outstanding at December 31, 2015 48,208,911 $ 3.60 Granted 7,482,011 $ 7.22 Exercised (15,102,640 ) $ 0.90 Forfeited/Expired (9,919,105 ) $ 6.78 Outstanding at December 31, 2016 30,669,177 $ 4.79 6.6 $ 56,379 Vested and expected to vest at December 31, 2016 30,580,231 $ 4.78 6.6 $ 56,385 Exercisable at December 31, 2016 20,105,340 $ 3.59 5.8 $ 52,886 (1) The aggregate intrinsic value is calculated as the difference between the exercise price of the underlying awards and the Company’s closing stock price of $5.25 as reported on the New York Stock Exchange on December 31, 2016 . For the year ended December 31, 2016 , the Company granted service-based stock options to purchase 7,482,011 shares of common stock with a weighted average exercise price of $7.22 per share, a weighted average grant date fair value of $3.61 per option share and an aggregate estimated fair value of $27.0 million . Stock options granted during the year ended December 31, 2016 included 265,987 shares of fully vested stock options granted in lieu of cash bonuses to be paid to certain employees for the 2015 performance period. In the third quarter of 2016, a portion of these options were modified and the cash bonuses were paid. For the year ended December 31, 2015 , the Company granted service-based stock options to purchase 1,164,929 shares of common stock with a weighted average exercise price of $20.00 per option share, a weighted average grant date fair value of $9.80 per option share and an aggregate estimated fair value of $11.4 million . For the year ended December 31, 2014 , the Company granted service-based stock options to purchase 22,081,243 shares of common stock with a weighted average exercise price of $6.74 per option share, a weighted average grant date fair value of $4.62 per option share and an aggregate estimated fair value of $102.1 million . The aggregate intrinsic value of options exercised was $74.4 million , $103.5 million and $48.6 million for the years ended December 31, 2016 , 2015 , and 2014 , respectively. The total fair value of stock options vested for the years ended December 31, 2016 , 2015 , and 2014 was $32.9 million , $36.8 million and $19.6 million , respectively. As of December 31, 2016 , the total unrecognized compensation cost, net of forfeitures, related to outstanding stock options was $40.0 million , which is expected to be recognized over the next 2.4 years . The Company uses the Black-Scholes option pricing model to estimate the fair value of stock options granted with the following assumptions: Year Ended December 31, 2016 2015 2014 Expected dividend yield — — — Weighted-average assumed stock price volatility 51.6 % 49.4 % 53.5 % Weighted-average risk-free interest rate 1.34 % 1.61 % 1.88 % Weighted-average expected life (in years) 6.15 6.25 6.35 Restricted Stock Units The following table summarizes the activities for the Company’s RSUs during the year ending December 31, 2016 : Number of Units Weighted- Average Grant Date Fair Value Unvested at December 31, 2015 4,443,399 $ 15.23 Granted 36,539,761 $ 6.12 Vested (3,891,315 ) $ 9.57 Forfeited/expired (5,678,201 ) $ 8.16 Unvested at December 31, 2016 31,413,644 $ 6.61 Expected to vest after December 31, 2016 30,796,185 $ 6.62 As of December 31, 2016 , the Company granted 36,539,761 RSUs with an aggregate fair value of $223.5 million . As of December 31, 2016 , there was $187.2 million of unrecognized compensation cost, net of forfeitures, related to unvested RSUs, which is expected to be recognized over the next 3.1 years. Employee Stock Purchase Plan The Company’s ESPP became effective on December 11, 2014 . The Company's ESPP allows eligible employees to purchase shares of the Company’s common stock at a discount through payroll deductions, subject to plan limitations. Payroll deductions are accumulated during six -month offering periods. The purchase price for each share of common stock is 85% of the lower of the fair market value of the common stock on the first business day of the offering period or on the last business day of the offering period. The Company's employees purchased 1,508,513 and 410,009 shares of common stock under the ESPP during the years ended December 31, 2016 and 2015 , respectively. The Company did not purchase any shares under the ESPP during the year ended December 31, 2014 . As of December 31, 2016 , 2015 , and 2014, a total of 5,408,441 , 2,589,991 and 3,000,000 shares remain reserved for future issuance, respectively. The fair value of stock purchase rights granted to employees under the ESPP is measured on the grant date using the Black-Scholes option pricing model. The compensation expense related to ESPP purchase rights is recognized on a straight-line basis, net of estimated forfeitures, over the 6 -month requisite service period. We used the following assumptions in estimating the fair value of the grants under the ESPP which are derived using the same methodology applied to stock option assumptions: Year Ended December 31, 2016 2015 2014 Expected dividend yield — — — Weighted-average assumed stock price volatility 50.1 % 43.7 % 48.2 % Weighted-average risk-free interest rate 0.51 % 0.23 % 0.09 % Weighted-average expected life (in years) 0.50 0.46 0.50 For the years ended December 31, 2016 , 2015 , and 2014 , the dates of the assumptions were May 11, 2016 and November 11, 2016, June 11, 2015 and November 11, 2015, and December 11, 2014 (initial offering period), respectively. Stock Issued Related to Acquisition As part of the Springstone acquisition, the sellers received shares of the Company’s Series F convertible preferred stock having an aggregate value of $25.0 million (Share Consideration). $22.1 million of the Share Consideration is subject to certain vesting and forfeiture conditions over a three -year period for key continuing employees. This is accounted for as a compensation agreement and expensed over the three -year vesting period. In conjunction with the conversion of preferred stock upon the IPO, these preferred shares were converted into common shares. Retirement Plan Upon completing 90 days of service, employees may participate in the Company’s qualified retirement plan that is governed by section 401(k) of the IRS Code. Participants may elect to contribute a portion of their annual compensation up to the maximum limit allowed by federal tax law. In the first quarter of 2016, the Company approved an employer match of up to 4% of an employee’s eligible compensation with a maximum annual match of $5,000 per employee. Prior to 2016, the Company approved an employer match of up to 3% of an employee’s eligible compensation with a maximum annual match of $5,000 per employee. The total expense for the employer match for the years ended December 31, 2016 , 2015 , and 2014 was $3.9 million , $2.1 million and $0.9 million , respectively. One-Time Severance Costs On June 22, 2016, the Board of the Company approved a plan to reduce the number of employees, which includes payment of severance benefits to certain employees whose positions were affected. The plan authorized the reduction of up to 179 positions, or approximately 12% of the Company's workforce. The purpose of the action was to reduce costs, streamline operations and more closely align staffing with anticipated loan volumes. As a result, the Company recorded and paid $2.7 million in severance costs during 2016 related to this reduction in employees, which were predominately comprised of cash severance. No such reduction plans were implemented during the years ended December 31, 2015 or 2014. The following table presents this severance expense recorded in the consolidated statements of operations for the year ended December 31, 2016 : Year Ended December 31, 2016 Sales and marketing $ 772 Origination and servicing 1,174 Engineering and product development 134 Other general and administrative 650 Total severance expense $ 2,730 |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2016 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes Loss before income tax expense was $(150.2) million , $(2.2) million and $(31.5) million for the years ended December 31, 2016 , 2015 and 2014 , respectively. Income tax (benefit) expense consisted of the following for the periods shown below: Year Ended December 31, 2016 2015 2014 Current: Federal $ (515 ) $ — $ — State (267 ) 720 56 Total current tax (benefit) expense $ (782 ) $ 720 $ 56 Deferred: Federal $ (2,589 ) $ 1,405 $ 1,185 State (857 ) 708 149 Total deferred tax (benefit) expense $ (3,446 ) $ 2,113 $ 1,334 Income tax (benefit) expense $ (4,228 ) $ 2,833 $ 1,390 Income tax benefit for the year ended December 31, 2016 was primarily attributable to the tax effects of the impairment of tax-deductible goodwill from the acquisition of Springstone, which previously gave rise to an indefinite-lived deferred tax liability, and the tax effects of unrealized gains credited to other comprehensive income associated with the Company's available for sale portfolio. Income tax expense for the year ended December 31, 2015 , was primarily attributable to the amortization of tax deductible goodwill from the acquisition of Springstone, which gave rise to an indefinite-lived deferred tax liability, and the realization of excess tax benefits related to stock-based compensation. For the year ended December 31, 2014 , income tax expense was primarily related to the amortization of tax deductible goodwill from the acquisition of Springstone. A reconciliation of the income taxes expected at the statutory federal income tax rate and the income tax (benefit) expense for the years ended December 31, 2016 , 2015 and 2014 , is as follows: Year Ended December 31, 2016 2015 2014 Tax at federal statutory rate $ (51,072 ) $ (738 ) $ (10,711 ) State tax, net of federal tax benefit (1,028 ) 1,277 98 Stock-based compensation expense 3,509 549 5,040 Research and development tax credits (688 ) (1,068 ) — Change in valuation allowance 42,714 2,686 6,858 Change in unrecognized tax benefit 2,817 (62 ) — Other (480 ) 189 105 Income tax (benefit) expense $ (4,228 ) $ 2,833 $ 1,390 The significant components of the Company’s deferred tax assets and liabilities as of December 31, 2016 and 2015 were: December 31, 2016 2015 Deferred tax assets: Net operating loss carryforwards $ 47,451 $ 5,621 Stock-based compensation 26,838 19,696 Reserves and accruals 18,409 11,506 Goodwill 9,855 — Intangible assets 3,978 2,693 Tax credit carryforwards 2,483 1,810 Other 82 697 Total deferred tax assets 109,096 42,023 Valuation allowance (75,308 ) (25,348 ) Deferred tax assets – net of valuation allowance $ 33,788 $ 16,675 Deferred tax liabilities: Internally developed software $ (21,436 ) $ (11,353 ) Servicing fees (6,445 ) (1,516 ) Depreciation and amortization (5,907 ) (4,089 ) Goodwill — (3,163 ) Total deferred tax liabilities $ (33,788 ) $ (20,121 ) Deferred tax (liability) asset – net $ — $ (3,446 ) The table of deferred tax assets and liabilities does not include certain deferred tax assets as of December 31, 2016 and 2015 , related to tax deductions for equity-based compensation greater than the compensation recognized for financial reporting excess tax benefits. Stockholders’ equity is estimated to increase by approximately $58.5 million , if and when such deferred tax assets are ultimately realized. The “with-and-without” approach, excluding the measurement of any indirect effects, is used when determining when excess tax benefits have been realized. The Company continues to recognize a full valuation allowance against net deferred tax assets, excluding the deferred tax liability for indefinite-lived intangibles. This determination was based on the assessment of the available positive and negative evidence to estimate if sufficient future taxable income will be generated to utilize the existing deferred tax assets. As of December 31, 2016 and 2015 , the valuation allowance was $75.3 million and $25.3 million , respectively. As of December 31, 2016 , the Company had federal and state net operating loss (NOL) carryforwards of approximately $260.3 million and $178.0 million , respectively, to offset future taxable income. The federal and state NOL carryforwards will expire beginning in 2025 and 2028 , respectively. Additionally, as of December 31, 2016 , the Company had federal and state tax credit carryforwards of $1.1 million and $3.0 million , respectively. The federal tax credit carryforwards will expire beginning in 2025 and the state tax credits will expire beginning in 2020 . In general, a corporation’s ability to utilize its NOL and research and development carryforwards may be substantially limited due to the ownership change limitations as required by Section 382 and 383 of the Internal Revenue Code of 1986, as amended (Code), as well as similar state provisions. The federal and state Section 382 and 383 limitations may limit the use of a portion of the Company’s domestic NOL and tax credit carryforwards. Further, a portion of the carryforwards may expire before being applied to reduce future income tax liabilities. A reconciliation of the beginning and ending balance of total unrecognized tax benefits for the years ended December 31, 2016 , 2015 and 2014 , is as follows: Year Ended December 31, 2016 2015 2014 Beginning balance $ 429 $ 491 $ 1,080 Gross increase (decrease) for tax positions related to prior years 677 (310 ) (589 ) Gross increase for tax positions related to the current year 2,140 248 — Ending balance $ 3,246 $ 429 $ 491 If the unrecognized tax benefit as of December 31, 2016 is recognized, there will be no effect on the Company’s effective tax rate as the tax benefit would increase a deferred tax asset, which is currently offset with a full valuation allowance. The Company recognizes interest and penalties related to unrecognized tax benefits within income tax expense. As of December 31, 2016 , the Company had no accrued interest and penalties related to unrecognized tax benefits. The Company does not expect any significant increases or decreases to its unrecognized benefits within the next twelve months. The Company files income tax returns in the United States and various state jurisdictions. As of December 31, 2016 , the Company’s federal tax returns for 2012 and earlier, and the state tax returns for 2011 and earlier were no longer subject to examination by the taxing authorities. However, tax periods closed in a prior period may be subject to audit and re-examination by tax authorities for which tax carryforwards are utilized in subsequent years. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Operating Lease Commitments The Company’s corporate headquarters are located in San Francisco, California, and consist of approximately 169,000 square feet of space under lease agreements, the longest of which is expected to expire in June 2022 . Under these lease agreements, the Company has an option to extend nearly all of the space for five years . In April 2015, the Company entered into a lease agreement for approximately 112,000 square feet of additional office space in San Francisco, California. The lease agreement commenced in the second quarter of 2015 with delivery of portions of the leased space to occur in stages through March 2017. The lease agreement expires in March 2026, with the right to renew the lease term for two consecutive renewal terms of five years each. The Company has additional leased office space of approximately 26,000 square feet in Westborough, Massachusetts, under a lease agreement that expires in July 2021 . Total facilities rental expense for the years ended December 31, 2016 , 2015 and 2014 was $14.2 million , $7.4 million and $3.7 million , respectively. The Company had no sublease rental income for the years ended December 31, 2016 , 2015 , or 2014 . Minimum lease payments for the years ended December 31, 2016 , 2015 and 2014 were $11.9 million , $6.0 million and $3.3 million , respectively. As of December 31, 2016 , the Company pledged $0.8 million of cash and $4.7 million in letters of credit as security deposits in connection with its lease agreements. The Company’s future minimum payments under non-cancelable operating leases in excess of one year as of December 31, 2016 were as follows: Years Ended December 31, 2017 $ 15,092 2018 16,053 2019 15,621 2020 16,523 2021 16,778 Thereafter 40,423 Total $ 120,490 Loan Purchase Obligation Under the Company’s loan account program with WebBank, a Utah-chartered industrial bank that serves as the Company’s primary issuing bank, WebBank retains ownership of the loans facilitated through Lending Club’s marketplace for two business days after origination. As part of this arrangement, the Company has committed to purchase the loans at par plus accrued interest, at the conclusion of the two business days. As of December 31, 2016 and 2015 , the Company was committed to purchase loans with an outstanding principal balance of $32.2 million and $77.6 million , respectively, at par plus accrued interest. Loan Repurchase Obligations The Company has historically limited its loan or note repurchase obligations to events of verified identity theft or in connection with certain customer accommodations. As institutional investors seek to securitize loans purchased through the marketplace, the Company has increased the circumstances and the required burden of proof of economic harm under which the Company is obligated to repurchase loans from these investors. The Company believes these repurchase obligations are customary and consistent with institutional loan and securitization market standards. In addition to and distinct from the repurchase obligations described in the preceding paragraph, the Company performs certain administrative functions for a variety of retail and institutional investors, including executing, without discretion, loan investments as directed by the investor. To the extent loans do not meet the investor's investment criteria at the time of issuance, or are transferred to the investor as a result of a system error by the Company, the Company is obligated to repurchase such loans at par. As a result of these obligations, the Company repurchased $46.7 million and $37.0 million in loans during 2016 and 2015 , respectively. Loan Funding and Purchase Commitments During 2016 , the Company purchased a total of $138.2 million in loans to fulfill regulatory requirements and to support short-term marketplace equilibrium as discussed below. As required by applicable regulations, the Company is required to purchase loans resulting from direct marketing efforts if such loans are not otherwise invested in by investors on the platform. During 2016 , the Company purchased $35.5 million of such loans. Additionally, loans in the process of being facilitated and originated by the Company’s issuing bank partner at December 31, 2016 , were funded in January 2017. No loans remained without investor commitments and the Company was not required to purchase any of these loans. Following the events of May 9, 2016, the Company opted to use its own capital to support short-term marketplace equilibrium and purchased $102.7 million in loans during 2016 . As of December 31, 2016, the Company held $27.9 million of loans on its balance sheet, of which $9.0 million were classified as loans held for sale. In addition, if neither Springstone nor the Company can arrange for other investors to invest in or purchase loans that Springstone facilitates and that are originated by an issuing bank partner but do not meet the credit criteria for purchase by the issuing bank partner (Pool B loans), Springstone and the Company are contractually committed to purchase these loans. The Company has deposited $9.0 million into an account at the bank to secure potential, future purchases of these loans, if any, which is recorded as restricted cash on the Company's consolidated balance sheets. To mitigate this commitment, the Company and the issuing bank have entered into purchase agreements with three investors to purchase Pool B loans or participation interests in Pool B loans. The Company was required to purchase approximately $1.0 million of Pool B loans under these agreements. These loans are held on the Company's balance sheet and have a remaining principal balance of $0.9 million as of December 31, 2016. Credit Support Agreements In connection with a significant platform purchase agreement, the Company is subject to a credit support agreement with a third-party whole loan investor that requires the Company to reimburse the investor for credit losses in excess of a specified percentage of the original principal balance of whole loans acquired by the investor during a 12 -month period. As of December 31, 2016, the Company has accrued approximately $2.5 million for reimbursement to the investor. The Company is also subject to a credit support agreement with Cirrix Capital (Investment Fund). The credit support agreement requires the Company to pledge and restrict cash in support of its contingent obligation to reimburse the Investment Fund for net credit losses on loans underlying the Investment Fund's certificates that are in excess of a specified, aggregate net loss threshold. As of December 31, 2016, $3.4 million was pledged and restricted to support this contingent obligation. The Company's maximum exposure to loss under this credit support agreement was limited to $6.0 million and $34.4 million at December 31, 2016 and 2015, respectively. As of December 31, 2016 and 2015 , the net credit losses pertaining to the Investment Fund's certificates have not exceeded the specified threshold, nor are future net credit losses expected to exceed the specified threshold, and thus no liability has been recorded. The Company currently does not anticipate recording losses 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 Securities Class Actions. During the year ended December 31, 2016, five putative class action lawsuits alleging violations of federal securities laws were filed in California Superior Court, naming as defendants the Company, current and former directors, certain officers, and the underwriters in the December 2014 initial public offering (the IPO). All of these actions were consolidated into a single action (Consolidated State Court Action), entitled In re LendingClub Corporation Shareholder Litigation , No. CIV537300. In August 2016, plaintiffs filed an amended complaint alleging violations of Sections 11, 12(a)(2) and 15 of the Securities Act of 1933 (Securities Act) based on allegedly false and misleading statements in the IPO registration statement and prospectus. The Company filed a demurrer requesting the Court dismiss certain of the claims alleged in the amended complaint, which was granted in part in the fourth quarter of 2016. The plaintiffs thereafter filed a Second Amended Consolidated Complaint which the Company thereafter filed a new demurrer seeking to dismiss certain claims. The hearing on this demurrer will be in the first quarter of 2017. In the interim the parties have begun discovery. The Company believes that the plaintiffs’ allegations are without merit, and intends to vigorously defend against the claims. In May 2016, two related putative securities class actions (entitled Evellard v. LendingClub Corporation, et al. , No. 16-CV-2627-WHA, and Wertz v. LendingClub Corporation, et al. , No. 16-CV-2670-WHA) were filed in the United States District Court for the Northern District of California, naming as defendants the Company and certain of its officers and directors. In mid-August 2016, the two actions were consolidated into a single action. The Company moved to dismiss the amended complaint filed in the fourth quarter of 2016. The Court is expected to hear this motion in the first quarter of 2017. The Company believes that the plaintiffs’ allegations are without merit, and intends to vigorously defend against the claims. Derivative Lawsuits . In May 2016 and August 2016, respectively, two putative shareholder derivative actions were filed ( Avila v. Laplanche, et al. , No. CIV538758 and Dua v. Laplanche, et al. , CGC-16-553731) against certain of the Company’s current and former officers and directors and naming the Company as a nominal defendant. Both actions were voluntarily dismissed without prejudice. On December 14, 2016, a new putative shareholder derivative action was filed in the Delaware Court of Chancery ( Steinberg, et al. v. Morris, et al., C.A. No. 12984-CB), against certain of the Company's current and former officers and directors and naming the Company as a nominal defendant. The action is based on allegations similar to those in the securities class action litigation described above. Federal Consumer Class Action. In April 2016, a putative class action lawsuit was filed in federal court in New York, alleging that persons received loans, through the Company's platform, that exceeded states' usury limits in violation of state usury and consumer protection laws, and the federal RICO statute. The Company has filed a motion to compel arbitration on an individual basis, which was granted in February 2017. The Company believes that the plaintiff's allegations are without merit, and intends to defend this matter vigorously. On February 23, 2016, Phoenix Licensing, L.L.C. and LPL Licensing, L.L.C. filed a complaint for patent infringement against the Company in the U.S. District Court for the Eastern District of Texas. The complaint alleges infringement of U.S. Patent Nos. 8,234,184, 6,999,938, 5,987,434, 8,352,317, and 7,860,744 by generating customized marketing materials, replies, and offers to client responses. Although the Company is confident in its position, and is prepared to continue to defend this matter vigorously, the parties have reached a tentative settlement through mediation in the first quarter of 2017. On May 9, 2016, following the announcement of the board review described elsewhere in this filing, the Company received a grand jury subpoena from the U.S. Department of Justice (DOJ). The Company was also contacted by the SEC and Federal Trade Commission (FTC). The Company continues cooperating with the DOJ, SEC, FTC and any other governmental or regulatory authorities or agencies. No assurance can be given as to the timing or outcome of these matters. In addition to the foregoing, the Company is subject to, and may continue to be subject to legal proceedings and regulatory actions in the ordinary course of business, including inquiries by state regulatory bodies related to the Company's marketplace lending model. These include inquiries from the California Department of Business Oversight, Massachusetts Securities Division, New York Department of Financial Services, and West Virginia Attorney General's office. No assurance can be given as to the timing or outcome of these matters. |
Segment Reporting
Segment Reporting | 12 Months Ended |
Dec. 31, 2016 | |
Segment Reporting [Abstract] | |
Segment Reporting | Segment Reporting The Company defines operating segments to be components of the Company for which discrete financial information is evaluated regularly by the Company’s chief operating decision maker (CODM). For purposes of allocating resources and evaluating financial performance, the Company’s CODM reviews financial information by the product types of personal loans, education and patient finance loans. These product types are aggregated and viewed as one operating segment, and therefore, one reportable segment due to their similar economic characteristics, product economics, production process, and regulatory environment. Substantially all of the Company’s revenue is generated in the United States. No individual borrower or investor accounted for 10% or more of consolidated net revenue for any of the periods presented. |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Dec. 31, 2016 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Related Party Transactions Related party transactions must be reviewed and approved by the Audit Committee of the Company’s Board when not conducted in the ordinary course of business subject to the standard terms of the Company’s online marketplace or certificate investment program. Related party transactions may include any transaction between entities under common control or with a related person occurring since the beginning of the Company’s latest fiscal year, or any currently proposed transaction. This review also includes any material amendment or modification to an existing related party transaction. The Company has defined related persons as members of the Board, executive officers, principal owners of the Company’s outstanding stock and any immediate family members of each such related persons, as well as any other person or entity with significant influence over the Company’s management or operations. Several of the Company’s executive officers and directors (including immediate family members) have made deposits and withdrawals to their investor accounts and purchased loans, notes and certificates or have investments in private funds managed by LCA. The Company believes all such transactions by related persons were made in the ordinary course of business and were transacted on terms and conditions that were not more favorable than those obtained by similarly situated third-party investors. At December 31, 2015, Mr. Laplanche, the Company's former CEO and Chairman, and a board member owned approximately 2.0% and 10% , respectively, of limited partnership interests in the Investment Fund, a holding company that participates in a family of funds with other unrelated third parties and purchases whole loans and interests in loans from the Company. During 2016 , this family of funds purchased $256.7 million of whole loans and interests in whole loans. During 2016 , the Company earned $1.7 million in servicing fees and $81 thousand in management fees from this family of funds, and paid interest received from the borrowers of the underlying loans of $8.6 million to the family of funds. The Company believes that the sales of whole loans and interests in whole loans, and the servicing and management fees charged were on terms and conditions that were not more favorable than those obtained by other third-party investors. On April 1, 2016, the Company closed its $10.0 million investment, for an approximate ownership interest of 15% in the Investment Fund. At the time the Company made its investment, the Company's Related Party Investors also had limited partnership interests in the Investment Fund. As of June 30, 2016, the end of the period in which the Company's former CEO resigned, the Related Party Investors and the Company had an aggregate ownership of approximately 29% in the Investment Fund. As of December 31, 2016 , the Company and a board member had an aggregate ownership interest of approximately 27% in the Investment Fund. |
Springstone Acquisition
Springstone Acquisition | 12 Months Ended |
Dec. 31, 2016 | |
Business Combinations [Abstract] | |
Springstone Acquisition | Springstone Acquisition On April 17, 2014 , Lending Club acquired all of the outstanding limited liability company interests of Springstone (Acquisition) for $111.8 million , which was comprised of $109.0 million in cash and shares of Series F convertible preferred stock with an aggregate value of $2.8 million . Upon closing of the Acquisition, Springstone became Lending Club’s wholly owned subsidiary. The Company has included the financial results of Springstone in the consolidated financial statements from the date of acquisition. The purchase agreement included a total of $25.6 million comprised of $22.1 million of shares of Series F convertible preferred stock (Escrow Shares) and $3.5 million of cash that were placed in a third-party escrow, and are subject to certain vesting and forfeiture conditions applicable to these employees continuing employment over a three -year period from the closing. These amounts are accounted for as a compensation arrangement and expensed over the three -year vesting period and are included under “Other general and administrative” operating expenses in the Consolidated Statements of Operations. Additionally, $19.0 million of the cash consideration and certain Escrow Shares were placed in a third-party escrow for 15 months from the closing date to secure, in part, the indemnification obligations of the sellers under the purchase agreement. In connection with the Acquisition, the Company also paid $2.4 million for transactions costs incurred by Springstone. The cash portion of the consideration was funded by a combination of cash from us, Series F convertible preferred stock financing, and proceeds from the Term Loan. The allocation of purchase price as of the acquisition date is as follows: Fair Value Assets: Cash $ 2,256 Restricted cash 1,581 Property, equipment and software 366 Other assets 599 Identified intangible assets 40,200 Goodwill 72,592 Liabilities: Accounts payable 239 Accrued expenses and other liabilities 5,536 Total purchase consideration $ 111,819 The amounts of net revenue of Springstone included in the Company’s consolidated statements of operations from the acquisition date of April 17, 2014 to December 31, 2014 was $15.3 million . The Company recognized acquisition-related expenses of $2.3 million for the year ended December 31, 2014, which is included in other general and administrative expense. The following pro forma financial information summarizes the combined results of operations for Lending Club and Springstone, as though the companies were combined as of January 1, 2013. These pro forma results have been prepared for comparative purposes only and do not purport to be indicative of the results of operations which would have resulted had the acquisition occurred as of January 1, 2013, nor is it indicative of future operating results. The pro forma results presented below include interest expense on the debt financing, amortization of acquired intangible assets, compensation expense related to the post-acquisition compensation arrangements entered into with the continuing employees and tax expense: Years Ended December 31, 2014 2013 Total net revenue $ 219,174 $ 113,040 Net loss (1) $ (33,796 ) $ (17,592 ) Basic net loss per share attributable to common stockholders $ (0.45 ) $ (0.34 ) Diluted net loss per share attributable to common stockholders $ (0.45 ) $ (0.34 ) (1) Net loss for the year ended December 31, 2013 includes $8.6 million of one-time acquisition-related costs and compensation expenses. |
Subsequent Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2016 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events The Company has evaluated the impact of events that have occurred subsequent to December 31, 2016 , through the date the consolidated financial statements were filed with the SEC. Based on this evaluation, other than as recorded or disclosed within these consolidated financial statements, related notes or below, the Company has determined none of these events were required to be recognized or disclosed. |
Quarterly Results of Operations
Quarterly Results of Operations (Unaudited) | 12 Months Ended |
Dec. 31, 2016 | |
Quarterly Financial Information Disclosure [Abstract] | |
Quarterly Results of Operations (Unaudited) | Quarterly Results of Operations (Unaudited) The following table sets forth our unaudited consolidated statement of operations data for each of the eight quarters ended December 31, 2016 . The unaudited quarterly statement of operations data set forth below have been prepared on the same basis as our audited consolidated financial statements and reflect, in the opinion of management, all adjustments of a normal, recurring nature that are necessary for a fair statement of the unaudited quarterly statement of operations data. Our historical results are not necessarily indicative of our future operating results. The following quarterly consolidated financial data should be read in conjunction with the consolidated financial statements and the related notes included elsewhere in this Report. Quarters Ended December 31, 2016 September 30, 2016 June 30, 2016 March 31, 2016 Net operating revenue: Transaction fees $ 101,568 $ 100,813 $ 96,605 $ 124,508 Servicing fees 22,951 16,513 11,603 16,942 Management fees 3,076 1,964 3,053 3,545 Other revenue (expense) 1,607 (6,681 ) (8,870 ) 6,270 Total net operating revenue $ 129,202 $ 112,609 $ 102,391 $ 151,265 Net interest income and other adjustments 1,320 1,947 1,049 1,029 Total net revenue $ 130,522 $ 114,556 $ 103,440 $ 152,294 Operating expenses: Sales and marketing 55,457 44,901 49,737 66,575 Origination and servicing 18,296 16,332 20,934 19,198 Engineering and product development 32,522 29,428 29,209 24,198 Other general and administrative 56,740 58,940 53,457 38,035 Goodwill impairment — 1,650 35,400 — Total operating expenses $ 163,015 $ 151,251 $ 188,737 $ 148,006 Income (loss) before income tax expense (32,493 ) (36,695 ) (85,297 ) 4,288 Income tax (benefit) expense (224 ) (209 ) (3,946 ) 151 Net income (loss) $ (32,269 ) $ (36,486 ) $ (81,351 ) $ 4,137 Other data (1) : Loan originations (2) $ 1,987,278 $ 1,972,034 $ 1,955,401 $ 2,750,033 Weighted-average common shares - Basic 395,877,053 391,453,316 382,893,402 380,266,636 Weighted-average common shares - Diluted 395,877,053 391,453,316 382,893,402 392,397,825 Net income (loss) per share: Basic $ (0.08 ) $ (0.09 ) $ (0.21 ) $ 0.01 Diluted $ (0.08 ) $ (0.09 ) $ (0.21 ) $ 0.01 (1) For more information about loan originations, see “ Item 7 – Management's Discussion and Analysis – Key Operating and Financial Metrics .” (2) Loan originations include loans facilitated through the platform plus outstanding purchase commitments at period end. Quarters Ended December 31, September 30, June 30, March 31, Net operating revenue: Transaction fees $ 114,955 $ 100,420 $ 85,651 $ 72,482 Servicing fees 11,941 8,999 6,479 5,392 Management fees 3,313 2,900 2,548 2,215 Other revenue (expense) 4,262 2,743 1,441 956 Total net operating revenue $ 134,471 $ 115,062 $ 96,119 $ 81,045 Net interest income and other adjustments 1,047 1,214 798 187 Total net revenue $ 135,518 $ 116,276 $ 96,917 $ 81,232 Operating expenses: Sales and marketing $ 53,537 $ 44,018 $ 39,501 $ 34,470 Origination and servicing 17,696 16,732 14,706 12,201 Engineering and product development 23,887 21,063 18,214 13,898 Other general and administrative 35,245 32,280 28,247 26,410 Total operating expenses $ 130,365 $ 114,093 $ 100,668 $ 86,979 Income (loss) before income tax expense 5,153 2,183 (3,751 ) (5,747 ) Income tax expense 584 1,233 389 627 Net income (loss) $ 4,569 $ 950 $ (4,140 ) $ (6,374 ) Other data (1) : Loan originations (2) $ 2,579,201 $ 2,235,647 $ 1,911,759 $ 1,635,090 Weighted-average common shares - Basic 378,631,340 375,982,120 372,841,945 371,959,312 Weighted-average common shares - Diluted 402,634,010 401,934,880 372,841,945 371,959,312 Net income (loss) per share: Basic $ 0.01 $ 0.00 $ (0.01 ) $ (0.02 ) Diluted $ 0.01 $ 0.00 $ (0.01 ) $ (0.02 ) (1) For more information about loan originations, see “ Item 7 – Management's Discussion and Analysis – Key Operating and Financial Metrics .” (2) Loan originations include loans facilitated through the platform plus outstanding purchase commitments at period end. |
Schedule II - Valuation and Qua
Schedule II - Valuation and Qualifying Accounts | 12 Months Ended |
Dec. 31, 2016 | |
Valuation and Qualifying Accounts [Abstract] | |
Schedule II - Valuation and Qualifying Accounts | Financial Statement Schedule Schedule II – Valuation and Qualifying Accounts (in thousands) Additions Balance at Beginning of Period Charged to Expenses Charged to Other Accounts Deductions Balance at Allowance for Deferred Tax Assets: Year ended December 31, 2016 $ 25,348 $ 50,577 $ — $ 617 $ 75,308 Year ended December 31, 2015 $ 26,788 $ — $ 680 $ 2,120 $ 25,348 Year ended December 31, 2014 $ 19,931 $ 6,857 $ — $ — $ 26,788 |
Summary of Significant Accoun31
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2016 | |
Accounting Policies [Abstract] | |
Revenue Recognition | Revenue Recognition Transaction Fees: Transaction fees are paid by issuing banks or patient service providers to Lending Club for the work Lending Club performs through its platform and Springstone’s platform in facilitating loans for its issuing bank partners. These fees are recognized as a component of net operating revenue at the time of loan issuance. Factors affecting the amount of fees paid to the issuing bank by the borrower and from the bank to the Company include initial loan amount, term, credit quality, and other factors. The Company records transaction fee revenue net of program fees paid to WebBank. See “ Loan Trailing Fee Liability ” below for further discussion. Commencing with the origination fee increase announced in March 2016, in the event a borrower prepays a loan in full before maturity, the Company assumes the issuing bank partner's obligation under Utah law to refund the pro-rated amount of the fee received by the bank in excess of 5%. Additionally, the Company may provide refunds to patient finance borrowers when the borrower cancels the loan under certain conditions. Since Lending Club can estimate refunds based on loan cancellation or prepayment experience, the Company also records transaction fee revenue net of estimated refunds at the time of loan issuance. Servicing Fees: Note investors, certain certificate holders and whole loan purchasers typically pay Lending Club a servicing fee on each payment received from a borrower or on the investors’ month-end principal balance of loans serviced. The servicing fee compensates the Company for managing payments from borrowers and payments to investors and maintaining investors’ account portfolios. The Company records servicing fees as a component of net operating revenue when received. Servicing fees can be, and have been, modified or waived at management’s discretion. Servicing fees also include the change in fair value of loan servicing assets and liabilities. Management Fees : Qualified investors can invest in investment funds managed by LCA. LCA charges limited partners in the investment 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 SMAs, payable monthly in arrears, based on the month-end balances in the SMA accounts. Management fees are a component of net operating 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 (Expense) : Other revenue (expense) consists primarily of gains and losses on sales of whole loans, incentives that were offered to purchasers of whole loans in the second and third quarters of 2016, and referral revenue earned from partner companies when customers referred by Lending Club complete specified actions with them. |
Whole Loan Sold | Whole Loan Sales Under loan sale agreements, the Company sells all of its right, title and interest in certain loans. At the time of such sales, the Company simultaneously enters into loan servicing agreements under which it acquires the right to service the loans. The Company calculates a gain or loss on the whole loan sale, including the acquisition of loan servicing rights, based on the net proceeds from the whole loan sale, minus the net investment in the loans being sold. Additionally, as needed, the Company will record a liability for significant estimated post-sale obligations or contingent obligations to the purchasers of the whole loans in “Accrued expenses and other liabilities” in the consolidated balance sheets. The Company elected the fair value option for whole loans acquired that are designated to be sold. All transaction fees and all direct costs incurred in the origination process are recognized in earnings as earned or incurred and are not deferred. Transaction fees for whole loans sold are included in “Transaction fees” and direct loan origination costs are included in “Origination and servicing” operating expense in the consolidated statements of operations. Gains and losses from whole loan sales are recorded in “Other revenue (expense)” in the consolidated statements of operations. |
Net Income (Loss) Per Share | Net Income (Loss) Per Share Earnings (loss) per share (EPS) is the amount of net income (loss) available to each share of common stock outstanding during the reporting period. Diluted EPS is the amount of net income (loss) 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 are excluded from the computation of diluted EPS in periods in which the effect would be antidilutive. Potentially dilutive common shares include incremental shares issued for stock options and warrants to purchase common stock. |
Cash and Cash Equivalents | Cash and Cash Equivalents Cash and cash equivalents include the Company’s unrestricted deposits with financial institutions in checking, money market and short-term certificate of deposit accounts. The Company considers 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 checking, money market and certificate of deposit accounts that are: (i) pledged to or held in escrow by the Company’s correspondent banks as security for transactions processed on or related to Lending Club’s platform or activities by certain investors; (ii) pledged through a credit support agreement with a certificate holder; (iii) held in a Rabbi Trust through a grantor trust agreement to satisfy obligations to participants under the Company's 2016 Cash Retention Bonus Plan (Cash Retention Plan). See “ Note 15. Employee Incentive and Retirement Plans” for additional information; or (iv) received from investors but not yet applied to their accounts on the platform and transferred to segregated bank accounts that hold investors’ funds. Investor cash balances (excluding transactions-in-process) are held in segregated bank or custodial accounts and are not commingled with the Company’s monies or held on the Company’s consolidated balance sheet. |
Securities Available for Sale | Securities Available for Sale Securities available for sale are recorded at fair value and unrealized gains and losses are reported, net of taxes, in accumulated other comprehensive income (loss) included in stockholders’ equity unless management determines that a security is other-than-temporarily impaired (OTTI). Realized gains and losses from sales of securities available for sale are determined on a specific identification basis and are included in other revenue (expense). Purchases and sales of securities available for sale are recorded on the trade date. Management evaluates whether securities available for sale are OTTI on a quarterly basis. Debt securities with unrealized losses are considered OTTI if the Company intends to sell the security or if it is more likely than not that it will be required to sell such security before any anticipated recovery. If management determines that a security is OTTI under these circumstances, the impairment recognized in earnings is measured as the entire difference between the amortized cost and then-current fair value. A security is also OTTI if management does not expect to recover all of the amortized cost of the security. In this circumstance, the impairment recognized in earnings represents estimated credit loss, and is measured by the difference between the present value of expected cash flows and the amortized cost of the security. Management utilizes cash flow models to estimate the expected future cash flow from the securities to estimate the credit loss when necessary. Expected cash flows are discounted using the security’s effective interest rate. The evaluation of whether the Company expects to recover the amortized cost of a security is inherently judgmental. The evaluation includes the assessment of several security performance indicators, including the magnitude and duration of the unrealized loss and whether the Company has received all scheduled principal and interest payments. Securities Available for Sale The Company uses quoted prices in active markets to measure the fair value of securities available for sale, when available. When utilizing market data and bid-ask spreads, the Company uses the price within the bid-ask spread that best represents fair value. When quoted prices do not exist, the Company uses prices obtained from independent third-party pricing services to measure the fair value of securities available for sale. The Company’s primary independent pricing service provides prices based on observable trades and discounted cash flows that incorporate observable information, such as yields for similar types of securities (a benchmark interest rate plus observable spreads) and weighted-average maturity for the same or similar securities. The Company compares the prices obtained from its primary independent pricing service to the prices obtained from the additional independent pricing services to determine if the price obtained from the primary independent pricing service is reasonable. The Company does not adjust the prices received from independent third-party pricing services unless such prices are inconsistent with the definition of fair value and result in a material difference in the recorded amounts. |
Loans Held for Sale at Fair Value | Loans Held for Sale at Fair Value Loans held by the Company with the intent to sell are recognized on the balance sheet as loans held for sale. Loans held for sale are measured at fair value. The fair value methodology for the measurement of loans held for sale is consistent with that of loans not classified as held for sale. The fair value adjustments related to loans held for sale are recorded in the period of the fair value changes. |
Loan Trailing Fee Liability | Loan Trailing Fee Liability In February 2016, the Company revised the agreement with its primary issuing bank partner to include an additional program fee (Loan Trailing Fee). The Loan Trailing Fee is dependent on the amount and timing of principal and interest payments made by borrowers of the underlying loans, and gives the issuing bank an ongoing financial interest in the performance of the loans it originates. This fee is paid by the Company to the issuing bank partner over the term of the respective loans and is a function of the principal and interest payments. In the event that principal and interest payments are not made, the Company is not required to make this Loan Trailing Fee payment. The Loan Trailing Fee is recorded initially at fair value with subsequent changes to this liability netted against transaction fees on the Company's consolidated statement of operations. The fair value of the Loan Trailing Fee represents the present value of the expected monthly Loan Trailing Fee, which considers assumptions of expected prepayment rates and future credit losses. |
Fair Value of Assets and Liabilities | Fair Value of Assets and Liabilities The Company uses fair value measurement to record loans, notes, certificates and servicing assets and liabilities at fair value on a recurring basis. 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. The fair value hierarchy includes the following three-level classification, which is based on the market observability of the inputs used for estimating the fair value of the assets or liabilities being measured: 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 — Inputs that are unobservable in the market but reflective of the types of assumptions 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. The Company utilizes discounted cash flow valuation techniques based on its estimate of future cash flows that are expected to occur over the life of a financial instrument. Unobservable inputs are considered significant if, by their exclusion, the estimated fair value of a 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. |
Fair Valuation Adjustments of Loans at Fair Value and Notes and Certificates at Fair Value | Loans and related notes and certificates, and loans held for sale are measured at estimated fair value using a discounted cash flow valuation methodology. The fair valuation methodology considers projected prepayments and uses the historical actual defaults, losses and recoveries on our loans to project future losses and net cash flows on loans. |
Servicing Assets and Liabilities at Fair Value | Loan servicing assets and liabilities are measured at estimated fair value using a discounted cash flow valuation methodology. The cash flows in the valuation model represent the difference between the contractual servicing fees charged to whole loan buyers and an estimated market servicing fee. Since contractual servicing fees are generally based on the monthly unpaid principal balance of the underlying loans, the expected cash flows in the model incorporate estimates of net losses and prepayments. |
Financial Instruments Not Recorded at Fair Value | Financial Instruments Not Recorded at Fair Value Financial instruments not recorded at fair value on a recurring basis include cash and cash equivalents, restricted cash, accrued interest receivable, deposits, accrued interest payable, accounts payable and payables to investors. These assets and liabilities are recorded at historical cost. Given the short-term nature of these instruments, the Company considers the amortized cost to approximate their fair values. |
Accrued Interest | Accrued Interest Accrued interest income on loans is calculated based on the contractual interest rate of the loan and recorded as interest income as earned. Loans are placed on non-accrual status upon reaching 120 days past due. When a loan is placed on non-accrual status, the Company stops accruing interest and reverses all accrued but unpaid interest as of such date. Accrued interest payable on notes and certificates is also reduced when the corresponding loan is placed on non-accrual status, due to the payment dependent structure of the notes and certificates. |
Property, Equipment and Software, Net | Property, Equipment and Software, net Property, equipment and software consists of internally developed and purchased software, computer equipment, leasehold improvements, furniture and fixtures and construction in process, which are recorded at cost, less accumulated depreciation and amortization. Computer equipment, purchased software and furniture and fixtures are depreciated or amortized on a straight line basis over three to five years . Leasehold improvements are amortized over the shorter of the lease term excluding renewal periods or the estimated useful life. Internally developed software is amortized on a straight line basis over the project’s estimated useful life, generally three years . Internally developed software is 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. Capitalized 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. The Company evaluates potential impairments of its property, equipment and software 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 the Company’s overall business and significant negative industry or economic trends. The determination of recoverability of these assets is based on whether an estimate of undiscounted future cash flows resulting from the use of the asset and its eventual disposition exceed the net book value of the asset. If the asset is not recoverable, measurement of an impairment loss 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. |
Consolidation of Variable Interest Entities | Consolidation of Variable Interest Entities A variable interest entity (VIE) is a legal entity that does not have sufficient equity at risk to finance its own operations, whose equity holders do not have the power to direct the activities most significantly affecting the economic outcome of those activities, or whose equity holders do not share proportionately in the losses or receive the residual returns of the entity. The determination of whether an entity is a VIE requires a significant amount of judgment. When the Company has a controlling financial interest in a VIE, it must consolidate the results of the VIE’s operations into its consolidated financial statements. A controlling financial interest exists if the Company has both the power to direct the VIE’s activities that most significantly affect the VIE’s economic performance (power) and the obligation to absorb losses or receive benefits that could be potentially significant to the VIE (economics). LC Trust I The Company has determined that the Trust is a VIE and that the Company has a controlling financial interest in the Trust and therefore must consolidate the Trust in its consolidated financial statements. The Company established the Trust in February 2011 and funded it with a nominal residual investment. The Company is the only residual investor in the Trust. The purpose of the Trust is to acquire and hold loans for the benefit of investors who have invested in certificates issued by the Trust. The Trust conducts no other business other than purchasing and retaining loans or portions thereof for the benefit of the investment funds and their underlying limited partners. The Trust holds loans, none of which are financed by the Company. The cash flows from the loans held by the Trust are used to repay obligations under the certificates. The Trust’s assets and liabilities were reflected in the Company's consolidated financial statements at December 31, 2016 and 2015 . In connection with the formation of the investment funds, it was determined that in order to achieve success in raising investment capital, the assets to be invested in by the investment funds must be held by an entity that was separate and distinct from the Company (i.e. bankruptcy remote) in order to reduce this risk and uncertainty. In the event of the Company's insolvency, it is anticipated that the assets of the Trust would not become part of the bankruptcy estate, but that outcome is uncertain. The Company's capital contributions, which are the only equity investments in the Trust, are insufficient to allow the Trust to finance the purchase of a significant amount of loans without the issuance of certificates to investors. Therefore, the Trust’s capitalization level qualifies the Trust as a VIE. The Company has a financial interest in the Trust because of its right to returns related to servicing fee revenue from the Trust, its right to reimbursement for expenses, and its obligation to repurchase loans from the Trust in certain instances. Additionally, the Company performs or directs activities that significantly affect the Trust’s economic performance through or by (i) operation of the platform that enables borrowers to apply for loans purchased by the Trust; (ii) credit underwriting and servicing of loans purchased by the Trust; (iii) LCA's selection of the loans that are purchased by the Trust on behalf of advised Certificate holders; and (iv) LCA’s role to source investors that ultimately purchase limited partnership interests in a fund or Certificates, both of which supply the funds for the Trust to purchase loans. Collectively, the activities described above allow the Company to fund more loans than would be the case without the existence of the Trust, to collect the related loan transaction fees and for LCA to collect the management fees on the investors’ capital used to purchase certificates. Accordingly, the Company is deemed to have power to direct activities most significant to the Trust and economic interest in the activities because of loan funding and transaction and management fees. Therefore, the Company concluded that it is the primary beneficiary of the Trust and consolidated the Trust’s operations in its consolidated financial statements. Investment In Cirrix Capital On April 1, 2016, the Company closed its $10.0 million investment, for an approximate ownership interest of 15% in Cirrix Capital (Investment Fund), a holding company to a family of funds that purchases loans and interests in loans from the Company. Per the partnership agreement, the family of funds can invest up to 20% of their assets outside of whole loans and interests in whole loans facilitated by the Company. At December 31, 2016 , 100% of the family of funds' assets were comprised of whole loans and interests in loans facilitated by Lending Club's platform. At the time the Company made its investment, the Company's then Chief Executive Officer (former CEO) and a board member (together, the Related Party Investors) also had limited partnership interests in the Investment Fund. As of June 30, 2016, the end of the period in which the Company's former CEO resigned, the Related Party Investors and the Company had an aggregate ownership of approximately 29% in the Investment Fund. As of December 31, 2016 , the Company and a board member had an aggregate ownership interest of approximately 27% in the Investment Fund. The Company's investment is deemed to be a variable interest in the Investment Fund because of the limited partnership interest shares in the expected returns and losses of the Investment Fund. The expected returns and losses of the Investment Fund result from the net returns of the family of funds owned by the Investment Fund, which are derived from interest income earned from loans and interests in whole loans that are purchased by the family of funds, which are owned by the Investment Fund. Such loans and interests in loans were facilitated by the Company. Additionally, the Investment Fund is considered a VIE. The Investment Fund passes the credit risk to the limited partners. The Company did not design the Investment Fund’s investment strategy and cannot require the Investment Fund to purchase loans. Additionally, the Company reviewed whether it collectively, with the board member's investment, had power to control the Investment Fund and concluded that it did not based on the unilateral ability of the general partner to exercise power over the limited partnership and the inability of the limited partners to remove the general partner. The Company is not the primary beneficiary of the Investment Fund because the Company does not have the power to direct the activities that most significantly affect the Investment Fund’s economic performance. As a result, the Company does not consolidate the operations of the Investment Fund in the financial statements of the Company. The Company accounts for this investment under the equity method of accounting, which approximates its maximum exposure to loss as a result of its involvement in the Investment Fund. At December 31, 2016 , the Company's investment was $10.1 million , which is recognized in other assets on the consolidated balance sheet. See “ Note 19. Related Party Transactions ” for additional information. Separately, the Company is subject to a credit support agreement that requires it to pledge and restrict cash in support of its contingent obligation to reimburse the Investment Fund for net credit losses on loans underlying the interests in whole loans that are in excess of a specified, aggregate net loss threshold. As of December 31, 2016, $3.4 million was pledged and restricted to support this contingent obligation. This credit support agreement is deemed to be a variable interest in the Investment Fund because it exposes the Company to potential credit losses on the underlying interests in loans purchased by the Investment Fund. The board member and the Company are excluded from receiving any benefits, if provided, from this credit support agreement. As of December 31, 2016 , the Company has not been required to nor does it anticipate recording losses under this agreement. The Company's maximum exposure to loss under this credit support agreement was limited to $6.0 million and $34.4 million at December 31, 2016 and 2015 , respectively. LCA Managed or Advised Private Funds In conjunction with the adoption of a new accounting standard that amends accounting for consolidations effective January 1, 2016, the Company reviewed its relationship with the private funds managed or advised by LCA and concluded that it does not have a variable interest in the private funds. As of December 31, 2016 , the Company does not hold any investments in the private funds. Certain of the Company's related parties have investments in the private funds, as discussed in “ Note 19. Related Party Transactions .” The Company charges the limited partners in the private funds a management fee based on their account balance at month end for services performed as the general manager, including fund administration, and audit, accounting and tax preparation services. Accordingly, the Company's fee arrangements contain only terms, conditions, or amounts that are customarily present in arrangements for similar services negotiated at arm’s length. These fees are solely compensation for services provided and are commensurate with the level of effort required to provide those services. The Company does not have other interests in the private funds and therefore does not have a variable interest in the private funds. Management regularly reviews and reconsiders its previous conclusions regarding whether it holds a variable interest in potential VIEs, the status of an entity as a VIE, and whether the Company is required to consolidate such VIEs in the consolidated financial statements. |
Goodwill and Intangible Assets | Goodwill and Intangible Assets Goodwill represents the fair value of acquired businesses in excess of the aggregate fair value of the identified net assets acquired. Goodwill is not amortized but is tested for impairment annually or whenever indications of impairment exist. Our annual impairment testing date is April 1. Impairment exists whenever the carrying value of goodwill exceeds its implied fair value. Adverse changes in impairment indicators such as loss of key personnel, increase regulatory oversight, or unplanned changes in our operations could result in impairment. The Company recorded a goodwill impairment charge of $37.1 million for the year ended December 31, 2016 related to the education and patient finance reporting unit. See “ Note 9. Intangible Assets and Goodwill ” for a further description of this impairment. If the performance of the education and patient finance reporting unit fails to meet current expectations, it is possible that the carrying value of this reporting unit, even after the current impairment charge, will exceed its fair value, which could result in further recognition of a noncash impairment of goodwill that could be material. There were no goodwill impairment charges for the years ended December 31, 2015 or 2014 . The Company can elect to qualitatively assess goodwill for impairment if it is more likely than not that the fair value of a reporting unit (generally defined as a component of a business for which financial information is available and reviewed regularly by management) exceeds its carrying value. A qualitative assessment may consider macroeconomic and other industry-specific factors, such as trends in short-term and long-term interest rates and the ability to access capital or company-specific factors, such as market capitalization in excess of net assets, trends in revenue generating activities and merger or acquisition activity. If the Company does not qualitatively assess goodwill it compares a reporting unit’s estimated fair value to its carrying value. Estimated fair value of a reporting unit is generally established using an income approach based on a discounted cash flow model or a market approach, which compares each reporting unit to comparable companies in their respective industries. Intangible assets are amortized over their useful lives in a manner that best reflects their economic benefit, which may include straight-line or accelerated methods of amortization. Intangible assets are reviewed for impairment quarterly and whenever events or changes in circumstances indicate that the carrying amount of such assets may not be recoverable. The Company does not have indefinite-lived intangible assets. |
Debt | Debt The Company has elected to record certain costs directly related to its secured revolving credit facility as an asset included in other assets on the Company’s consolidated balance sheets. These costs are amortized as interest expense over the contractual term of the secured revolving credit facility. Additionally, in instances where the Company transfers loans to investors that do not meet sale criteria for accounting purposes, such loan sales are accounted for as secured borrowings. |
Stock-based Compensation | Stock-based Compensation Stock-based compensation includes expense associated with restricted stock units (RSUs), stock options, and our employee stock purchase plan (ESPP), as well as expense associated with stock issued related to our acquisition of Springstone. Stock-based compensation expense is based on the grant date fair value of the award, net of expected forfeitures, which are based on our historical experience. If actual forfeitures differ significantly from our estimates, stock-based compensation expense and our results of operations could be materially impacted. The fair value of restricted stock units is based on the closing price of our common stock on the date of grant. To determine the fair value of stock options and ESPP purchase rights, we use the Black-Scholes option-pricing model, with inputs for the fair value of our common stock, expected common stock price volatility over the expected life of the stock options or ESPP purchase rights, expected term of the stock option or ESPP purchase right, risk-free interest rates and expected dividends. Prior to the Company’s IPO, the fair value of its shares of common stock was established by the Board. The Company’s Board relied upon valuations provided by third-party valuation firms and other factors, including, but not limited to, the current status of the technical and commercial success of the Company’s operations, the Company’s financial condition, the stage of the Company’s product design and development, and competition to establish the fair value of the Company’s common stock at the time of grant of the option. As we do not have a significant trading history for our common stock, the expected stock price volatility for our common stock is estimated by reference to the average historical stock price volatility for our industry peers. The industry peer group used to estimate our volatility includes small, mid and large capitalization companies in the consumer finance, investment management and technology industries taking into account the similarity in size, stage of life cycle and financial leverage. The expected term represents the period of time that stock options are estimated to be outstanding, giving consideration to the contractual terms of the options, vesting schedules, and expectations of future exercise patterns and post-vesting employee termination behavior. Given our limited operating history, the simplified method is applied to calculate the expected term. We use a risk-free interest rate 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. We have never declared or paid any cash or other dividends and do not anticipate paying cash or other dividends in the foreseeable future. Consequently, we use an expected dividend yield of 0.0% in our option-pricing model. Stock-based compensation expense related to stock options and RSUs that are expected to vest is recognized over the vesting period of the award, which is generally four years , on a straight-line basis. The compensation expense related to ESPP purchase rights is recognized on a straight-line basis over the requisite service period, which is generally six months . |
Income Taxes | Income Taxes The Company accounts 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. The Company recognizes deferred tax assets to the extent that it believes these assets are more likely than not to be realized. In making such a determination, the Company considers the 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 the Company determines that it is able to realize its deferred tax assets in the future in excess of the net recorded amount, the Company adjusts the deferred tax asset valuation allowance, which reduces the provision for income taxes. The Company accounts for the realization of excess tax benefits for stock-based compensation based on the “with-and-without” approach, excluding the measurement of any indirect effects. Equity will be increased if and when such deferred tax assets are ultimately realized. The Company accounts for uncertain tax positions using a two-step process whereby (i) it determines whether it is more likely than not that the tax positions will be sustained on the basis of the technical merits of the position (“more-likely-than-not recognition threshold”) and (ii) for those tax positions that meet the more-likely-than-not recognition threshold, it recognizes the largest amount of tax benefit that is more than 50 percent likely to be realized upon ultimate settlement with the related tax authority. The Company recognizes interest and penalties accrued on any unrecognized tax benefits as a component of provision for income tax in the consolidated statements of operations. |
Use of Estimates | Use of Estimates The preparation of the Company’s consolidated financial statements and related disclosures requires management to make judgments, assumptions and estimates that affect the amounts reported in its consolidated financial statements and accompanying notes. The Company bases its estimates on historical experience and on various other factors it believes 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 servicing assets and liabilities; (ii) fair value determinations for loans, loans held for sale, notes and certificates; (iii) fair value determinations for securities available for sale; (iv) stock-based compensation expense; (v) provision for income taxes, net of valuation allowance for deferred tax assets; (vi) recoverability of property, equipment and software; (vii) carrying values of goodwill and intangible assets; (viii) consolidation of variable interest entities; and (ix) reserves for contingencies. 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. |
New Accounting Standards | Adoption of New Accounting Standards In November 2015, the FASB issued ASU 2015-17, Balance Sheet Classification of Deferred Taxes , that amended the presentation of deferred income taxes in the statement of financial position. This ASU was effective January 1, 2017. ASU 2015-17 simplifies the presentation to require that deferred income taxes be presented as noncurrent in a classified statement of financial position. The Company does not present a classified statement of financial position and accordingly ASU 2015-17 does not have an impact on its presentation of deferred tax assets and liabilities. In August 2014, the FASB issued ASU 2014-15 Presentation of Financial Statements – Going Concern (Subtopic 205-40), Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern , which requires management to assess a company’s ability to continue as a going concern for each annual and interim reporting period, and disclose in its financial statements whether there is substantial doubt about the company’s ability to continue as a going concern within one year after the date that the financial statements are issued. The standard is effective for annual reporting periods, and interim periods therein, ending after December 15, 2016. The Company has adopted ASU 2014-15 and evaluated the Company’s ability to continue as a going concern as well as the need for related disclosure and has concluded no disclosure is necessary regarding the Company’s ability to continue as a going concern. New Accounting Standards Not Yet Adopted In January 2017, the FASB issued ASU 2017-04, Intangibles-Goodwill and Other (Topic 350) – Simplifying the Test for Goodwill Impairment . ASU 2017-04 will simplify the subsequent measurement of goodwill by eliminating Step 2 from the goodwill impairment test. Current guidance requires that companies compute the implied fair value of goodwill under Step 2 by performing procedures to determine the fair value at the impairment testing date of its assets and liabilities following the procedure that would be required in determining the fair value of assets acquired and liabilities assumed in a business combination. ASU 2017-04 will require companies to perform annual or interim goodwill impairment tests by comparing the fair value of a reporting unit with its carrying amount, and recognize an impairment charge for the amount by which the carrying amount exceeds the reporting unit’s fair value. However, the loss recognized should not exceed the total amount of goodwill allocated to that reporting unit. ASU 2017-04 will be effective for annual periods beginning after December 15, 2019, including interim periods within that reporting period, and will be applied prospectively. Early adoption of this standard is permitted. The Company currently is evaluating the impact this guidance may have on its financial position, results of operations, and cash flows. In August 2016, the FASB issued ASU 2016-15, Statement of Cash Flows – Classification of Certain Cash Receipts and Cash Payments and in November 2016 issued ASU 2016-18, Statement of Cash Flows (Topic 230): Restricted Cash. The new standard will be effective January 1, 2018, and amends the existing accounting standards for the statement of cash flows. The amendments provide guidance on the following nine cash flow issues: debt prepayment or debt extinguishment costs; settlement of zero-coupon or other debt instruments with coupon interest rates that are insignificant in relation to the effective interest rate of the borrowing; contingent consideration payments made after a business combination; proceeds from the settlement of insurance claims; proceeds from the settlement of corporate-owned life insurance policies; distributions received from equity method investees; beneficial interests in securitization transactions; separately identifiable cash flows and application of the predominance principle; and restricted cash. Early adoption is permitted, including adoption in an interim period. The Company is evaluating the impact that these standards will have on the consolidated statement of cash flows. However, the impact will depend on the facts and circumstances at the time of adoption of the new standards. In June 2016, the FASB amended guidance related to impairment of financial instruments as part of ASU 2016-13 Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments , which will be effective January 1, 2020. The guidance replaces the incurred loss impairment methodology with an expected credit loss model for which a company recognizes an allowance based on the estimate of expected credit loss. The Company accounts for its loans at fair value through net income, which is outside the scope of Topic 326 and does not expect this guidance to have a material impact on the Company's financial position, results of operations, or cash flows. In March 2016, the FASB issued ASU 2016-09 Compensation – Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting. This ASU simplifies several aspects of the accounting for employee share-based payment transactions, including the accounting for income taxes, forfeitures, and statutory tax withholding requirements, as well as classification in the statement of cash flows. This new standard is effective for annual periods beginning after December 15, 2016, and interim periods within that reporting period. The Company will adopt this standard in the first quarter of 2017, under the modified retrospective method, with the cumulative effect of adoption recorded as an adjustment to 2017 beginning retained earnings. The new standard will result in excess tax benefits and deficiencies on share-based transactions being recorded as income tax expense or benefit rather than in additional-paid-in-capital. The Company also will classify excess tax benefits on share-based payments in the operating section of the consolidated statement of cash flows. The Company has not concluded whether to account for share-based award forfeitures as they occur, rather than, making estimates of future forfeitures. The Company’s previously unrecognized excess tax benefits were recorded as a deferred tax asset, which was fully reduced by a valuation allowance. Therefore, the requirement to recognize these excess tax benefits in the income tax provision is not expected to have a material adoption impact. In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842) that amended the accounting guidance related to lease accounting. The new standard is effective January 1, 2019, with modified retrospective transition upon adoption. The guidance requires lessees, at lease inception, to record on their balance sheets a lease liability for the obligation to make lease payments and a right-of-use (ROU) asset for the right to use the underlying asset for the lease term. Lessees may elect to not recognize lease liabilities and ROU assets for leases with terms of 12 months or less. The lease liability is measured at the present value of the lease payments over the lease term. The ROU asset will be based on the liability, adjusted for lease prepayments, lease incentives, and the lessee's initial direct costs. For operating leases, lease expense will generally be recognized on a straight-line basis over the lease term. The amended lessor accounting model is similar to the current model, updated to align with certain changes to the lessee model and the new revenue standard. The Company is evaluating the impact that ASU 2016-02 will have on its financial position, results of operations or cash flows. In January 2016, the FASB issued ASU 2016-01 Financial Instruments - Overall (Subtopic: 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities , which will be effective January 1, 2018. The amendment changes the accounting for equity investments, changes disclosure requirements related to instruments at amortized cost and fair value, and clarifies how entities should evaluate deferred tax assets for securities classified as available for sale. Affected entities should apply the amendments by means of a cumulative-effect adjustment to the balance sheet as of the beginning of the fiscal year of adoption. The Company is evaluating the impact that ASU 2016-01 will have on its financial position, results of operations or cash flows. In May 2014, the FASB issued ASU 2014-09 Revenue from Contracts with Customers (Topic 606), which will be effective January 1, 2018. The guidance clarifies that revenue from contracts with customers should be recognized in a manner that depicts both the likelihood of payment and the timing of the related transfer of goods or performance of services. In March 2016, the FASB issued an amendment (ASU 2016-08) to the new revenue recognition guidance clarifying how to determine if an entity is a principal or agent in a transaction. In April (ASU 2016-10) and May (ASU 2016-12) of 2016, the FASB further amended the guidance to include performance obligation identification, licensing implementation, collectability assessment and other presentation and transition clarifications. The effective date and transition requirements for the amendments is the same as for ASU 2014-09. The Company is in its preliminary scoping phase to determine the revenue streams that are in the scope of these updates. Preliminary results indicate that transactions fees and management fees contain revenue streams that are in scope of these updates, while servicing fees and gain or loss on sale of loans remain within the scope of ASC Topic 860, Transfers and Servicing . The Company plans to adopt the standards beginning January 1, 2018 and currently anticipates using the modified retrospective method of adoption. However, the adoption method to be used is subject to completion of the Company’s impact assessment. |
Net Loss Per Share (Tables)
Net Loss Per Share (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Earnings Per Share [Abstract] | |
Basic and Diluted Net Income (Loss) per Share | The following table details the computation of the Company’s basic and diluted net loss per share: Year Ended December 31, 2016 2015 2014 Net loss $ (145,969 ) $ (4,995 ) $ (32,894 ) Weighted average common shares – Basic 387,762,072 374,872,118 75,573,742 Weighted average common shares – Diluted 387,762,072 374,872,118 75,573,742 Net loss per share: Basic $ (0.38 ) $ (0.01 ) $ (0.44 ) Diluted $ (0.38 ) $ (0.01 ) $ (0.44 ) |
Securities Available for Sale (
Securities Available for Sale (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Investments, Debt and Equity Securities [Abstract] | |
Schedule of Available-for-sale Securities Reconciliation | The amortized cost, gross unrealized gains and losses, and fair value of securities available for sale as of December 31, 2016 and 2015 , were as follows: December 31, 2016 Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Fair Value Corporate debt securities $ 181,359 $ 63 $ (199 ) $ 181,223 Certificates of deposit 27,501 — — 27,501 Asset-backed securities 25,369 4 (9 ) 25,364 Commercial paper 20,164 — — 20,164 U.S. agency securities 19,602 21 — 19,623 U.S. Treasury securities 2,493 3 — 2,496 Other securities 10,805 — (39 ) 10,766 Total securities available for sale $ 287,293 $ 91 $ (247 ) $ 287,137 December 31, 2015 Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Fair Value Corporate debt securities $ 217,243 $ 2 $ (1,494 ) $ 215,751 Asset-backed securities 54,543 — (134 ) 54,409 U.S. agency securities 16,602 1 (25 ) 16,578 U.S. Treasury securities 3,489 — (4 ) 3,485 Other securities 7,005 — (17 ) 6,988 Total securities available for sale $ 298,882 $ 3 $ (1,674 ) $ 297,211 |
Available-for-sale Securities, Continuous Unrealized Loss Position, Fair Value | A summary of securities available for sale with unrealized losses as of December 31, 2016 and 2015 , aggregated by period of continuous unrealized loss, is as follows: Less than 12 months 12 months or longer Total December 31, 2016 Fair Value Unrealized Losses Fair Value Unrealized Losses Fair Value Unrealized Losses Corporate debt securities $ 107,862 $ (185 ) $ 11,682 $ (14 ) $ 119,544 $ (199 ) Asset-backed securities 6,628 (8 ) 1,870 (1 ) 8,498 (9 ) Other securities 6,800 (3 ) 3,966 (36 ) 10,766 (39 ) Total securities with unrealized losses (1) $ 121,290 $ (196 ) $ 17,518 $ (51 ) $ 138,808 $ (247 ) Less than 12 months Total December 31, 2015 Fair Unrealized Fair Unrealized Fair Unrealized Corporate debt securities $ 212,018 $ (1,494 ) $ — $ — $ 212,018 $ (1,494 ) Asset-backed securities 54,409 (134 ) — — 54,409 (134 ) U.S. agency securities 14,578 (25 ) — — 14,578 (25 ) U.S. Treasury securities 3,485 (4 ) — — 3,485 (4 ) Other securities 6,988 (17 ) — — 6,988 (17 ) Total securities with unrealized losses (1) $ 291,478 $ (1,674 ) $ — $ — $ 291,478 $ (1,674 ) (1) The number of investment positions with unrealized losses at December 31, 2016 and 2015 totaled 72 and 141 , respectively. |
Investments Classified by Contractual Maturity Date | The contractual maturities of securities available for sale at December 31, 2016 , were as follows: Within 1 year After 1 year through 5 years After 5 years through 10 years After 10 years Total Corporate debt securities $ 90,096 $ 91,127 $ — $ — $ 181,223 Certificates of deposit 27,501 — — — 27,501 Asset-backed securities 8,370 16,994 — — 25,364 Commercial paper 20,164 — — — 20,164 U.S. agency securities 19,623 — — — 19,623 U.S. Treasury securities — 2,496 — — 2,496 Other securities 6,800 3,966 — — 10,766 Total fair value $ 172,554 $ 114,583 $ — $ — $ 287,137 Total amortized cost $ 172,602 $ 114,691 $ — $ — $ 287,293 |
Schedule of Realized Gain (Loss) | Proceeds and gross realized gains and losses from sales of securities available for sale were as follows: Year Ended December 31, 2016 2015 Proceeds $ 2,494 $ 120,420 Gross realized gains $ 2 $ 133 Gross realized losses $ — $ 4 |
Loans, Loans Held For Sale, N34
Loans, Loans Held For Sale, Notes and Certificates and Loan Servicing Rights (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Fair Value Disclosures [Abstract] | |
Loans, Notes and Certificates Measured at Fair Value on Recurring Basis | At December 31, 2016 and 2015 , loans, loans held for sale, notes and certificates measured at fair value on a recurring basis were as follows: Loans Loans Held For Sale Notes and Certificates December 31, 2016 2015 2016 2015 2016 2015 Aggregate principal balance outstanding $ 4,565,653 $ 4,681,671 $ 9,345 $ — $ 4,572,912 $ 4,697,169 Net fair value adjustments (253,669 ) (125,590 ) (297 ) — (252,017 ) (125,586 ) Fair value $ 4,311,984 $ 4,556,081 $ 9,048 $ — $ 4,320,895 $ 4,571,583 |
Past Due Financing Receivables | At December 31, 2016 and 2015 , loans that were 90 days or more past due (including non-accrual loans) were as follows: December 31, 2016 December 31, 2015 > 90 days past due Non-accrual loans > 90 days past due Non-accrual loans Outstanding principal balance $ 45,718 $ 5,055 $ 30,094 $ 4,513 Net fair value adjustments (40,183 ) (4,392 ) (25,312 ) (3,722 ) Fair value $ 5,535 $ 663 $ 4,782 $ 791 # of loans (not in thousands) 4,041 483 2,606 382 |
Fair Value of Assets and Liab35
Fair Value of Assets and Liabilities (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Fair Value Disclosures [Abstract] | |
Loans, Loan Servicing Rights, Related Notes and Certificates | The following tables present the fair value hierarchy for assets and liabilities measured at fair value: December 31, 2016 Level 1 Inputs Level 2 Inputs Level 3 Inputs Balance at Fair Value Assets: Loans $ — $ — $ 4,311,984 $ 4,311,984 Loans held for sale — — 9,048 9,048 Securities available for sale: Corporate debt securities — 181,223 — 181,223 Certificates of deposit — 27,501 — 27,501 Asset-backed securities — 25,364 — 25,364 Commercial paper — 20,164 — 20,164 U.S. agency securities — 19,623 — 19,623 U.S. Treasury securities — 2,496 — 2,496 Other securities — 10,766 — 10,766 Total securities available for sale — 287,137 — 287,137 Servicing assets — — 21,398 21,398 Total assets $ — $ 287,137 $ 4,342,430 $ 4,629,567 Liabilities: Notes and certificates $ — $ — $ 4,320,895 $ 4,320,895 Loan Trailing Fee liability — — 4,913 4,913 Servicing liabilities — — 2,846 2,846 Total liabilities $ — $ — $ 4,328,654 $ 4,328,654 December 31, 2015 Level 1 Inputs Level 2 Inputs Level 3 Inputs Balance at Fair Value Assets: Loans $ — $ — $ 4,556,081 $ 4,556,081 Securities available for sale: Corporate debt securities — 215,751 — 215,751 Asset-backed securities — 54,409 — 54,409 U.S. agency securities — 16,578 — 16,578 U.S. Treasury securities — 3,485 — 3,485 Other securities — 6,988 — 6,988 Total securities available for sale — 297,211 — 297,211 Servicing assets — — 10,250 10,250 Total assets $ — $ 297,211 $ 4,566,331 $ 4,863,542 Liabilities: Notes and certificates $ — $ — $ 4,571,583 $ 4,571,583 Servicing liabilities — — 3,973 3,973 Total liabilities $ — $ — $ 4,575,556 $ 4,575,556 |
Quantitative Information about Significant Unobservable Inputs Used for Fair Value Measurements | The following tables present quantitative information about the significant unobservable inputs used for the Company’s Level 3 fair value measurements at December 31, 2016 and 2015 : December 31, 2016 Loans, Notes and Certificates Servicing Asset/Liability Loan Trailing Fee Liability Minimum Maximum Weighted Average Minimum Maximum Weighted Average Minimum Maximum Weighted Average Discount rates 1.2 % 16.6 % 7.2 % 3.4 % 15.1 % 7.8 % 3.4 % 15.0 % 7.7 % Net cumulative expected loss rates (1) 0.3 % 33.9 % 14.6 % 0.3 % 33.9 % 12.8 % 0.3 % 33.9 % 13.5 % Cumulative expected prepayment rates (1) 8.0 % 42.7 % 30.7 % 8.0 % 42.7 % 29.3 % 8.0 % 42.7 % 28.3 % Total market servicing rates (% per annum on outstanding principal balance) (2) N/A N/A N/A 0.63 % 0.90 % 0.63 % N/A N/A N/A December 31, 2015 Loans, Notes and Certificates Servicing Asset/Liability Loan Trailing Fee Liability Minimum Maximum Weighted Average Minimum Maximum Weighted Average Minimum Maximum Weighted Average Discount rates 2.9 % 17.5 % 9.0 % 3.5 % 16.3 % 9.4 % N/A N/A N/A Net cumulative expected loss rates (1) 0.3 % 22.0 % 9.9 % 0.3 % 22.0 % 8.8 % N/A N/A N/A Cumulative expected prepayment rates (1) 23.4 % 36.4 % 30.8 % 8.0 % 36.4 % 30.5 % N/A N/A N/A Total market servicing rates (% per annum on outstanding principal balance) (2) N/A N/A N/A 0.57 % 0.75 % 0.57 % N/A N/A N/A N/A Not applicable (1) Expressed as a percentage of the original principal balance of the loan, note or certificate. (2) Includes collection fees estimated to be paid to a hypothetical third-party servicer. |
Additional Information about Level 3 Measured at Fair Value on Recurring Basis | The following table presents additional information about Level 3 loans, loans held for sale, notes and certificates measured at fair value on a recurring basis for the years ended December 31, 2016 and 2015 : Loans Loans Held For Sale Notes and Certificates Outstanding Principal Balance Valuation Adjustment Fair Value Outstanding Principal Balance Valuation Adjustment Fair Value Outstanding Principal Balance Valuation Adjustment Fair Value Balance at December 31, 2014 $ 2,836,729 $ (38,224 ) $ 2,798,505 $ — $ — $ — $ 2,851,837 $ (38,219 ) $ 2,813,618 Purchases of loans 3,865,565 — 3,865,565 3,358,611 — 3,358,611 — — — Issuances of notes and certificates — — — — — — 3,861,995 — 3,861,995 Whole loan sales — — (3,358,611 ) — (3,358,611 ) — — — Principal payments (1,804,719 ) — (1,804,719 ) — — — (1,800,859 ) — (1,800,859 ) Charge-offs (215,904 ) 215,904 — — — — (215,804 ) 215,804 — Recoveries — (26,256 ) (26,256 ) — — — — (26,143 ) (26,143 ) Change in fair value recorded in earnings — (277,014 ) (277,014 ) — — — — (277,028 ) (277,028 ) Balance at December 31, 2015 $ 4,681,671 $ (125,590 ) $ 4,556,081 $ — $ — $ — $ 4,697,169 $ (125,586 ) $ 4,571,583 Purchases of loans 2,733,325 (656 ) 2,732,669 4,742,538 — 4,742,538 — — — Transfers from loans to loans held for sale (35,411 ) — (35,411 ) 35,411 — 35,411 Issuances of notes and certificates — — — — — — 2,681,109 — 2,681,109 Whole loan sales — — — (4,762,518 ) — (4,762,518 ) — — — Principal payments (2,391,807 ) — (2,391,807 ) (5,927 ) — (5,927 ) (2,385,234 ) — (2,385,234 ) Charge-offs (422,125 ) 422,125 — (159 ) 159 — (420,132 ) 420,132 — Recoveries — (37,277 ) (37,277 ) — — — — (36,785 ) (36,785 ) Change in fair value recorded in earnings — (512,271 ) (512,271 ) — (456 ) (456 ) — (509,778 ) (509,778 ) Balance at December 31, 2016 $ 4,565,653 $ (253,669 ) $ 4,311,984 $ 9,345 $ (297 ) $ 9,048 $ 4,572,912 $ (252,017 ) $ 4,320,895 |
Fair Value Assets And Liabilities Measured On Recurring Basis Unobservable Input Reconciliation Table | The following table presents additional information about Level 3 servicing assets and liabilities measured at fair value on a recurring basis for the years ended December 31, 2016 and 2015 : Servicing Assets Servicing Liabilities Fair value at December 31, 2014 $ 2,181 $ 3,973 Issuances (1) 10,079 5,194 Changes in fair value, included in servicing fees (3,803 ) (5,194 ) Additions, included in deferred revenue 1,793 — Fair value at December 31, 2015 $ 10,250 $ 3,973 Issuances (1) 16,546 3,371 Changes in fair value, included in servicing fees (5,403 ) (4,498 ) Additions, included in deferred revenue 5 — Fair value at December 31, 2016 $ 21,398 $ 2,846 (1) Represents the offsets to the gains or losses on sales of the related loans, recorded in other revenue. |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation | The following table presents additional information about the Level 3 Loan Trailing Fee liability measured at fair value on a recurring basis for the year ended December 31, 2016 : Year Ended December 31, 2016 Fair value at beginning of period $ — Issuances 5,843 Cash payment of Loan Trailing Fee (1,174 ) Change in fair value, included in origination and servicing 244 Fair value at end of period $ 4,913 |
The sensitivities related to market servicing rates and prepayment rates | The table below shows the impact on the estimated fair value of servicing assets and liabilities, calculated using different market servicing rate assumptions as of December 31, 2016 and 2015 : December 31, 2016 December 31, 2015 Servicing Assets Servicing Liabilities Servicing Assets Servicing Liabilities Weighted-average market servicing rate assumptions (1) 0.63 % 0.63 % 0.57 % 0.57 % Change in fair value from: Servicing rate increase by 0.10% $ (5,673 ) $ 964 $ (3,504 ) $ 1,589 Servicing rate decrease by 0.10% $ 5,812 $ (825 ) $ 3,610 $ (1,483 ) (1) Represents total market servicing rates, which include collection fees. |
Fair Value, by Balance Sheet Grouping | The following tables present the fair value hierarchy for financial instruments, assets, and liabilities not recorded at fair value: December 31, 2016 Carrying Amount Level 1 Inputs Level 2 Inputs Level 3 Inputs Balance at Fair Value Assets: Cash and cash equivalents $ 515,602 $ — $ 515,602 $ — $ 515,602 Restricted cash 177,810 — 177,810 — 177,810 Servicer reserve receivable 4,938 — 4,938 — 4,938 Deposits 855 — 855 — 855 Goodwill 35,633 — — 35,633 35,633 Total assets $ 734,838 $ — $ 699,205 $ 35,633 $ 734,838 Liabilities: Accrued expenses and other liabilities $ 10,981 $ — $ — $ 10,981 $ 10,981 Accounts payable 10,889 — 10,889 — 10,889 Payables to investors 125,884 — 125,884 — 125,884 Total liabilities $ 147,754 $ — $ 136,773 $ 10,981 $ 147,754 December 31, 2015 Carrying Amount Level 1 Inputs Level 2 Inputs Level 3 Inputs Balance at Fair Value Assets: Cash and cash equivalents $ 623,531 $ — $ 623,531 $ — $ 623,531 Restricted cash 80,733 — 80,733 — 80,733 Deposits 871 — 871 — 871 Total assets $ 705,135 $ — $ 705,135 $ — $ 705,135 Liabilities: Accounts payable $ 5,542 $ — $ 5,542 $ — $ 5,542 Payables to investors 73,162 — 73,162 — 73,162 Total liabilities $ 78,704 $ — $ 78,704 $ — $ 78,704 |
Property, Equipment and Softw36
Property, Equipment and Software, Net (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Property, Plant and Equipment [Abstract] | |
Property, Equipment and Software | Property, equipment and software, net, consist of the following: December 31, 2016 2015 Internally developed software (1) $ 75,202 $ 40,709 Leasehold improvements 22,637 11,559 Computer equipment 18,080 14,076 Purchased software 7,598 5,336 Furniture and fixtures 6,827 5,086 Construction in progress 707 2,870 Total property, equipment and software 131,051 79,636 Accumulated depreciation and amortization (41,788 ) (23,706 ) Total property, equipment and software, net $ 89,263 $ 55,930 (1) Includes $7.4 million and $459 thousand in construction in progress as of December 31, 2016 and 2015, respectively. |
Other Assets (Tables)
Other Assets (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Other Assets | Other assets consist of the following: December 31, 2016 2015 Loan servicing assets, at fair value $ 21,398 $ 10,250 Prepaid expenses 16,960 16,283 Other investments 10,372 250 Accounts receivable 7,572 4,976 Servicer reserve receivable 4,938 — Tenant improvement receivable 3,290 778 Receivable from investors 1,566 1,117 Deferred financing costs 1,032 1,296 Deposits 855 871 Due from related parties (1) 476 655 Deferred acquisition compensation 349 1,521 Other 836 416 Total other assets $ 69,644 $ 38,413 (1) Represents management fees due to LCA from certain private funds for which LCA acts as the general partner. |
Intangible Assets and Goodwill
Intangible Assets and Goodwill (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Intangible Assets | Intangible assets consist of the following: December 31, 2016 Gross Carrying Value Accumulated Amortization Net Carrying Value Customer relationships $ 39,500 $ (13,329 ) $ 26,171 Technology 400 (360 ) 40 Brand name 300 (300 ) — Total intangible assets $ 40,200 $ (13,989 ) $ 26,211 December 31, 2015 Gross Carrying Value Accumulated Amortization Net Carrying Value Customer relationships $ 39,500 $ (8,702 ) $ 30,798 Technology 400 (227 ) 173 Brand name 300 (300 ) — Total intangible assets $ 40,200 $ (9,229 ) $ 30,971 |
Schedule of Expected Future Amortization Expense for Intangible Assets | The expected future amortization expense for intangible assets as of December 31, 2016 , is as follows: 2017 $ 4,287 2018 3,872 2019 3,498 2020 3,122 2021 2,746 Thereafter 8,686 Total $ 26,211 |
Schedule of Goodwill | Goodwill consists of the following: Balance at December 31, 2014 $ 72,592 Other changes in goodwill 91 Balance at December 31, 2015 72,683 Goodwill impairment (37,050 ) Balance at December 31, 2016 $ 35,633 |
Accrued Expenses and Other Li39
Accrued Expenses and Other Liabilities (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Payables and Accruals [Abstract] | |
Accrued Expenses and Other Liabilities | Accrued expenses and other liabilities consist of the following: December 31, 2016 2015 Accrued compensation (1) $ 27,009 $ 28,780 Accrued expenses 19,734 14,054 Deferred rent 11,638 4,615 Transaction fee refund reserve 9,098 578 Loan Trailing Fee liability, at fair value 4,913 — Loan servicing liabilities, at fair value 2,846 3,973 Deferred revenue 2,556 2,551 Credit loss coverage reserve 2,529 — Reimbursement payable to limited partners of LCA private funds 2,313 — Payable to issuing bank 1,658 955 Deferred tax liability — 3,446 Contingent liabilities — 700 Other 1,325 1,591 Total accrued expenses and other liabilities $ 85,619 $ 61,243 (1) Includes accrued cash retention awards of $3.0 million as of December 31, 2016. See “ Note 15. Employee Incentive and Retirement Plans ” for additional information on the Company's Cash Retention Plan. |
Accumulated Other Comprehensi40
Accumulated Other Comprehensive Loss (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Equity [Abstract] | |
Comprehensive Income (Loss) | Accumulated other comprehensive loss represents other cumulative gains and losses that are not reflected in earnings. The components of other comprehensive income (loss) were as follows: Year Ended December 31, 2016 Before Tax Tax Effect Net of Tax Change in net unrealized losses on securities available for sale $ 1,515 $ 611 $ 904 Other comprehensive income $ 1,515 $ 611 $ 904 |
Schedule of Accumulated Other Comprehensive Income (Loss) | Accumulated other comprehensive loss balances were as follows: Total Accumulated Other Comprehensive Loss Balance at December 31, 2014 $ — Change in net unrealized losses on securities available for sale (1,671 ) Balance at December 31, 2015 $ (1,671 ) Change in net unrealized losses on securities available for sale 904 Balance at December 31, 2016 $ (767 ) |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Equity [Abstract] | |
Convertible Preferred Stock | As of January 1, 2014, the Company had the following shares of preferred stock authorized and outstanding: Designated Shares Issued and Outstanding Shares Aggregate Liquidation Preference Amount Series A 68,025,100 66,100,340 $ 17,599 $ 17,402 Series B 65,642,104 65,577,300 12,268 12,164 Series C 62,486,436 62,486,436 24,490 24,388 Series D 36,030,712 36,030,712 32,044 31,943 Series E 14,285,712 10,000,000 17,500 17,347 Total convertible preferred stock 246,470,064 240,194,788 $ 103,901 $ 103,244 |
Shares of Common Stock Reserved for Future Issuance | As of December 31, 2016 and 2015 , the Company had shares of common stock reserved for future issuance as follows: December 31, 2016 2015 Options and unvested RSUs outstanding 62,082,821 52,652,310 Available for future stock option and RSU grants 28,449,336 33,560,939 Available for ESPP 5,408,441 2,589,991 Total reserved for future issuance 95,940,598 88,803,240 |
Employee Incentive and Retire42
Employee Incentive and Retirement Plans (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Total Stock-Based Compensation Expense | Stock-based compensation expense was as follows for the periods presented: Year Ended December 31, 2016 2015 2014 Stock options $ 23,203 $ 30,717 $ 27,100 RSUs 41,737 9,185 — ESPP 1,686 1,904 104 Stock issued related to acquisition 2,575 9,416 9,946 Total stock-based compensation expense $ 69,201 $ 51,222 $ 37,150 |
Stock-Based Compensation Expense Recorded in Consolidated Statement of Operations | The following table presents the Company’s stock-based compensation expense recorded in the consolidated statements of operations: Year Ended December 31, 2016 2015 2014 Sales and marketing $ 7,546 $ 7,250 $ 5,476 Origination and servicing 4,159 2,735 1,653 Engineering and product development 19,858 11,335 6,445 Other general and administrative 37,638 29,902 23,576 Total stock-based compensation expense $ 69,201 $ 51,222 $ 37,150 |
Schedule of Options Activity | The following table summarizes the activities for the Company’s stock options during 2016 : Number of Options Weighted- Average Exercise Price Per Share Weighted-Average Remaining Contractual Life (in years) Aggregate Intrinsic Value (1) Outstanding at December 31, 2015 48,208,911 $ 3.60 Granted 7,482,011 $ 7.22 Exercised (15,102,640 ) $ 0.90 Forfeited/Expired (9,919,105 ) $ 6.78 Outstanding at December 31, 2016 30,669,177 $ 4.79 6.6 $ 56,379 Vested and expected to vest at December 31, 2016 30,580,231 $ 4.78 6.6 $ 56,385 Exercisable at December 31, 2016 20,105,340 $ 3.59 5.8 $ 52,886 (1) The aggregate intrinsic value is calculated as the difference between the exercise price of the underlying awards and the Company’s closing stock price of $5.25 as reported on the New York Stock Exchange on December 31, 2016 . |
Black-Scholes Option Pricing Model to Estimate Fair Value of Stock Options Granted | The Company uses the Black-Scholes option pricing model to estimate the fair value of stock options granted with the following assumptions: Year Ended December 31, 2016 2015 2014 Expected dividend yield — — — Weighted-average assumed stock price volatility 51.6 % 49.4 % 53.5 % Weighted-average risk-free interest rate 1.34 % 1.61 % 1.88 % Weighted-average expected life (in years) 6.15 6.25 6.35 |
Schedule of Share-based Compensation, Restricted Stock and Restricted Stock Units Activity | The following table summarizes the activities for the Company’s RSUs during the year ending December 31, 2016 : Number of Units Weighted- Average Grant Date Fair Value Unvested at December 31, 2015 4,443,399 $ 15.23 Granted 36,539,761 $ 6.12 Vested (3,891,315 ) $ 9.57 Forfeited/expired (5,678,201 ) $ 8.16 Unvested at December 31, 2016 31,413,644 $ 6.61 Expected to vest after December 31, 2016 30,796,185 $ 6.62 |
Restructuring and Related Costs | The following table presents this severance expense recorded in the consolidated statements of operations for the year ended December 31, 2016 : Year Ended December 31, 2016 Sales and marketing $ 772 Origination and servicing 1,174 Engineering and product development 134 Other general and administrative 650 Total severance expense $ 2,730 |
ESPP | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Black-Scholes Option Pricing Model to Estimate Fair Value of Stock Options Granted | We used the following assumptions in estimating the fair value of the grants under the ESPP which are derived using the same methodology applied to stock option assumptions: Year Ended December 31, 2016 2015 2014 Expected dividend yield — — — Weighted-average assumed stock price volatility 50.1 % 43.7 % 48.2 % Weighted-average risk-free interest rate 0.51 % 0.23 % 0.09 % Weighted-average expected life (in years) 0.50 0.46 0.50 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Income Tax Disclosure [Abstract] | |
Schedule of Components of Income Tax Expense (Benefit) | Income tax (benefit) expense consisted of the following for the periods shown below: Year Ended December 31, 2016 2015 2014 Current: Federal $ (515 ) $ — $ — State (267 ) 720 56 Total current tax (benefit) expense $ (782 ) $ 720 $ 56 Deferred: Federal $ (2,589 ) $ 1,405 $ 1,185 State (857 ) 708 149 Total deferred tax (benefit) expense $ (3,446 ) $ 2,113 $ 1,334 Income tax (benefit) expense $ (4,228 ) $ 2,833 $ 1,390 |
Schedule of Effective Income Tax Rate Reconciliation | A reconciliation of the income taxes expected at the statutory federal income tax rate and the income tax (benefit) expense for the years ended December 31, 2016 , 2015 and 2014 , is as follows: Year Ended December 31, 2016 2015 2014 Tax at federal statutory rate $ (51,072 ) $ (738 ) $ (10,711 ) State tax, net of federal tax benefit (1,028 ) 1,277 98 Stock-based compensation expense 3,509 549 5,040 Research and development tax credits (688 ) (1,068 ) — Change in valuation allowance 42,714 2,686 6,858 Change in unrecognized tax benefit 2,817 (62 ) — Other (480 ) 189 105 Income tax (benefit) expense $ (4,228 ) $ 2,833 $ 1,390 |
Deferred Tax Assets and Liabilities | The significant components of the Company’s deferred tax assets and liabilities as of December 31, 2016 and 2015 were: December 31, 2016 2015 Deferred tax assets: Net operating loss carryforwards $ 47,451 $ 5,621 Stock-based compensation 26,838 19,696 Reserves and accruals 18,409 11,506 Goodwill 9,855 — Intangible assets 3,978 2,693 Tax credit carryforwards 2,483 1,810 Other 82 697 Total deferred tax assets 109,096 42,023 Valuation allowance (75,308 ) (25,348 ) Deferred tax assets – net of valuation allowance $ 33,788 $ 16,675 Deferred tax liabilities: Internally developed software $ (21,436 ) $ (11,353 ) Servicing fees (6,445 ) (1,516 ) Depreciation and amortization (5,907 ) (4,089 ) Goodwill — (3,163 ) Total deferred tax liabilities $ (33,788 ) $ (20,121 ) Deferred tax (liability) asset – net $ — $ (3,446 ) |
Changes in Unrecognized Tax Benefit | A reconciliation of the beginning and ending balance of total unrecognized tax benefits for the years ended December 31, 2016 , 2015 and 2014 , is as follows: Year Ended December 31, 2016 2015 2014 Beginning balance $ 429 $ 491 $ 1,080 Gross increase (decrease) for tax positions related to prior years 677 (310 ) (589 ) Gross increase for tax positions related to the current year 2,140 248 — Ending balance $ 3,246 $ 429 $ 491 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
Future Minimum Lease Payments | The Company’s future minimum payments under non-cancelable operating leases in excess of one year as of December 31, 2016 were as follows: Years Ended December 31, 2017 $ 15,092 2018 16,053 2019 15,621 2020 16,523 2021 16,778 Thereafter 40,423 Total $ 120,490 |
Springstone Acquisition (Tables
Springstone Acquisition (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Business Combinations [Abstract] | |
Preliminary Purchase Price Allocation | The allocation of purchase price as of the acquisition date is as follows: Fair Value Assets: Cash $ 2,256 Restricted cash 1,581 Property, equipment and software 366 Other assets 599 Identified intangible assets 40,200 Goodwill 72,592 Liabilities: Accounts payable 239 Accrued expenses and other liabilities 5,536 Total purchase consideration $ 111,819 |
Summary of Pro Forma Financial Information | The pro forma results presented below include interest expense on the debt financing, amortization of acquired intangible assets, compensation expense related to the post-acquisition compensation arrangements entered into with the continuing employees and tax expense: Years Ended December 31, 2014 2013 Total net revenue $ 219,174 $ 113,040 Net loss (1) $ (33,796 ) $ (17,592 ) Basic net loss per share attributable to common stockholders $ (0.45 ) $ (0.34 ) Diluted net loss per share attributable to common stockholders $ (0.45 ) $ (0.34 ) (1) Net loss for the year ended December 31, 2013 includes $8.6 million of one-time acquisition-related costs and compensation expenses. |
Quarterly Results of Operatio46
Quarterly Results of Operations (Unaudited) (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Quarterly Financial Information Disclosure [Abstract] | |
Quarterly Financial Information | The following table sets forth our unaudited consolidated statement of operations data for each of the eight quarters ended December 31, 2016 . The unaudited quarterly statement of operations data set forth below have been prepared on the same basis as our audited consolidated financial statements and reflect, in the opinion of management, all adjustments of a normal, recurring nature that are necessary for a fair statement of the unaudited quarterly statement of operations data. Our historical results are not necessarily indicative of our future operating results. The following quarterly consolidated financial data should be read in conjunction with the consolidated financial statements and the related notes included elsewhere in this Report. Quarters Ended December 31, 2016 September 30, 2016 June 30, 2016 March 31, 2016 Net operating revenue: Transaction fees $ 101,568 $ 100,813 $ 96,605 $ 124,508 Servicing fees 22,951 16,513 11,603 16,942 Management fees 3,076 1,964 3,053 3,545 Other revenue (expense) 1,607 (6,681 ) (8,870 ) 6,270 Total net operating revenue $ 129,202 $ 112,609 $ 102,391 $ 151,265 Net interest income and other adjustments 1,320 1,947 1,049 1,029 Total net revenue $ 130,522 $ 114,556 $ 103,440 $ 152,294 Operating expenses: Sales and marketing 55,457 44,901 49,737 66,575 Origination and servicing 18,296 16,332 20,934 19,198 Engineering and product development 32,522 29,428 29,209 24,198 Other general and administrative 56,740 58,940 53,457 38,035 Goodwill impairment — 1,650 35,400 — Total operating expenses $ 163,015 $ 151,251 $ 188,737 $ 148,006 Income (loss) before income tax expense (32,493 ) (36,695 ) (85,297 ) 4,288 Income tax (benefit) expense (224 ) (209 ) (3,946 ) 151 Net income (loss) $ (32,269 ) $ (36,486 ) $ (81,351 ) $ 4,137 Other data (1) : Loan originations (2) $ 1,987,278 $ 1,972,034 $ 1,955,401 $ 2,750,033 Weighted-average common shares - Basic 395,877,053 391,453,316 382,893,402 380,266,636 Weighted-average common shares - Diluted 395,877,053 391,453,316 382,893,402 392,397,825 Net income (loss) per share: Basic $ (0.08 ) $ (0.09 ) $ (0.21 ) $ 0.01 Diluted $ (0.08 ) $ (0.09 ) $ (0.21 ) $ 0.01 (1) For more information about loan originations, see “ Item 7 – Management's Discussion and Analysis – Key Operating and Financial Metrics .” (2) Loan originations include loans facilitated through the platform plus outstanding purchase commitments at period end. Quarters Ended December 31, September 30, June 30, March 31, Net operating revenue: Transaction fees $ 114,955 $ 100,420 $ 85,651 $ 72,482 Servicing fees 11,941 8,999 6,479 5,392 Management fees 3,313 2,900 2,548 2,215 Other revenue (expense) 4,262 2,743 1,441 956 Total net operating revenue $ 134,471 $ 115,062 $ 96,119 $ 81,045 Net interest income and other adjustments 1,047 1,214 798 187 Total net revenue $ 135,518 $ 116,276 $ 96,917 $ 81,232 Operating expenses: Sales and marketing $ 53,537 $ 44,018 $ 39,501 $ 34,470 Origination and servicing 17,696 16,732 14,706 12,201 Engineering and product development 23,887 21,063 18,214 13,898 Other general and administrative 35,245 32,280 28,247 26,410 Total operating expenses $ 130,365 $ 114,093 $ 100,668 $ 86,979 Income (loss) before income tax expense 5,153 2,183 (3,751 ) (5,747 ) Income tax expense 584 1,233 389 627 Net income (loss) $ 4,569 $ 950 $ (4,140 ) $ (6,374 ) Other data (1) : Loan originations (2) $ 2,579,201 $ 2,235,647 $ 1,911,759 $ 1,635,090 Weighted-average common shares - Basic 378,631,340 375,982,120 372,841,945 371,959,312 Weighted-average common shares - Diluted 402,634,010 401,934,880 372,841,945 371,959,312 Net income (loss) per share: Basic $ 0.01 $ 0.00 $ (0.01 ) $ (0.02 ) Diluted $ 0.01 $ 0.00 $ (0.01 ) $ (0.02 ) (1) For more information about loan originations, see “ Item 7 – Management's Discussion and Analysis – Key Operating and Financial Metrics .” (2) Loan originations include loans facilitated through the platform plus outstanding purchase commitments at period end. |
Basis of Presentation (Detail)
Basis of Presentation (Detail) - USD ($) | Dec. 11, 2014 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||||
Common stock, issued price ($ per share) | $ 15 | $ 0.01 | $ 0.01 | |
Issuance of Series F convertible preferred stock for cash, net of issuance costs | $ 66,700,000 | $ 64,803,000 | ||
Proceeds from initial public offering | $ 1,000,000,000 | $ 0 | $ 0 | $ 827,680,000 |
Summary of Significant Accoun48
Summary of Significant Accounting Policies (Detail) - USD ($) | 3 Months Ended | 12 Months Ended | ||||||
Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | Apr. 01, 2016 | |
Class of Stock [Line Items] | ||||||||
Cash maturity period | 3 months | |||||||
Non-accrual status threshold | 120 days | |||||||
Charge off threshold | 150 days | |||||||
Maximum period for loan classified as non-accrual loan | 120 days | |||||||
Maximum exposure | $ 6,000,000 | $ 6,000,000 | $ 34,400,000 | |||||
Goodwill impairment | 0 | $ 1,650,000 | $ 35,400,000 | $ 0 | $ 37,050,000 | $ 0 | $ 0 | |
Expected dividend yield | 0.00% | 0.00% | 0.00% | |||||
Stock options | ||||||||
Class of Stock [Line Items] | ||||||||
Expected dividend yield | 0.00% | |||||||
Stock awards, vesting period | 4 years | |||||||
Employee Stock | ||||||||
Class of Stock [Line Items] | ||||||||
Expected dividend yield | 0.00% | |||||||
Unrecognized compensation cost expected period for recognition | 6 months | |||||||
Related Party Fund | ||||||||
Class of Stock [Line Items] | ||||||||
Investment | $ 10,100,000 | $ 10,100,000 | $ 10,000,000 | |||||
Ownership | 15.00% | |||||||
Loans and Finance Receivables | ||||||||
Class of Stock [Line Items] | ||||||||
Investment in own whole loans and loan interests | 100.00% | 100.00% | ||||||
The Company, CEO, and Director | Related Party Fund | ||||||||
Class of Stock [Line Items] | ||||||||
Ownership | 29.00% | |||||||
The Company And A Director | Related Party Fund | ||||||||
Class of Stock [Line Items] | ||||||||
Ownership | 27.00% | 27.00% | ||||||
Computer Software, Intangible Asset | ||||||||
Class of Stock [Line Items] | ||||||||
Intangible assets, useful life | 3 years | |||||||
Minimum | ||||||||
Class of Stock [Line Items] | ||||||||
Property and equipment, estimated useful life | 3 years | |||||||
Maximum | ||||||||
Class of Stock [Line Items] | ||||||||
Property and equipment, estimated useful life | 5 years | |||||||
Maximum | Investments Other Than Loans | ||||||||
Class of Stock [Line Items] | ||||||||
Allowed investment in outside loans | 20.00% | 20.00% |
Net Loss Per Share (Detail)
Net Loss Per Share (Detail) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Earnings Per Share [Abstract] | |||||||||||
Net loss | $ (32,269) | $ (36,486) | $ (81,351) | $ 4,137 | $ 4,569 | $ 950 | $ (4,140) | $ (6,374) | $ (145,969) | $ (4,995) | $ (32,894) |
Weighted-average common shares - Basic (shares) | 395,877,053 | 391,453,316 | 382,893,402 | 380,266,636 | 378,631,340 | 375,982,120 | 372,841,945 | 371,959,312 | 387,762,072 | 374,872,118 | 75,573,742 |
Weighted-average common shares - Diluted (shares) | 395,877,053 | 391,453,316 | 382,893,402 | 392,397,825 | 402,634,010 | 401,934,880 | 372,841,945 | 371,959,312 | 387,762,072 | 374,872,118 | 75,573,742 |
Basic net loss per share attributable to common stockholders ($ per share) | $ (0.08) | $ (0.09) | $ (0.21) | $ 0.01 | $ 0.01 | $ 0 | $ (0.01) | $ (0.02) | $ (0.38) | $ (0.01) | $ (0.44) |
Diluted net loss per share attributable to common stockholders ($ per share) | $ (0.08) | $ (0.09) | $ (0.21) | $ 0.01 | $ 0.01 | $ 0 | $ (0.01) | $ (0.02) | $ (0.38) | $ (0.01) | $ (0.44) |
Securities Available for Sale -
Securities Available for Sale - Amortized cost/fair value (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | $ 287,293 | $ 298,882 |
Gross Unrealized Gains | 91 | 3 |
Gross Unrealized Losses | (247) | (1,674) |
Securities available for sale | 287,137 | 297,211 |
Corporate debt securities | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | 181,359 | 217,243 |
Gross Unrealized Gains | 63 | 2 |
Gross Unrealized Losses | (199) | (1,494) |
Securities available for sale | 181,223 | 215,751 |
Certificates of deposit | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | 27,501 | |
Gross Unrealized Gains | 0 | |
Gross Unrealized Losses | 0 | |
Securities available for sale | 27,501 | |
Asset-backed securities | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | 25,369 | 54,543 |
Gross Unrealized Gains | 4 | 0 |
Gross Unrealized Losses | (9) | (134) |
Securities available for sale | 25,364 | 54,409 |
Commercial paper | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | 20,164 | |
Gross Unrealized Gains | 0 | |
Gross Unrealized Losses | 0 | |
Securities available for sale | 20,164 | |
U.S. agency securities | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | 19,602 | 16,602 |
Gross Unrealized Gains | 21 | 1 |
Gross Unrealized Losses | 0 | (25) |
Securities available for sale | 19,623 | 16,578 |
U.S. Treasury securities | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | 2,493 | 3,489 |
Gross Unrealized Gains | 3 | 0 |
Gross Unrealized Losses | 0 | (4) |
Securities available for sale | 2,496 | 3,485 |
Other securities | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | 10,805 | 7,005 |
Gross Unrealized Gains | 0 | 0 |
Gross Unrealized Losses | (39) | (17) |
Securities available for sale | $ 10,766 | $ 6,988 |
Securities Available for Sale51
Securities Available for Sale - Unrealized losses (Details) $ in Thousands | Dec. 31, 2016USD ($)position | Dec. 31, 2015USD ($)position |
Schedule of Available-for-sale Securities [Line Items] | ||
Less than 12 months, fair value | $ 121,290 | $ 291,478 |
Less than 12 months, unrealized loss | (196) | (1,674) |
12 months or longer, fair value | 17,518 | 0 |
12 months or longer, unrealized loss | (51) | 0 |
Fair Value | 138,808 | 291,478 |
Unrealized Losses | $ (247) | $ (1,674) |
Number of positions with unrealized loss | position | 72 | 141 |
Corporate debt securities | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Less than 12 months, fair value | $ 107,862 | $ 212,018 |
Less than 12 months, unrealized loss | (185) | (1,494) |
12 months or longer, fair value | 11,682 | 0 |
12 months or longer, unrealized loss | (14) | 0 |
Fair Value | 119,544 | 212,018 |
Unrealized Losses | (199) | (1,494) |
Asset-backed securities | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Less than 12 months, fair value | 6,628 | 54,409 |
Less than 12 months, unrealized loss | (8) | (134) |
12 months or longer, fair value | 1,870 | 0 |
12 months or longer, unrealized loss | (1) | 0 |
Fair Value | 8,498 | 54,409 |
Unrealized Losses | (9) | (134) |
U.S. agency securities | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Less than 12 months, fair value | 14,578 | |
Less than 12 months, unrealized loss | (25) | |
12 months or longer, fair value | 0 | |
12 months or longer, unrealized loss | 0 | |
Fair Value | 14,578 | |
Unrealized Losses | (25) | |
U.S. Treasury securities | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Less than 12 months, fair value | 3,485 | |
Less than 12 months, unrealized loss | (4) | |
12 months or longer, fair value | 0 | |
12 months or longer, unrealized loss | 0 | |
Fair Value | 3,485 | |
Unrealized Losses | (4) | |
Other securities | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Less than 12 months, fair value | 6,800 | 6,988 |
Less than 12 months, unrealized loss | (3) | (17) |
12 months or longer, fair value | 3,966 | 0 |
12 months or longer, unrealized loss | (36) | 0 |
Fair Value | 10,766 | 6,988 |
Unrealized Losses | $ (39) | $ (17) |
Securities Available for Sale52
Securities Available for Sale - Maturities (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Fair value | ||
Within 1 year | $ 172,554 | |
After 1 year through 5 years | 114,583 | |
After 5 years through 10 years | 0 | |
After 10 years | 0 | |
Total | 287,137 | $ 297,211 |
Amortized cost | ||
Within 1 year | 172,602 | |
After 1 year through 5 years | 114,691 | |
After 5 years through 10 years | 0 | |
After 10 years | 0 | |
Total | 287,293 | |
Corporate debt securities | ||
Fair value | ||
Within 1 year | 90,096 | |
After 1 year through 5 years | 91,127 | |
After 5 years through 10 years | 0 | |
After 10 years | 0 | |
Total | 181,223 | 215,751 |
Certificates of deposit | ||
Fair value | ||
Within 1 year | 27,501 | |
After 1 year through 5 years | 0 | |
After 5 years through 10 years | 0 | |
After 10 years | 0 | |
Total | 27,501 | |
Asset-backed securities | ||
Fair value | ||
Within 1 year | 8,370 | |
After 1 year through 5 years | 16,994 | |
After 5 years through 10 years | 0 | |
After 10 years | 0 | |
Total | 25,364 | 54,409 |
Commercial paper | ||
Fair value | ||
Within 1 year | 20,164 | |
After 1 year through 5 years | 0 | |
After 5 years through 10 years | 0 | |
After 10 years | 0 | |
Total | 20,164 | |
U.S. agency securities | ||
Fair value | ||
Within 1 year | 19,623 | |
After 1 year through 5 years | 0 | |
After 5 years through 10 years | 0 | |
After 10 years | 0 | |
Total | 19,623 | 16,578 |
U.S. Treasury securities | ||
Fair value | ||
Within 1 year | 0 | |
After 1 year through 5 years | 2,496 | |
After 5 years through 10 years | 0 | |
After 10 years | 0 | |
Total | 2,496 | 3,485 |
Other securities | ||
Fair value | ||
Within 1 year | 6,800 | |
After 1 year through 5 years | 3,966 | |
After 5 years through 10 years | 0 | |
After 10 years | 0 | |
Total | $ 10,766 | $ 6,988 |
Securities Available for Sale53
Securities Available for Sale - Realized gains/losses (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Investments, Debt and Equity Securities [Abstract] | ||
Proceeds | $ 2,494 | $ 120,420 |
Gross realized gains | 2 | 133 |
Gross realized losses | $ 0 | $ 4 |
Loans, Loans Held For Sale, N54
Loans, Loans Held For Sale, Notes and Certificates and Loan Servicing Rights - Fair value on a recurring basis (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Fair value | $ 4,311,984 | $ 4,556,081 |
Fair value | 9,048 | 0 |
Fair value | 4,320,895 | 4,571,583 |
Fair Value, Measurements, Recurring | Loans | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Aggregate principal balance outstanding | 4,565,653 | 4,681,671 |
Net fair value adjustments | (253,669) | (125,590) |
Fair value | 4,311,984 | 4,556,081 |
Fair Value, Measurements, Recurring | Loans Held For Sale | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Aggregate principal balance outstanding | 9,345 | 0 |
Net fair value adjustments | (297) | 0 |
Fair value | 9,048 | 0 |
Fair Value, Measurements, Recurring | Notes and Certificates | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Aggregate principal balance outstanding | 4,572,912 | 4,697,169 |
Net fair value adjustments | (252,017) | (125,586) |
Fair value | $ 4,320,895 | $ 4,571,583 |
Loans, Loans Held For Sale, N55
Loans, Loans Held For Sale, Notes and Certificates and Loan Servicing Rights - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Loans, Notes and Certificates, and Loan Servicing Rights [Line Items] | ||
Loans held for sale | $ 9,048 | $ 0 |
Non-accrual status threshold | 120 days | |
Loans | ||
Loans, Notes and Certificates, and Loan Servicing Rights [Line Items] | ||
Principal balance of underlying loan servicing rights | $ 6,540,000 | $ 4,290,000 |
Loans Notes And Certificates | ||
Loans, Notes and Certificates, and Loan Servicing Rights [Line Items] | ||
Loans held for sale, principal | 27,900 | |
Loans held for sale | $ 25,900 |
Loans, Loans Held For Sale, N56
Loans, Loans Held For Sale, Notes and Certificates and Loan Servicing Rights - Outstanding loans (Details) - Loans $ in Thousands | Dec. 31, 2016USD ($)Loan | Dec. 31, 2015USD ($)Loan |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Outstanding principal balance, past 90 days | $ 45,718 | $ 30,094 |
Outstanding principal balance, non-accrual | 5,055 | 4,513 |
Net fair value adjustments, past 90 days | (40,183) | (25,312) |
Net fair value adjustments, non-accural | (4,392) | (3,722) |
Fair value, past 90 days | 5,535 | 4,782 |
Fair value, non-accural | $ 663 | $ 791 |
Number of loans (not in thousands), past 90 days | Loan | 4,041 | 2,606 |
Number of loans (not in thousands), non-accrual | Loan | 483 | 382 |
Fair Value of Assets and Liab57
Fair Value of Assets and Liabilities - Loans, Loan Servicing Rights, Related Notes and Certificates (Detail) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Loans | $ 4,311,984 | $ 4,556,081 |
Loans held for sale | 9,048 | 0 |
Securities available for sale | 287,137 | 297,211 |
Servicing assets | 21,398 | 10,250 |
Total assets | 4,629,567 | 4,863,542 |
Notes and certificates | 4,320,895 | 4,571,583 |
Loan Trailing Fee liability | 4,913 | |
Servicing liabilities | 2,846 | 3,973 |
Total liabilities | 4,328,654 | 4,575,556 |
Level 1 Inputs | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Loans | 0 | 0 |
Loans held for sale | 0 | |
Securities available for sale | 0 | 0 |
Servicing assets | 0 | 0 |
Total assets | 0 | 0 |
Notes and certificates | 0 | 0 |
Loan Trailing Fee liability | 0 | |
Servicing liabilities | 0 | 0 |
Total liabilities | 0 | 0 |
Level 2 Inputs | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Loans | 0 | 0 |
Loans held for sale | 0 | |
Securities available for sale | 287,137 | 297,211 |
Servicing assets | 0 | 0 |
Total assets | 287,137 | 297,211 |
Notes and certificates | 0 | 0 |
Loan Trailing Fee liability | 0 | |
Servicing liabilities | 0 | 0 |
Total liabilities | 0 | 0 |
Level 3 Inputs | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Loans | 4,311,984 | 4,556,081 |
Loans held for sale | 9,048 | |
Securities available for sale | 0 | 0 |
Servicing assets | 21,398 | 10,250 |
Total assets | 4,342,430 | 4,566,331 |
Notes and certificates | 4,320,895 | 4,571,583 |
Loan Trailing Fee liability | 4,913 | |
Servicing liabilities | 2,846 | 3,973 |
Total liabilities | 4,328,654 | 4,575,556 |
Corporate debt securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Securities available for sale | 181,223 | 215,751 |
Corporate debt securities | Level 1 Inputs | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Securities available for sale | 0 | 0 |
Corporate debt securities | Level 2 Inputs | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Securities available for sale | 181,223 | 215,751 |
Corporate debt securities | Level 3 Inputs | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Securities available for sale | 0 | 0 |
Certificates of deposit | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Securities available for sale | 27,501 | |
Certificates of deposit | Level 1 Inputs | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Securities available for sale | 0 | |
Certificates of deposit | Level 2 Inputs | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Securities available for sale | 27,501 | |
Certificates of deposit | Level 3 Inputs | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Securities available for sale | 0 | |
Asset-backed securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Securities available for sale | 25,364 | 54,409 |
Asset-backed securities | Level 1 Inputs | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Securities available for sale | 0 | 0 |
Asset-backed securities | Level 2 Inputs | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Securities available for sale | 25,364 | 54,409 |
Asset-backed securities | Level 3 Inputs | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Securities available for sale | 0 | 0 |
Commercial paper | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Securities available for sale | 20,164 | |
Commercial paper | Level 1 Inputs | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Securities available for sale | 0 | |
Commercial paper | Level 2 Inputs | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Securities available for sale | 20,164 | |
Commercial paper | Level 3 Inputs | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Securities available for sale | 0 | |
U.S. agency securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Securities available for sale | 19,623 | 16,578 |
U.S. agency securities | Level 1 Inputs | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Securities available for sale | 0 | 0 |
U.S. agency securities | Level 2 Inputs | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Securities available for sale | 19,623 | 16,578 |
U.S. agency securities | Level 3 Inputs | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Securities available for sale | 0 | 0 |
U.S. Treasury securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Securities available for sale | 2,496 | 3,485 |
U.S. Treasury securities | Level 1 Inputs | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Securities available for sale | 0 | 0 |
U.S. Treasury securities | Level 2 Inputs | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Securities available for sale | 2,496 | 3,485 |
U.S. Treasury securities | Level 3 Inputs | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Securities available for sale | 0 | 0 |
Other securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Securities available for sale | 10,766 | 6,988 |
Other securities | Level 1 Inputs | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Securities available for sale | 0 | 0 |
Other securities | Level 2 Inputs | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Securities available for sale | 10,766 | 6,988 |
Other securities | Level 3 Inputs | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Securities available for sale | $ 0 | $ 0 |
Fair Value of Assets and Liab58
Fair Value of Assets and Liabilities - Quantitative Information about Significant Unobservable Inputs Used for Fair Value Measurements (Detail) - Level 3 Inputs | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Minimum | Servicing Asset/Liability | ||
Fair Value Inputs [Abstract] | ||
Discount rates | 3.40% | 3.50% |
Net cumulative expected loss rates | 0.30% | 0.30% |
Cumulative prepayment rates | 8.00% | 8.00% |
Base market servicing rates (% per annum on unpaid principal balance) | 0.63% | 0.57% |
Maximum | Servicing Asset/Liability | ||
Fair Value Inputs [Abstract] | ||
Discount rates | 15.10% | 16.30% |
Net cumulative expected loss rates | 33.90% | 22.00% |
Cumulative prepayment rates | 42.70% | 36.40% |
Base market servicing rates (% per annum on unpaid principal balance) | 0.90% | 0.75% |
Weighted Average | Servicing Asset/Liability | ||
Fair Value Inputs [Abstract] | ||
Discount rates | 7.80% | 9.40% |
Net cumulative expected loss rates | 12.80% | 8.80% |
Cumulative prepayment rates | 29.30% | 30.50% |
Base market servicing rates (% per annum on unpaid principal balance) | 0.63% | 0.57% |
Loans, notes and certificates | Minimum | ||
Fair Value Inputs [Abstract] | ||
Discount rates | 1.20% | 2.90% |
Net cumulative expected loss rates | 0.30% | 0.30% |
Cumulative prepayment rates | 8.00% | 23.40% |
Loans, notes and certificates | Maximum | ||
Fair Value Inputs [Abstract] | ||
Discount rates | 16.60% | 17.50% |
Net cumulative expected loss rates | 33.90% | 22.00% |
Cumulative prepayment rates | 42.70% | 36.40% |
Loans, notes and certificates | Weighted Average | ||
Fair Value Inputs [Abstract] | ||
Discount rates | 7.20% | 9.00% |
Net cumulative expected loss rates | 14.60% | 9.90% |
Cumulative prepayment rates | 30.70% | 30.80% |
Loan Trailing Fee Liability | Minimum | ||
Fair Value Inputs [Abstract] | ||
Discount rates | 3.40% | |
Net cumulative expected loss rates | 0.30% | |
Cumulative prepayment rates | 8.00% | |
Loan Trailing Fee Liability | Maximum | ||
Fair Value Inputs [Abstract] | ||
Discount rates | 15.00% | |
Net cumulative expected loss rates | 33.90% | |
Cumulative prepayment rates | 42.70% | |
Loan Trailing Fee Liability | Weighted Average | ||
Fair Value Inputs [Abstract] | ||
Discount rates | 7.70% | |
Net cumulative expected loss rates | 13.50% | |
Cumulative prepayment rates | 28.30% |
Fair Value of Assets and Liab59
Fair Value of Assets and Liabilities - Additional Information about Loans, Notes and Certificates Measured at Fair Value on Recurring Basis (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Loans Notes And Certificates | ||
Loans | ||
Outstanding Principal Balance, Beginning | $ 4,681,671 | $ 2,836,729 |
Valuation adjustment, Beginning | (125,590) | (38,224) |
Fair Value, Beginning | 4,556,081 | 2,798,505 |
Outstanding Principal Balance, Purchases of loans | 2,733,325 | 3,865,565 |
Valuation Adjustment, Purchases of loans | (656) | 0 |
Fair Value, Purchases of loans | 2,732,669 | 3,865,565 |
Fair Value, Transfers from loans to loans held for sale | (35,411) | |
Valuation Adjustment, Transfers from loans to loans held for sale | 0 | |
Outstanding Principal Balance, Transfers from loans to loans held for sale | (35,411) | |
Outstanding Principal Balance, Issuances of notes and certificates | 0 | 0 |
Valuation Adjustment, Issuances of notes and certificates | 0 | 0 |
Fair Value, Issuances of notes and certificates | 0 | 0 |
Outstanding Principal Balance, Whole loan sales | 0 | |
Valuation Adjustment, Whole loan sales | 0 | 0 |
Fair Value, Whole loan sales | 0 | 0 |
Outstanding Principal Balance, Principal payments | (2,391,807) | (1,804,719) |
Valuation Adjustment, principal payments | 0 | 0 |
Fair Value, Principal payments | (2,391,807) | (1,804,719) |
Outstanding Principal Balance, Charge-offs | (422,125) | (215,904) |
Valuation adjustment, Charge-offs | 422,125 | 215,904 |
Fair Value, Charge-offs | 0 | 0 |
Outstanding Principal Balance, Recoveries | 0 | 0 |
Valuation Adjustment, Recoveries | (37,277) | (26,256) |
Fair Value, Recoveries | (37,277) | (26,256) |
Outstanding Principal Balance, Change in fair value recorded in earnings | 0 | 0 |
Valuation Adjustment, Change in fair value recorded in earnings | (512,271) | (277,014) |
Fair Value, Change in fair value recorded in earnings | (512,271) | (277,014) |
Outstanding Principal Balance, Ending | 4,565,653 | 4,681,671 |
Valuation adjustment, Ending | (253,669) | (125,590) |
Fair Value, Ending | 4,311,984 | 4,556,081 |
Notes and Certificates | ||
Outstanding Principal Balance, Beginning | 4,697,169 | 2,851,837 |
Valuation adjustment, Beginning | (125,586) | (38,219) |
Fair value at beginning of period | 4,571,583 | 2,813,618 |
Outstanding Principal Balance, Purchases of loans | 0 | 0 |
Valuation Adjustment, Purchases of loans | 0 | 0 |
Fair Value, Purchases of loans | 0 | 0 |
Outstanding Principal Balance, Issuances of notes and certificates | 2,681,109 | 3,861,995 |
Valuation Adjustment, Issuances of notes and certificates | 0 | 0 |
Fair Value, Issuances of notes and certificates | 2,681,109 | 3,861,995 |
Outstanding Principal Balance, Whole loan sales | 0 | 0 |
Valuation Adjustment, Whole loan sales | 0 | 0 |
Fair Value, Whole loan sales | 0 | 0 |
Outstanding Principal Balance, Principal payments | (2,385,234) | (1,800,859) |
Valuation Adjustment, Principal payments | 0 | 0 |
Fair Value, Principal payments | (2,385,234) | (1,800,859) |
Outstanding Principal Balance, Charge-offs | (420,132) | (215,804) |
Valuation Adjustment, Charge-offs | 420,132 | 215,804 |
Fair Value, Charge-offs | 0 | 0 |
Outstanding Principal Balance, Recoveries | 0 | 0 |
Valuation Adjustment, Recoveries | (36,785) | (26,143) |
Fair Value, Recoveries | (36,785) | (26,143) |
Outstanding Principal Balance, Change in fair value recorded in earnings | 0 | 0 |
Valuation Adjustment, Change in fair value recorded in earnings | (509,778) | (277,028) |
Fair Value, Change in fair value recorded in earnings | (509,778) | (277,028) |
Outstanding Principal Balance, Ending | 4,572,912 | 4,697,169 |
Valuation adjustment, Ending | (252,017) | (125,586) |
Fair value at end of period | 4,320,895 | 4,571,583 |
Loans Held For Sale | ||
Loans | ||
Outstanding Principal Balance, Beginning | 0 | 0 |
Valuation adjustment, Beginning | 0 | 0 |
Fair Value, Beginning | 0 | 0 |
Outstanding Principal Balance, Purchases of loans | 4,742,538 | 3,358,611 |
Valuation Adjustment, Purchases of loans | 0 | 0 |
Fair Value, Purchases of loans | 4,742,538 | 3,358,611 |
Fair Value, Transfers from loans to loans held for sale | 35,411 | |
Valuation Adjustment, Transfers from loans to loans held for sale | 0 | |
Outstanding Principal Balance, Transfers from loans to loans held for sale | 35,411 | |
Outstanding Principal Balance, Issuances of notes and certificates | 0 | 0 |
Valuation Adjustment, Issuances of notes and certificates | 0 | 0 |
Fair Value, Issuances of notes and certificates | 0 | 0 |
Outstanding Principal Balance, Whole loan sales | (4,762,518) | (3,358,611) |
Valuation Adjustment, Whole loan sales | 0 | 0 |
Fair Value, Whole loan sales | (4,762,518) | (3,358,611) |
Outstanding Principal Balance, Principal payments | (5,927) | 0 |
Valuation Adjustment, principal payments | 0 | 0 |
Fair Value, Principal payments | (5,927) | 0 |
Outstanding Principal Balance, Charge-offs | (159) | 0 |
Valuation adjustment, Charge-offs | 159 | 0 |
Fair Value, Charge-offs | 0 | 0 |
Outstanding Principal Balance, Recoveries | 0 | 0 |
Valuation Adjustment, Recoveries | 0 | 0 |
Fair Value, Recoveries | 0 | 0 |
Outstanding Principal Balance, Change in fair value recorded in earnings | 0 | 0 |
Valuation Adjustment, Change in fair value recorded in earnings | (456) | 0 |
Fair Value, Change in fair value recorded in earnings | (456) | 0 |
Outstanding Principal Balance, Ending | 9,345 | 0 |
Valuation adjustment, Ending | (297) | 0 |
Fair Value, Ending | $ 9,048 | $ 0 |
Fair Value of Assets and Liab60
Fair Value of Assets and Liabilities - Additional Information about Servicing Assets and Liabilities Measured at Fair Value on Recurring Basis (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Servicing Assets | ||
Servicing Assets, Fair value, Beginning Balance | $ 10,250 | |
Servicing Assets, Fair value, Ending Balance | 21,398 | $ 10,250 |
Servicing Liabilities | ||
Servicing Liabilities, Fair value, Beginning Balance | 3,973 | |
Servicing Liabilities, Fair value, Ending Balance | 2,846 | 3,973 |
Fair Value, Measurements, Recurring | ||
Servicing Assets | ||
Servicing Assets, Fair value, Beginning Balance | 10,250 | 2,181 |
Issuances | 16,546 | 10,079 |
Changes in fair value, included in servicing fees | (5,403) | (3,803) |
Additions, included in deferred revenue | 5 | 1,793 |
Servicing Assets, Fair value, Ending Balance | 21,398 | 10,250 |
Servicing Liabilities | ||
Servicing Liabilities, Fair value, Beginning Balance | 3,973 | 3,973 |
Issuances | 3,371 | 5,194 |
Changes in fair value, included in servicing fees | (4,498) | (5,194) |
Additions, included in deferred revenue | 0 | 0 |
Servicing Liabilities, Fair value, Ending Balance | $ 2,846 | $ 3,973 |
Fair Value of Assets and Liab61
Fair Value of Assets and Liabilities - Trailing Fee Liability (Details) - Loan Trailing Fee Liability $ in Thousands | 12 Months Ended |
Dec. 31, 2016USD ($) | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |
Fair value at beginning of period | $ 0 |
Issuances | 5,843 |
Cash payment of Loan Trailing Fee | (1,174) |
Change in fair value, included in origination and servicing | 244 |
Fair value at end of period | $ 4,913 |
Fair Value of Assets and Liab62
Fair Value of Assets and Liabilities - Additional Information about Servicing Assets and Liabilities Measured Using Different Market Servicing Rates and Different Prepayment (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Risks Inherent in Servicing Assets and Servicing Liabilities [Line Items] | ||
Change in servicing rate | 0.10% | |
Fair Value, Measurements, Recurring | ||
Risks Inherent in Servicing Assets and Servicing Liabilities [Line Items] | ||
Weighted-average market servicing rate assumptions | 0.63% | 0.57% |
Servicing assets, rate increase | $ (5,673) | $ (3,504) |
Servicing liabilities, rate increase | 964 | 1,589 |
Servicing assets, rate decrease | 5,812 | 3,610 |
Servicing liabilities, rate decrease | $ (825) | $ (1,483) |
Fair Value of Assets and Liab63
Fair Value of Assets and Liabilities - Not Measured at Fair Value (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets | $ 4,629,567 | $ 4,863,542 |
Total liabilities | 4,328,654 | 4,575,556 |
Level 1 Inputs | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets | 0 | 0 |
Total liabilities | 0 | 0 |
Level 2 Inputs | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets | 287,137 | 297,211 |
Total liabilities | 0 | 0 |
Level 3 Inputs | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets | 4,342,430 | 4,566,331 |
Total liabilities | 4,328,654 | 4,575,556 |
Carrying Amount | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and cash equivalents | 515,602 | 623,531 |
Restricted cash | 177,810 | 80,733 |
Servicer reserve receivable | 4,938 | |
Deposits | 855 | 871 |
Goodwill | 35,633 | |
Total assets | 734,838 | 705,135 |
Accrued expenses and other liabilities | 10,981 | |
Accounts payable | 10,889 | 5,542 |
Payables to investors | 125,884 | 73,162 |
Total liabilities | 147,754 | 78,704 |
Portion at Other than Fair Value Measurement | Level 1 Inputs | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and cash equivalents | 0 | 0 |
Restricted cash | 0 | 0 |
Servicer reserve receivable | 0 | |
Deposits | 0 | 0 |
Goodwill | 0 | |
Total assets | 0 | 0 |
Accrued expenses and other liabilities | 0 | |
Accounts payable | 0 | 0 |
Payables to investors | 0 | 0 |
Total liabilities | 0 | 0 |
Portion at Other than Fair Value Measurement | Level 2 Inputs | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and cash equivalents | 515,602 | 623,531 |
Restricted cash | 177,810 | 80,733 |
Servicer reserve receivable | 4,938 | |
Deposits | 855 | 871 |
Goodwill | 0 | |
Total assets | 699,205 | 705,135 |
Accrued expenses and other liabilities | 0 | |
Accounts payable | 10,889 | 5,542 |
Payables to investors | 125,884 | 73,162 |
Total liabilities | 136,773 | 78,704 |
Portion at Other than Fair Value Measurement | Level 3 Inputs | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and cash equivalents | 0 | 0 |
Restricted cash | 0 | 0 |
Servicer reserve receivable | 0 | |
Deposits | 0 | 0 |
Goodwill | 35,633 | |
Total assets | 35,633 | 0 |
Accrued expenses and other liabilities | 10,981 | |
Accounts payable | 0 | 0 |
Payables to investors | 0 | 0 |
Total liabilities | 10,981 | 0 |
Balance at Fair Value | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and cash equivalents | 515,602 | 623,531 |
Restricted cash | 177,810 | 80,733 |
Servicer reserve receivable | 4,938 | |
Deposits | 855 | 871 |
Goodwill | 35,633 | |
Total assets | 734,838 | 705,135 |
Accrued expenses and other liabilities | 10,981 | |
Accounts payable | 10,889 | 5,542 |
Payables to investors | 125,884 | 73,162 |
Total liabilities | $ 147,754 | $ 78,704 |
Property, Equipment and Softw64
Property, Equipment and Software, Net (Detail) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Property, Plant and Equipment [Line Items] | ||
Internally developed software (1) | $ 75,202 | $ 40,709 |
Leasehold improvements | 22,637 | 11,559 |
Computer equipment | 18,080 | 14,076 |
Purchased software | 7,598 | 5,336 |
Furniture and fixtures | 6,827 | 5,086 |
Construction in progress | 707 | 2,870 |
Total property, equipment and software | 131,051 | 79,636 |
Accumulated depreciation and amortization | (41,788) | (23,706) |
Total property, equipment and software, net | 89,263 | 55,930 |
Construction in Progress [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Internally developed software (1) | $ 7,400 | $ 459 |
Property, Equipment and Softw65
Property, Equipment and Software, Net - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Property, Plant and Equipment [Line Items] | |||
Depreciation and amortization expense | $ 29,882 | $ 21,578 | $ 10,258 |
General and Administrative Expense | |||
Property, Plant and Equipment [Line Items] | |||
Impairment | 1,100 | 600 | 500 |
Property, Equipment and Software | |||
Property, Plant and Equipment [Line Items] | |||
Depreciation and amortization expense | $ 25,100 | $ 16,200 | $ 6,400 |
Other Assets (Detail)
Other Assets (Detail) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Other Assets [Abstract] | ||
Other assets | $ 69,644 | $ 38,413 |
Loan servicing assets, at fair value | ||
Other Assets [Abstract] | ||
Other assets | 21,398 | 10,250 |
Prepaid expenses | ||
Other Assets [Abstract] | ||
Other assets | 16,960 | 16,283 |
Other investments | ||
Other Assets [Abstract] | ||
Other assets | 10,372 | 250 |
Accounts receivable | ||
Other Assets [Abstract] | ||
Other assets | 7,572 | 4,976 |
Servicer reserve receivable | ||
Other Assets [Abstract] | ||
Other assets | 4,938 | 0 |
Tenant improvement receivable | ||
Other Assets [Abstract] | ||
Other assets | 3,290 | 778 |
Receivable from investors | ||
Other Assets [Abstract] | ||
Other assets | 1,566 | 1,117 |
Deferred financing costs | ||
Other Assets [Abstract] | ||
Other assets | 1,032 | 1,296 |
Deposits | ||
Other Assets [Abstract] | ||
Other assets | 855 | 871 |
Due from related parties | ||
Other Assets [Abstract] | ||
Other assets | 476 | 655 |
Deferred acquisition compensation | ||
Other Assets [Abstract] | ||
Other assets | 349 | 1,521 |
Other | ||
Other Assets [Abstract] | ||
Other assets | $ 836 | $ 416 |
Intangible Assets and Goodwil67
Intangible Assets and Goodwill - Additional Information (Detail) - USD ($) | 3 Months Ended | 12 Months Ended | |||||
Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Finite-Lived Intangible Assets [Line Items] | |||||||
Weighted-average amortization period for total intangibles | 13 years 9 months | ||||||
Amortization expense | $ 4,800,000 | $ 5,300,000 | $ 3,900,000 | ||||
Goodwill impairment | $ 0 | $ 1,650,000 | $ 35,400,000 | $ 0 | $ 37,050,000 | $ 0 | $ 0 |
Customer relationships | |||||||
Finite-Lived Intangible Assets [Line Items] | |||||||
Intangible assets, amortized period | 14 years | ||||||
Technology | |||||||
Finite-Lived Intangible Assets [Line Items] | |||||||
Intangible assets, amortized period | 3 years | ||||||
Brand name | |||||||
Finite-Lived Intangible Assets [Line Items] | |||||||
Intangible assets, amortized period | 1 year |
Intangible Assets and Goodwil68
Intangible Assets and Goodwill - Schedule of Intangible Assets (Detail) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Value | $ 40,200 | $ 40,200 |
Accumulated Amortization | (13,989) | (9,229) |
Net Carrying Value | 26,211 | 30,971 |
Customer relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Value | 39,500 | 39,500 |
Accumulated Amortization | (13,329) | (8,702) |
Net Carrying Value | 26,171 | 30,798 |
Technology | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Value | 400 | 400 |
Accumulated Amortization | (360) | (227) |
Net Carrying Value | 40 | 173 |
Brand name | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Value | 300 | 300 |
Accumulated Amortization | (300) | (300) |
Net Carrying Value | $ 0 | $ 0 |
Intangible Assets and Goodwil69
Intangible Assets and Goodwill - Schedule of Expected Future Amortization Expense for Intangible Assets (Detail) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
2,017 | $ 4,287 | |
2,018 | 3,872 | |
2,019 | 3,498 | |
2,020 | 3,122 | |
2,021 | 2,746 | |
Thereafter | 8,686 | |
Net Carrying Value | $ 26,211 | $ 30,971 |
Intangible Assets and Goodwil70
Intangible Assets and Goodwill - Schedule of Goodwill (Detail) - USD ($) | 3 Months Ended | 12 Months Ended | |||||
Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Goodwill [Roll Forward] | |||||||
Beginning balance | $ 72,683,000 | $ 72,683,000 | $ 72,592,000 | ||||
Other changes in goodwill | 91,000 | ||||||
Goodwill impairment | $ 0 | $ (1,650,000) | $ (35,400,000) | $ 0 | (37,050,000) | 0 | $ 0 |
Ending balance | $ 35,633,000 | $ 35,633,000 | $ 72,683,000 | $ 72,592,000 |
Accrued Expenses and Other Li71
Accrued Expenses and Other Liabilities (Detail) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Payables and Accruals [Abstract] | ||
Accrued compensation (1) | $ 27,009 | $ 28,780 |
Accrued expenses | 19,734 | 14,054 |
Deferred rent | 11,638 | 4,615 |
Transaction fee refund reserve | 9,098 | 578 |
Loan Trailing Fee liability, at fair value | 4,913 | 0 |
Loan servicing liabilities, at fair value | 2,846 | 3,973 |
Deferred revenue | 2,556 | 2,551 |
Credit loss coverage reserve | 2,529 | 0 |
Reimbursement payable to limited partners of LCA private funds | 2,313 | 0 |
Payable to issuing bank | 1,658 | 955 |
Deferred tax liability | 0 | 3,446 |
Contingent liabilities | 0 | 700 |
Other | 1,325 | 1,591 |
Total accrued expenses and other liabilities | 85,619 | $ 61,243 |
Accrued cash retention rewards | $ 3,000 |
Accumulated Other Comprehensi72
Accumulated Other Comprehensive Loss - Comprehensive income/loss (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Equity [Abstract] | |||
Change in net unrealized loss on securities available for sale | $ 1,515 | $ (1,671) | $ 0 |
Change in net unrealized loss on securities available for sale, tax effect | 611 | 0 | |
Change in net unrealized loss on securities available for sale, net of tax | 904 | (1,671) | |
Other comprehensive income (loss), before tax | 1,515 | (1,671) | 0 |
Income tax effect | 611 | 0 | 0 |
Other comprehensive income (loss), net of tax | $ 904 | $ (1,671) | $ 0 |
Accumulated Other Comprehensi73
Accumulated Other Comprehensive Loss - Accumulated other comprehensive income/loss (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | |||
Beginning | $ (1,671) | $ 0 | |
Change in net unrealized losses on securities available for sale | 904 | (1,671) | $ 0 |
Ending | $ (767) | $ (1,671) | $ 0 |
Debt (Detail)
Debt (Detail) | 12 Months Ended | |||||
Dec. 31, 2016USD ($) | Dec. 31, 2014USD ($) | Jun. 30, 2018 | Dec. 31, 2015 | Dec. 17, 2015USD ($) | Apr. 16, 2014USD ($) | |
Debt Instrument [Line Items] | ||||||
Debt issuance costs | $ 1,300,000 | |||||
Term Loan | ||||||
Debt Instrument [Line Items] | ||||||
Credit agreement issuance date | Apr. 16, 2014 | |||||
Amount of Term loan | $ 50,000,000 | |||||
Loan outstanding | 245 days | |||||
Interest expense including debt issuance cost | $ 2,300,000 | |||||
Term loan, weighted average interest rate | 2.59% | |||||
Revolving Credit Facility | ||||||
Debt Instrument [Line Items] | ||||||
Current borrowing capacity | $ 120,000,000 | |||||
Maximum rolling annual total net leverage ratio allowed | 4 | |||||
Actual leverage ratio | 0 | 0 | ||||
Revolving Credit Facility | Scenario, Forecast | ||||||
Debt Instrument [Line Items] | ||||||
Maximum rolling annual total net leverage ratio allowed | 3 | |||||
Revolving Credit Facility | Minimum | ||||||
Debt Instrument [Line Items] | ||||||
Commitment fee | 0.25% | |||||
Revolving Credit Facility | Maximum | ||||||
Debt Instrument [Line Items] | ||||||
Commitment fee | 0.375% | |||||
Revolving Credit Facility | London Interbank Offered Rate (LIBOR) | Minimum | ||||||
Debt Instrument [Line Items] | ||||||
Basis spread | 1.75% | |||||
Revolving Credit Facility | London Interbank Offered Rate (LIBOR) | Maximum | ||||||
Debt Instrument [Line Items] | ||||||
Basis spread | 2.00% |
Secured Borrowings (Details)
Secured Borrowings (Details) - USD ($) | 3 Months Ended | 12 Months Ended | |||
Jun. 30, 2016 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | Mar. 31, 2016 | |
Receivables [Abstract] | |||||
Repurchased | $ 22,300,000 | $ 22,274,000 | $ 0 | $ 0 | |
Carrying value | $ 0 | $ 0 | $ 15,100,000 |
Stockholders' Equity - Addition
Stockholders' Equity - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Thousands | Feb. 09, 2016 | Dec. 11, 2014 | Dec. 31, 2014 | Apr. 30, 2014 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 16, 2014 | Dec. 31, 2013 |
Class of Stock [Line Items] | |||||||||||||
Common stock, par value ($ per share) | $ 15 | $ 0.01 | $ 0.01 | $ 0.01 | |||||||||
Proceeds from initial public offering, gross | $ 1,000,000 | $ 0 | $ 0 | $ 827,680 | |||||||||
Capital stock, shares authorized (shares) | 622,614,174 | 910,000,000 | |||||||||||
Common stock, shares authorized (shares) | 900,000,000 | 900,000,000 | 900,000,000 | 900,000,000 | |||||||||
Preferred stock, shares authorized (shares) | 10,000,000 | 246,470,064 | |||||||||||
Converted into (shares) | 249,601,435 | ||||||||||||
Convertible preferred stock converted to common stock (shares) | 1 | ||||||||||||
Repurchased (shares) | 0 | 0 | 0 | 2,282,700 | |||||||||
Series F Convertible Preferred Stock | |||||||||||||
Class of Stock [Line Items] | |||||||||||||
Common stock, shares (shares) | 6,390,556 | ||||||||||||
Preferred stock, par value ($ per share) | $ 0.01 | ||||||||||||
Aggregate gross proceeds from preferred stock issuance | $ 64,800 | $ 0 | $ 0 | $ 64,803 | |||||||||
Capital stock, shares authorized (shares) | 622,614,174 | 606,470,064 | |||||||||||
Common stock, shares authorized (shares) | 372,000,000 | ||||||||||||
Preferred stock, shares authorized (shares) | 250,614,174 | 250,614,174 | |||||||||||
Convertible preferred stock converted to common stock (shares) | 1 | ||||||||||||
Common Stock | |||||||||||||
Class of Stock [Line Items] | |||||||||||||
Common stock, par value ($ per share) | $ 0.01 | ||||||||||||
Repurchased (shares) | (2,282,700) | ||||||||||||
IPO | |||||||||||||
Class of Stock [Line Items] | |||||||||||||
Common stock, shares (shares) | 66,700,000 | ||||||||||||
Common stock, par value ($ per share) | $ 15 | $ 15 | |||||||||||
Proceeds from initial public offering, gross | $ 1,000,000 | ||||||||||||
Proceeds from initial public offering, net | $ 827,700 | ||||||||||||
Share Repurchases | |||||||||||||
Class of Stock [Line Items] | |||||||||||||
Authorized repurchase amount | $ 150,000 | ||||||||||||
Repurchase period | 1 year | ||||||||||||
Repurchased ($ per share) | $ 8.52 | ||||||||||||
Repurchased | $ 19,500 |
Stockholders' Equity - Converti
Stockholders' Equity - Convertible Preferred Stock (Detail) - USD ($) $ in Thousands | Dec. 16, 2014 | Dec. 31, 2013 |
Class of Stock [Line Items] | ||
Designated Shares (shares) | 10,000,000 | 246,470,064 |
Issued and Outstanding Shares (shares) | 240,194,788 | |
Aggregate Liquidation Preference | $ 103,901 | |
Amount | $ 103,244 | |
Series A | ||
Class of Stock [Line Items] | ||
Designated Shares (shares) | 68,025,100 | |
Issued and Outstanding Shares (shares) | 66,100,340 | |
Aggregate Liquidation Preference | $ 17,599 | |
Amount | $ 17,402 | |
Series B | ||
Class of Stock [Line Items] | ||
Designated Shares (shares) | 65,642,104 | |
Issued and Outstanding Shares (shares) | 65,577,300 | |
Aggregate Liquidation Preference | $ 12,268 | |
Amount | $ 12,164 | |
Series C | ||
Class of Stock [Line Items] | ||
Designated Shares (shares) | 62,486,436 | |
Issued and Outstanding Shares (shares) | 62,486,436 | |
Aggregate Liquidation Preference | $ 24,490 | |
Amount | $ 24,388 | |
Series D | ||
Class of Stock [Line Items] | ||
Designated Shares (shares) | 36,030,712 | |
Issued and Outstanding Shares (shares) | 36,030,712 | |
Aggregate Liquidation Preference | $ 32,044 | |
Amount | $ 31,943 | |
Series E | ||
Class of Stock [Line Items] | ||
Designated Shares (shares) | 14,285,712 | |
Issued and Outstanding Shares (shares) | 10,000,000 | |
Aggregate Liquidation Preference | $ 17,500 | |
Amount | $ 17,347 |
Stockholders' Equity - Shares o
Stockholders' Equity - Shares of Common Stock Reserved for Future Issuance (Detail) - shares | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 |
Class of Stock [Line Items] | |||
Options outstanding (shares) | 30,580,231 | ||
Total reserved for future issuance (shares) | 95,940,598 | 88,803,240 | |
Stock options and RSUs | |||
Class of Stock [Line Items] | |||
Options outstanding (shares) | 62,082,821 | 52,652,310 | |
Total reserved for future issuance (shares) | 28,449,336 | 33,560,939 | |
Available for ESPP | |||
Class of Stock [Line Items] | |||
Total reserved for future issuance (shares) | 5,408,441 | 2,589,991 | 3,000,000 |
Employee Incentive and Retire79
Employee Incentive and Retirement Plans - Additional Information (Detail) | Jun. 22, 2016position | Apr. 17, 2014USD ($) | Jun. 30, 2016USD ($) | Mar. 31, 2016USD ($) | Jun. 30, 2014USD ($) | Sep. 30, 2016 | Dec. 31, 2016USD ($)EquityPlan$ / sharesshares | Dec. 31, 2015USD ($)$ / sharesshares | Dec. 31, 2014USD ($)$ / sharesshares |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Tax deficits (benefits) | $ (200,000) | $ (700,000) | $ 0 | ||||||
Tax benefit from exercise of options | 0 | ||||||||
Expense related to accelerated vesting of stock options | $ 100,000 | $ 300,000 | 3,000,000 | ||||||
Number of options to purchase common stock granted under the 2007 Plan (shares) | shares | 30,669,177 | 48,208,911 | |||||||
Grants (shares) | shares | 7,482,011 | ||||||||
Grants ($ per share) | $ / shares | $ 7.22 | ||||||||
Total intrinsic value of options exercised | $ 74,400,000 | $ 103,500,000 | 48,600,000 | ||||||
Total fair value of stock options vested | $ 32,900,000 | $ 36,800,000 | 19,600,000 | ||||||
Total shares available for future issuance (shares) | shares | 95,940,598 | 88,803,240 | |||||||
Service period | 90 days | ||||||||
Employer 401(k) plan match to employee's eligible earnings, percentage | 4.00% | 3.00% | |||||||
Employer maximum annual match per employee for 401(k) plan | $ 5,000 | $ 5,000 | |||||||
Expected headcount reduction | 12.00% | ||||||||
Severance expense | $ 2,730,000 | $ 0 | 0 | ||||||
Maximum | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Number of positions expected to be eliminated | position | 179 | ||||||||
Pension Plan | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Employer 401 (k) total match expense | 3,900,000 | $ 2,100,000 | $ 900,000 | ||||||
Stock issued related to acquisition | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Requisite service period | 3 years | ||||||||
Vesting period for compensation arrangement | 3 years | ||||||||
Stock issued related to acquisition | Series F Convertible Preferred Stock | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Business acquisition, shares consideration | 25,000,000 | ||||||||
Business acquisition, value of shares placed in third party escrow to secure retention of key employees | $ 22,100,000 | $ 22,100,000 | |||||||
Vesting period for compensation arrangement | 3 years | ||||||||
Equity Option | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Grants (shares) | shares | 1,164,929 | 22,081,243 | |||||||
Grants ($ per share) | $ / shares | $ 20 | $ 6.74 | |||||||
Common stock, Weighted average grant date fair value per share ($ per share) | $ / shares | $ 3.61 | $ 9.80 | $ 4.62 | ||||||
Fair value | $ 27,000,000 | $ 11,400,000 | $ 102,100,000 | ||||||
Unrecognized compensation cost | $ 40,000,000 | ||||||||
Unrecognized compensation cost expected period for recognition | 2 years 5 months | ||||||||
Employee Stock Option - Vested | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Grants (shares) | shares | 265,987 | ||||||||
RSUs | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Unrecognized compensation cost expected period for recognition | 3 years 1 month 19 days | ||||||||
Grants ($ per share) | shares | 36,539,761 | ||||||||
Fair value | $ 223,500,000 | ||||||||
Unrecognized compensation cost | $ 187,200,000 | ||||||||
Employee Stock | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Unrecognized compensation cost expected period for recognition | 6 months | ||||||||
Offering period | 6 months | ||||||||
Purchase price | 85.00% | ||||||||
Issuance of common stock in connection with employee stock purchase plan (in shares) | shares | 1,508,513 | 410,009 | |||||||
Total shares available for future issuance (shares) | shares | 5,408,441 | 2,589,991 | 3,000,000 | ||||||
Requisite service period | 6 months | ||||||||
Developing software | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Stock-based compensation expense, capitalized amount | $ 9,800,000 | $ 4,400,000 | $ 1,900,000 | ||||||
Equity Incentive Plan | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Number of equity incentive plans | EquityPlan | 2 | ||||||||
Equity Incentive Plan Two Thousand Seven | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Number of options to purchase common stock granted under the 2007 Plan (shares) | shares | 24,672,201 | ||||||||
Equity Incentive Plan Twenty Fourteen | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Total number of shares available for future grants (shares) | shares | 28,449,336 | ||||||||
Executive Management And Key Personnel | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Cash awarded | $ 18,600,000 | ||||||||
Executive Management And Key Personnel | RSUs | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Equity awarded | $ 16,300,000 |
Employee Incentive and Retire80
Employee Incentive and Retirement Plans - Total Stock-Based Compensation Expense (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock-based compensation expense | $ 69,201 | $ 51,222 | $ 37,150 |
Stock issued related to acquisition | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock-based compensation expense | 2,575 | 9,416 | 9,946 |
Stock options | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock-based compensation expense | 23,203 | 30,717 | 27,100 |
RSUs | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock-based compensation expense | 1,686 | 1,904 | 0 |
Available for ESPP | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock-based compensation expense | $ 41,737 | $ 9,185 | $ 104 |
Employee Incentive and Retire81
Employee Incentive and Retirement Plans - Stock-Based Compensation Expense Recorded in Consolidated Statement of Operations (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock-based compensation expense | $ 69,201 | $ 51,222 | $ 37,150 |
Sales and marketing | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock-based compensation expense | 7,546 | 7,250 | 5,476 |
Origination and servicing | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock-based compensation expense | 4,159 | 2,735 | 1,653 |
Engineering and product development | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock-based compensation expense | 19,858 | 11,335 | 6,445 |
Other general and administrative | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock-based compensation expense | $ 37,638 | $ 29,902 | $ 23,576 |
Employee Incentive and Retire82
Employee Incentive and Retirement Plans - Schedule of Options Activity (Detail) $ / shares in Units, $ in Thousands | 12 Months Ended |
Dec. 31, 2016USD ($)$ / sharesshares | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Stock price ($ per share) | $ 5.25 |
Number of Options | |
Outstanding (shares) | shares | 48,208,911 |
Granted (shares) | shares | 7,482,011 |
Exercised (shares) | shares | (15,102,640) |
Forfeited/Expired (shares) | shares | (9,919,105) |
Outstanding (shares) | shares | 30,669,177 |
Vested and expected to vest (shares) | shares | 30,580,231 |
Exercisable (shares) | shares | 20,105,340 |
Weighted- Average Exercise Price Per Share | |
Outstanding ($ per share) | $ 3.60 |
Granted ($ per share) | 7.22 |
Exercised ($ per share) | 0.90 |
Forfeited/Expired ($ per share) | 6.78 |
Outstanding ($ per share) | 4.79 |
Vested and expected to vest ($ per share) | 4.78 |
Exercisable ($ per share) | $ 3.59 |
Weighted-Average Remaining Contractual Life (in years) | |
Outstanding at December 31, 2016 | 6 years 6 months 31 days |
Vested and expected to vest at December 31, 2016 | 6 years 6 months 31 days |
Exercisable at December 31, 2016 | 5 years 8 months 31 days |
Outstanding at December 31, 2016 | $ | $ 56,379 |
Vested and expected to vest at December 31, 2016 | $ | 56,385 |
Exercisable at December 31, 2016 | $ | $ 52,886 |
Employee Incentive and Retire83
Employee Incentive and Retirement Plans - Black-Scholes Option Pricing Model to Estimate Fair Value of Stock Options Granted (Detail) | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions and Methodology [Abstract] | |||
Expected dividend yield | 0.00% | 0.00% | 0.00% |
Weighted-average assumed stock price volatility | 51.60% | 49.40% | 53.50% |
Weighted-average risk-free interest rate | 1.34% | 1.61% | 1.88% |
Weighted-average expected life (in years) | 6 years 1 month 25 days | 6 years 3 months | 6 years 4 months 7 days |
Employee Incentive and Retire84
Employee Incentive and Retirement Plans - RSUs (Details) - RSUs | 12 Months Ended |
Dec. 31, 2016$ / sharesshares | |
Number of Units | |
Unvested (shares) | shares | 4,443,399 |
Granted (shares) | shares | 36,539,761 |
Vested (shares) | shares | (3,891,315) |
Forfeited/expired (shares) | shares | (5,678,201) |
Unvested (shares) | shares | 31,413,644 |
Expected to vest (shares) | shares | 30,796,185 |
Weighted- Average Grant Date Fair Value | |
Unvested ($ per share) | $ / shares | $ 15.23 |
Granted ($ per share) | $ / shares | 6.12 |
Vested ($ per share) | $ / shares | 9.57 |
Forfeited/expired ($ per share) | $ / shares | 8.16 |
Unvested ($ per share) | $ / shares | 6.61 |
Expected to vest ($ per share) | $ / shares | $ 6.62 |
Employee Incentive and Retire85
Employee Incentive and Retirement Plans - Black-Scholes Option Pricing Model to Estimate Fair Value of Stock Options Granted under ESPP (Detail) | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Expected dividend yield | 0.00% | 0.00% | 0.00% |
Weighted-average assumed stock price volatility | 51.60% | 49.40% | 53.50% |
Weighted-average risk-free interest rate | 1.34% | 1.61% | 1.88% |
Weighted-average expected life (in years) | 6 years 1 month 25 days | 6 years 3 months | 6 years 4 months 7 days |
Employee Stock | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Expected dividend yield | 0.00% | ||
Weighted-average assumed stock price volatility | 50.10% | ||
Weighted-average risk-free interest rate | 0.51% | ||
Weighted-average expected life (in years) | 6 months |
Employee Incentive and Retire86
Employee Incentive and Retirement Plans - Restructuring (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Restructuring Cost and Reserve [Line Items] | |||
Severance expense | $ 2,730,000 | $ 0 | $ 0 |
Sales and marketing | |||
Restructuring Cost and Reserve [Line Items] | |||
Severance expense | 772,000 | ||
Origination and servicing | |||
Restructuring Cost and Reserve [Line Items] | |||
Severance expense | 1,174,000 | ||
Engineering and product development | |||
Restructuring Cost and Reserve [Line Items] | |||
Severance expense | 134,000 | ||
Other general and administrative | |||
Restructuring Cost and Reserve [Line Items] | |||
Severance expense | $ 650,000 |
Income Taxes - Components of ta
Income Taxes - Components of tax (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Income Tax Disclosure [Abstract] | |||||||||||
Federal | $ (515) | $ 0 | $ 0 | ||||||||
State | (267) | 720 | 56 | ||||||||
Total current tax (benefit) expense | (782) | 720 | 56 | ||||||||
Federal | (2,589) | 1,405 | 1,185 | ||||||||
State | (857) | 708 | 149 | ||||||||
Total deferred tax (benefit) expense | (3,446) | 2,113 | 1,334 | ||||||||
Income tax (benefit) expense | $ (224) | $ (209) | $ (3,946) | $ 151 | $ 584 | $ 1,233 | $ 389 | $ 627 | $ (4,228) | $ 2,833 | $ 1,390 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Tax Credit Carryforward [Line Items] | |||||||||||
Income (loss) before tax | $ (32,493) | $ (36,695) | $ (85,297) | $ 4,288 | $ 5,153 | $ 2,183 | $ (3,751) | $ (5,747) | $ (150,197) | $ (2,162) | $ (31,504) |
Estimated increase to equity | 58,500 | ||||||||||
Valuation allowance | 75,308 | $ 25,348 | 75,308 | $ 25,348 | |||||||
Federal | |||||||||||
Tax Credit Carryforward [Line Items] | |||||||||||
Operating loss carryforward | 260,300 | 260,300 | |||||||||
State and Local Jurisdiction | |||||||||||
Tax Credit Carryforward [Line Items] | |||||||||||
Operating loss carryforward | 178,000 | 178,000 | |||||||||
Research and development tax credit carry forward | 3,000 | 3,000 | |||||||||
Research and Development | Federal | |||||||||||
Tax Credit Carryforward [Line Items] | |||||||||||
Research and development tax credit carry forward | $ 1,100 | $ 1,100 |
Income Taxes - Reconciliation o
Income Taxes - Reconciliation of Income Tax Rate (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Effective Income Tax Rate Reconciliation, Amount | |||||||||||
Tax at federal statutory rate | $ (51,072) | $ (738) | $ (10,711) | ||||||||
State tax, net of federal tax benefit | (1,028) | 1,277 | 98 | ||||||||
Stock-based compensation expense | 3,509 | 549 | 5,040 | ||||||||
Research and development tax credits | (688) | (1,068) | 0 | ||||||||
Change in valuation allowance | 42,714 | 2,686 | 6,858 | ||||||||
Change in unrecognized tax benefit | 2,817 | (62) | 0 | ||||||||
Other | (480) | 189 | 105 | ||||||||
Income tax (benefit) expense | $ (224) | $ (209) | $ (3,946) | $ 151 | $ 584 | $ 1,233 | $ 389 | $ 627 | $ (4,228) | $ 2,833 | $ 1,390 |
Income Taxes - Deferred Tax Ass
Income Taxes - Deferred Tax Assets and Liabilities (Detail) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Deferred tax assets: | ||
Net operating loss carryforwards | $ 47,451 | $ 5,621 |
Stock-based compensation | 26,838 | 19,696 |
Reserves and accruals | 18,409 | 11,506 |
Goodwill | 9,855 | 0 |
Intangible assets | 3,978 | 2,693 |
Tax credit carryforwards | 2,483 | 1,810 |
Other | 82 | 697 |
Total deferred tax assets | 109,096 | 42,023 |
Valuation allowance | (75,308) | (25,348) |
Deferred tax assets – net of valuation allowance | 33,788 | 16,675 |
Deferred tax liabilities: | ||
Internally developed software | (21,436) | (11,353) |
Depreciation and amortization | (5,907) | (4,089) |
Servicing fees | (6,445) | (1,516) |
Goodwill | 0 | (3,163) |
Total deferred tax liabilities | (33,788) | (20,121) |
Deferred tax (liability) asset – net | $ 0 | $ (3,446) |
Income Taxes - Unrecognized Tax
Income Taxes - Unrecognized Tax Benefit (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] | |||
Beginning balance | $ 429 | $ 491 | $ 1,080 |
Gross increase (decrease) for tax positions related to prior years | 677 | (310) | (589) |
Gross increase for tax positions related to the current year | 2,140 | 248 | 0 |
Ending balance | $ 3,246 | $ 429 | $ 491 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Detail) ft² in Thousands | 1 Months Ended | 4 Months Ended | 12 Months Ended | ||||
May 31, 2016lawsuit | Aug. 31, 2016lawsuit | Dec. 31, 2016USD ($)ft²investordlawsuitrenewal_option | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) | Jan. 31, 2017USD ($) | Apr. 30, 2015ft² | |
Commitments and Contingencies [Line Items] | |||||||
Lease agreement renewal term | 5 years | ||||||
Number of renewal terms | renewal_option | 2 | ||||||
Rental expense | $ 14,200,000 | $ 7,400,000 | $ 3,700,000 | ||||
Sublease income | 0 | 0 | 0 | ||||
Minimum rental expense | 11,900,000 | 6,000,000 | $ 3,300,000 | ||||
Security deposit made under lease agreement, cash | 800,000 | ||||||
Security deposit made under lease agreement | $ 4,700,000 | ||||||
Number of business days | d | 2 | ||||||
Amount committed to purchase under the agreement | $ 32,200,000 | 77,600,000 | |||||
Repurchased obligations | 46,700,000 | 37,000,000 | |||||
Purchased to fulfill requirements | 138,200,000 | ||||||
Loans purchased from direct marketing efforts | 35,500,000 | ||||||
Purchased to support marketplace equilibrium | 102,700,000 | ||||||
Loans on balance sheet | 27,900,000 | ||||||
Loans held for sale | $ 9,048,000 | 0 | |||||
Number of investors | investor | 3 | ||||||
Investor agreement - purchases | $ 1,000,000 | ||||||
Investor agreement - principal | 900,000 | ||||||
Deposits to secure loans | $ 9,000,000 | ||||||
Credit support agreement, period | 12 months | ||||||
Accrued reimbursement | $ 2,529,000 | 0 | |||||
Cash pledged/restricted | 3,400,000 | ||||||
Maximum exposure | $ 6,000,000 | 34,400,000 | |||||
Number of claims filed | lawsuit | 2 | 2 | 5 | ||||
San Francisco | |||||||
Commitments and Contingencies [Line Items] | |||||||
Lease agreement, leased area (square feet) | ft² | 169 | 112 | |||||
Lease agreement expiration date | Jun. 30, 2022 | ||||||
Lease agreement renewal term | 5 years | ||||||
Westborough | |||||||
Commitments and Contingencies [Line Items] | |||||||
Lease agreement, leased area (square feet) | ft² | 26 | ||||||
Lease agreement expiration date | Jul. 31, 2021 | ||||||
Loans Held For Sale | Fair Value, Measurements, Recurring | |||||||
Commitments and Contingencies [Line Items] | |||||||
Loans held for sale | $ 9,048,000 | $ 0 | |||||
Subsequent Event | |||||||
Commitments and Contingencies [Line Items] | |||||||
Unfunded Loan Commitments | $ 0 |
Commitments and Contingencies93
Commitments and Contingencies - Future Minimum Lease Payments (Detail) $ in Thousands | Dec. 31, 2016USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
2,017 | $ 15,092 |
2,018 | 16,053 |
2,019 | 15,621 |
2,020 | 16,523 |
2,021 | 16,778 |
Thereafter | 40,423 |
Total | $ 120,490 |
Segment Reporting - Additional
Segment Reporting - Additional Information (Detail) | 12 Months Ended |
Dec. 31, 2016segmentSegment | |
Segment Reporting [Abstract] | |
Number of operating segments | Segment | 1 |
Number of reportable segments | segment | 1 |
Related Party Transactions (Det
Related Party Transactions (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2016 | Jun. 30, 2016 | Apr. 01, 2016 | Dec. 31, 2015 | |
Related Party Fund | ||||
Related Party Transaction [Line Items] | ||||
Ownership | 15.00% | |||
Investment | $ 10,100 | $ 10,000 | ||
Chief Executive Officer | Related Party Fund | ||||
Related Party Transaction [Line Items] | ||||
Ownership | 2.00% | |||
Director | Related Party Fund | ||||
Related Party Transaction [Line Items] | ||||
Ownership | 10.00% | |||
Related Party Fund | ||||
Related Party Transaction [Line Items] | ||||
Purchased | $ 256,700 | |||
The Company, CEO, and Director | Related Party Fund | ||||
Related Party Transaction [Line Items] | ||||
Ownership | 29.00% | |||
The Company And A Director | Related Party Fund | ||||
Related Party Transaction [Line Items] | ||||
Ownership | 27.00% | |||
Related Party Fund | Affiliated Entity | ||||
Related Party Transaction [Line Items] | ||||
Interest paid | $ 8,600 | |||
Related Party Fund | Servicing Fees | Affiliated Entity | ||||
Related Party Transaction [Line Items] | ||||
Fees earned | 1,700 | |||
Related Party Fund | Management Fees | Affiliated Entity | ||||
Related Party Transaction [Line Items] | ||||
Fees earned | $ 81 |
Springstone Acquisition - Addit
Springstone Acquisition - Additional Information (Detail) - USD ($) $ in Thousands | Apr. 17, 2014 | Dec. 31, 2014 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 |
Business Acquisition [Line Items] | |||||
Business acquisition, amount of cash paid | $ 0 | $ 0 | $ 109,464 | ||
Issuance of Series F convertible preferred stock for the acquisition of Springstone | 2,762 | ||||
Acquisition related costs reported in general and administrative expense | $ 2,300 | ||||
Springstone | |||||
Business Acquisition [Line Items] | |||||
Business acquisition, date of acquisition | Apr. 17, 2014 | ||||
Business acquisition, name of acquired entity | Springstone | ||||
Business acquisition, purchase price of acquired entity | $ 111,800 | ||||
Business acquisition, amount of cash paid | 109,000 | ||||
Business acquisition, consideration placed in third party escrow to secure retention of key employees | 25,600 | ||||
Cash consideration held in escrow subject to vesting condition | $ 3,500 | ||||
Requisite service period | 3 years | ||||
Vesting period for compensation arrangement | 3 years | ||||
Business acquisition, cash placed in third party escrow to secure indemnification obligations | $ 19,000 | ||||
Indemnification escrow holding period | 15 months | ||||
Transactions costs paid | $ 2,400 | ||||
Revenue | $ 15,300 | ||||
Springstone | Series F Convertible Preferred Stock | |||||
Business Acquisition [Line Items] | |||||
Issuance of Series F convertible preferred stock for the acquisition of Springstone | 2,800 | ||||
Business acquisition, value of shares placed in third party escrow to secure retention of key employees | $ 22,100 | $ 22,100 | |||
Vesting period for compensation arrangement | 3 years |
Springstone Acquisition - Preli
Springstone Acquisition - Preliminary Purchase Price Allocation (Detail) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | Apr. 17, 2014 |
Assets: | ||||
Goodwill | $ 35,633 | $ 72,683 | $ 72,592 | |
Springstone | ||||
Assets: | ||||
Cash | $ 2,256 | |||
Restricted cash | 1,581 | |||
Property, equipment and software | 366 | |||
Other assets | 599 | |||
Identified intangible assets | 40,200 | |||
Goodwill | 72,592 | |||
Liabilities: | ||||
Accounts payable | 239 | |||
Accrued expenses and other liabilities | 5,536 | |||
Total purchase consideration | $ 111,819 |
Springstone Acquisition - Summa
Springstone Acquisition - Summary of Pro Forma Financial Information (Detail) - Springstone - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
Business Acquisition, Pro Forma Information, Nonrecurring Adjustment [Line Items] | ||
Total net revenue | $ 219,174 | $ 113,040 |
Net loss | $ (33,796) | $ (17,592) |
Basic net loss per share attributable to common stockholders ($ per share) | $ (0.45) | $ (0.34) |
Diluted net loss per share attributable to common stockholders ($ per share) | $ (0.45) | $ (0.34) |
One-time acquisition-related costs and compensation expenses adjustments | $ 8,600 |
Quarterly Results of Operatio99
Quarterly Results of Operations (Unaudited) (Details) - USD ($) | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Quarterly Financial Information Disclosure [Abstract] | |||||||||||
Transaction fees | $ 101,568,000 | $ 100,813,000 | $ 96,605,000 | $ 124,508,000 | $ 114,955,000 | $ 100,420,000 | $ 85,651,000 | $ 72,482,000 | $ 423,494,000 | $ 373,508,000 | $ 197,124,000 |
Servicing fees | 22,951,000 | 16,513,000 | 11,603,000 | 16,942,000 | 11,941,000 | 8,999,000 | 6,479,000 | 5,392,000 | 68,009,000 | 32,811,000 | 11,534,000 |
Management fees | 3,076,000 | 1,964,000 | 3,053,000 | 3,545,000 | 3,313,000 | 2,900,000 | 2,548,000 | 2,215,000 | 11,638,000 | 10,976,000 | 5,957,000 |
Other revenue (expense) | 1,607,000 | (6,681,000) | (8,870,000) | 6,270,000 | 4,262,000 | 2,743,000 | 1,441,000 | 956,000 | (7,674,000) | 9,402,000 | (1,203,000) |
Total net operating revenue | 129,202,000 | 112,609,000 | 102,391,000 | 151,265,000 | 134,471,000 | 115,062,000 | 96,119,000 | 81,045,000 | 495,467,000 | 426,697,000 | 213,412,000 |
Net interest income and other adjustments | 1,320,000 | 1,947,000 | 1,049,000 | 1,029,000 | 1,047,000 | 1,214,000 | 798,000 | 187,000 | 5,345,000 | 3,246,000 | (2,284,000) |
Total net revenue | 130,522,000 | 114,556,000 | 103,440,000 | 152,294,000 | 135,518,000 | 116,276,000 | 96,917,000 | 81,232,000 | 500,812,000 | 429,943,000 | 211,128,000 |
Sales and marketing | 55,457,000 | 44,901,000 | 49,737,000 | 66,575,000 | 53,537,000 | 44,018,000 | 39,501,000 | 34,470,000 | 216,670,000 | 171,526,000 | 85,652,000 |
Origination and servicing | 18,296,000 | 16,332,000 | 20,934,000 | 19,198,000 | 17,696,000 | 16,732,000 | 14,706,000 | 12,201,000 | 74,760,000 | 61,335,000 | 37,326,000 |
Engineering and product development | 32,522,000 | 29,428,000 | 29,209,000 | 24,198,000 | 23,887,000 | 21,063,000 | 18,214,000 | 13,898,000 | 115,357,000 | 77,062,000 | 38,518,000 |
Other general and administrative | 56,740,000 | 58,940,000 | 53,457,000 | 38,035,000 | 35,245,000 | 32,280,000 | 28,247,000 | 26,410,000 | 207,172,000 | 122,182,000 | 81,136,000 |
Goodwill impairment | 0 | 1,650,000 | 35,400,000 | 0 | 37,050,000 | 0 | 0 | ||||
Total operating expenses | 163,015,000 | 151,251,000 | 188,737,000 | 148,006,000 | 130,365,000 | 114,093,000 | 100,668,000 | 86,979,000 | 651,009,000 | 432,105,000 | 242,632,000 |
Loss before income tax expense | (32,493,000) | (36,695,000) | (85,297,000) | 4,288,000 | 5,153,000 | 2,183,000 | (3,751,000) | (5,747,000) | (150,197,000) | (2,162,000) | (31,504,000) |
Income tax (benefit) expense | (224,000) | (209,000) | (3,946,000) | 151,000 | 584,000 | 1,233,000 | 389,000 | 627,000 | (4,228,000) | 2,833,000 | 1,390,000 |
Net loss | (32,269,000) | (36,486,000) | (81,351,000) | 4,137,000 | 4,569,000 | 950,000 | (4,140,000) | (6,374,000) | $ (145,969,000) | $ (4,995,000) | $ (32,894,000) |
Loan Originations | $ 1,987,278,000 | $ 1,972,034,000 | $ 1,955,401,000 | $ 2,750,033,000 | $ 2,579,201,000 | $ 2,235,647,000 | $ 1,911,759,000 | $ 1,635,090,000 | |||
Weighted-average common shares - Basic (shares) | 395,877,053 | 391,453,316 | 382,893,402 | 380,266,636 | 378,631,340 | 375,982,120 | 372,841,945 | 371,959,312 | 387,762,072 | 374,872,118 | 75,573,742 |
Weighted-average common shares - Diluted (shares) | 395,877,053 | 391,453,316 | 382,893,402 | 392,397,825 | 402,634,010 | 401,934,880 | 372,841,945 | 371,959,312 | 387,762,072 | 374,872,118 | 75,573,742 |
Net income (loss) per basic share ($ per share) | $ (0.08) | $ (0.09) | $ (0.21) | $ 0.01 | $ 0.01 | $ 0 | $ (0.01) | $ (0.02) | $ (0.38) | $ (0.01) | $ (0.44) |
Net income (loss) per diluted share ($ per share) | $ (0.08) | $ (0.09) | $ (0.21) | $ 0.01 | $ 0.01 | $ 0 | $ (0.01) | $ (0.02) | $ (0.38) | $ (0.01) | $ (0.44) |
Schedule II - Valuation and 100
Schedule II - Valuation and Qualifying Accounts - Valuation and Qualifying Accounts (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Balance at Beginning of Period | $ 25,348 | $ 26,788 | $ 19,931 |
Charged to Expenses | 50,577 | 0 | 6,857 |
Charged to Other Accounts | 0 | 680 | 0 |
Deductions | 617 | 2,120 | 0 |
Balance at End of Period | $ 75,308 | $ 25,348 | $ 26,788 |