Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2017 | Feb. 16, 2018 | Jun. 30, 2017 | |
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, 2017 | ||
Document Fiscal Year Focus | 2,017 | ||
Document Fiscal Period Focus | FY | ||
Amendment Flag | false | ||
Entity Common Stock, Shares Outstanding (shares) | 417,579,735 | ||
Trading Symbol | LC | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Public Float | $ 1,784,167,126 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 | |
Assets | |||
Cash and cash equivalents (1) | [1] | $ 401,719 | $ 515,602 |
Restricted cash (1) | [1] | 242,570 | 177,810 |
Securities available for sale | 117,573 | 287,137 | |
Loans held for investment at fair value (1) (2) | [1],[2] | 2,932,325 | 4,295,121 |
Loans held for investment by the Company at fair value (1) (2) | [1],[2] | 361,230 | 16,863 |
Loans held for sale by the Company at fair value (1) | [1] | 235,825 | 9,048 |
Accrued interest receivable (1) | [1] | 33,822 | 40,299 |
Property, equipment and software, net | 101,933 | 89,263 | |
Intangible assets, net | 21,923 | 26,211 | |
Goodwill | 35,633 | 35,633 | |
Other assets (1) | [1] | 156,278 | 69,644 |
Total assets | 4,640,831 | 5,562,631 | |
Liabilities | |||
Accounts payable | 9,401 | 10,889 | |
Accrued interest payable (1) | [1] | 32,992 | 43,574 |
Accrued expenses and other liabilities (1) | [1] | 228,380 | 85,619 |
Payable to investors | 143,310 | 125,884 | |
Notes, certificates and secured borrowings at fair value (1) | [1] | 2,954,768 | 4,320,895 |
Payable to securitization note and residual certificate holders (includes $1,479 and $0 at fair value, respectively) (1) | [1] | 312,123 | 0 |
Warehouse notes payable (1) | [1] | 32,100 | 0 |
Total liabilities | 3,713,074 | 4,586,861 | |
Equity | |||
Common stock, $0.01 par value; 900,000,000 shares authorized; 419,756,546 and 400,262,472 shares issued, respectively; 417,473,846 and 397,979,772 shares outstanding, respectively | 4,198 | 4,003 | |
Additional paid-in capital | 1,327,206 | 1,226,206 | |
Accumulated deficit | (389,419) | (234,187) | |
Treasury stock, at cost; 2,282,700 shares | (19,485) | (19,485) | |
Accumulated other comprehensive loss | (5) | (767) | |
Total LendingClub stockholders’ equity | 922,495 | 975,770 | |
Noncontrolling interests | 5,262 | 0 | |
Total equity | 927,757 | 975,770 | |
Total liabilities and equity | $ 4,640,831 | $ 5,562,631 | |
[1] | Includes amounts in consolidated variable interest entities (VIEs) presented separately in the table below. | ||
[2] | Prior period amounts have been reclassified to conform to the current period presentation. See “Notes to Consolidated Financial Statements – Note 1. Basis of Presentation” for additional information. |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 | |
Restricted cash | [1] | $ 242,570 | $ 177,810 |
Member Loans at fair value | [1],[2] | 2,932,325 | 4,295,121 |
Loans held for investment by the Company at fair value (1) (2) | [1],[2] | 361,230 | 16,863 |
Loans held for sale by the Company at fair value (1) | [1] | 235,825 | 9,048 |
Accrued interest receivable from consolidated Trust | [1] | 33,822 | 40,299 |
Other assets (1) | [1] | 156,278 | 69,644 |
Assets | 4,640,831 | 5,562,631 | |
Accrued interest payable from consolidated Trust | [1] | 32,992 | 43,574 |
Accrued expenses and other liabilities (1) | [1] | 228,380 | 85,619 |
Notes, certificates and secured borrowings at fair value (1) | [1] | 2,954,768 | 4,320,895 |
Payable to securitization note and residual certificate holders (includes $1,479 and $0 at fair value, respectively) (1) | [1] | 312,123 | 0 |
Warehouse notes payable (1) | [1] | 32,100 | 0 |
Liabilities | 3,713,074 | 4,586,861 | |
Payable to securitization residual certificate holders, fair value | $ 1,479 | $ 0 | |
Treasury stock (shares) | 2,282,700 | 2,282,700 | |
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) | 419,756,546 | 400,642,472 | |
Common stock, shares outstanding (shares) | 417,473,846 | 397,979,772 | |
Variable Interest Entity, Primary Beneficiary [Member] | |||
Restricted cash | $ 34,370 | $ 0 | |
Member Loans at fair value | 1,202,260 | 2,600,422 | |
Loans held for investment by the Company at fair value (1) (2) | 350,699 | 0 | |
Loans held for sale by the Company at fair value (1) | 60,812 | 0 | |
Accrued interest receivable from consolidated Trust | 15,602 | 24,037 | |
Other assets (1) | 6,324 | 0 | |
Assets | 1,670,067 | 2,624,459 | |
Accrued interest payable from consolidated Trust | 14,789 | 26,839 | |
Accrued expenses and other liabilities (1) | 52 | 0 | |
Notes, certificates and secured borrowings at fair value (1) | 1,210,349 | 2,616,023 | |
Payable to securitization note and residual certificate holders (includes $1,479 and $0 at fair value, respectively) (1) | 312,123 | 0 | |
Warehouse notes payable (1) | 32,100 | 0 | |
Liabilities | $ 1,569,413 | $ 2,642,862 | |
[1] | Includes amounts in consolidated variable interest entities (VIEs) presented separately in the table below. | ||
[2] | Prior period amounts have been reclassified to conform to the current period presentation. See “Notes to Consolidated Financial Statements – Note 1. Basis of Presentation” for additional information. |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) | 3 Months Ended | 12 Months Ended | ||||||||||||
Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | ||||
Net revenue: | ||||||||||||||
Transaction fees | $ 120,697,000 | $ 121,905,000 | $ 107,314,000 | $ 98,692,000 | $ 101,568,000 | $ 100,813,000 | $ 96,605,000 | $ 124,508,000 | $ 448,608,000 | $ 423,494,000 | $ 373,508,000 | |||
Investor fees (1) | 24,313,000 | 20,499,000 | 21,116,000 | 21,180,000 | 26,027,000 | 18,477,000 | 14,656,000 | 20,487,000 | 87,108,000 | [1] | 79,647,000 | [1] | 43,787,000 | [1] |
Gain (Loss) on sales of loans (1) | 10,353,000 | 6,680,000 | 4,445,000 | 1,892,000 | 115,000 | (11,519,000) | (10,447,000) | 4,699,000 | 23,370,000 | [1] | (17,152,000) | [1] | 4,885,000 | [1] |
Other revenue (1) | 1,366,000 | 1,375,000 | 1,949,000 | 1,746,000 | 1,492,000 | 4,838,000 | 1,577,000 | 1,571,000 | 6,436,000 | [1] | 9,478,000 | [1] | 4,517,000 | [1] |
Interest income | 141,471,000 | 151,532,000 | 157,260,000 | 160,996,000 | 167,230,000 | 171,868,000 | 179,685,000 | 177,879,000 | 611,259,000 | 696,662,000 | 552,972,000 | |||
Interest expense | (122,796,000) | (139,681,000) | (150,340,000) | (158,607,000) | (164,645,000) | (169,444,000) | (177,596,000) | (176,683,000) | (571,424,000) | (688,368,000) | (549,740,000) | |||
Net fair value adjustments (1) | (18,949,000) | (8,280,000) | (2,171,000) | (1,417,000) | (1,265,000) | (477,000) | (1,040,000) | (167,000) | (30,817,000) | [1] | (2,949,000) | [1] | 14,000 | [1] |
Net interest income and fair value adjustments (1) | (274,000) | 3,571,000 | 4,749,000 | 972,000 | 1,320,000 | 1,947,000 | 1,049,000 | 1,029,000 | 9,018,000 | [1] | 5,345,000 | [1] | 3,246,000 | [1] |
Total net revenue | 156,455,000 | 154,030,000 | 139,573,000 | 124,482,000 | 130,522,000 | 114,556,000 | 103,440,000 | 152,294,000 | 574,540,000 | 500,812,000 | 429,943,000 | |||
Operating expenses: | ||||||||||||||
Sales and marketing | 60,130,000 | 59,570,000 | 55,582,000 | 54,583,000 | 55,457,000 | 44,901,000 | 49,737,000 | 66,575,000 | 229,865,000 | 216,670,000 | 171,526,000 | |||
Origination and servicing | 23,847,000 | 21,321,000 | 21,274,000 | 20,449,000 | 18,296,000 | 16,332,000 | 20,934,000 | 19,198,000 | 86,891,000 | 74,760,000 | 61,335,000 | |||
Engineering and product development | 37,926,000 | 32,860,000 | 35,718,000 | 35,760,000 | 32,522,000 | 29,428,000 | 29,209,000 | 24,198,000 | 142,264,000 | 115,357,000 | 77,062,000 | |||
Other general and administrative | 48,689,000 | 46,925,000 | 52,495,000 | 43,574,000 | 56,740,000 | 58,940,000 | 53,457,000 | 38,035,000 | 191,683,000 | 207,172,000 | 122,182,000 | |||
Class action litigation settlement | 77,250,000 | 0 | 0 | 0 | 77,250,000 | 0 | 0 | |||||||
Goodwill impairment | 0 | 1,650,000 | 35,400,000 | 0 | 0 | 37,050,000 | 0 | |||||||
Total operating expenses | 247,842,000 | 160,676,000 | 165,069,000 | 154,366,000 | 163,015,000 | 151,251,000 | 188,737,000 | 148,006,000 | 727,953,000 | 651,009,000 | 432,105,000 | |||
Loss before income tax expense | (91,387,000) | (6,646,000) | (25,496,000) | (29,884,000) | (32,493,000) | (36,695,000) | (85,297,000) | 4,288,000 | (153,413,000) | (150,197,000) | (2,162,000) | |||
Income tax expense (benefit) | 711,000 | 13,000 | (52,000) | (40,000) | (224,000) | (209,000) | (3,946,000) | 151,000 | 632,000 | (4,228,000) | 2,833,000 | |||
Consolidated net loss | (92,098,000) | (6,659,000) | (25,444,000) | (29,844,000) | (32,269,000) | (36,486,000) | (81,351,000) | 4,137,000 | (154,045,000) | (145,969,000) | (4,995,000) | |||
Less: Loss attributable to noncontrolling interests | (91,000) | (129,000) | 10,000 | 0 | 0 | 0 | 0 | 0 | (210,000) | 0 | 0 | |||
LendingClub net loss | $ (92,007,000) | $ (6,530,000) | $ (25,454,000) | $ (29,844,000) | $ (32,269,000) | $ (36,486,000) | $ (81,351,000) | $ 4,137,000 | $ (153,835,000) | $ (145,969,000) | $ (4,995,000) | |||
Basic net loss per share attributable to common stockholders ($ per share) | $ (0.22) | $ (0.02) | $ (0.06) | $ (0.07) | $ (0.08) | $ (0.09) | $ (0.21) | $ 0.01 | $ (0.38) | $ (0.38) | $ (0.01) | |||
Diluted net loss per share attributable to common stockholders ($ per share) | $ (0.22) | $ (0.02) | $ (0.06) | $ (0.07) | $ (0.08) | $ (0.09) | $ (0.21) | $ 0.01 | $ (0.38) | $ (0.38) | $ (0.01) | |||
Weighted-average common shares - Basic (shares) | 416,005,213 | 412,778,995 | 406,676,996 | 400,308,521 | 395,877,053 | 391,453,316 | 382,893,402 | 380,266,636 | 408,995,947 | 387,762,072 | 374,872,118 | |||
Weighted-average common shares - Diluted (shares) | 416,005,213 | 412,778,995 | 406,676,996 | 400,308,521 | 395,877,053 | 391,453,316 | 382,893,402 | 392,397,825 | 408,995,947 | 387,762,072 | 374,872,118 | |||
[1] | Prior period amounts have been reclassified to conform to the current period presentation. See “Notes to Consolidated Financial Statements – Note 1. Basis of Presentation” for additional information. |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Statement of Comprehensive Income [Abstract] | |||
LendingClub net income (loss) | $ (153,835) | $ (145,969) | $ (4,995) |
Other comprehensive income (loss), before tax: | |||
Net unrealized gain (loss) on securities available for sale | 184 | 1,515 | (1,671) |
Other comprehensive income (loss), before tax | 184 | 1,515 | (1,671) |
Income tax effect | (591) | 611 | 0 |
Other comprehensive income (loss), net of tax | 775 | 904 | (1,671) |
Less: Other comprehensive income attributable to noncontrolling interests | 13 | 0 | 0 |
Other comprehensive income (loss), net of tax | 762 | 904 | (1,671) |
LendingClub comprehensive income (loss) | (153,073) | (145,065) | (6,666) |
Comprehensive income (loss) attributable to noncontrolling interests | 13 | 0 | 0 |
Total comprehensive income (loss) | $ (153,060) | $ (145,065) | $ (6,666) |
Consolidated Statements of Chan
Consolidated Statements of Changes in Stockholders' Equity - USD ($) $ in Thousands | Total | Common Stock | Additional Paid-in Capital | Treasury Stock | Accumulated Other Comprehensive Income | Accumulated Deficit | Total LendingClub Stockholders’ Equity | Noncontrolling Interests |
Beginning Balances (in shares) at Dec. 31, 2014 | 371,443,916 | 0 | ||||||
Beginning Balances at Dec. 31, 2014 | $ 973,219 | $ 3,714 | $ 1,052,728 | $ 0 | $ 0 | $ (83,223) | $ 973,219 | $ 0 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Stock-based compensation and related tax effects | 56,005 | 56,005 | 56,005 | |||||
Stock option exercises and other (in shares) | 7,862,705 | |||||||
Stock option exercises and other | 13,473 | $ 79 | 13,394 | 13,473 | ||||
ESPP purchase shares (in shares) | 410,009 | |||||||
ESPP purchase shares | 5,091 | $ 4 | 5,087 | 5,091 | ||||
Net unrealized gain on available for sale securities, net of tax | (1,671) | (1,671) | (1,671) | |||||
Excess tax benefit from share-based award activity | 738 | 738 | 738 | |||||
Net loss | (4,995) | (4,995) | (4,995) | |||||
Net loss, including portion attributable to noncontrolling interest | (4,995) | |||||||
Ending Balances (in shares) at Dec. 31, 2015 | 379,716,630 | 0 | ||||||
Ending Balances at Dec. 31, 2015 | 1,041,860 | $ 3,797 | 1,127,952 | $ 0 | (1,671) | (88,218) | 1,041,860 | 0 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Stock-based compensation and related tax effects | 79,803 | 79,803 | 79,803 | |||||
Stock option exercises and other (in shares) | 19,037,329 | |||||||
Stock option exercises and other | 13,589 | $ 191 | 13,398 | 13,589 | ||||
Treasury stock (shares) | (2,282,700) | 2,282,700 | ||||||
Treasury stock | (19,485) | $ (19,485) | (19,485) | |||||
ESPP purchase shares (in shares) | 1,508,513 | |||||||
ESPP purchase shares | 5,244 | $ 15 | 5,229 | 5,244 | ||||
Net unrealized gain on available for sale securities, net of tax | 904 | 904 | 904 | |||||
Excess tax benefit from share-based award activity | (176) | (176) | (176) | |||||
Net loss | (145,969) | (145,969) | (145,969) | |||||
Net loss, including portion attributable to noncontrolling interest | (145,969) | |||||||
Ending Balances (in shares) at Dec. 31, 2016 | 397,979,772 | 2,282,700 | ||||||
Ending Balances at Dec. 31, 2016 | 975,770 | $ 4,003 | 1,226,206 | $ (19,485) | (767) | (234,187) | 975,770 | 0 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Stock-based compensation and related tax effects | $ 80,202 | 81,599 | (1,397) | 80,202 | ||||
Stock option exercises and other (in shares) | 7,213,167 | 18,174,537 | ||||||
Stock option exercises and other | $ 13,985 | $ 182 | 13,803 | 13,985 | ||||
ESPP purchase shares (in shares) | 1,319,537 | |||||||
ESPP purchase shares | 5,611 | $ 13 | 5,598 | 5,611 | ||||
Net unrealized gain on available for sale securities, net of tax | 775 | 762 | 762 | 13 | ||||
Contribution of interests in consolidated VIE | 7,722 | 0 | 7,722 | |||||
Dividends paid and return of capital to noncontrolling interests | (2,263) | 0 | (2,263) | |||||
Net loss | (153,835) | (153,835) | (153,835) | (210) | ||||
Net loss, including portion attributable to noncontrolling interest | (154,045) | |||||||
Ending Balances (in shares) at Dec. 31, 2017 | 417,473,846 | 2,282,700 | ||||||
Ending Balances at Dec. 31, 2017 | $ 927,757 | $ 4,198 | $ 1,327,206 | $ (19,485) | $ (5) | $ (389,419) | $ 922,495 | $ 5,262 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) | 12 Months Ended | |||||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | ||||
Cash Flows from Operating Activities: | ||||||
Consolidated net loss | $ (154,045,000) | $ (145,969,000) | $ (4,995,000) | |||
Adjustments to reconcile consolidated net loss to net cash (used for) provided by operating activities: | ||||||
Net fair value adjustments | [1] | 30,817,000 | 2,949,000 | (14,000) | ||
Change in fair value of loan servicing liabilities | (2,346,000) | (4,498,000) | (5,194,000) | |||
Change in fair value of loan servicing assets | 23,172,000 | 5,403,000 | 3,803,000 | |||
Stock-based compensation, net | 70,983,000 | 69,244,000 | 51,222,000 | |||
Excess tax benefit from share-based awards | 0 | 176,000 | (738,000) | |||
Goodwill impairment | 0 | 37,050,000 | 0 | |||
Depreciation and amortization | 46,208,000 | 29,882,000 | 21,578,000 | |||
(Gain) Loss on sales of loans | (38,850,000) | (13,175,000) | (4,885,000) | |||
Other, net | 2,744,000 | 1,791,000 | 661,000 | |||
Purchase of loans held for sale | (6,008,943,000) | (4,742,538,000) | (3,358,611,000) | |||
Principal payments received on loans held for sale | 54,107,000 | 4,380,000 | 0 | |||
Proceeds from sales of whole loans | 5,172,941,000 | 4,731,831,000 | 3,358,611,000 | |||
Purchase of loans held for sale by consolidated VIE | (706,003,000) | 0 | 0 | |||
Proceeds from sale of securities by consolidated VIE, net of underwriting fees and costs | 853,788,000 | 0 | 0 | |||
Net change in operating assets and liabilities: | ||||||
Accrued interest receivable, net | 6,293,000 | (2,218,000) | (13,819,000) | |||
Other assets | (71,625,000) | (10,140,000) | (15,857,000) | |||
Due from related parties | 420,000 | 179,000 | (188,000) | |||
Accounts payable | (1,913,000) | 5,582,000 | (598,000) | |||
Accrued interest payable | (10,582,000) | 3,330,000 | 13,280,000 | |||
Accrued expenses and other liabilities | 142,020,000 | 27,286,000 | 30,485,000 | |||
Net cash (used for) provided by operating activities | (590,814,000) | 545,000 | 74,741,000 | |||
Cash Flows from Investing Activities: | ||||||
Purchase of loans | (1,738,710,000) | (2,732,669,000) | (3,865,565,000) | |||
Principal payments received on loans | 2,397,565,000 | 2,393,354,000 | 1,804,719,000 | |||
Proceeds from recoveries and sales of charged-off loans | 48,256,000 | 37,277,000 | 26,256,000 | |||
Proceeds from sales of whole loans | 112,767,000 | 26,825,000 | 0 | |||
Purchases of securities available for sale | (139,770,000) | (75,983,000) | (419,173,000) | |||
Proceeds from sales, maturities, redemptions and paydowns of securities available for sale | 356,608,000 | 87,158,000 | 120,420,000 | |||
Proceeds from paydowns of asset-backed securities related to Company-sponsored securitizations and CLUB Certificate transactions | 6,472,000 | 0 | 0 | |||
Investment in Cirrix Capital | 0 | (10,000,000) | 0 | |||
Net change in restricted cash | (64,760,000) | (97,077,000) | (33,970,000) | |||
Purchases of property, equipment and software, net | (44,615,000) | (51,842,000) | (39,387,000) | |||
Net cash provided by (used for) investing activities | 933,813,000 | (422,957,000) | (2,406,700,000) | |||
Cash Flows from Financing Activities: | ||||||
Change in payable to investors | 17,426,000 | 52,722,000 | 34,421,000 | |||
Proceeds from issuance of notes and certificates | 1,720,884,000 | 2,681,109,000 | 3,861,995,000 | |||
Proceeds from secured borrowings | 280,495,000 | 22,274,000 | 0 | |||
Repayments of secured borrowings | (42,834,000) | (22,274,000) | 0 | |||
Principal payments on and retirements of notes and certificates | (2,737,029,000) | (2,381,372,000) | (1,800,859,000) | |||
Payments on notes and certificates from recoveries/sales of related charged-off loans | (47,914,000) | (36,785,000) | (26,143,000) | |||
Proceeds from issuance of securitization notes and residual certificates | 313,486,000 | 0 | 0 | |||
Proceeds from revolving credit facilities | 283,100,000 | 0 | 0 | |||
Principal payments on revolving credit facilities | (251,000,000) | 0 | 0 | |||
Payment for debt issuance costs | (5,099,000) | 0 | (1,296,000) | |||
Repurchases of common stock | 0 | (19,485,000) | 0 | |||
Proceeds from exercise of warrants to acquire common stock | 0 | 17,000 | 3,000 | |||
Proceeds from stock option exercises and other | 14,562,000 | 13,209,000 | 11,670,000 | |||
Excess tax benefit from share-based awards | 0 | (176,000) | 738,000 | |||
Proceeds from issuance of common stock for ESPP | 5,611,000 | 5,244,000 | 5,091,000 | |||
Purchase of noncontrolling interests in consolidated VIE | (6,307,000) | 0 | 0 | |||
Return of capital to noncontrolling interests in consolidated VIE | (2,191,000) | 0 | 0 | |||
Dividends paid to noncontrolling interests in consolidated VIE | (72,000) | 0 | 0 | |||
Other financing activities | 0 | 0 | 90,000 | |||
Net cash (used for) provided by financing activities | (456,882,000) | 314,483,000 | 2,085,710,000 | |||
Net Decrease in Cash and Cash Equivalents | (113,883,000) | (107,929,000) | (246,249,000) | |||
Cash and Cash Equivalents, Beginning of Period | 515,602,000 | [2] | 623,531,000 | 869,780,000 | ||
Cash and Cash Equivalents, End of Period | 401,719,000 | [2] | 515,602,000 | [2] | 623,531,000 | |
Supplemental Cash Flow Information: | ||||||
Cash paid for interest | 581,435,000 | 684,775,000 | 536,448,000 | |||
Accruals for property, equipment and software | 710,000 | 1,089,000 | 2,975,000 | |||
Beneficial interests retained by consolidated VIE | 54,955,000 | 0 | 0 | |||
Transfer of whole loans to redeem certificates | 130,223,000 | 3,862,000 | 0 | |||
Noncontrolling interests’ contribution of beneficial interests in consolidated VIE | 7,722,000 | 0 | 0 | |||
Issuance of payable to securitization residual certificate holders | $ 1,549,000 | $ 0 | $ 0 | |||
[1] | Prior period amounts have been reclassified to conform to the current period presentation. See “Notes to Consolidated Financial Statements – Note 1. Basis of Presentation” for additional information. | |||||
[2] | Includes amounts in consolidated variable interest entities (VIEs) presented separately in the table below. |
Basis of Presentation
Basis of Presentation | 12 Months Ended |
Dec. 31, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | Basis of Presentation LendingClub Corporation (LendingClub) operates an online lending marketplace platform that connects borrowers and investors. LendingClub Asset Management, LLC (LCAM), is a registered investment advisor with the Securities and Exchange Commission (SEC) and wholly-owned subsidiary of LendingClub that acts as the general partner for certain private funds. Additionally, LCAM is an advisor to separately managed accounts (SMAs) and funds of which LCAM’s wholly-owned subsidiaries are the general partners. Springstone Financial, LLC (Springstone), is a wholly-owned subsidiary of LendingClub that facilitates the origination of education and patient finance loans by third-party issuing banks. LC Trust I (the Trust) is an independent Delaware business trust that acquires loans from LendingClub and holds them for the sole benefit of certain investors that have purchased trust certificates (Certificates) issued by the Trust that are related to specific underlying loans for the benefit of the investor. Consumer Loan Underlying Bond Certificate Issuer Trust I (Master Trust) is a Delaware statutory master trust in series that provides accredited investors and qualified institutional buyers the opportunity to invest in a pool of unsecured personal whole loans in a certificated form (CLUB Certificates). LendingClub Warehouse I LLC (Warehouse) and LendingClub Warehouse II LLC (Warehouse II) are wholly-owned subsidiaries of LendingClub established to enter into warehouse credit agreements with certain lenders for secured revolving credit facilities. In connection with its role as the sponsor of an asset-backed securities securitization transaction, LendingClub owns a 56% interest in a majority-owned affiliate (MOA), LendingClub Operated Aggregator Note (LOAN) NP I, LLC. LendingClub holds a controlling financial interest and is the primary beneficiary of the MOA and consolidates the MOA in its financial statements. Additionally, in 2017, LendingClub established Consumer Loan Underlying Bond Depositor LLC (Depositor), a wholly-owned limited liability company, and Consumer Loan Underlying Bond Credit Trust 2017-P2, LLC (Credit Trust) and Consumer Loan Underlying Bond Grantor Trust 2017-P2, LLC (Grantor Trust), issuer and grantor trusts that facilitated a LendingClub-sponsored asset-backed securities transaction. See “Note 6. Securitizations and Variable Interest Entities” for additional information. The accompanying consolidated financial statements include LendingClub, its consolidated subsidiaries (collectively referred to as the Company) and variable interest entities (VIEs). Noncontrolling interests are reported as a separate component of consolidated equity in the Consolidated Balance Sheets from the equity attributable to LendingClub’s stockholders for all periods presented . 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. These accounting principles require management to make certain estimates, judgments and assumptions that affect the amounts in the accompanying financial statements and related 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 held for investment, loans held for sale, notes, certificates and secured borrowings; (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) accrued liabilities 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. In the fourth quarter of 2017, the Company disaggregated “Loans” on the Consolidated Balance Sheets to separately present “Loans held for investment” and “Loans held for investment by the Company.” Additionally, the Company separately presented “Loans held for sale by the Company” from “Loans held for sale.” These changes had no impact on “Total assets.” Prior period amounts have been reclassified to conform to current period presentation. In the first quarter of 2017, the Company simplified the presentation of “Total net revenue” in the Consolidated Statements of Operations to present revenues from transactions with investors as a single line item reported as “Investor fees” by aggregating the revenues previously separately reported as “Servicing fees” and “Management fees.” Additionally, in the fourth quarter of 2017, the Company separately reported “Gain (Loss) on sales of loans” and “Net fair value adjustments” from “Other revenue (expense)” in the Company’s Consolidated Statements of Operations. “Net fair value adjustments” was also revised to include other-than-temporary impairment charges on subordinated residual certificates held as a result of Company-sponsored securitization transactions, which were previously included in “Other revenue. These changes had no impact on “Total net revenue.” Prior period amounts have been reclassified to conform to the current period presentation. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2017 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies Cash and Cash Equivalents Cash and cash equivalents include the Company’s unrestricted interest-bearing deposit accounts with investment-grade financial institutions, institutional money market funds, certificates of deposit, and commercial paper. 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 bank deposit accounts and money market funds that are: (i) pledged to or held in escrow at correspondent banks as security for transactions processed on or related to LendingClub’s platform or activities by certain investors; (ii) pledged through a credit support agreement with a certificate holder; (iii) received from investors but not yet been applied to their accounts on the platform and transferred to segregated bank accounts that hold investors’ funds; or (iv) as of December 31, 2016, 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 16. Employee Incentive and Retirement Plans” for additional information on the Cash Retention Plan. 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 Sheets. Securities Available for Sale Debt securities that the Company might not hold until maturity and marketable equity securities are classified as available for sale securities. In Company-sponsored securitization transactions that meet the applicable criteria to be accounted for as a sale, the Company retains certain asset-backed securities including subordinated residual interests, which are classified as available for sale securities. 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 Equity in the Company’s Consolidated Balance Sheets 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 “Net fair value adjustments” in the Company’s Consolidated Statements of Operations. 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 yield. Impairment charges are recorded in “Net fair value adjustments” in the Company’s Consolidated Statements of Operations. 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. Loans Held for Investment and Loans Held for Sale The Company has elected the fair value option for loans held for investment and loans held for sale. Upfront fees and costs related to loans are recognized in earnings as incurred. Changes in the fair value of loans are recorded in “Net fair value adjustments” in the Consolidated Statements 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 120 days past due, or earlier in the event of notification of borrower bankruptcy. Notes and Certificates The Company has elected the fair value option for notes and certificates. Due to the payment dependent feature of the notes and certificates, changes in the fair value of the notes and certificates are offset by changes in the fair values of related loans, resulting in no net effect on our earnings. Changes in the fair value of notes and certificates are recorded in “Net fair value adjustments” in the Consolidated Statements of Operations in the period of the fair value changes. Secured Borrowings The Company has elected the fair value option for secured borrowings. Changes in the fair value of the secured borrowings are recorded in “Net fair value adjustments” in the Consolidated Statements of Operations in the period of the fair value changes. See “Note 14. Secured Borrowings” for additional information. Servicing Assets and Liabilities The Company recognizes servicing assets and liabilities at fair value when it sells or securitizes loans with servicing rights retained or when the Company assumes or acquires a servicing obligation whereby the underlying loans are not included in the Company’s financial statements. The fair value of servicing assets or servicing liabilities recognized at the time of sale is a component of the gain or loss on loan sales, which is recorded in “Gain (Loss) on sales of loans” in the Company’s Consolidated Statements of Operations. The Company recognizes a servicing asset or servicing liability depending on whether the benefits of servicing are expected to more than adequately compensate the Company for performing the servicing. Servicing assets and liabilities are recorded in “Other assets” and “Accrued expenses and other liabilities,” respectively, on the Company’s 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 “Investor fees” in the Company’s 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 at fair value and presented as a reduction of transaction fees on the Company’s Consolidated Statements of Operations. Fair Value of Assets and Liabilities Fair value represents the price that would be received to sell the financial asset or paid to transfer the financial liability in an orderly transaction between market participants at the measurement date (an exit price). The Company uses fair value measurement to record securities available for sale, loans, notes, certificates, secured borrowings, servicing assets and liabilities, and loan trailing fee liability at fair value on a recurring basis. The fair value hierarchy includes a three-level classification, which is based on whether the inputs to the valuation methodology used for measurement are observable: 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 Company’s assumptions about what market participants would use to price the asset or liability. The inputs are developed based on the best information available in the circumstances, which might include the Company’s own data. Valuation techniques include discounted cash flow models and similar techniques. When developing fair value measurements, the Company maximizes the use of observable inputs and minimizes the use of unobservable inputs. However, for certain instruments the Company must utilize unobservable inputs in determining fair value due to the lack of observable inputs in the market, which requires greater judgment in measuring fair value. Loans held for investment, loans held for sale and related notes, certificates and secured borrowings, 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 investors 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. 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 third-party pricing services to measure the fair value of securities available for sale. The Company’s third-party pricing services provide 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. When quoted prices and prices provided by third-party pricing services are not available, the Company measures fair value for securities available for sale using a discounted cash flow valuation methodology. 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, payables to investors, and payables to securitization note holders. These assets and liabilities are recorded at historical cost. Given the 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, certificates and secured borrowings is also reduced when the corresponding loan is placed on non-accrual status, due to the payment dependent structure of the notes, certificates and secured borrowings. Property, Equipment and Software, net Property, equipment and software consists of furniture and fixtures, construction in process, leasehold improvements, computer equipment, and internally developed and purchased software, which are recorded at cost, less accumulated depreciation and amortization. Furniture and fixtures, computer equipment, and purchased software 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. Goodwill and Intangible Assets Goodwill represents the fair value of an acquired business 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 events or circumstances indicate that it is more likely than not that the estimated fair value of a reporting unit is below its carrying value. The Company’s annual impairment testing date is April 1. Impairment exists whenever the carrying value of goodwill exceeds its estimated fair value. Adverse changes in impairment indicators such as loss of key personnel, lower than forecast financial performance, increased competition, increased regulatory oversight, or unplanned changes in operations could result in impairment. The Company can elect to qualitatively assess goodwill for impairment if it is more likely than not that the estimated 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. The Company estimates the fair value of a reporting unit using both an income approach and a market approach. The Company relies on the income approach (discounted cash flow method) as the primary method for determining estimated fair value. Market-based methods are used as benchmarks to corroborate the estimated fair value determined by the discounted cash flow method. Both the income approach and the market approach rely on long-term growth rates, and revenue and earnings projections. When applying the income approach, the Company uses a discounted cash flow model, which requires the estimation of cash flows and an appropriate discount rate. The Company projects cash flows expected to be generated by a reporting unit inclusive of an estimated terminal value. The discount rate assumption contemplates a weighted-average cost of capital based on both market observable and company-specific factors. The discount rate is risk-adjusted to include any premiums related to equity price volatility, size, and projected capital structure of publicly traded companies in similar lines of business. The Company relies on several assumptions when estimating the fair value of a reporting unit using the discounted cash flow method. These assumptions include the current discount rate discussed above, as well as transaction fee revenue based on projected loan origination growth and revenue growth, projected operating expenses and contribution margin, capital expenditures and income taxes. The Company believes these assumptions to be representative of assumptions that a market participant would use in valuing a reporting unit, but these assumptions are inherently uncertain. If the assumptions regarding business operating plans, projected loan origination growth and transaction fee rates, operating expenses, or competition in the industry are not achieved, the Company may be required to record goodwill impairment charges in future periods. There can be no assurances that estimates and assumptions made for purposes of goodwill impairment testing will prove accurate predictions of the future. The market approach estimates the fair value of a reporting unit based on certain market value multiples of publicly traded companies in similar lines of business, such as total enterprise value to revenue, or to EBITDA. Under the market approach, the Company also considers fair value implied from any relevant and comparable market transactions. 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. Loss Contingencies Loss contingencies, including claims and legal actions arising in the ordinary course of business, are recorded as liabilities in “Accrued expenses and other liabilities” in the Company’s Consolidated Balance Sheets. Associated legal expense is recorded in “Other general and administrative” expense or in “Class action litigation settlement” expense for the losses associated with the securities class action lawsuits, as described in “ Note 18. Commitments and Contingencies,” in the Company’s Consolidated Statements of Operations. Such liabilities and associated expenses are recorded when the likelihood of loss is probable and an amount or range of loss can be reasonably estimated. Such estimates are based on the best information available at the time. As additional information becomes available, we reassess the potential liability and record an adjustment to our estimate in the period in which the adjustment is probable and an amount or range can be reasonably estimated. Due to the inherent uncertainties of loss contingencies, our estimates may be different than the actual outcomes. Insurance Recoveries Insurance recoveries of all or a portion of incurred losses are recognized when realization of the claim for recovery is probable. Any insurance recoveries in excess of losses incurred are accounted for as a gain contingency. Insurance recoveries are recorded in “Other assets” in the Company’s Consolidated Balance Sheets. Insurance recoveries associated with the reimbursement of legal expenses arising from loss contingencies and legal fees are recorded as a contra-expense in “Other general and administrative” expense or, if such recoveries are associated with the securities class action lawsuits, as a contra-expense in “Class action litigation settlement” expense, in the Company’s Consolidated Statements of Operations. Debt For debt instruments carried at amortized cost, the Company defers specific incremental costs directly related to issuing debt or entering into revolving debt arrangements. Debt issuance costs associated with debt liabilities are presented as a direct deduction of the carrying amount of debt liability and subsequently amortized to interest expense over the contractual life of the debt. Debt issuance costs associated with revolving debt arrangements are presented as an asset and subsequently amortized over the term of the revolving debt arrangement. Revenue Recognition Transaction Fees : The Company recognizes transaction fees paid by issuing banks and education and patient service providers at the time the loan is issued by the issuing bank and the proceeds are delivered to the borrower. The Company records transaction fee revenue net of program fees paid to WebBank. See “Loan Trailing Fee Liability” above for further discussion. At the time of loan issuance by the issuing bank and delivery of proceeds to the borrower, the Company recognizes estimated refunds for potential assumption of the issuing bank’s obligation under Utah law to refund the pro-rated amount of the transaction fee in excess of 5% in the event the borrower prepays the loan in full before maturity. Additionally, for patient solutions products, the Company may provide refunds to borrowers when the borrower cancels the loan under certain conditions. The Company records transaction fee revenue net of estimated refunds. Investor Fees : Note investors, certain certificate holders and whole loan purchasers typically pay LendingClub 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’ platform account. The Company records servicing fees when received as a component of “Investor fees” in the Consolidated Statements of Operations. Servicing fees can be, and have been, modified or waived at management’s discretion. Investor fees also include the change in fair value of loan servicing assets and liabilities. Qualified investors can invest in investment funds managed by LCAM. LCAM 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. LCAM also earns management fees on separately managed accounts (SMAs), payable monthly in arrears, based on the month-end balances in the SMAs. Management fees are recorded as earned as a component of “Investor fees” in the Consolidated Statements of Operations. Management fees can be, and have been, modified or waived at the discretion of LCAM. Gain (Loss) on Sales of Loans: In connection with whole loan sales, in addition to investor fees earned with respect to the corresponding loan, the Company recognizes a gain or loss on the sale of that loan based on the degree to which the contractual loan servicing fee is above or below an estimated market rate loan servicing fee. Gain (Loss) on sales of loans is presented net of credit support agreement expense on the Company’s Consolidated Statements of Operations. Other Revenue : Other revenue primarily consists of referral revenue that relates to fees earned from third-party companies when customers referred by us complete specified actions with such third-party companies, and commission for facilitating the transfer of whole loans and related certificate redemption between third-party investors. Legal Fees Legal fees, including legal fees associated with loss contingencies, are recognized as incurred and included in “Other general and administrative” expense in the Company’s Consolidated Statements of Operations. Stock-based Compensation Stock-based compensation includes expense associated with restricted stock units (RSUs), stock options, and the Company’s employee stock purchase plan (ESPP), as well as expense associated with stock issued related to its acquisition of Springstone. Stock-based compensation expense is based on the grant date fair value of the award. The fair value of restricted stock units is based on the closing price of the Company’s common stock on the date of grant. To determine the fair value of stock options and ESPP purchase rights, the Company uses the Black-Scholes option-pricing model, with inputs for the fair value of its 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. For awards issued prior to 2017, as the Company did not have a significant trading history for its common stock, the expected stock price volatility for its stock options and ESPP was estimated by reference to the average historical stock price volatility for its industry peers. In 2017, the Company began using the expected volatility of ESPP purchase rights and stock options based upon the weighted-average of the historical volatility of the Company’s common stock. The expected term for stock options 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 the Company’s limited operating history, the simplified method is applied to calculate the expected term. The Company uses 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. The Company has never declared or paid any cash or other dividends and does not anticipate paying cash or other dividends in the foreseeable future, and consequently uses an expected dividend yield of 0.0% in its option-pricing model. Beginning in 2017, the Company elected to recognize forfeitures as they occur for equity awards with only a service condition, rather than estimated expected forfeitures. The Company recorded a $1.4 million reclassification to 2017 beginning accumulated deficit to remove the estimate of forfeitures as of January 1, 2017. The Company uses a Monte Carlo simulation to fair value the total shareholder return (TSR) vesting portion of the restricted stock unit awards with performance, market, and service conditions. This valuation methodology utilizes the 20 -day volume weighted-average stock price and the closing price of the common stock of the Company and its peer group on the grant date, as well as several key assumptions, including the expected volatilities of the Company and peer group’s stock price, risk-free rate of return, and estimated total shareholder return. Due to the complexity of the valuation technique, the Company has engaged a third-party valuation firm to perform the Monte Carlo simulation. 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 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. On December 22, 2017, the Tax Cuts and Jobs Act (Tax Reform) was signed into law which reduced the federal corporate income tax rate from 35% to 21%, effective on January 1, 2018. 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 decreases the deferred tax asset valuation allowance, which reduces the provision for income taxes. 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 “Income tax expense (benefit)” 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. Consolidation of Variable Interest Entities A variable interest entity (VIE) is a legal entity that has either a total equity investment that is insufficient to finance its activities without additional subordinated financial support or whose equity investors lack the ability to control the entity’s activities or lack the ability to receive expected benefits or absorb obligations in a manner that’s consistent with their investment in the entity. The most common type of VIE is a special purpose entity (SPE). SPEs are commonly used in securitization transactions in order to isolate certain assets and distribute the cash flows from those assets to investors. In connection with its securitization activities, the Company has various forms of ongoing involvement with SPEs, wh |
Net Loss Per Share
Net Loss Per Share | 12 Months Ended |
Dec. 31, 2017 | |
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, 2017 2016 2015 LendingClub net loss $ (153,835 ) $ (145,969 ) $ (4,995 ) Weighted-average common shares – Basic 408,995,947 387,762,072 374,872,118 Weighted-average common shares – Diluted 408,995,947 387,762,072 374,872,118 Net loss per share attributable to LendingClub: Basic $ (0.38 ) $ (0.38 ) $ (0.01 ) Diluted $ (0.38 ) $ (0.38 ) $ (0.01 ) |
Securities Available for Sale
Securities Available for Sale | 12 Months Ended |
Dec. 31, 2017 | |
Investments, Debt and Equity Securities [Abstract] | |
Securities Available for Sale | Securities Available for Sale The amortized cost, gross unrealized gains and losses, and fair value of securities available for sale as of December 31, 2017 and 2016 , were as follows: December 31, 2017 Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Fair Value Asset-backed senior securities related to Company-sponsored securitizations (1) 36,953 73 (6 ) 37,020 Certificates of deposit 24,758 — — 24,758 Corporate debt securities 16,268 1 (11 ) 16,258 Asset-backed securities 14,843 1 (1 ) 14,843 Commercial paper 14,665 — — 14,665 Asset-backed subordinated residual certificates related to Company-sponsored securitizations and CLUB Certificate transactions (1) 10,058 11 (40 ) 10,029 Total securities available for sale $ 117,545 $ 86 $ (58 ) $ 117,573 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 (1) Approximately $45.3 million of the asset-backed securities related to Company-sponsored securitizations and CLUB Certificate transactions are subject to restrictions on transfer pursuant to the Company’s obligations as a “sponsor” under the U.S. Risk Retention Rules (as more fully described in “ Part II. Other Information – Item 1A. Risk Factors – Risk retention rules and recent developments in our business may increase our compliance costs, impair our liquidity and otherwise adversely affect our operating results.” The senior securities and the subordinated residual certificates related to the securitization transactions are accounted for as securities available for sale, as described in “Note 6. Securitizations and Variable Interest Entities.” The senior securities and subordinated residual certificates are included in asset-backed securities related to Company-sponsored securitizations and CLUB Certificate transactions in the table above. The senior securities are valued using prices obtained from third-party pricing services (Level 2 of the fair value hierarchy), as described in “Note 2. Summary of Significant Accounting Policies.” The subordinated residual certificates and CLUB Certificates retained interests are valued using discounted cash flow models that incorporate contractual payment terms and estimated discount rates, credit losses, and prepayment rates (Level 3 of the fair value hierarchy). The fair value of the subordinated residual certificates and retained CLUB Certificates was $10.0 million at December 31, 2017 . A summary of securities available for sale with unrealized losses as of December 31, 2017 and 2016 , aggregated by period of continuous unrealized loss, is as follows: Less than 12 months 12 months or longer Total December 31, 2017 Fair Value Unrealized Losses Fair Value Unrealized Losses Fair Value Unrealized Losses Asset-backed securities related to Company-sponsored securitizations and CLUB Certificate transactions $ 26,534 $ (46 ) $ — $ — $ 26,534 $ (46 ) Corporate debt securities 14,368 (11 ) — — 14,368 (11 ) Asset-backed securities 4,401 (1 ) — — 4,401 (1 ) Total securities with unrealized losses (1) $ 45,303 $ (58 ) $ — $ — $ 45,303 $ (58 ) Less than 12 months Total December 31, 2016 Fair Unrealized Fair Unrealized Fair Unrealized 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 ) (1) The number of investment positions with unrealized losses at December 31, 2017 and 2016 totaled 24 and 72 , respectively. During the year ended December 31, 2017 , the Company recognized $1.5 million in other-than-temporary impairment charges on its subordinated residual certificates held as a result of its Company-sponsored securitization transactions. There were no credit losses recognized into earnings for other-than-temporarily impaired securities held by the Company during the year ended December 31, 2017 for which a portion of the impairment was previously recognized in other comprehensive income. During the years ended December 31, 2016 or 2015 , the Company recognized no other-than-temporary impairment charges. The contractual maturities of securities available for sale at December 31, 2017 , were as follows: Within 1 year After 1 year through 5 years After 5 years through 10 years After 10 years Total Asset-backed securities related to Company-sponsored securitizations and CLUB Certificate transactions $ — $ — $ 45,256 $ 1,793 $ 47,049 Certificates of deposit 24,758 — — — 24,758 Corporate debt securities 16,258 — — — 16,258 Asset-backed securities 14,843 — — — 14,843 Commercial paper 14,665 — — — 14,665 Total fair value $ 70,524 $ — $ 45,256 $ 1,793 $ 117,573 Total amortized cost $ 70,534 $ — $ 45,215 $ 1,796 $ 117,545 During the year ended December 31, 2017 , the Company’s Depositor and MOA sold $831.1 million in asset-backed securities related to the Company-sponsored securitization transactions. There were no realized gains or losses related to such sales. See “Note 6. Securitizations and Variable Interest Entities” for additional information. Proceeds and gross realized gains and losses from sales of securities available for sale were as follows: Year Ended December 31, 2017 2016 2015 Proceeds $ 125,522 $ 2,494 $ 120,420 Gross realized gains $ 196 $ 2 $ 133 Gross realized losses $ (26 ) $ — $ 4 |
Loans, Loans Held For Sale, Not
Loans, Loans Held For Sale, Notes, Certificates and Secured Borrowings and Loan Servicing Rights | 12 Months Ended |
Dec. 31, 2017 | |
Fair Value Disclosures [Abstract] | |
Loans, Loans Held For Sale, Notes, Certificates and Secured Borrowings and Loan Servicing Rights | Loans Held For Investment, Loans Held For Sale, Notes, Certificates and Secured Borrowings and Loan Servicing Rights Loans Held For Investment, Loans Held For Sale, Notes, Certificates and Secured Borrowings The Company sells loans and issues notes and the Trust issues certificates as a means to allow investors to invest in the corresponding loans. At December 31, 2017 and 2016 , loans held for investment, notes, certificates and secured borrowings measured at fair value on a recurring basis were as follows: Loans Held For Investment Notes, Certificates and Secured Borrowings December 31, 2017 2016 2017 2016 Aggregate principal balance outstanding $ 3,141,391 $ 4,547,138 $ 3,161,080 $ 4,572,912 Net fair value adjustments (209,066 ) (252,017 ) (206,312 ) (252,017 ) Fair value $ 2,932,325 $ 4,295,121 $ 2,954,768 $ 4,320,895 In October 2017, LCAM initiated the full wind down of six funds by redeeming the Certificates issued by the funds and transferring the loan participations underlying the redeemed Certificates to third party investors. The Company received $384.7 million in proceeds from the sale of loan participations with a fair value of $103.8 million and issued secured borrowings with a fair value of $282.5 million . The secured borrowings are collateralized by loan participations with a fair value of $280.9 million . The Company paid $386.1 million to certificate holders with a $1.4 million net cash outflow recorded in “Net fair value adjustments” in the Consolidated Statements of Operations. At December 31, 2017 , $242.7 million of the aggregate principal balance outstanding and a fair value of $228.1 million included in “Loans held for investment” were pledged as collateral for secured borrowings. See “Note 14. Secured Borrowings” for additional information. At December 31, 2017 and 2016 , loans invested in by the Company for which there were no associated notes, certificates or secured borrowings were as follows: Loans Invested in by the Company Loans Held For Investment Loans Held For Sale Total December 31, December 31, December 31, December 31, December 31, December 31, Aggregate principal balance outstanding $ 371,379 18,515 $ 242,273 $ 9,345 $ 613,652 $ 27,860 Net fair value adjustments (10,149 ) (1,652 ) (6,448 ) (297 ) (16,597 ) (1,949 ) Fair value $ 361,230 16,863 $ 235,825 $ 9,048 $ 597,055 $ 25,911 The net change in fair value recorded in earnings on loans invested in by the Company was $(25.8) million during the year ended December 31, 2017 . This change was offset by $35.7 million in interest income earned on the loans held by the Company during the year ended December 31, 2017 . The Company used its own capital to purchase $1.6 billion in loans during 2017 and sold $990.3 million in loans during 2017 , of which $198.5 million was securitized or contributed to CLUB Certificates and sold and $791.8 million was sold to whole loan investors. The aggregate principal balance outstanding of loans invested in by the Company was $613.7 million at December 31, 2017 , of which $242.3 million was held for sale primarily to support upcoming securitization initiatives and sales to whole loan investors. See “Note 7. Fair Value of Assets and Liabilities” for a fair value rollforward of loans invested in by the Company for the years ended December 31, 2017 and 2016 . At December 31, 2017 , $359.4 million of the aggregate principal balance outstanding included in “Loans held for investment” were pledged as collateral for payables to securitization note and residual certificate holders. Additionally, $62.1 million of the aggregate principal balance outstanding included in “Loans held for sale” were pledged as collateral for the Warehouse credit facility. See “Note 13. Debt” for additional information related to these debt obligations. The Company continues to evaluate the impact of natural disasters on loans held by LendingClub and investors. Temporary relief measures on payment obligations have been provided to borrowers who reside in the affected areas. At December 31, 2017 , $14.0 million of loans invested in by the Company were to borrowers who reside in the affected areas. The Company has reviewed its portfolio for potential losses from these recent natural disasters and reflected additional expected credit losses for these loans in the valuation of loans invested in by the Company. The Company continues to monitor performance of these loans. Loans that were 90 days or more past due (including non-accrual loans) were as follows: December 31, 2017 December 31, 2016 > 90 days past due Non-accrual loans > 90 days past due Non-accrual loans Loans held for investment and loans held for sale: Outstanding principal balance $ 36,588 $ 3,289 $ 45,207 $ 4,965 Net fair value adjustments (30,071 ) (2,675 ) (39,734 ) (4,312 ) Fair value $ 6,517 $ 614 $ 5,473 $ 653 Number of loans (not in thousands) 3,779 591 3,887 465 Loans invested in by the Company: Outstanding principal balance $ 1,015 $ 122 $ 511 $ 90 Net fair value adjustments (861 ) (107 ) (449 ) (80 ) Fair value $ 154 $ 15 $ 62 $ 10 Number of loans (not in thousands) 257 34 154 18 Loan Servicing Rights Loans underlying loan servicing rights had a total outstanding principal balance of $8.18 billion and $6.54 billion as of December 31, 2017 and 2016 , respectively. |
Securitizations and Variable In
Securitizations and Variable Interest Entities (Notes) | 12 Months Ended |
Dec. 31, 2017 | |
Transfers and Servicing [Abstract] | |
Securitizations and Variable Interest Entities | Securitizations and Variable Interest Entities In the normal course of business, the Company engages in a variety of activities with VIEs. The Company determines whether it is the primary beneficiary of a VIE at the time it becomes involved with the variable interest entity and reconsiders that conclusion continually. In evaluating whether the Company is the primary beneficiary, the Company evaluates its economic interests in the entity. The consolidation analysis can generally be performed qualitatively, however if it is not readily apparent that the Company is not the primary beneficiary, a quantitative analysis may also be performed. If the Company is determined to be the primary beneficiary of a VIE, it must account for the VIE as a consolidated subsidiary. If the Company is determined not to be the primary beneficiary of a VIE such VIE is not consolidated. See “Note 2. Summary of Significant Accounting Policies” for additional information. VIE Assets and Liabilities The Company has segregated its involvement with VIEs between those VIEs which are consolidated and those VIEs which are not consolidated. The following tables provide the classifications of assets and liabilities on the Company’s Consolidated Balance Sheets for its transactions with VIEs at December 31, 2017 and 2016 : December 31, 2017 Consolidated VIEs Unconsolidated VIEs Total Assets Restricted cash $ 34,370 $ — $ 34,370 Securities available for sale — 47,049 47,049 Loans held for investment at fair value 1,202,260 — 1,202,260 Loans held for investment by the Company at fair value 350,699 — 350,699 Loans held for sale by Company at fair value 60,812 — 60,812 Accrued interest receivable 15,602 407 16,009 Other assets 6,324 15,779 22,103 Total assets $ 1,670,067 $ 63,235 $ 1,733,302 Liabilities Accrued interest payable $ 14,789 $ — $ 14,789 Accrued expenses and other liabilities 52 300 352 Notes, certificates and secured borrowings at fair value 1,210,349 — 1,210,349 Payable to securitization note and residual certificate holders 312,123 — 312,123 Warehouse notes payable 32,100 — 32,100 Total liabilities 1,569,413 300 1,569,713 Total net assets $ 100,654 $ 62,935 $ 163,589 December 31, 2016 Consolidated VIEs Unconsolidated VIEs Total Assets Loans held for investment at fair value $ 2,600,422 $ — $ 2,600,422 Accrued interest receivable 24,037 — 24,037 Other assets — 10,122 10,122 Total assets $ 2,624,459 $ 10,122 $ 2,634,581 Liabilities Accrued interest payable $ 26,839 $ — $ 26,839 Notes, certificates and secured borrowings at fair value 2,616,023 — 2,616,023 Total liabilities 2,642,862 — 2,642,862 Total net assets $ (18,403 ) $ 10,122 $ (8,281 ) Consolidated VIEs Trust Certificates The Company established the Trust for the purpose of acquiring and holding loans for the sole benefit of certain investors that have purchased trust certificates issued by the Trust based on its power to direct the activities that most significantly impact the economic outcomes of the Trust through involvement in the design and ongoing activities and significant variable interest held in the Trust. The Company consolidates the loans held and the certificates issued by the Trust as it is the primary beneficiary of the Trust. As the primary beneficiary of the Trust, the Company is obligated the ensure that the Trust meets minimum capital requirements with respect to funding the administrative activities and maintaining the operations of the Trust. Securitizations The Company established LOAN, Depositor, Credit Trust and Grantor Trust for the purpose of maintaining at least 5% ongoing interest to comply with regulatory credit risk retention rules in connection with securitizations of personal whole loans. The Company consolidates LOAN, Depositor, Credit Trust and Grantor Trust in its consolidated financial statements as it holds a controlling financial interest and is the primary beneficiary. The Company is the primary beneficiary of LOAN, Depositor, Credit Trust and Grantor Trust based on its power to direct the activities that most significantly impact the economic outcomes of the securitizations through its role as sponsor and servicer and significant variable interests through its interests in these VIEs. Warehouse Credit Facility The Company established Warehouse for the purpose of purchasing non-revolving personal whole loans from LendingClub, financing the purchase or acquisition of such assets through facility agreements and warehousing the assets for securitization or loan sales. The Company consolidates Warehouse in its consolidated financial statements as it is the primary beneficiary. The Company is the primary beneficiary of Warehouse based on its power to direct the activities that most significantly impact the economic outcomes of the VIE through role in the design and ongoing activities and significant variable interest held in the VIE. The following table presents a summary of financial assets and liabilities from the Company’s involvement with consolidated VIEs at December 31, 2017 and 2016 : December 31, 2017 Assets Liabilities Net Assets Trust Certificates $ 1,226,957 $ (1,224,473 ) $ 2,484 Securitizations 375,607 (312,832 ) 62,775 Warehouse Credit Facility 67,503 (32,108 ) 35,395 Total consolidated VIEs $ 1,670,067 $ (1,569,413 ) $ 100,654 December 31, 2016 Assets Liabilities Net Assets Trust Certificates $ 2,624,459 $ (2,642,862 ) $ (18,403 ) Total consolidated VIEs $ 2,624,459 $ (2,642,862 ) $ (18,403 ) The creditors of the VIEs above have no recourse to the general credit of the Company as the primary beneficiary of the VIEs and the liabilities of the VIEs can only be settled by the respective VIE’s assets. Unconsolidated VIEs The Company’s transactions with unconsolidated VIEs include securitizations of personal whole loans and sales of personal whole loans to investment funds sponsored by LCAM. The Company has various forms of involvement with VIEs, including servicing of loans, holding senior or subordinated interests, and serving as the investment manager for sponsored investment funds. The Company considers continued involvement in an unconsolidated VIE insignificant when it relates to third-party sponsored VIEs for which it was not the transferor, unless it is servicer and has other significant forms of involvement, or if it was the sponsor only or sponsor and servicer but does not have any other forms of significant involvement. In these instances, the Company’s involvement with the VIE is in the role as an agent and without significant participation in the economics of the VIE. Securitizations The Company sponsors securitizations of unsecured personal whole loans through issuances of fixed-rate asset-backed securities, which are collateralized by loans transferred to a VIE. Securitizations typically involve the transfer of unsecured personal whole loans to these VIEs with the transfer accounted for as a sale. In addition, the Company enters into separate servicing agreements with the VIEs and holds at least 5% of the beneficial interests issued by the VIEs. In certain instances, the Company may service unsecured personal loan securitizations structured by third parties whose loans were transferred to the VIE by a party other than the Company. In the case of certain securitization transactions, the Company has also agreed to repurchase or substitute loans for which a borrower fails to make the first payment due under a loan.The Company has determined that the variable interests it holds with respect to the securitizations are not potentially significant to the VIE, and as such, the Company is not the primary beneficiary. CLUB Certificates The Company sponsors the sale of unsecured personal whole loans through issuance of pass-through securities called CLUB Certificates, which are collateralized by loans transferred to a VIE. In December 2017, the Company introduced the CLUB Certificate, which is an instrument that trades in the over-the-counter market with a CUSIP. For each CLUB Certificate transaction, Master Trust establishes a series of the Master Trust (Series Trust). The CLUB Certificate transaction typically involves the transfer of unsecured personal whole loans to a Series Trust with the transfer accounted for as a sale. In addition, the Company enters into a servicing agreement with each applicable Series Trust and holds at least 5% of the beneficial interests issued by the Series Trust. The Company has determined that the variable interests it holds with respect to CLUB Certificates are not potentially significant to the VIE and as such, the Company is not the primary beneficiary. Investment Fund The Company has an equity investment in a holding company (Investment Fund) to a family of funds that purchases loans and interest in loans from the Company. The Company’s investment is deemed to be a variable interest in the Investment Fund because the limited partnership interest shares in the expected returns and losses of the Investment Fund. However, 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 its consolidated financial statements. The following tables summarize unconsolidated VIEs with which the Company has significant continuing involvement, but is not the primary beneficiary at December 31, 2017 and 2016 : December 31, 2017 Carrying Value Total VIE Assets Securities Available for Sale Accrued Interest Receivable Other Assets Accrued Expenses and Other Liabilities Net Assets Securitizations $ 863,589 $ 45,256 $ 391 $ 5,446 $ (300 ) $ 50,793 CLUB Certificates 36,833 1,793 16 315 — 2,124 Investment Fund 40,494 — — 10,018 — 10,018 Total unconsolidated VIEs $ 940,916 $ 47,049 $ 407 $ 15,779 $ (300 ) $ 62,935 December 31, 2017 Maximum Exposure to Loss Securities Available for Sale Accrued Interest Receivable Other Assets Accrued Expenses and Other Liabilities Total Exposure Securitizations $ 45,256 $ 391 $ 5,446 $ 300 $ 51,393 CLUB Certificates 1,793 16 315 — 2,124 Investment Fund — — 10,018 — 10,018 Total unconsolidated VIEs $ 47,049 $ 407 $ 15,779 $ 300 $ 63,535 December 31, 2016 Carrying Value Maximum Exposure to Loss Total VIE Assets Other Assets Net Assets Other Assets Total Exposure Investment Fund $ 50,523 $ 10,122 $ 10,122 $ 10,122 $ 10,122 Total unconsolidated VIEs $ 50,523 $ 10,122 $ 10,122 $ 10,122 $ 10,122 “Total VIE Assets” represents the remaining principal balance of loans held by unconsolidated VIEs with respect to securitizations and CLUB Certificates, and the net assets held by the investment fund using the most current information available. “Securities Available for Sale,” “Accrued Interest Receivable,” “Other Assets” and “Accrued Expenses and Other Liabilities” are the balances in the Company’s Consolidated Balance Sheets related to its involvement with the unconsolidated VIEs. “Other Assets” includes the Company’s servicing assets associated with loans transferred as part of securitizations and CLUB Certificates and the Company’s equity investment with respect to the Investment Fund. “Total Exposure” refers to the Company’s maximum exposure to loss from its involvement with unconsolidated VIEs. It represents estimated loss that would be incurred under severe, hypothetical circumstances, for which the Company believes the possibility is extremely remote, such as where the value of interests and any associated collateral declines to zero. Accordingly, this required disclosure is not an indication of expected losses. Personal Whole Loan Securitizations The Company securitizes certain prime and near-prime unsecured personal whole loans through asset-backed securitization transactions. The loans are facilitated through the Company’s lending marketplace with the Company and third-party whole loan investors contributing loans. In connection with the securitizations, the Company established VIEs to purchase the loans from the Company and third-party whole loan investors and simultaneously transferred the loans to a securitization trust with the transfer accounted for as a sale of financial assets. The assets are transferred into a trust such that the assets are legally isolated from the creditors of the Company are not available to satisfy its obligations. These assets can only be used to settle obligations of the securitization trust or other securitization vehicle. During the year ended December 31, 2017 , securitization trusts issued senior securities and subordinated residual certificates and Master Trust issued CLUB Certificates by the respective VIEs as consideration for the transferred loans. The VIEs sold 95% of the senior securities to third-party investors and then distributed the cash and the subordinated residual certificates to the Company and third-party whole loan investors. The Company subsequently sold a portion of its allocated subordinated residual certificates in prime unsecured personal whole loans to a third-party whole loan investor. To comply with regulatory credit risk retention rules, the Company retained at least 5% of each of the senior securities, subordinated residual certificates and CLUB Certificates. Additionally, the Company’s continued involvement includes loan servicing responsibilities for which it receives servicing fees over the life of the underlying loans. The senior securities, subordinated residual certificates and CLUB Certificates are accounted for as securities available for sale. See “Note 2. Summary of Significant Accounting Policies” and “Note 7. Fair Value of Assets and Liabilities” for additional information. The following table summarizes activity related to the unconsolidated personal whole loan securitizations and personal whole loan CLUB Certificates with the transfers accounted for as a sale on the Company’s consolidated financial statements for the year ended December 31, 2017 : Year Ended December 31, 2017 Personal Whole Loan Securitizations Personal Whole Loan CLUB Certificates Principal derecognized from loans securitized or sold $ 999,128 $ 37,779 Net gains (losses) recognized from loans securitized or sold $ 4,987 $ (177 ) Fair value of senior securities and subordinated certificates retained upon settlement (1) $ 53,154 $ 1,802 Cash proceeds from loans securitized or sold $ 812,851 $ 34,575 Cash proceeds from subordinated certificates sold $ 6,300 $ — Cash proceeds from servicing and other administrative fees on loans securitized or sold $ 2,641 $ 21 Cash proceeds for interest received on senior securities and subordinated certificates $ 300 $ 5 (1) For personal whole loan securitizations, the Company retained senior securities of $43.4 million and subordinated certificates of $9.7 million . There were no activities related to Company-sponsored securitizations or CLUB Certificate transactions during the years ended December 31, 2016 and 2015 . Off-Balance Sheet Loans Off-balance sheet loans primarily relate to securitized unsecured personal whole loans for which the Company has some form of continuing involvement, including as servicer. Delinquent loans contain loans 31 days or more past due, including non-accrual loans. For loans securitized, where servicing is the only form of continuing involvement, the Company would only experience a loss if it was required to repurchase a delinquent loan due to a breach in representations and warranties associated with our loan sale or servicing contracts. As of December 31, 2017 , the aggregate unpaid principal balance of the off-balance sheet loans pursuant to Company-sponsored securitization transactions and CLUB Certificate transactions was $900.4 million , of which $26.5 million was 31 days or more past due. As of December 31, 2016 , there were no off-balance sheet loans related to Company-sponsored securitization transactions. Retained Interests from Unconsolidated VIEs The Company and other investors in the subordinated residual certificates have rights to cash flows after the investors holding the senior securities issued by the securitization trusts have first received their contractual cash flows. The investors and the securitization trusts have no recourse to the Company’s assets, and holders of the securities issued by the securitization trusts can look only to the assets of the securitization trusts that issued their securities for payment. The beneficial interests held by the Company and MOA are subject principally to the credit and prepayment risk stemming from the underlying personal whole loans. The Company holds a portion of each issuance of CLUB Certificates. Accordingly, the Company has exposure to the loans underlying this pass through security. The fair value sensitivity of the senior securities, subordinated residual certificates and CLUB Certificates to adverse changes in key assumptions are as follows: December 31, 2017 Asset-Backed Securities Related to Company-Sponsored Securitizations and CLUB Certificate Transactions Senior Subordinated Residual Certificates CLUB Certificates Fair value of interests held $ 37,020 $ 8,236 $ 1,793 Expected weighted-average life (in years) 1.0 1.5 1.4 Discount rates 100 basis point increase $ (326 ) $ (105 ) $ (41 ) 200 basis point increase $ (644 ) $ (208 ) $ (76 ) Expected credit loss rates on underlying loans 10% adverse change $ (1 ) $ (1,060 ) $ (15 ) 20% adverse change $ (2 ) $ (2,118 ) $ (25 ) Expected prepayment rates 10% adverse change $ (1 ) $ (265 ) $ (21 ) 20% adverse change $ (3 ) $ (513 ) $ (42 ) There were no activities related to Company-sponsored securitizations or CLUB Certificate transactions during the year ended December 31, 2016 . Secured Borrowings In October 2017, LCAM initiated the full wind down of six funds by redeeming the Certificates issued by the funds and transferring the loan participations underlying the redeemed Certificates to third party investors. The Company transferred loan participations with a fair value of $280.9 million that were accounted for as an issuance of secured borrowings at a fair value of $282.5 million and the proceeds from issuance were used to redeem certificates; these loan participations are pledged as collateral. The loan participation for two of the funds transferred did not meet the definition of participating interests because the Company provided a credit support agreement under which the investor has a recourse to the Company for credit losses in excess of certain minimum loss coverage hurdle. The Company’s maximum exposure to loss under this credit support agreement was limited to $7.5 million as of December 31, 2017 . The transfer of the loan participations in these two funds was accounted for as secured borrowings and the underlying whole loans were not derecognized from the Company’s Consolidated Balance Sheets. The credit support agreement embedded in the secured borrowings is not required to be bifurcated and accounted for separately. The Company has elected the fair value option for the secured borrowings. As of December 31, 2017 , the fair value of the secured borrowings was $232.4 million secured by aggregate outstanding principal balance of $242.7 million included in “Loans held for investment by the Company at fair value” in the Consolidated Balance Sheets as of December 31, 2017 . Changes in the fair value of the secured borrowings are partially offset by the associated loan participations, and the net effect is changes in fair value of the credit support agreement through earnings. As of December 31, 2017 , the fair value of this credit support agreement was $2.8 million . The fair value of the credit support agreement is equal to the present value of the probability-weighted estimate of expected payments over a range of charge-off scenarios. See “Note 5. Loans Held For Investment, Loans Held For Sale, Notes, Certificates and Secured Borrowings and Loan Servicing Rights” for additional information. 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 Sheets 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 . |
Fair Value of Assets and Liabil
Fair Value of Assets and Liabilities | 12 Months Ended |
Dec. 31, 2017 | |
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, 2017 Level 1 Inputs Level 2 Inputs Level 3 Inputs Balance at Fair Value Assets: Loans held for investment $ — $ — $ 2,932,325 $ 2,932,325 Loans held for investment by the Company — — 361,230 361,230 Loans held for sale by the Company — — 235,825 235,825 Securities available for sale: Asset-backed senior securities related to Company-sponsored securitizations — 37,020 — 37,020 Certificates of deposit — 24,758 — 24,758 Corporate debt securities — 16,258 — 16,258 Asset-backed securities — 14,843 — 14,843 Commercial paper — 14,665 — 14,665 Asset-backed subordinated residual certificates related to Company-sponsored securitizations and CLUB Certificate transactions — — 10,029 10,029 Total securities available for sale — 107,544 10,029 117,573 Servicing assets — — 33,676 33,676 Total assets $ — $ 107,544 $ 3,573,085 $ 3,680,629 Liabilities: Notes, certificates and secured borrowings — — 2,954,768 2,954,768 Payable to securitization residual certificate holders — — 1,479 1,479 Servicing liabilities — — 833 833 Loan trailing fee liability — — 8,432 8,432 Total liabilities $ — $ — $ 2,965,512 $ 2,965,512 December 31, 2016 Level 1 Inputs Level 2 Inputs Level 3 Inputs Balance at Fair Value Assets: Loans held for investment $ — $ — $ 4,295,121 $ 4,295,121 Loans held for investment by the Company — — 16,863 16,863 Loans held for sale by the Company — — 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 Financial instruments are categorized in the valuation hierarchy based on the significance of unobservable factors in the overall fair value measurement. Since the Company’s loans held for investment and related notes, certificates and secured borrowings, loans held for sale, loan servicing rights, asset-backed securities related to consolidated VIEs, 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. 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 observable and unobservable inputs, respectively. The Company did not transfer any assets or liabilities in or out of Level 3 during the years ended December 31, 2017 or 2016 . Significant Unobservable Inputs The Company primarily uses a model to estimate the fair value of Level 3 instruments based on the present value of estimated future cash flows. This model uses inputs that are inherently judgmental and reflect our best estimates of the assumptions a market participant would use to calculate fair value. The following tables present quantitative information about the significant unobservable inputs used for the Company’s Level 3 fair value measurements at December 31, 2017 and 2016 : December 31, 2017 Loans Held for Investment, Loans Held for Sale, Notes, Certificates and Secured Borrowings (1) Asset-Backed Securities Related to Consolidated VIEs Minimum Maximum Weighted Average Minimum Maximum Weighted Average Discount rates 1.7 % 17.2 % 8.5 % 5.8 % 15.0 % 9.5 % Net cumulative expected loss rates (2)(4) 0.4 % 41.8 % 13.8 % 10.9 % 37.2 % 19.7 % Cumulative expected prepayment rates (2)(4) 11.3 % 51.0 % 31.6 % 28.3 % 33.7 % 30.5 % December 31, 2017 Servicing Assets/Liabilities Loan Trailing Fee Liability Minimum Maximum Weighted Average Minimum Maximum Weighted Average Discount rates 1.9 % 17.1 % 8.8 % 1.9 % 17.1 % 8.9 % Net cumulative expected loss rates (2) 0.4 % 41.8 % 12.4 % 0.8 % 41.8 % 13.2 % Cumulative expected prepayment rates (2) 11.3 % 51.0 % 31.7 % 11.3 % 51.0 % 31.4 % Total market servicing rates (% per annum on outstanding principal balance) (3) 0.66 % 0.90 % 0.66 % N/A N/A N/A December 31, 2016 Loans Held for Investment, Loans Held for Sale, Notes and Certificates (1) Servicing Assets/Liabilities 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 % 7.7 % Net cumulative expected loss rates (2) 0.3 % 33.9 % 14.6 % 0.3 % 33.9 % 12.8 % 0.3 % 33.9 % 13.5 % Cumulative expected prepayment rates (2) 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) (3) N/A N/A N/A 0.63 % 0.90 % 0.63 % N/A N/A N/A N/A Not applicable (1) Loans held for investment and loans held for sale include loans invested in by the Company. (2) Expressed as a percentage of the original principal balance of the loan, note, certificate or secured borrowing, except for asset-backed securities. (3) Includes collection fees estimated to be paid to a hypothetical third-party servicer. (4) For asset-backed securities, expressed as a percentage of the outstanding collateral balance. At December 31, 2017 and 2016 , the discounted cash flow methodology used to estimate the note, certificate and secured borrowings’ fair values used the same projected net cash flows as their related loans. As demonstrated by the following tables, the fair value adjustments for loans held for investment and loans held for sale were largely offset by the fair value adjustments of the notes, certificates and secured borrowings due to the payment dependent design of the notes, certificates and secured borrowings and because the principal balances of the loans were close to the combined principal balances of the notes, certificates and secured borrowings. The following table presents additional information about Level 3 loans held for investment, loans held for sale, and notes, certificates and secured borrowings measured at fair value on a recurring basis for the years ended December 31, 2017 and 2016 : Loans Held For Investment Loans Held for Sale Notes, Certificates and Secured Borrowings 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, 2015 $ 4,678,209 $ (125,586 ) $ 4,552,623 $ — $ — $ — $ 4,697,169 $ (125,586 ) $ 4,571,583 Purchases 2,653,589 — 2,653,589 4,638,436 — 4,638,436 — — — Transfers (to) from loans held for investment (from) to loans held for sale 20,573 — 20,573 (20,573 ) — — (20,573 ) — — — Issuances — — — — — — 2,681,109 — 2,681,109 Sales — — — (4,617,863 ) — (4,617,863 ) — — — Principal payments and retirements (2,385,102 ) — (2,385,102 ) — — — (2,385,234 ) — (2,385,234 ) Charge-offs (420,131 ) 420,131 — — — — (420,132 ) 420,132 — Recoveries — (36,784 ) (36,784 ) — — — — (36,785 ) (36,785 ) Change in fair value recorded in earnings — (509,778 ) (509,778 ) — — — — (509,778 ) (509,778 ) Balance at December 31, 2016 $ 4,547,138 $ (252,017 ) $ 4,295,121 $ — $ — $ — $ 4,572,912 $ (252,017 ) $ 4,320,895 Purchases 1,720,343 5 1,720,348 5,232,503 6,420 5,238,923 — — — Transfers (to) from loans held for investment (from) to loans held for sale (253,124 ) (4,112 ) (257,236 ) 253,124 4,112 257,236 — — — Issuances — — — — — — 2,019,316 (17,937 ) 2,001,379 Sales — — — (5,483,146 ) 8,067 (5,475,079 ) — — — Principal payments and retirements (2,383,510 ) — (2,383,510 ) (2,481 ) — (2,481 ) (2,941,692 ) 31,606 (2,910,086 ) Charge-offs (489,456 ) 489,456 — — — — (489,456 ) 489,456 — Recoveries — (47,913 ) (47,913 ) — — — — (47,914 ) (47,914 ) Change in fair value recorded in earnings — (394,485 ) (394,485 ) — (18,599 ) (18,599 ) — (409,506 ) (409,506 ) Balance at December 31, 2017 $ 3,141,391 $ (209,066 ) $ 2,932,325 $ — $ — $ — $ 3,161,080 $ (206,312 ) $ 2,954,768 The following table presents additional information about Level 3 loans invested in by the Company measured at fair value on a recurring basis for the years ended December 31, 2017 and 2016 : Loans Held For Investment by the Company Loans Held For Sale by the Company Total Loans Invested in by the Company 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, 2015 $ 3,462 $ (4 ) $ 3,458 $ — $ — $ — $ 3,462 $ (4 ) $ 3,458 Purchases 79,736 (656 ) 79,080 104,102 — 104,102 183,838 (656 ) 183,182 Transfers (to) from loans held for investment (from) to loans held for sale (55,984 ) — (55,984 ) 55,984 — 55,984 — — — Sales — — — (144,655 ) — (144,655 ) (144,655 ) — (144,655 ) Principal payments (6,705 ) — (6,705 ) (5,927 ) — (5,927 ) (12,632 ) — (12,632 ) Charge-offs (1,994 ) 1,994 — (159 ) 159 — (2,153 ) 2,153 — Recoveries — (493 ) (493 ) — — — — (493 ) (493 ) Change in fair value recorded in earnings — (2,493 ) (2,493 ) — (456 ) (456 ) — (2,949 ) (2,949 ) Balance at December 31, 2016 $ 18,515 $ (1,652 ) $ 16,863 $ 9,345 $ (297 ) $ 9,048 $ 27,860 (1,949 ) $ 25,911 Purchases 19,069 (707 ) 18,362 1,629,228 (192 ) 1,629,036 1,648,297 (899 ) 1,647,398 Transfers (to) from loans held for investment (from) to loans held for sale 354,410 4,112 358,522 (354,410 ) (4,112 ) (358,522 ) — — — Sales — — — (990,267 ) 5,871 (984,396 ) (990,267 ) 5,871 (984,396 ) Principal payments (16,433 ) — (16,433 ) (49,248 ) — (49,248 ) (65,681 ) — (65,681 ) Charge-offs (4,182 ) 4,182 — (2,375 ) 2,375 — (6,557 ) 6,557 — Recoveries — (343 ) (343 ) — — — — (343 ) (343 ) Change in fair value recorded in earnings — (15,741 ) (15,741 ) — (10,093 ) (10,093 ) — (25,834 ) (25,834 ) Balance at December 31, 2017 $ 371,379 $ (10,149 ) $ 361,230 $ 242,273 $ (6,448 ) $ 235,825 $ 613,652 (16,597 ) $ 597,055 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, 2017 and 2016 : Servicing Assets Servicing Liabilities Fair value at December 31, 2015 $ 10,250 $ 3,973 Issuances (1) 16,546 3,371 Changes in fair value, included in investor fees (5,403 ) (4,498 ) Other net changes included in deferred revenue 5 — Fair value at December 31, 2016 $ 21,398 $ 2,846 Issuances (1) 34,950 333 Changes in fair value, included in investor fees (23,172 ) (2,346 ) Other net changes included in deferred revenue 500 — Fair value at December 31, 2017 $ 33,676 $ 833 (1) Represents the gains or losses on sales of the related loans. The following table presents additional information about the Level 3 loan trailing fee liability measured at fair value on a recurring basis for the years ended December 31, 2017 and 2016 : Year Ended December 31, 2017 2016 Fair value at beginning of period $ 4,913 $ — Issuances 7,470 5,843 Cash payment of loan trailing fee (4,358 ) (1,174 ) Change in fair value, included in origination and servicing 407 244 Fair value at end of period $ 8,432 $ 4,913 Significant Recurring Level 3 Fair Value Asset and Liability Input Sensitivity Fair valuation adjustments are recorded through earnings related to Level 3 instruments for the years ended December 31, 2017 , 2016 and 2015 . Certain 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, certificates and secured borrowings, servicing assets and liabilities, and loan trailing fee liability, 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 fair value sensitivity of loans invested in by the Company to adverse changes in key assumptions as of December 31, 2017 , are as follows: December 31, 2017 Fair value of loans invested in by the Company $ 597,055 Expected weighted-average life (in years) 1.5 Discount rates 100 basis point increase $ (7,449 ) 200 basis point increase $ (14,715 ) Expected credit loss rates on underlying loans 10% adverse change $ (10,090 ) 20% adverse change $ (18,935 ) Expected prepayment rates 10% adverse change $ (3,548 ) 20% adverse change $ (5,894 ) The fair value sensitivity of loans invested in by the Company to adverse changes in key assumptions as of December 31, 2016 , was not material. The Company’s selection of the most representative market servicing rates for servicing assets and servicing liabilities is inherently judgmental. The Company reviews third-party servicing rates for its loans, loans in similar credit sectors and market servicing benchmarking analyses provided by third-party valuation firms, when available. 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, 2017 and 2016 : December 31, 2017 December 31, 2016 Servicing Assets Servicing Liabilities Servicing Assets Servicing Liabilities Weighted-average market servicing rate assumptions 0.66 % 0.66 % 0.63 % 0.63 % Change in fair value from: Servicing rate increase by 0.10% $ (7,749 ) $ 233 $ (5,673 ) $ 964 Servicing rate decrease by 0.10% $ 7,760 $ (222 ) $ 5,812 $ (825 ) 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, 2017 Carrying Amount Level 1 Inputs Level 2 Inputs Level 3 Inputs Balance at Fair Value Assets: Cash and cash equivalents (1) $ 401,719 — $ 401,719 $ — $ 401,719 Restricted cash 242,570 — 242,570 — 242,570 Servicer reserve receivable 13,685 — 13,685 — 13,685 Deposits 855 — 855 — 855 Total assets $ 658,829 — $ 658,829 $ — $ 658,829 Liabilities: Accrued expenses and other liabilities $ 13,856 $ — $ — $ 13,856 $ 13,856 Accounts payable 11,151 — 11,151 — 11,151 Payable to investors 143,310 — 143,310 — 143,310 Payable to securitization note holders 310,644 — 310,644 — 310,644 Warehouse notes payable 32,100 — — 32,100 32,100 Total liabilities $ 511,061 $ — $ 465,105 $ 45,956 $ 511,061 (1) Carrying amount approximates fair value due to the short maturity of these financial instruments. December 31, 2016 Carrying Amount Level 1 Inputs Level 2 Inputs Level 3 Inputs Balance at Fair Value Assets: Cash and cash equivalents (1) $ 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 Total assets $ 699,205 $ — $ 699,205 $ — $ 699,205 Liabilities: Accrued expenses and other liabilities $ 10,981 $ — $ — $ 10,981 $ 10,981 Accounts payable 10,889 — 10,889 — 10,889 Payable to investors 125,884 — 125,884 — 125,884 Total liabilities $ 147,754 $ — $ 136,773 $ 10,981 $ 147,754 (1) Carrying amount approximates fair value due to the short maturity of these financial instruments. |
Property, Equipment and Softwar
Property, Equipment and Software, Net | 12 Months Ended |
Dec. 31, 2017 | |
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, 2017 2016 Internally developed software (1) $ 107,370 $ 75,202 Leasehold improvements 26,949 22,637 Computer equipment 20,324 18,080 Purchased software 8,284 7,598 Furniture and fixtures 7,567 6,827 Construction in progress 1,202 707 Total property, equipment and software 171,696 131,051 Accumulated depreciation and amortization (69,763 ) (41,788 ) Total property, equipment and software, net $ 101,933 $ 89,263 (1) Includes $10.7 million and $7.4 million in development in progress as of December 31, 2017 and 2016 , respectively. Depreciation and amortization expense on property, equipment and software was $40.3 million , $25.1 million and $16.2 million for the years ended December 31, 2017 , 2016 and 2015 , respectively. The Company recorded impairment expense of $2.4 million , $1.1 million and $0.6 million for the years ended December 31, 2017 , 2016 and 2015 , respectively. |
Other Assets
Other Assets | 12 Months Ended |
Dec. 31, 2017 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Other Assets | Other Assets Other assets consist of the following: December 31, 2017 2016 Insurance reimbursement receivable $ 52,119 $ — Loan servicing assets, at fair value 33,676 21,398 Prepaid expenses 23,427 16,960 Servicer reserve receivable 13,685 4,938 Other investments 10,268 10,372 Accounts receivable 10,005 7,572 Deferred financing costs 2,952 1,032 Receivable from investors 2,318 1,566 Tenant improvement receivable 348 3,290 Other 7,480 2,516 Total other assets $ 156,278 $ 69,644 |
Intangible Assets and Goodwill
Intangible Assets and Goodwill | 12 Months Ended |
Dec. 31, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Assets and Goodwill | Intangible Assets and Goodwill Intangible Assets Intangible assets consists of the following: December 31, 2017 Gross Carrying Value Accumulated Amortization Net Carrying Value Customer relationships $ 39,500 $ (17,577 ) $ 21,923 Technology 400 (400 ) — Brand name 300 (300 ) — Total intangible assets $ 40,200 $ (18,277 ) $ 21,923 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 The customer relationship intangible assets are amortized on an accelerated basis over a 14 year period. The technology and brand name intangible assets were amortized on a straight line basis over three years and one year , respectively. At December 31, 2017 , the weighted-average amortization period for remaining intangibles was 14 years. Amortization expense associated with intangible assets for the years ended December 31, 2017 , 2016 and 2015 was $4.3 million , $4.8 million and $5.3 million , respectively. The expected future amortization expense for intangible assets as of December 31, 2017 , is as follows: Year Ending December 31, 2018 $ 3,872 2019 3,498 2020 3,122 2021 2,746 2022 2,370 Thereafter 6,315 Total $ 21,923 Goodwill Goodwill consists of the following: Balance at December 31, 2015 $ 72,683 Goodwill impairment (37,050 ) Balance at December 31, 2016 35,633 Other changes in goodwill — Balance at December 31, 2017 $ 35,633 The Company has one reporting unit for goodwill impairment testing purposes, the patient and education finance (PEF) reporting unit. The Company performed a quantitative annual test for impairment as of April 1, 2017, according to which the estimated fair value of the PEF reporting unit substantially exceeded its carrying value. The Company estimates the fair value of the PEF reporting unit using the discounted cash flow model, which relies on several assumptions. These assumptions include weighted-average cost of capital, as well as transaction fee revenue based on projected loan origination growth, projected revenue growth, projected operating expenses and contribution margin, capital expenditures and income taxes. The Company believes these assumptions to be representative of assumptions that a market participant would use in valuing the PEF reporting unit, but these assumptions are inherently uncertain. Upon completion of the annual impairment test in the second quarter of 2017, the Company did not record any goodwill impairment. The Company recorded a goodwill impairment expense of $37.1 million for the year ended December 31, 2016 related to the PEF reporting unit. There were no goodwill impairment expenses recorded for the years ended December 31, 2017 or December 31, 2015 . |
Accrued Expenses and Other Liab
Accrued Expenses and Other Liabilities | 12 Months Ended |
Dec. 31, 2017 | |
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, 2017 2016 Contingent liabilities $ 129,887 $ — Accrued compensation (1) 30,549 27,009 Accrued expenses 21,317 19,734 Deferred rent 14,734 11,638 Transaction fee refund reserve 14,528 9,098 Loan trailing fee liability, at fair value 8,432 4,913 Deferred revenue 3,415 2,556 Payable to issuing banks 1,894 1,658 Loan servicing liabilities, at fair value 833 2,846 Credit loss coverage reserve — 2,529 Reimbursement payable to limited partners of LCAM private funds — 2,313 Other 2,791 1,325 Total accrued expenses and other liabilities $ 228,380 $ 85,619 (1) Includes accrued cash retention awards of $3.0 million as of December 31, 2016 . There was no accrued cash retention awards as of December 31, 2017 . See “Note 16. 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, 2017 | |
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, 2017 Before Tax Tax Effect Net of Tax Change in net unrealized gain (loss) on securities available for sale $ 184 $ (591 ) $ 775 Other comprehensive income (loss) $ 184 $ (591 ) $ 775 Year Ended December 31, 2016 Before Tax Tax Effect Net of Tax Change in net unrealized gain (loss) on securities available for sale $ 1,515 $ 611 $ 904 Other comprehensive income (loss) $ 1,515 $ 611 $ 904 Year Ended December 31, 2015 Before Tax Tax Effect Net of Tax Change in net unrealized gain (loss) on securities available for sale $ (1,671 ) $ — $ (1,671 ) Other comprehensive income (loss) $ (1,671 ) $ — $ (1,671 ) Accumulated other comprehensive loss balances were as follows: Total Accumulated Other Comprehensive Loss Balance at December 31, 2015 $ (1,671 ) Change in net unrealized gain (loss) on securities available for sale 904 Balance at December 31, 2016 $ (767 ) Change in net unrealized gain (loss) on securities available for sale 775 Less: Other comprehensive income (loss) attributable to noncontrolling interests 13 Balance at December 31, 2017 $ (5 ) |
Debt
Debt | 12 Months Ended |
Dec. 31, 2017 | |
Debt Disclosure [Abstract] | |
Debt | Debt Revolving Credit Facilities Warehouse Credit Facility On October 10, 2017 , the Company’s wholly-owned subsidiary, LendingClub Warehouse I LLC (Warehouse), entered into a warehouse credit agreement (Warehouse Credit Agreement) with certain lenders for an aggregate $250 million secured revolving credit facility (Warehouse Credit Facility). In connection with the Warehouse Credit Agreement, the Warehouse entered into a security agreement with a large commercial bank as administrative agent and a national banking association as collateral trustee and paying agent. Proceeds under the Warehouse Credit Facility may only be used to purchase certain unsecured consumer loans and related rights and documents from the Company and to pay fees and expenses related to the Warehouse Credit Facility. Proceeds of loans made under the Warehouse Credit Facility may be borrowed, repaid and reborrowed until the earliest of October 10, 2019 or another event that constitutes a “Commitment Termination Date” under the Warehouse Credit Agreement. Repayment of any outstanding proceeds is due on October 10, 2019 , but may be prepaid without penalty. Borrowings under the Warehouse Credit Facility bear interest at an annual benchmark rate based on LIBOR rate plus a spread of 2.00% to 7.25% , or at an alternative commercial paper rate (which is the per annum rate equivalent to the weighted-average of the per annum rates at which all commercial paper notes issued by such lenders to fund advances or maintain its loan were sold, as defined in the credit agreement). Benchmark rate borrowings may be prepaid at any time without penalty. Interest is payable monthly. Additionally, the Company was required to pay an upfront commitment fee to the lenders of 0.75% of the initial $250.0 million available under the revolving loan facility and a monthly unused commitment fee of 0.50% per annum on the average undrawn portion available under the revolving loan facility . The Warehouse Credit Facility and credit and security agreements contain certain covenants applicable to the Company, including restrictions on the Company’s ability to pay dividends, incur indebtedness, pledge assets, merge or consolidate, make investments, and enter into certain affiliate transactions. The Warehouse 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 3.25 :1.00 initially, and which decreases over the term of the Warehouse Credit Facility to 3.00 :1.00 on and after June 30, 2018 (on a consolidated basis). As of December 31, 2017 , the Company was in compliance with the total net leverage ratio requirements, calculated as defined in the Warehouse Credit Facility. As of December 31, 2017 , the Company had $32.1 million in debt outstanding under the Warehouse Credit Facility secured by aggregate outstanding principal balance of $62.1 million included in “Loans held for sale by the Company at fair value” and Restricted cash of $4.1 million included in the Consolidated Balance Sheets. The Company incurred $2.4 million of capitalized debt issuance costs, which will be recognized as interest expense through October 10, 2019 . 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, 2017 and 2016 , the Company was in compliance with the total net leverage ratio requirements, calculated as defined in the Credit Facility. The Company did not have any loans outstanding under the Credit Facility during the year ended December 31, 2016. On October 11, 2017, the Company did a Base Rate borrowing of $5.0 million under the Credit Facility and repaid the amount in full on October 13, 2017. The Company did not have any loans outstanding under the Credit Facility as of December 31, 2017 . In 2015, the Company incurred $1.3 million of capitalized debt issuance costs, which will be recognized as interest expense through December 17, 2020 . Payable to Securitization Note and Residual Certificate Holders On December 6, 2017, the Company sponsored an asset-backed securities securitization transaction consisting of approximately $368.0 million in unsecured personal whole loans facilitated through the Company’s platform. In connection with this securitization, the Company’s Depositor purchased the loans and simultaneously transferred the loans to a securitization trust, which held the transferred loans and issued notes and residual certificates. The Depositor sold 95% of the notes to third party-investors for $310.5 million in net proceeds and then distributed cash and 4.1% of residual certificates to original whole loan investors. The securitization trust used to effect the transaction is a VIE that the Company consolidates because the Company is the primary beneficiary of the VIE. The notes and residual certificates held by third-party investors are classified as debt in the Company’s Consolidated Balance Sheets. The notes are carried at amortized cost. The associated debt issuance costs of $2.9 million are deferred and amortized into interest expense over the weighted-average contractual life of the notes. The Company has elected the fair value option for the residual certificates. Both the notes and residual certificates held by third-party investors and the unamortized debt issuance costs of $312.1 million are included in “Payable to securitization note and residual certificate holders” in the Consolidated Balance Sheets as of December 31, 2017 and are secured by aggregate outstanding principal balance of $359.4 million included in “Loans held for investment by the Company at fair value” and restricted cash of $18.7 million included in the Consolidated Balance Sheets as of December 31, 2017 . |
Secured Borrowings
Secured Borrowings | 12 Months Ended |
Dec. 31, 2017 | |
Receivables [Abstract] | |
Secured Borrowings | Securitizations and Variable Interest Entities In the normal course of business, the Company engages in a variety of activities with VIEs. The Company determines whether it is the primary beneficiary of a VIE at the time it becomes involved with the variable interest entity and reconsiders that conclusion continually. In evaluating whether the Company is the primary beneficiary, the Company evaluates its economic interests in the entity. The consolidation analysis can generally be performed qualitatively, however if it is not readily apparent that the Company is not the primary beneficiary, a quantitative analysis may also be performed. If the Company is determined to be the primary beneficiary of a VIE, it must account for the VIE as a consolidated subsidiary. If the Company is determined not to be the primary beneficiary of a VIE such VIE is not consolidated. See “Note 2. Summary of Significant Accounting Policies” for additional information. VIE Assets and Liabilities The Company has segregated its involvement with VIEs between those VIEs which are consolidated and those VIEs which are not consolidated. The following tables provide the classifications of assets and liabilities on the Company’s Consolidated Balance Sheets for its transactions with VIEs at December 31, 2017 and 2016 : December 31, 2017 Consolidated VIEs Unconsolidated VIEs Total Assets Restricted cash $ 34,370 $ — $ 34,370 Securities available for sale — 47,049 47,049 Loans held for investment at fair value 1,202,260 — 1,202,260 Loans held for investment by the Company at fair value 350,699 — 350,699 Loans held for sale by Company at fair value 60,812 — 60,812 Accrued interest receivable 15,602 407 16,009 Other assets 6,324 15,779 22,103 Total assets $ 1,670,067 $ 63,235 $ 1,733,302 Liabilities Accrued interest payable $ 14,789 $ — $ 14,789 Accrued expenses and other liabilities 52 300 352 Notes, certificates and secured borrowings at fair value 1,210,349 — 1,210,349 Payable to securitization note and residual certificate holders 312,123 — 312,123 Warehouse notes payable 32,100 — 32,100 Total liabilities 1,569,413 300 1,569,713 Total net assets $ 100,654 $ 62,935 $ 163,589 December 31, 2016 Consolidated VIEs Unconsolidated VIEs Total Assets Loans held for investment at fair value $ 2,600,422 $ — $ 2,600,422 Accrued interest receivable 24,037 — 24,037 Other assets — 10,122 10,122 Total assets $ 2,624,459 $ 10,122 $ 2,634,581 Liabilities Accrued interest payable $ 26,839 $ — $ 26,839 Notes, certificates and secured borrowings at fair value 2,616,023 — 2,616,023 Total liabilities 2,642,862 — 2,642,862 Total net assets $ (18,403 ) $ 10,122 $ (8,281 ) Consolidated VIEs Trust Certificates The Company established the Trust for the purpose of acquiring and holding loans for the sole benefit of certain investors that have purchased trust certificates issued by the Trust based on its power to direct the activities that most significantly impact the economic outcomes of the Trust through involvement in the design and ongoing activities and significant variable interest held in the Trust. The Company consolidates the loans held and the certificates issued by the Trust as it is the primary beneficiary of the Trust. As the primary beneficiary of the Trust, the Company is obligated the ensure that the Trust meets minimum capital requirements with respect to funding the administrative activities and maintaining the operations of the Trust. Securitizations The Company established LOAN, Depositor, Credit Trust and Grantor Trust for the purpose of maintaining at least 5% ongoing interest to comply with regulatory credit risk retention rules in connection with securitizations of personal whole loans. The Company consolidates LOAN, Depositor, Credit Trust and Grantor Trust in its consolidated financial statements as it holds a controlling financial interest and is the primary beneficiary. The Company is the primary beneficiary of LOAN, Depositor, Credit Trust and Grantor Trust based on its power to direct the activities that most significantly impact the economic outcomes of the securitizations through its role as sponsor and servicer and significant variable interests through its interests in these VIEs. Warehouse Credit Facility The Company established Warehouse for the purpose of purchasing non-revolving personal whole loans from LendingClub, financing the purchase or acquisition of such assets through facility agreements and warehousing the assets for securitization or loan sales. The Company consolidates Warehouse in its consolidated financial statements as it is the primary beneficiary. The Company is the primary beneficiary of Warehouse based on its power to direct the activities that most significantly impact the economic outcomes of the VIE through role in the design and ongoing activities and significant variable interest held in the VIE. The following table presents a summary of financial assets and liabilities from the Company’s involvement with consolidated VIEs at December 31, 2017 and 2016 : December 31, 2017 Assets Liabilities Net Assets Trust Certificates $ 1,226,957 $ (1,224,473 ) $ 2,484 Securitizations 375,607 (312,832 ) 62,775 Warehouse Credit Facility 67,503 (32,108 ) 35,395 Total consolidated VIEs $ 1,670,067 $ (1,569,413 ) $ 100,654 December 31, 2016 Assets Liabilities Net Assets Trust Certificates $ 2,624,459 $ (2,642,862 ) $ (18,403 ) Total consolidated VIEs $ 2,624,459 $ (2,642,862 ) $ (18,403 ) The creditors of the VIEs above have no recourse to the general credit of the Company as the primary beneficiary of the VIEs and the liabilities of the VIEs can only be settled by the respective VIE’s assets. Unconsolidated VIEs The Company’s transactions with unconsolidated VIEs include securitizations of personal whole loans and sales of personal whole loans to investment funds sponsored by LCAM. The Company has various forms of involvement with VIEs, including servicing of loans, holding senior or subordinated interests, and serving as the investment manager for sponsored investment funds. The Company considers continued involvement in an unconsolidated VIE insignificant when it relates to third-party sponsored VIEs for which it was not the transferor, unless it is servicer and has other significant forms of involvement, or if it was the sponsor only or sponsor and servicer but does not have any other forms of significant involvement. In these instances, the Company’s involvement with the VIE is in the role as an agent and without significant participation in the economics of the VIE. Securitizations The Company sponsors securitizations of unsecured personal whole loans through issuances of fixed-rate asset-backed securities, which are collateralized by loans transferred to a VIE. Securitizations typically involve the transfer of unsecured personal whole loans to these VIEs with the transfer accounted for as a sale. In addition, the Company enters into separate servicing agreements with the VIEs and holds at least 5% of the beneficial interests issued by the VIEs. In certain instances, the Company may service unsecured personal loan securitizations structured by third parties whose loans were transferred to the VIE by a party other than the Company. In the case of certain securitization transactions, the Company has also agreed to repurchase or substitute loans for which a borrower fails to make the first payment due under a loan.The Company has determined that the variable interests it holds with respect to the securitizations are not potentially significant to the VIE, and as such, the Company is not the primary beneficiary. CLUB Certificates The Company sponsors the sale of unsecured personal whole loans through issuance of pass-through securities called CLUB Certificates, which are collateralized by loans transferred to a VIE. In December 2017, the Company introduced the CLUB Certificate, which is an instrument that trades in the over-the-counter market with a CUSIP. For each CLUB Certificate transaction, Master Trust establishes a series of the Master Trust (Series Trust). The CLUB Certificate transaction typically involves the transfer of unsecured personal whole loans to a Series Trust with the transfer accounted for as a sale. In addition, the Company enters into a servicing agreement with each applicable Series Trust and holds at least 5% of the beneficial interests issued by the Series Trust. The Company has determined that the variable interests it holds with respect to CLUB Certificates are not potentially significant to the VIE and as such, the Company is not the primary beneficiary. Investment Fund The Company has an equity investment in a holding company (Investment Fund) to a family of funds that purchases loans and interest in loans from the Company. The Company’s investment is deemed to be a variable interest in the Investment Fund because the limited partnership interest shares in the expected returns and losses of the Investment Fund. However, 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 its consolidated financial statements. The following tables summarize unconsolidated VIEs with which the Company has significant continuing involvement, but is not the primary beneficiary at December 31, 2017 and 2016 : December 31, 2017 Carrying Value Total VIE Assets Securities Available for Sale Accrued Interest Receivable Other Assets Accrued Expenses and Other Liabilities Net Assets Securitizations $ 863,589 $ 45,256 $ 391 $ 5,446 $ (300 ) $ 50,793 CLUB Certificates 36,833 1,793 16 315 — 2,124 Investment Fund 40,494 — — 10,018 — 10,018 Total unconsolidated VIEs $ 940,916 $ 47,049 $ 407 $ 15,779 $ (300 ) $ 62,935 December 31, 2017 Maximum Exposure to Loss Securities Available for Sale Accrued Interest Receivable Other Assets Accrued Expenses and Other Liabilities Total Exposure Securitizations $ 45,256 $ 391 $ 5,446 $ 300 $ 51,393 CLUB Certificates 1,793 16 315 — 2,124 Investment Fund — — 10,018 — 10,018 Total unconsolidated VIEs $ 47,049 $ 407 $ 15,779 $ 300 $ 63,535 December 31, 2016 Carrying Value Maximum Exposure to Loss Total VIE Assets Other Assets Net Assets Other Assets Total Exposure Investment Fund $ 50,523 $ 10,122 $ 10,122 $ 10,122 $ 10,122 Total unconsolidated VIEs $ 50,523 $ 10,122 $ 10,122 $ 10,122 $ 10,122 “Total VIE Assets” represents the remaining principal balance of loans held by unconsolidated VIEs with respect to securitizations and CLUB Certificates, and the net assets held by the investment fund using the most current information available. “Securities Available for Sale,” “Accrued Interest Receivable,” “Other Assets” and “Accrued Expenses and Other Liabilities” are the balances in the Company’s Consolidated Balance Sheets related to its involvement with the unconsolidated VIEs. “Other Assets” includes the Company’s servicing assets associated with loans transferred as part of securitizations and CLUB Certificates and the Company’s equity investment with respect to the Investment Fund. “Total Exposure” refers to the Company’s maximum exposure to loss from its involvement with unconsolidated VIEs. It represents estimated loss that would be incurred under severe, hypothetical circumstances, for which the Company believes the possibility is extremely remote, such as where the value of interests and any associated collateral declines to zero. Accordingly, this required disclosure is not an indication of expected losses. Personal Whole Loan Securitizations The Company securitizes certain prime and near-prime unsecured personal whole loans through asset-backed securitization transactions. The loans are facilitated through the Company’s lending marketplace with the Company and third-party whole loan investors contributing loans. In connection with the securitizations, the Company established VIEs to purchase the loans from the Company and third-party whole loan investors and simultaneously transferred the loans to a securitization trust with the transfer accounted for as a sale of financial assets. The assets are transferred into a trust such that the assets are legally isolated from the creditors of the Company are not available to satisfy its obligations. These assets can only be used to settle obligations of the securitization trust or other securitization vehicle. During the year ended December 31, 2017 , securitization trusts issued senior securities and subordinated residual certificates and Master Trust issued CLUB Certificates by the respective VIEs as consideration for the transferred loans. The VIEs sold 95% of the senior securities to third-party investors and then distributed the cash and the subordinated residual certificates to the Company and third-party whole loan investors. The Company subsequently sold a portion of its allocated subordinated residual certificates in prime unsecured personal whole loans to a third-party whole loan investor. To comply with regulatory credit risk retention rules, the Company retained at least 5% of each of the senior securities, subordinated residual certificates and CLUB Certificates. Additionally, the Company’s continued involvement includes loan servicing responsibilities for which it receives servicing fees over the life of the underlying loans. The senior securities, subordinated residual certificates and CLUB Certificates are accounted for as securities available for sale. See “Note 2. Summary of Significant Accounting Policies” and “Note 7. Fair Value of Assets and Liabilities” for additional information. The following table summarizes activity related to the unconsolidated personal whole loan securitizations and personal whole loan CLUB Certificates with the transfers accounted for as a sale on the Company’s consolidated financial statements for the year ended December 31, 2017 : Year Ended December 31, 2017 Personal Whole Loan Securitizations Personal Whole Loan CLUB Certificates Principal derecognized from loans securitized or sold $ 999,128 $ 37,779 Net gains (losses) recognized from loans securitized or sold $ 4,987 $ (177 ) Fair value of senior securities and subordinated certificates retained upon settlement (1) $ 53,154 $ 1,802 Cash proceeds from loans securitized or sold $ 812,851 $ 34,575 Cash proceeds from subordinated certificates sold $ 6,300 $ — Cash proceeds from servicing and other administrative fees on loans securitized or sold $ 2,641 $ 21 Cash proceeds for interest received on senior securities and subordinated certificates $ 300 $ 5 (1) For personal whole loan securitizations, the Company retained senior securities of $43.4 million and subordinated certificates of $9.7 million . There were no activities related to Company-sponsored securitizations or CLUB Certificate transactions during the years ended December 31, 2016 and 2015 . Off-Balance Sheet Loans Off-balance sheet loans primarily relate to securitized unsecured personal whole loans for which the Company has some form of continuing involvement, including as servicer. Delinquent loans contain loans 31 days or more past due, including non-accrual loans. For loans securitized, where servicing is the only form of continuing involvement, the Company would only experience a loss if it was required to repurchase a delinquent loan due to a breach in representations and warranties associated with our loan sale or servicing contracts. As of December 31, 2017 , the aggregate unpaid principal balance of the off-balance sheet loans pursuant to Company-sponsored securitization transactions and CLUB Certificate transactions was $900.4 million , of which $26.5 million was 31 days or more past due. As of December 31, 2016 , there were no off-balance sheet loans related to Company-sponsored securitization transactions. Retained Interests from Unconsolidated VIEs The Company and other investors in the subordinated residual certificates have rights to cash flows after the investors holding the senior securities issued by the securitization trusts have first received their contractual cash flows. The investors and the securitization trusts have no recourse to the Company’s assets, and holders of the securities issued by the securitization trusts can look only to the assets of the securitization trusts that issued their securities for payment. The beneficial interests held by the Company and MOA are subject principally to the credit and prepayment risk stemming from the underlying personal whole loans. The Company holds a portion of each issuance of CLUB Certificates. Accordingly, the Company has exposure to the loans underlying this pass through security. The fair value sensitivity of the senior securities, subordinated residual certificates and CLUB Certificates to adverse changes in key assumptions are as follows: December 31, 2017 Asset-Backed Securities Related to Company-Sponsored Securitizations and CLUB Certificate Transactions Senior Subordinated Residual Certificates CLUB Certificates Fair value of interests held $ 37,020 $ 8,236 $ 1,793 Expected weighted-average life (in years) 1.0 1.5 1.4 Discount rates 100 basis point increase $ (326 ) $ (105 ) $ (41 ) 200 basis point increase $ (644 ) $ (208 ) $ (76 ) Expected credit loss rates on underlying loans 10% adverse change $ (1 ) $ (1,060 ) $ (15 ) 20% adverse change $ (2 ) $ (2,118 ) $ (25 ) Expected prepayment rates 10% adverse change $ (1 ) $ (265 ) $ (21 ) 20% adverse change $ (3 ) $ (513 ) $ (42 ) There were no activities related to Company-sponsored securitizations or CLUB Certificate transactions during the year ended December 31, 2016 . Secured Borrowings In October 2017, LCAM initiated the full wind down of six funds by redeeming the Certificates issued by the funds and transferring the loan participations underlying the redeemed Certificates to third party investors. The Company transferred loan participations with a fair value of $280.9 million that were accounted for as an issuance of secured borrowings at a fair value of $282.5 million and the proceeds from issuance were used to redeem certificates; these loan participations are pledged as collateral. The loan participation for two of the funds transferred did not meet the definition of participating interests because the Company provided a credit support agreement under which the investor has a recourse to the Company for credit losses in excess of certain minimum loss coverage hurdle. The Company’s maximum exposure to loss under this credit support agreement was limited to $7.5 million as of December 31, 2017 . The transfer of the loan participations in these two funds was accounted for as secured borrowings and the underlying whole loans were not derecognized from the Company’s Consolidated Balance Sheets. The credit support agreement embedded in the secured borrowings is not required to be bifurcated and accounted for separately. The Company has elected the fair value option for the secured borrowings. As of December 31, 2017 , the fair value of the secured borrowings was $232.4 million secured by aggregate outstanding principal balance of $242.7 million included in “Loans held for investment by the Company at fair value” in the Consolidated Balance Sheets as of December 31, 2017 . Changes in the fair value of the secured borrowings are partially offset by the associated loan participations, and the net effect is changes in fair value of the credit support agreement through earnings. As of December 31, 2017 , the fair value of this credit support agreement was $2.8 million . The fair value of the credit support agreement is equal to the present value of the probability-weighted estimate of expected payments over a range of charge-off scenarios. See “Note 5. Loans Held For Investment, Loans Held For Sale, Notes, Certificates and Secured Borrowings and Loan Servicing Rights” for additional information. 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 Sheets 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, 2017 | |
Equity [Abstract] | |
Stockholders' Equity | Stockholders’ Equity Share Repurchases On February 9, 2016, the board of directors approved a share repurchase program under which LendingClub 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, or first quarter of 2017. Common Stock Reserved for Future Issuance As of December 31, 2017 and 2016 , the Company had shares of common stock reserved for future issuance as follows: December 31, 2017 2016 Options and unvested RSUs outstanding 47,538,097 62,082,821 Available for future stock option and RSU grants 49,277,465 28,449,336 Available for ESPP 8,695,999 5,408,441 Total reserved for future issuance 105,511,561 95,940,598 |
Employee Incentive and Retireme
Employee Incentive and Retirement Plans | 12 Months Ended |
Dec. 31, 2017 | |
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, 2017 2016 2015 Stock options $ 15,103 $ 23,203 $ 30,717 RSUs 54,116 41,737 9,185 ESPP 1,605 1,686 1,904 Stock issued related to acquisition 159 2,575 9,416 Total stock-based compensation expense $ 70,983 $ 69,201 $ 51,222 The following table presents the Company’s stock-based compensation expense recorded in the Consolidated Statements of Operations: Year Ended December 31, 2017 2016 2015 Sales and marketing $ 7,654 $ 7,546 $ 7,250 Origination and servicing 4,804 4,159 2,735 Engineering and product development 22,047 19,858 11,335 Other general and administrative 36,478 37,638 29,902 Total stock-based compensation expense $ 70,983 $ 69,201 $ 51,222 The Company capitalized $9.2 million , $9.8 million and $4.4 million of stock-based compensation expense associated with developing software for internal use during the years ended December 31, 2017 , 2016 , and 2015 , 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 for the years ended December 31, 2016 and 2015 , respectively. During the first quarter of 2017, the Company adopted ASU 2016-09 relating to accounting for excess tax benefits associated with stock-based compensation. As a result of the adoption of ASU 2016-09, the Company recorded previously unrecognized excess tax benefits relating to stock-based compensation through December 31, 2016 to retained earnings with an equal and offsetting adjustment due to the Company’s full valuation allowance against its deferred tax assets. See “Note 17. Income Taxes” for additional information. 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 were 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 were 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, were held in a Rabbi Trust established under the Cash Retention Plan and recorded as restricted cash on the Company’s Consolidated Balance Sheets. There was no remaining retention liability under the Cash Retention Plan, and therefore no associated funds held in the Rabbi Trust as of December 31, 2017 . The Company adopted ASU 2016-09 on January 1, 2017. See “Note 2. Summary of Significant Accounting Policies,” for additional information. 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, 2017 , 15,500,667 options to purchase common stock granted under the 2007 Plan remain outstanding. If cancelled, these options are eligible for transfer into the 2014 Plan, which would increase shares available for grant within the 2014 Plan. As of December 31, 2017 , the total number of shares reserved for future grants under the 2014 Plan was 49,277,465 shares, including shares transferred from the 2007 Plan. Stock Options The following table summarizes the activities for the Company’s stock options during 2017 : Number of Options Weighted-Average Exercise Price Per Share Weighted-Average Remaining Contractual Life (in years) Aggregate Intrinsic Value (1) Outstanding at December 31, 2016 30,669,177 $ 4.79 Granted — $ — Exercised (7,213,167 ) $ 2.01 Forfeited/Expired (3,046,670 ) $ 8.09 Outstanding at December 31, 2017 20,409,340 $ 5.28 6.0 $ 22,485 Vested and expected to vest at December 31, 2017 20,409,340 $ 5.28 6.0 $ 22,485 Exercisable at December 31, 2017 16,471,522 $ 4.76 5.7 $ 22,485 (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 $4.13 as reported on the New York Stock Exchange on December 29, 2017. 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 option 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 . The aggregate intrinsic value of options exercised was $27.0 million , $74.4 million and $103.5 million for the years ended December 31, 2017 , 2016 , and 2015 , respectively. The total fair value of stock options vested for the years ended December 31, 2017 , 2016 , and 2015 was $19.6 million , $32.9 million and $36.8 million , respectively. As of December 31, 2017 , the total unrecognized compensation cost related to outstanding stock options was $13.9 million , which is expected to be recognized over the next 1.8 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 Expected dividend yield — — Weighted-average assumed stock price volatility 51.6 % 49.4 % Weighted-average risk-free interest rate 1.34 % 1.61 % Weighted-average expected life (in years) 6.15 6.25 There were no stock options granted during the year ended December 31, 2017 . Restricted Stock Units The following table summarizes the activities for the Company’s RSUs during the year ended December 31, 2017 : Number of Units Weighted- Average Grant Date Fair Value Unvested at December 31, 2016 31,413,644 $ 6.61 Granted 12,955,901 $ 5.31 Vested (11,087,906 ) $ 6.18 Forfeited/expired (6,703,341 ) $ 7.07 Unvested at December 31, 2017 26,578,298 $ 6.03 Expected to vest after December 31, 2017 26,578,298 $ 6.03 As of December 31, 2017 , the Company granted 12,955,901 RSUs with an aggregate fair value of $68.8 million . As of December 31, 2017 , there was $150.4 million of unrecognized compensation cost related to unvested RSUs, which is expected to be recognized over the next 2.9 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 1,319,537 , 1,508,513 and 410,009 shares of common stock under the ESPP during the years ended December 31, 2017 , 2016 and 2015 , respectively. As of December 31, 2017 , 2016 and 2015 , a total of 8,695,999 , 5,408,441 and 2,589,991 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 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, 2017 2016 2015 Expected dividend yield — — — Weighted-average assumed stock price volatility 45.1 % 50.1 % 43.7 % Weighted-average risk-free interest rate 1.21 % 0.51 % 0.23 % Weighted-average expected life (in years) 0.50 0.50 0.46 For the years ended December 31, 2017 , 2016 , and 2015 , the dates of the assumptions were May 11, 2017 and November 11, 2017, May 11, 2016 and November 11, 2016 and June 11, 2015 and November 11, 2015, respectively. Stock Issued Related to Acquisition As part of the Springstone acquisition in 2014, 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 was 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, 2017 , 2016 , and 2015 was $4.4 million , $3.9 million and $2.1 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, 2017 or 2015 . The following table presents the severance expense recorded in the Company’s 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 Performance-based Restricted Stock Units During the first quarter of 2017, the Company’s chief executive officer received performance-based restricted stock units (PBRSUs). PBRSUs are equity awards that may be earned based on achieving pre-established performance metrics over a specific performance period. Depending on the probability of achieving the pre-established performance targets, the PBRSUs issued could range from 0% to 200% of the target amount. PBRSUs granted under the Company’s equity incentive plans generally have a one -year performance period with one-half of the grant vesting in one year following the completion of the performance period and the remaining one-half vesting in two years following the completion of the performance period. Over the performance period, the number of PBRSUs that may be earned and the related stock-based compensation expense that is recognized is adjusted upward or downward based upon the probability of achieving the pre-established performance targets against the performance metrics. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes Loss before income tax expense (benefit) less loss attributable to non-controlling interest was $(153.2) million , $(150.2) million and $(2.2) million for the years ended December 31, 2017 , 2016 and 2015 , respectively. Income tax expense (benefit) consisted of the following for the periods shown below: Year Ended December 31, 2017 2016 2015 Current: Federal $ 498 $ (515 ) $ — State 134 (267 ) 720 Total current tax expense (benefit) $ 632 $ (782 ) $ 720 Deferred: Federal $ — $ (2,589 ) $ 1,405 State — (857 ) 708 Total deferred tax (benefit) expense $ — $ (3,446 ) $ 2,113 Income tax expense (benefit) $ 632 $ (4,228 ) $ 2,833 Income tax expense for the year ended December 31, 2017 was primarily attributable to the tax effects of unrealized gains credited to other comprehensive income associated with the Company’s available for sale portfolio. 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. A reconciliation of the income taxes expected at the statutory federal income tax rate and Income tax expense (benefit) for the years ended December 31, 2017 , 2016 and 2015 , is as follows: Year Ended December 31, 2017 2016 2015 Tax at federal statutory rate $ (52,089 ) $ (51,072 ) $ (738 ) State tax, net of federal tax benefit 42 (1,028 ) 1,277 Stock-based compensation expense 3,171 3,509 549 Research and development tax credits (5,022 ) (688 ) (1,068 ) Change in valuation allowance (3,532 ) 42,714 2,686 Change in unrecognized tax benefit 2,922 2,817 (62 ) Tax rate change 53,048 — 44,026,000 — Other 2,092 (480 ) 189 Income tax expense (benefit) $ 632 $ (4,228 ) $ 2,833 The significant components of the Company’s deferred tax assets and liabilities as of December 31, 2017 and 2016 were: December 31, 2017 2016 Deferred tax assets: Net operating loss carryforwards $ 95,611 $ 47,451 Stock-based compensation 18,117 26,838 Reserves and accruals 56,111 18,409 Goodwill 5,666 9,855 Intangible assets 3,364 3,978 Tax credit carryforwards 7,499 2,483 Other 637 82 Total deferred tax assets 187,005 109,096 Valuation allowance (140,623 ) (75,308 ) Deferred tax assets – net of valuation allowance $ 46,382 $ 33,788 Deferred tax liabilities: Internally developed software $ (19,340 ) $ (21,436 ) Accrued receivables (13,838 ) — Servicing fees (8,630 ) (6,445 ) Depreciation and amortization (3,047 ) (5,907 ) Other (1,527 ) — Total deferred tax liabilities $ (46,382 ) $ (33,788 ) Deferred tax asset (liability) – net $ — $ — The table of deferred tax assets and liabilities does not include certain deferred tax assets as of December 31, 2016 , related to tax deductions for equity-based compensation greater than the compensation recognized for financial reporting excess tax benefits. During the first quarter of 2017, the Company adopted ASU 2016-09 relating to accounting for excess tax benefits associated with stock-based compensation. As a result of the adoption of ASU 2016-09, the Company increased its deferred tax assets by $56.7 million for previously unrecognized excess tax benefits relating to stock-based compensation, fully offset by a $56.7 million increase in the valuation allowance against its deferred tax assets. On December 22, 2017, the Tax Cuts and Jobs Act (Tax Reform) was signed into law. Some of the provisions of the Tax Reform affecting corporations include, but are not limited to, a reduction of the federal corporate income tax rate from 35% to 21%, certain limitations on interest expense deduction and executive compensation, and expensing of cost of acquired qualified property. The Company evaluated the impact of the new tax law on its financial condition and results of operations. The impact of the federal corporate income tax rate reduction to 21%, which is effective on January 1, 2018, resulted in the reduction in the Company’s deferred tax assets as of December 31, 2017 by $53.0 million , fully offset by a $53.0 million reduction in the valuation allowance against its deferred tax assets. The Company continues to recognize a full valuation allowance against net deferred tax assets. 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, 2017 and 2016 , the valuation allowance was $140.6 million and $75.3 million , respectively. As of December 31, 2017 , the Company had federal and state net operating loss (NOL) carryforwards of approximately $342.5 million and $323.8 million , respectively, to offset future taxable income. The federal and majority of state NOL carryforwards will expire beginning in 2026 and 2028 , respectively. Additionally, as of December 31, 2017 , the Company had federal and state research credit carryforwards of $6.2 million and $5.8 million , respectively. The federal research credit carryforwards will expire beginning in 2026 and the state research credits may be carried forward indefinitely . As of December 31, 2017 , the Company also had other state tax credit carryforwards of $2.3 million which 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, 2017 , 2016 and 2015 , is as follows: Year Ended December 31, 2017 2016 2015 Beginning balance $ 3,246 $ 429 $ 491 Gross increase (decrease) for tax positions related to prior years 2,330 677 (310 ) Gross increase for tax positions related to the current year 2,208 2,140 248 Ending balance $ 7,784 $ 3,246 $ 429 If the unrecognized tax benefit as of December 31, 2017 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, 2017 , 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, 2017 , the Company’s federal tax returns for 2013 and earlier, and the state tax returns for 2012 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, 2017 | |
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. In August 2017, this lease agreement was amended to add approximately 15,000 square feet of additional office space. The amended lease agreement expires in April 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, 2017 , 2016 and 2015 was $15.7 million , $14.2 million and $7.4 million , respectively. Sublease rental income for the year ended December 31, 2017 was $0.4 million . The Company had no sublease rental income for the years ended December 31, 2016 and 2015 . Minimum lease payments for the years ended December 31, 2017 , 2016 and 2015 were $15.1 million , $11.9 million and $6.0 million , respectively. As of December 31, 2017 , the Company pledged $0.8 million of cash and $5.5 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 and anticipated sublease income as of December 31, 2017 , were as follows: Year Ended December 31, Operating Leases Subleases Net 2018 $ 16,389 $ 310 $ 16,079 2019 16,626 39 16,587 2020 17,557 — 17,557 2021 17,844 — 17,844 2022 13,519 — 13,519 Thereafter 32,645 — 32,645 Total $ 114,580 $ 349 $ 114,231 Loan Purchase Obligation Under the Company’s loan account program with WebBank, which serves as the Company’s primary issuing bank, WebBank retains ownership of the loans it originates that are facilitated through the Company’s lending marketplace for two business days after origination. As part of this arrangement, the Company is committed to purchase the loans at par plus accrued interest, at the conclusion of the two business days. As of December 31, 2017 and 2016 , the Company was committed to purchase loans with an outstanding principal balance of $54.2 million and $32.2 million at par, respectively. Loan Repurchase Obligations The Company is generally required to repurchase loans, notes or certificates in events of verified identity theft. The Company may also repurchase certain loans, notes or certificates in connection with certain customer accommodations. In connection with certain whole loan and CLUB certificate sales, as well as to facilitate access to securitization markets, the Company has agreed to repurchase loans if representations and warranties made with respect to such loans are breached, and such breach has a material adverse effect on the loans. In the case of certain securitization transactions, the Company has also agreed to repurchase or substitute loans for which a borrower fails to make the first payment due under a loan. The Company believes such provisions 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 repurchases such loans, notes or certificates at par. As a result of the loan repurchase obligations described above, the Company repurchased $2.2 million and $46.7 million in loans, notes and certificates during 2017 and 2016 , respectively. Purchase Commitments As required by applicable regulations, the Company is required to purchase loans resulting from direct mail marketing efforts if such loans are not otherwise invested in by investors on the platform. The Company was not required to purchase any such loans during 2017 . Additionally, loans in the process of being facilitated through the Company’s platform and originated by the Company’s issuing bank partner at December 31, 2017 , were substantially funded in January 2018 . As of the date of this report, no loans remained without investor commitments and the Company was not required to purchase any of these loans. 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. As of December 31, 2017 , the Company had a $9.0 million deposit in a bank account to secure potential future purchases of these loans, if necessary. The funds are recorded as restricted cash on the Company’s Consolidated Balance Sheets. During the year ended December 31, 2017 , the Company was required to purchase $26.7 million of Pool B loans. Pool B loans are held on the Company’s Consolidated Balance Sheets and have an outstanding principal balance and fair value of $20.1 million and $18.2 million as of December 31, 2017 , respectively. The Company believes it will be required to purchase additional Pool B loans in 2018 as it seeks to arrange for other investors to invest in or purchase these loans. Credit Support Agreements In connection with a significant platform purchase agreement, the Company entered into a credit support agreement with a third-party whole loan investor that required 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. During 2017 , the Company paid the investor $13.0 million under this agreement, which terminated in October 2017. As of December 31, 2017 , the Company had no further liability under this agreement. 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. On April 14, 2017, the credit support agreement was terminated effective December 31, 2016. However, the Company remains subject to the credit support agreement for credit losses on loans underlying the Investment Fund’s certificates that were issued on or prior to December 31, 2016. The Company pledged and restricted cash in the amount of $2.2 million and $3.4 million as of December 31, 2017 and December 31, 2016 , respectively, to support this contingent obligation. The Company’s maximum exposure to loss under this credit support agreement was limited to $6.0 million as of December 31, 2017 , for which no liability has been accrued as of December 31, 2017 . Legal The Company is subject to various claims brought in a litigation or regulatory context. The Company is required to defend significant class action and derivative lawsuits filed in 2016; continues to address federal regulatory actions relating to and arising from the internal board review described more fully in “Management’s Discussion and Analysis of Financial Condition and Results of Operations – Board Review” contained in Part II, Item 7 of the Company’s Annual Report on Form 10-K for the year ended December 31, 2016 (the Board Review); federal and state regulatory examinations and actions relating to the Company’s business practices and licensing; and routine litigation matters arising in the ordinary course of business. The majority of these claims and proceedings relate to or arise from alleged state or federal law and regulatory violations, or are alleged commercial disputes and alleged consumer complaints. The Company accrues for costs related to contingencies when a loss from such claims is probable and the amount of loss can be reasonably estimated. In determining whether a loss from a claim is probable and if it is possible to estimate the loss, the Company reviews and evaluates its litigation and regulatory matters on at least a quarterly basis in light of potentially relevant factual and legal developments. If the Company determines an unfavorable outcome is not probable or the amount of loss cannot be reasonably estimated, the Company does not accrue for a potential litigation loss. In those situations, the Company discloses an estimate of the probable losses or a range of possible losses, if such estimates can be made. Except as otherwise specifically noted below, at this time, the Company does not believe that it is possible to estimate the reasonably possible losses or a range of reasonably possible losses related to the matters described below. Settlement of Class Action and Derivative Lawsuits Filed In 2016 State and Federal Securities Class Actions. During the year ended December 31, 2016, several 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. Following multiple demurrers, which were granted in part and denied in part, the Plaintiffs filed a Second Amended Consolidated Complaint, which became the operative pleading. In April 2017 the plaintiffs filed their motion for class certification, which the Company opposed. The motion was granted in part in a June 2017 Order. The Court set the trial date for October 2018. During the discovery, the Company vigorously defended 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 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 held a hearing on this motion in the first quarter of 2017 and ultimately granted in part and denied in part the motion. The plaintiffs thereafter amended their complaint consistent with the May 2017 Order and the parties began discovery. In September 2017 the plaintiffs filed their motion for class certification, which the Company opposed. The motion was granted in an October 2017 Order. In that Order, the Court also granted a motion by the plaintiffs in the Consolidated State Court Action to intervene in the federal action. All parties (including the intervening state court plaintiffs) were ordered to participate in a mediation on November 28, 2017. The Company participated in the mediation in good faith, but the parties did not reach a settlement, nor did the parties establish a range in which a settlement could be reached. Notwithstanding the fact that the parties did not reach a settlement in November 2017, the parties jointly requested a further mediation date, and on December 29, 2017, the Court ordered the parties to participate in a second mediation on January 29, 2018. As a result of that second mediation, the Company agreed to a preliminary settlement in which the Company would pay a total of $125.0 million in exchange for a dismissal of both the federal and state securities class actions with prejudice. Of that amount, $47.75 million will be paid from insurance. The settlement is subject to final approval by the Court. In the event the settlement is approved, these matters will be dismissed with prejudice and settlement proceeds will be distributed to members of the impacted class. In the event that this or any other settlement is not approved, the matter will continue to proceed to trial and the Company will continue to vigorously defend against the claims. The Company was self-insured for the deductible amount under its director and officers’ liability insurance policy for these matters. The Company exceeded the deductible in 2016 and was being reimbursed by insurance carriers for costs related to the litigations and investigations prior to the settlement. As a result of the costs and settlement, the available insurance policies are exhausted of their policy limits. 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. In addition, on August 18, 2017, another putative shareholder derivative action was filed in the Delaware Court of Chancery (Fink et. al. v. Laplanche, et. al., Case No. 2017-0600). Both of these actions are based on allegations similar to those in the securities class action litigation, as described above. In September 2017, the Steinberg plaintiffs and Fink plaintiffs each filed motions to consolidate the two derivative suits and for the designation of lead plaintiff(s) and lead counsel. In October 2017, the Steinberg and Fink plaintiffs reached an agreement regarding consolidation and submitted a proposed consolidation order to the court. The court entered that order consolidating the cases, selecting the Steinberg plaintiffs, and designating the Steinberg complaint as the operative complaint. The defendants moved to stay these matters in light of the other pending proceedings. On November 6, 2017, a new putative shareholder derivative action was filed in the Northern District of California (Sawyer v. Sanborn, et al. No. 3:17-cv-06447) , against certain of the Company’s current and former officers and directors and naming the Company as a nominal defendant. This action is based on allegations similar to those in the securities class action litigation, as described above. The defendants are working to stay this matter in light of the other pending proceedings. Regulatory Investigations Following the Board Review On May 9, 2016, following the announcement of the Board Review, the Company received a grand jury subpoena from the U.S. Department of Justice (DOJ). The Company also received formal requests for information from the SEC and Federal Trade Commission (FTC). The FTC Staff is investigating questions concerning certain of the Company’s policies and practices and related legal compliance. We have worked and continue to work to respond to the FTC’s information requests, and have cooperated closely with FTC Staff as they evaluate potential claims of deception or unfairness under the FTC Act and other consumer protection laws enforced by the FTC. While we are not able to predict with certainty the timing, outcome, or consequence of this investigation, we believe that we are in compliance with all applicable federal and state laws related to this matter. The Company continues cooperating with the DOJ, SEC, FTC, and other governmental or regulatory authorities or agencies. No assurance can be given as to the timing or outcome of these matters. However, to the extent that the Company continues to incur expenses to defend or respond to these investigations, insurance policy coverage limits have been met, as described above, so that the Company will not have insurance available to offset any costs. Regulatory Action By the State of Massachusetts The Company is currently in discussions with the Massachusetts Division of Banks (Massachusetts DOB) regarding the licensing of the activities of the Company and its subsidiary, Springstone Financial, within the State of Massachusetts. Among other matters, the Massachusetts DOB is examining whether: (i) Springstone Financial engaged in the business of arranging small loans for a fee from April 2014 through the present without a valid small loan company license; and (ii) whether the Company should have obtained a servicing license. The Company continues to cooperate with the Massachusetts DOB to resolve the matter. Regulatory Examinations and Actions Relating to the Company’s Business Practices and Licensing The Company has been subject to inquiries and enforcement actions brought by federal and state regulatory agencies relating to the Company’s business practices, the required licenses to operate its business and its manner of operating in accordance with the requirements of its licenses. In the past, the Company has successfully resolved inquiries in a manner that was not material to its results of financial operations in any period and that did not materially limit the Company’s ability to conduct its business. At the state level, the Company is currently in discussions with the Colorado Department of Law concerning the licensing of the Company’s servicing operations and the structure of it offerings in the State of Colorado. No assurance can be given as to the timing or outcome of any of these matters. In addition, the Company has also responded to inquiries from the California Department of Business Oversight and the New York Department of Financial Services regarding the operation of the Company’s business and the overall “FinTech” industry, but to date has had no indication that these inquiries will lead to any enforcement or other actions. Litigation Matters Arising in the Ordinary Course of Business In December 2017, a putative class action lawsuit was filed against the Company in the State of Nevada ( Moses v. Lending Club, 2:17-cv-03071-JAD-PAL) alleging violations of the Fair Credit Reporting Act. The complaint alleges that the Company improperly accessed the credit report of the plaintiff, who had formerly had a loan serviced by the Company. The complaint further alleges, on information and belief, that the Company improperly accessed credit reports of other similarly situated individuals. The lawsuit is in its early stages and the Company denies the allegations of the complaint and will vigorously defend against the allegations. At December 31, 2017, the Company had $129.9 million in accrued contingent liabilities and $52.1 million in insurance reimbursement receivable associated with the matters discussed above. 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. No assurance can be given as to the timing or outcome of any of these matters. |
Segment Reporting
Segment Reporting | 12 Months Ended |
Dec. 31, 2017 | |
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 executive management committee as chief operating decision maker (CODM). For purposes of allocating resources and evaluating financial performance, the Company’s CODM reviews financial information by loan product types of personal, education and patient finance, small business, and auto. These product types are individually reviewed as operating segments but are aggregated to represent one reportable segment because the education and patient finance, small business, and auto loan product types are immaterial both individually and in the aggregate. 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, 2017 | |
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 of directors when not conducted in the ordinary course of business subject to the standard terms of the Company’s lending marketplace or certificate investment program. Any material amendment or modification to an existing related party transaction is also subject to the review and approval of the Audit Committee. Related party transactions may include any transaction between entities under common control or with a related person that has occurred since the beginning of the Company’s latest fiscal year or is currently proposed. The Company has defined related persons as members of the board of directors, executive officers, principal owners of the Company’s outstanding stock and any immediate family members of each such related person, 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 LCAM. 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. In October 2017, LCAM initiated the full wind down of six funds by redeeming the certificates issued by the funds and transferring the loan participations underlying the redeemed certificates to third-party investors. The redemptions of the certificates of $386.1 million to certificate holders were transacted on terms and conditions that were not more favorable than those observed by similarly situated third-party investors. See “Note 5. Loans Held For Investment, Loans Held For Sale, Notes, Certificates and Secured Borrowings and Loan Servicing Rights” and “Note 14. Secured Borrowings” for additional information. On April 1, 2016, the Company closed its $10.0 million investment 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. As of December 31, 2017 , the Company and Mr. John Mack, one of the Company’s board members, had an ownership interest of approximately 25% and 1% , respectively, in the Investment Fund. At December 31, 2017 , the Company’s investment was $10.0 million , which is recognized in “Other assets” on the Company’s Consolidated Balance Sheets. During 2017 , this Investment Fund purchased $53.3 million of whole loans and interests in whole loans. During 2017 , the Company earned $734 thousand in investor fees from this family of funds, and paid interest of $7.4 million on interests in whole loans to the family of funds. The Company believes that the sales of whole loans and interests in whole loans, and the investor fees charged were on terms and conditions that were not more favorable than those obtained by other third-party investors. During 2016 , this Investment Fund purchased $256.7 million of whole loans and interests in whole loans. During 2016 , the Company earned $1.8 million in investor 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. |
Subsequent Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2017 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events The Company has evaluated the impact of events that have occurred subsequent to December 31, 2017 , 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 and related notes, including as disclosed below, the Company has determined none of these events were required to be recognized or disclosed. Entry into Warehouse Credit Facility II On January 23, 2018, LendingClub Warehouse II LLC (Warehouse II), a wholly-owned subsidiary of the Company, entered into a warehouse credit agreement (Warehouse Credit Agreement II) with certain lenders for an aggregate $200 million secured revolving credit facility (Warehouse Credit Facility II). In connection with Warehouse Credit Agreement II, Warehouse II entered into a security agreement with a large commercial bank as administrative agent and a national banking association as collateral trustee and paying agent. Proceeds under Warehouse Credit Facility II may only be used to purchase certain unsecured consumer loans and related rights and documents from the Company and to pay fees and expenses related to Warehouse Credit Facility II. |
Quarterly Results of Operations
Quarterly Results of Operations (Unaudited) | 12 Months Ended |
Dec. 31, 2017 | |
Quarterly Financial Information Disclosure [Abstract] | |
Quarterly Results of Operations (Unaudited) | Quarterly Results of Operations (Unaudited) The following table sets forth our unaudited Consolidated Statements of Operations data for each of the eight quarters ended December 31, 2017 . The unaudited quarterly statements 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 statements 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, 2017 September 30, 2017 June 30, 2017 March 31, 2017 Net revenue: Transaction fees $ 120,697 $ 121,905 $ 107,314 $ 98,692 Investor fees (1) 24,313 20,499 21,116 21,180 Gain (Loss) on sales of loans (1) 10,353 6,680 4,445 1,892 Other revenue (1) 1,366 1,375 1,949 1,746 Net interest income and fair value adjustments: Interest income 141,471 151,532 157,260 160,996 Interest expense (122,796 ) (139,681 ) (150,340 ) (158,607 ) Net fair value adjustments (1) (18,949 ) (8,280 ) (2,171 ) (1,417 ) Net interest income and fair value adjustments (1) (274 ) 3,571 4,749 972 Total net revenue 156,455 154,030 139,573 124,482 Operating expenses: Sales and marketing 60,130 59,570 55,582 54,583 Origination and servicing 23,847 21,321 21,274 20,449 Engineering and product development 37,926 32,860 35,718 35,760 Other general and administrative 48,689 46,925 52,495 43,574 Class action litigation settlement 77,250 — — — Total operating expenses 247,842 160,676 165,069 154,366 Loss before income tax expense (91,387 ) (6,646 ) (25,496 ) (29,884 ) Income tax expense (benefit) 711 13 (52 ) (40 ) Consolidated net loss (92,098 ) (6,659 ) (25,444 ) (29,844 ) Less: Income (Loss) attributable to noncontrolling interests (91 ) (129 ) 10 — LendingClub net loss $ (92,007 ) $ (6,530 ) $ (25,454 ) $ (29,844 ) Other data (2) : Loan originations (3) $ 2,438,267 $ 2,442,867 $ 2,147,335 $ 1,958,749 Weighted-average common shares - Basic 416,005,213 412,778,995 406,676,996 400,308,521 Weighted-average common shares - Diluted 416,005,213 412,778,995 406,676,996 400,308,521 Net loss per share attributable to LendingClub: Basic $ (0.22 ) $ (0.02 ) $ (0.06 ) $ (0.07 ) Diluted $ (0.22 ) $ (0.02 ) $ (0.06 ) $ (0.07 ) (1) Prior period amounts have been reclassified to conform to the current period presentation. See “Note 1. Basis of Presentation” for additional information. (2) See “Part II – Item 7 – Management’s Discussion and Analysis – Key Operating and Financial Metrics” for additional information regarding loan originations. (3) 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 revenue: Transaction fees $ 101,568 $ 100,813 $ 96,605 $ 124,508 Investor fees (1) 26,027 18,477 14,656 20,487 Gain (Loss) on sales of loans (1) 115 (11,519 ) (10,447 ) 4,699 Other revenue (1) 1,492 4,838 1,577 1,571 Net interest income and fair value adjustments: Interest income 167,230 171,868 179,685 177,879 Interest expense (164,645 ) (169,444 ) (177,596 ) (176,683 ) Net fair value adjustments (1) (1,265 ) (477 ) (1,040 ) (167 ) Net interest income and fair value adjustments (1) 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 expense (benefit) (224 ) (209 ) (3,946 ) 151 Consolidated net income (loss) (32,269 ) (36,486 ) (81,351 ) 4,137 Less: Income (Loss) attributable to noncontrolling interests — — — — LendingClub net income (loss) $ (32,269 ) $ (36,486 ) $ (81,351 ) $ 4,137 Other data (2) : Loan originations (3) $ 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 loss per share attributable to LendingClub: Basic $ (0.08 ) $ (0.09 ) $ (0.21 ) $ 0.01 Diluted $ (0.08 ) $ (0.09 ) $ (0.21 ) $ 0.01 (1) Prior period amounts have been reclassified to conform to the current period presentation. See “Note 1. Basis of Presentation” for additional information. (2) See “Part II – Item 7 – Management’s Discussion and Analysis – Key Operating and Financial Metrics” for additional information regarding loan originations. (3) Loan originations include loans facilitated through the platform plus outstanding purchase commitments at period end. |
Summary of Significant Accoun30
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2017 | |
Accounting Policies [Abstract] | |
Cash and Cash Equivalents | Cash and Cash Equivalents Cash and cash equivalents include the Company’s unrestricted interest-bearing deposit accounts with investment-grade financial institutions, institutional money market funds, certificates of deposit, and commercial paper. 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 bank deposit accounts and money market funds that are: (i) pledged to or held in escrow at correspondent banks as security for transactions processed on or related to LendingClub’s platform or activities by certain investors; (ii) pledged through a credit support agreement with a certificate holder; (iii) received from investors but not yet been applied to their accounts on the platform and transferred to segregated bank accounts that hold investors’ funds; or (iv) as of December 31, 2016, 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 16. Employee Incentive and Retirement Plans” for additional information on the Cash Retention Plan. 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 Sheets. |
Securities Available for Sale | Securities Available for Sale Debt securities that the Company might not hold until maturity and marketable equity securities are classified as available for sale securities. In Company-sponsored securitization transactions that meet the applicable criteria to be accounted for as a sale, the Company retains certain asset-backed securities including subordinated residual interests, which are classified as available for sale securities. 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 Equity in the Company’s Consolidated Balance Sheets 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 “Net fair value adjustments” in the Company’s Consolidated Statements of Operations. 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 yield. Impairment charges are recorded in “Net fair value adjustments” in the Company’s Consolidated Statements of Operations. 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. |
Loans Held for Investment, Loans Held for Sale, Notes, Certificates and Secured Borrowings at Fair Value | Loans Held for Investment and Loans Held for Sale The Company has elected the fair value option for loans held for investment and loans held for sale. Upfront fees and costs related to loans are recognized in earnings as incurred. Changes in the fair value of loans are recorded in “Net fair value adjustments” in the Consolidated Statements 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 120 days past due, or earlier in the event of notification of borrower bankruptcy. Notes and Certificates The Company has elected the fair value option for notes and certificates. Due to the payment dependent feature of the notes and certificates, changes in the fair value of the notes and certificates are offset by changes in the fair values of related loans, resulting in no net effect on our earnings. Changes in the fair value of notes and certificates are recorded in “Net fair value adjustments” in the Consolidated Statements of Operations in the period of the fair value changes. Secured Borrowings The Company has elected the fair value option for secured borrowings. Changes in the fair value of the secured borrowings are recorded in “Net fair value adjustments” in the Consolidated Statements of Operations in the period of the fair value changes. |
Servicing Assets and Liabilities | Servicing Assets and Liabilities The Company recognizes servicing assets and liabilities at fair value when it sells or securitizes loans with servicing rights retained or when the Company assumes or acquires a servicing obligation whereby the underlying loans are not included in the Company’s financial statements. The fair value of servicing assets or servicing liabilities recognized at the time of sale is a component of the gain or loss on loan sales, which is recorded in “Gain (Loss) on sales of loans” in the Company’s Consolidated Statements of Operations. The Company recognizes a servicing asset or servicing liability depending on whether the benefits of servicing are expected to more than adequately compensate the Company for performing the servicing. Servicing assets and liabilities are recorded in “Other assets” and “Accrued expenses and other liabilities,” respectively, on the Company’s 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 “Investor fees” in the Company’s Consolidated Statements of Operations in the period in which the changes occur. |
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 at fair value and presented as a reduction of transaction fees on the Company’s Consolidated Statements of Operations. |
Fair Value of Assets and Liabilities | Fair Value of Assets and Liabilities Fair value represents the price that would be received to sell the financial asset or paid to transfer the financial liability in an orderly transaction between market participants at the measurement date (an exit price). The Company uses fair value measurement to record securities available for sale, loans, notes, certificates, secured borrowings, servicing assets and liabilities, and loan trailing fee liability at fair value on a recurring basis. The fair value hierarchy includes a three-level classification, which is based on whether the inputs to the valuation methodology used for measurement are observable: 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 Company’s assumptions about what market participants would use to price the asset or liability. The inputs are developed based on the best information available in the circumstances, which might include the Company’s own data. Valuation techniques include discounted cash flow models and similar techniques. When developing fair value measurements, the Company maximizes the use of observable inputs and minimizes the use of unobservable inputs. However, for certain instruments the Company must utilize unobservable inputs in determining fair value due to the lack of observable inputs in the market, which requires greater judgment in measuring fair value. Loans held for investment, loans held for sale and related notes, certificates and secured borrowings, 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 investors 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. 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 third-party pricing services to measure the fair value of securities available for sale. The Company’s third-party pricing services provide 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. When quoted prices and prices provided by third-party pricing services are not available, the Company measures fair value for securities available for sale using a discounted cash flow valuation methodology. |
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, payables to investors, and payables to securitization note holders. These assets and liabilities are recorded at historical cost. Given the 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, certificates and secured borrowings is also reduced when the corresponding loan is placed on non-accrual status, due to the payment dependent structure of the notes, certificates and secured borrowings. |
Property, Equipment and Software, Net | Property, Equipment and Software, net Property, equipment and software consists of furniture and fixtures, construction in process, leasehold improvements, computer equipment, and internally developed and purchased software, which are recorded at cost, less accumulated depreciation and amortization. Furniture and fixtures, computer equipment, and purchased software 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. |
Goodwill and Intangible Assets | Goodwill and Intangible Assets Goodwill represents the fair value of an acquired business 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 events or circumstances indicate that it is more likely than not that the estimated fair value of a reporting unit is below its carrying value. The Company’s annual impairment testing date is April 1. Impairment exists whenever the carrying value of goodwill exceeds its estimated fair value. Adverse changes in impairment indicators such as loss of key personnel, lower than forecast financial performance, increased competition, increased regulatory oversight, or unplanned changes in operations could result in impairment. The Company can elect to qualitatively assess goodwill for impairment if it is more likely than not that the estimated 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. The Company estimates the fair value of a reporting unit using both an income approach and a market approach. The Company relies on the income approach (discounted cash flow method) as the primary method for determining estimated fair value. Market-based methods are used as benchmarks to corroborate the estimated fair value determined by the discounted cash flow method. Both the income approach and the market approach rely on long-term growth rates, and revenue and earnings projections. When applying the income approach, the Company uses a discounted cash flow model, which requires the estimation of cash flows and an appropriate discount rate. The Company projects cash flows expected to be generated by a reporting unit inclusive of an estimated terminal value. The discount rate assumption contemplates a weighted-average cost of capital based on both market observable and company-specific factors. The discount rate is risk-adjusted to include any premiums related to equity price volatility, size, and projected capital structure of publicly traded companies in similar lines of business. The Company relies on several assumptions when estimating the fair value of a reporting unit using the discounted cash flow method. These assumptions include the current discount rate discussed above, as well as transaction fee revenue based on projected loan origination growth and revenue growth, projected operating expenses and contribution margin, capital expenditures and income taxes. The Company believes these assumptions to be representative of assumptions that a market participant would use in valuing a reporting unit, but these assumptions are inherently uncertain. If the assumptions regarding business operating plans, projected loan origination growth and transaction fee rates, operating expenses, or competition in the industry are not achieved, the Company may be required to record goodwill impairment charges in future periods. There can be no assurances that estimates and assumptions made for purposes of goodwill impairment testing will prove accurate predictions of the future. The market approach estimates the fair value of a reporting unit based on certain market value multiples of publicly traded companies in similar lines of business, such as total enterprise value to revenue, or to EBITDA. Under the market approach, the Company also considers fair value implied from any relevant and comparable market transactions. 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. |
Loss Contingencies | Loss Contingencies Loss contingencies, including claims and legal actions arising in the ordinary course of business, are recorded as liabilities in “Accrued expenses and other liabilities” in the Company’s Consolidated Balance Sheets. Associated legal expense is recorded in “Other general and administrative” expense or in “Class action litigation settlement” expense for the losses associated with the securities class action lawsuits, as described in “ Note 18. Commitments and Contingencies,” in the Company’s Consolidated Statements of Operations. Such liabilities and associated expenses are recorded when the likelihood of loss is probable and an amount or range of loss can be reasonably estimated. Such estimates are based on the best information available at the time. As additional information becomes available, we reassess the potential liability and record an adjustment to our estimate in the period in which the adjustment is probable and an amount or range can be reasonably estimated. Due to the inherent uncertainties of loss contingencies, our estimates may be different than the actual outcomes. |
Insurance Recoveries | Insurance Recoveries Insurance recoveries of all or a portion of incurred losses are recognized when realization of the claim for recovery is probable. Any insurance recoveries in excess of losses incurred are accounted for as a gain contingency. Insurance recoveries are recorded in “Other assets” in the Company’s Consolidated Balance Sheets. Insurance recoveries associated with the reimbursement of legal expenses arising from loss contingencies and legal fees are recorded as a contra-expense in “Other general and administrative” expense or, if such recoveries are associated with the securities class action lawsuits, as a contra-expense in “Class action litigation settlement” expense, in the Company’s Consolidated Statements of Operations. |
Debt | Debt For debt instruments carried at amortized cost, the Company defers specific incremental costs directly related to issuing debt or entering into revolving debt arrangements. Debt issuance costs associated with debt liabilities are presented as a direct deduction of the carrying amount of debt liability and subsequently amortized to interest expense over the contractual life of the debt. Debt issuance costs associated with revolving debt arrangements are presented as an asset and subsequently amortized over the term of the revolving debt arrangement. |
Revenue Recognition | Revenue Recognition Transaction Fees : The Company recognizes transaction fees paid by issuing banks and education and patient service providers at the time the loan is issued by the issuing bank and the proceeds are delivered to the borrower. The Company records transaction fee revenue net of program fees paid to WebBank. See “Loan Trailing Fee Liability” above for further discussion. At the time of loan issuance by the issuing bank and delivery of proceeds to the borrower, the Company recognizes estimated refunds for potential assumption of the issuing bank’s obligation under Utah law to refund the pro-rated amount of the transaction fee in excess of 5% in the event the borrower prepays the loan in full before maturity. Additionally, for patient solutions products, the Company may provide refunds to borrowers when the borrower cancels the loan under certain conditions. The Company records transaction fee revenue net of estimated refunds. Investor Fees : Note investors, certain certificate holders and whole loan purchasers typically pay LendingClub 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’ platform account. The Company records servicing fees when received as a component of “Investor fees” in the Consolidated Statements of Operations. Servicing fees can be, and have been, modified or waived at management’s discretion. Investor fees also include the change in fair value of loan servicing assets and liabilities. Qualified investors can invest in investment funds managed by LCAM. LCAM 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. LCAM also earns management fees on separately managed accounts (SMAs), payable monthly in arrears, based on the month-end balances in the SMAs. Management fees are recorded as earned as a component of “Investor fees” in the Consolidated Statements of Operations. Management fees can be, and have been, modified or waived at the discretion of LCAM. Gain (Loss) on Sales of Loans: In connection with whole loan sales, in addition to investor fees earned with respect to the corresponding loan, the Company recognizes a gain or loss on the sale of that loan based on the degree to which the contractual loan servicing fee is above or below an estimated market rate loan servicing fee. Gain (Loss) on sales of loans is presented net of credit support agreement expense on the Company’s Consolidated Statements of Operations. Other Revenue : Other revenue primarily consists of referral revenue that relates to fees earned from third-party companies when customers referred by us complete specified actions with such third-party companies, and commission for facilitating the transfer of whole loans and related certificate redemption between third-party investors. |
Legal Fees | Legal Fees Legal fees, including legal fees associated with loss contingencies, are recognized as incurred and included in “Other general and administrative” expense in the Company’s Consolidated Statements of Operations. |
Stock-based Compensation | Stock-based Compensation Stock-based compensation includes expense associated with restricted stock units (RSUs), stock options, and the Company’s employee stock purchase plan (ESPP), as well as expense associated with stock issued related to its acquisition of Springstone. Stock-based compensation expense is based on the grant date fair value of the award. The fair value of restricted stock units is based on the closing price of the Company’s common stock on the date of grant. To determine the fair value of stock options and ESPP purchase rights, the Company uses the Black-Scholes option-pricing model, with inputs for the fair value of its 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. For awards issued prior to 2017, as the Company did not have a significant trading history for its common stock, the expected stock price volatility for its stock options and ESPP was estimated by reference to the average historical stock price volatility for its industry peers. In 2017, the Company began using the expected volatility of ESPP purchase rights and stock options based upon the weighted-average of the historical volatility of the Company’s common stock. The expected term for stock options 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 the Company’s limited operating history, the simplified method is applied to calculate the expected term. The Company uses 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. The Company has never declared or paid any cash or other dividends and does not anticipate paying cash or other dividends in the foreseeable future, and consequently uses an expected dividend yield of 0.0% in its option-pricing model. Beginning in 2017, the Company elected to recognize forfeitures as they occur for equity awards with only a service condition, rather than estimated expected forfeitures. The Company recorded a $1.4 million reclassification to 2017 beginning accumulated deficit to remove the estimate of forfeitures as of January 1, 2017. The Company uses a Monte Carlo simulation to fair value the total shareholder return (TSR) vesting portion of the restricted stock unit awards with performance, market, and service conditions. This valuation methodology utilizes the 20 -day volume weighted-average stock price and the closing price of the common stock of the Company and its peer group on the grant date, as well as several key assumptions, including the expected volatilities of the Company and peer group’s stock price, risk-free rate of return, and estimated total shareholder return. Due to the complexity of the valuation technique, the Company has engaged a third-party valuation firm to perform the Monte Carlo simulation. 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. On December 22, 2017, the Tax Cuts and Jobs Act (Tax Reform) was signed into law which reduced the federal corporate income tax rate from 35% to 21%, effective on January 1, 2018. 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 decreases the deferred tax asset valuation allowance, which reduces the provision for income taxes. 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 “Income tax expense (benefit)” 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. 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. |
Consolidation of Variable Interest Entities | Consolidation of Variable Interest Entities A variable interest entity (VIE) is a legal entity that has either a total equity investment that is insufficient to finance its activities without additional subordinated financial support or whose equity investors lack the ability to control the entity’s activities or lack the ability to receive expected benefits or absorb obligations in a manner that’s consistent with their investment in the entity. The most common type of VIE is a special purpose entity (SPE). SPEs are commonly used in securitization transactions in order to isolate certain assets and distribute the cash flows from those assets to investors. In connection with its securitization activities, the Company has various forms of ongoing involvement with SPEs, which may include (i) holding senior or subordinated interests in SPEs; (ii) acting as servicer for SPEs; and (iii) providing administrative services to SPEs. SPEs are generally structured to insulate investors from claims on the SPE’s assets by creditors of other entities, including the creditors of the seller of the assets. A VIE is consolidated by its primary beneficiary, the party that has both the power to direct the activities that most significantly impact the VIE’s economic performance, and the obligation to absorb losses or the right to receive benefits of the VIE that could potentially be significant to the VIE. The Company consolidates VIEs when it is deemed to be the primary beneficiary. 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. Noncontrolling Interests Noncontrolling interests represent the noncontrolling holders’ share of income or losses, and share of total equity, from a consolidated subsidiary or consolidated VIE in which the Company holds less than 100% ownership. |
Transfers of Financial Assets | Transfers of Financial Assets The Company accounts for transfers of financial assets as sales when it has surrendered control over the transferred assets. Control is generally considered to have been surrendered when the transferred assets have been legally isolated from the Company, the transferee has the right to pledge or exchange the assets without any significant constraints, and the Company has not entered into a repurchase agreement, does not hold significant call options and has not written significant put options on the transferred assets. In assessing whether control has been surrendered, the Company considers whether the transferee would be a consolidated affiliate and the impact of all arrangements or agreements made contemporaneously with, or in contemplation of the transfer, even if they were not entered into at the time of transfer. The Company recognizes gain or loss on sale of financial assets by comparing the net sales proceeds (including fair value of any servicing asset or liability and recourse obligation recognized) to the carrying amount of the assets sold. Transfers of financial assets that do not qualify for sale accounting are reported as secured borrowings. Accordingly, the related assets remain on the Company’s Consolidated Balance Sheets and continue to be reported and accounted for as if the transfer had not occurred. Cash proceeds from these transfers are reported as liabilities, with related interest expense recognized over the life of the related assets. |
New Accounting Standards | Adoption of New Accounting Standards The Company adopted the following accounting standards during the year ended December 31, 2017 : Accounting Standards Update (ASU) 2016-09 Compensation – Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting (ASU 2016-09) , simplifies the accounting for employee share-based payment transactions, including the associated accounting for income taxes, forfeitures, and classification in the statement of cash flows. The Company adopted ASU 2016-09 effective January 1, 2017, under the modified retrospective method with the cumulative effect of adoption recorded as a reclassification to 2017 beginning accumulated deficit. The Company also elected to present the change in classification in its Consolidated Statements of Cash Flows related to excess tax benefits prospectively and, therefore, prior period amounts have not been adjusted. Under ASU 2016-09, the Company now recognizes the excess income tax benefits or deficiencies from stock-based compensation in “Income tax expense (benefit)” in the Company’s Consolidated Statements of Operations, and as an operating activity in the Company’s Consolidated Statements of Cash Flows. Additionally, excess tax benefits and tax deficiencies are now excluded from the calculation of assumed proceeds under the treasury stock method when computing fully diluted earnings per share. Upon the adoption of this standard, the Company recognized a $56.7 million deferred tax asset with a full valuation allowance (net zero impact upon adoption) in the Consolidated Balance Sheets for the excess income tax benefits from stock-based compensation as of January 1, 2017. The Company also elected to recognize forfeitures as they occur for equity awards with only a service condition, rather than estimate expected forfeitures, as permitted by ASU 2016-09. The Company recorded a $1.4 million reclassification to 2017 beginning accumulated deficit to remove the estimate of forfeitures as of January 1, 2017. ASU 2017-04, Intangibles – Goodwill and Other (Topic 350) – Simplifying the Test for Goodwill Impairment , simplifies the accounting for goodwill impairments by eliminating Step 2 of the goodwill impairment test. Under ASU 2017-04, a goodwill impairment loss is now measured as the amount by which the carrying amount of a reporting unit exceeds its fair value. The Company elected to early adopt ASU 2017-04 effective January 1, 2017. The adoption did not have an effect on the Company’s consolidated financial statements for the year ended December 31, 2017 . New Accounting Standards Not Yet Adopted In May 2017, the Financial Accounting Standards Board (FASB) issued ASU 2017-09, Compensation – Stock Compensation (Topic 718): Scope of Modification Accounting , (ASU 2017-09), which clarifies when to account for a change to the terms or conditions of a share-based payment award as a modification. Under ASU 2017-09, modification accounting is required only if the fair value, the vesting conditions, or the classification of the award (as equity or liability) changes as a result of the change in terms or conditions. The guidance is effective prospectively for all companies for annual periods beginning on or after December 15, 2017. The Company will adopt this standard in the first quarter of 2018. The impact of this adoption will prospectively impact any modifications that occur after adoption of this ASU. In November 2016, the FASB issued ASU 2016-18, Statement of Cash Flows (Topic 230): Restricted Cash, to address the diversity in the classification and presentation of changes in restricted cash in the statement of cash flows, by requiring entities to combine the changes in cash and cash equivalents and restricted cash in one line. As a result, entities will no longer present transfers between cash and cash equivalents and restricted cash in the statement of cash flows. Additionally, if more than one line item is recorded on the balance sheet for cash and cash equivalents and restricted cash, a reconciliation between the statement of cash flows and balance sheet is required. The guidance is effective for interim and annual periods beginning on or after December 15, 2017 using a retrospective transition method. Early adoption is permitted. The Company will adopt this standard in the first quarter of 2018. The Company is evaluating the impact this ASU will have on its statement of cash flows. In August 2016, the FASB issued ASU 2016-15, Statement of Cash Flows – Classification of Certain Cash Receipts and Cash Payments, to address diversity in practice in how certain cash receipts and payments are presented and classified in the statements of cash flows. The guidance also clarifies how the predominance principle should be applied when cash receipts and cash payments have aspects of more than one class of cash flows. The guidance is effective for interim and annual periods beginning on or after December 15, 2017 using a retrospective transition method, with early adoption permitted. The Company will adopt this standard in the first quarter of 2018. The Company is evaluating the impact of this ASU will have on its statement of cash flows. 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. For available for sale debt securities, the guidance will require recognition of expected credit losses by recognizing an allowance for credit losses when the fair value of the security is below amortized cost and the recognition of this allowance is limited to the difference between the security’s amortized cost basis and fair value. The Company is evaluating the impact this ASU will have on its financial position, results of operations, or cash flows. In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842), which requires lessees 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. Lessor accounting activities are largely unchanged from existing lease accounting. The new standard is effective January 1, 2019 and requires modified retrospective transition approach, with early adoption permitted. The Company expects to adopt the new standard in the first quarter of 2019. The Company is evaluating the impact of this guidance on its financial position, results of operations, cash flows and related disclosures. 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 is 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. The guidance also requires an entity to present separately in other comprehensive income the portion of the total change in fair value of a liability resulting from a change in the instrument-specific credit risk when the entity has elected to measure the liability under the fair value option. The Company is evaluating the impact of this guidance on its financial position, results of operations, cash flows and related disclosures. In May 2014, the FASB issued ASU 2014-09 Revenue from Contracts with Customers (Topic 606), which is 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), May (ASU 2016-12), and December (ASU 2016-20) 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 will adopt the revenue recognition guidance beginning January 1, 2018 using the modified retrospective method of adoption. The Company has performed an assessment of our revenue contracts and concluded that there will be no change to (1) the timing and pattern of revenue recognition for its current revenue streams in scope of Topic 606, which includes transaction fees, management fees, and referral fees, (2) the presentation of revenue as gross versus net, or (3) the amount of capitalized contract costs upon adoption of Topic 606. Because there will be no change to the timing and pattern of revenue recognition, we believe there will be no material changes to the Company’s processes and internal controls. As part of our implementation process to date, we are evaluating new qualitative and quantitative disclosures, including disaggregation of revenues and descriptions of performance obligations. The Company will make such disclosures in the first quarter of 2018. |
Net Loss Per Share (Tables)
Net Loss Per Share (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
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, 2017 2016 2015 LendingClub net loss $ (153,835 ) $ (145,969 ) $ (4,995 ) Weighted-average common shares – Basic 408,995,947 387,762,072 374,872,118 Weighted-average common shares – Diluted 408,995,947 387,762,072 374,872,118 Net loss per share attributable to LendingClub: Basic $ (0.38 ) $ (0.38 ) $ (0.01 ) Diluted $ (0.38 ) $ (0.38 ) $ (0.01 ) |
Securities Available for Sale (
Securities Available for Sale (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
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, 2017 and 2016 , were as follows: December 31, 2017 Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Fair Value Asset-backed senior securities related to Company-sponsored securitizations (1) 36,953 73 (6 ) 37,020 Certificates of deposit 24,758 — — 24,758 Corporate debt securities 16,268 1 (11 ) 16,258 Asset-backed securities 14,843 1 (1 ) 14,843 Commercial paper 14,665 — — 14,665 Asset-backed subordinated residual certificates related to Company-sponsored securitizations and CLUB Certificate transactions (1) 10,058 11 (40 ) 10,029 Total securities available for sale $ 117,545 $ 86 $ (58 ) $ 117,573 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 |
Available-for-sale Securities, Continuous Unrealized Loss Position, Fair Value | A summary of securities available for sale with unrealized losses as of December 31, 2017 and 2016 , aggregated by period of continuous unrealized loss, is as follows: Less than 12 months 12 months or longer Total December 31, 2017 Fair Value Unrealized Losses Fair Value Unrealized Losses Fair Value Unrealized Losses Asset-backed securities related to Company-sponsored securitizations and CLUB Certificate transactions $ 26,534 $ (46 ) $ — $ — $ 26,534 $ (46 ) Corporate debt securities 14,368 (11 ) — — 14,368 (11 ) Asset-backed securities 4,401 (1 ) — — 4,401 (1 ) Total securities with unrealized losses (1) $ 45,303 $ (58 ) $ — $ — $ 45,303 $ (58 ) Less than 12 months Total December 31, 2016 Fair Unrealized Fair Unrealized Fair Unrealized 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 ) (1) The number of investment positions with unrealized losses at December 31, 2017 and 2016 totaled 24 and 72 , respectively. |
Investments Classified by Contractual Maturity Date | The contractual maturities of securities available for sale at December 31, 2017 , were as follows: Within 1 year After 1 year through 5 years After 5 years through 10 years After 10 years Total Asset-backed securities related to Company-sponsored securitizations and CLUB Certificate transactions $ — $ — $ 45,256 $ 1,793 $ 47,049 Certificates of deposit 24,758 — — — 24,758 Corporate debt securities 16,258 — — — 16,258 Asset-backed securities 14,843 — — — 14,843 Commercial paper 14,665 — — — 14,665 Total fair value $ 70,524 $ — $ 45,256 $ 1,793 $ 117,573 Total amortized cost $ 70,534 $ — $ 45,215 $ 1,796 $ 117,545 |
Schedule of Proceeds from Sales and Realized Gain (Loss) on Available-for-sale Securities | roceeds and gross realized gains and losses from sales of securities available for sale were as follows: Year Ended December 31, 2017 2016 2015 Proceeds $ 125,522 $ 2,494 $ 120,420 Gross realized gains $ 196 $ 2 $ 133 Gross realized losses $ (26 ) $ — $ 4 |
Loans, Loans Held For Sale, N33
Loans, Loans Held For Sale, Notes, Certificates and Secured Borrowings and Loan Servicing Rights (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Fair Value Disclosures [Abstract] | |
Loans and Notes and Certificates | At December 31, 2017 and 2016 , loans held for investment, notes, certificates and secured borrowings measured at fair value on a recurring basis were as follows: Loans Held For Investment Notes, Certificates and Secured Borrowings December 31, 2017 2016 2017 2016 Aggregate principal balance outstanding $ 3,141,391 $ 4,547,138 $ 3,161,080 $ 4,572,912 Net fair value adjustments (209,066 ) (252,017 ) (206,312 ) (252,017 ) Fair value $ 2,932,325 $ 4,295,121 $ 2,954,768 $ 4,320,895 |
Loans Invested in by Company | At December 31, 2017 and 2016 , loans invested in by the Company for which there were no associated notes, certificates or secured borrowings were as follows: Loans Invested in by the Company Loans Held For Investment Loans Held For Sale Total December 31, December 31, December 31, December 31, December 31, December 31, Aggregate principal balance outstanding $ 371,379 18,515 $ 242,273 $ 9,345 $ 613,652 $ 27,860 Net fair value adjustments (10,149 ) (1,652 ) (6,448 ) (297 ) (16,597 ) (1,949 ) Fair value $ 361,230 16,863 $ 235,825 $ 9,048 $ 597,055 $ 25,911 |
Past Due Financing Receivables | Loans that were 90 days or more past due (including non-accrual loans) were as follows: December 31, 2017 December 31, 2016 > 90 days past due Non-accrual loans > 90 days past due Non-accrual loans Loans held for investment and loans held for sale: Outstanding principal balance $ 36,588 $ 3,289 $ 45,207 $ 4,965 Net fair value adjustments (30,071 ) (2,675 ) (39,734 ) (4,312 ) Fair value $ 6,517 $ 614 $ 5,473 $ 653 Number of loans (not in thousands) 3,779 591 3,887 465 Loans invested in by the Company: Outstanding principal balance $ 1,015 $ 122 $ 511 $ 90 Net fair value adjustments (861 ) (107 ) (449 ) (80 ) Fair value $ 154 $ 15 $ 62 $ 10 Number of loans (not in thousands) 257 34 154 18 |
Securitizations and Variable 34
Securitizations and Variable Interest Entities (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Variable Interest Entity [Line Items] | |
Summary of Select Information Related to VIEs | The following tables provide the classifications of assets and liabilities on the Company’s Consolidated Balance Sheets for its transactions with VIEs at December 31, 2017 and 2016 : December 31, 2017 Consolidated VIEs Unconsolidated VIEs Total Assets Restricted cash $ 34,370 $ — $ 34,370 Securities available for sale — 47,049 47,049 Loans held for investment at fair value 1,202,260 — 1,202,260 Loans held for investment by the Company at fair value 350,699 — 350,699 Loans held for sale by Company at fair value 60,812 — 60,812 Accrued interest receivable 15,602 407 16,009 Other assets 6,324 15,779 22,103 Total assets $ 1,670,067 $ 63,235 $ 1,733,302 Liabilities Accrued interest payable $ 14,789 $ — $ 14,789 Accrued expenses and other liabilities 52 300 352 Notes, certificates and secured borrowings at fair value 1,210,349 — 1,210,349 Payable to securitization note and residual certificate holders 312,123 — 312,123 Warehouse notes payable 32,100 — 32,100 Total liabilities 1,569,413 300 1,569,713 Total net assets $ 100,654 $ 62,935 $ 163,589 December 31, 2016 Consolidated VIEs Unconsolidated VIEs Total Assets Loans held for investment at fair value $ 2,600,422 $ — $ 2,600,422 Accrued interest receivable 24,037 — 24,037 Other assets — 10,122 10,122 Total assets $ 2,624,459 $ 10,122 $ 2,634,581 Liabilities Accrued interest payable $ 26,839 $ — $ 26,839 Notes, certificates and secured borrowings at fair value 2,616,023 — 2,616,023 Total liabilities 2,642,862 — 2,642,862 Total net assets $ (18,403 ) $ 10,122 $ (8,281 ) |
Summary of Activity Related to Personal Whole Loan Securitizations | The following table summarizes activity related to the unconsolidated personal whole loan securitizations and personal whole loan CLUB Certificates with the transfers accounted for as a sale on the Company’s consolidated financial statements for the year ended December 31, 2017 : Year Ended December 31, 2017 Personal Whole Loan Securitizations Personal Whole Loan CLUB Certificates Principal derecognized from loans securitized or sold $ 999,128 $ 37,779 Net gains (losses) recognized from loans securitized or sold $ 4,987 $ (177 ) Fair value of senior securities and subordinated certificates retained upon settlement (1) $ 53,154 $ 1,802 Cash proceeds from loans securitized or sold $ 812,851 $ 34,575 Cash proceeds from subordinated certificates sold $ 6,300 $ — Cash proceeds from servicing and other administrative fees on loans securitized or sold $ 2,641 $ 21 Cash proceeds for interest received on senior securities and subordinated certificates $ 300 $ 5 |
Sensitivity Analysis of Fair Value, Securities and Certificates | The fair value sensitivity of the senior securities, subordinated residual certificates and CLUB Certificates to adverse changes in key assumptions are as follows: December 31, 2017 Asset-Backed Securities Related to Company-Sponsored Securitizations and CLUB Certificate Transactions Senior Subordinated Residual Certificates CLUB Certificates Fair value of interests held $ 37,020 $ 8,236 $ 1,793 Expected weighted-average life (in years) 1.0 1.5 1.4 Discount rates 100 basis point increase $ (326 ) $ (105 ) $ (41 ) 200 basis point increase $ (644 ) $ (208 ) $ (76 ) Expected credit loss rates on underlying loans 10% adverse change $ (1 ) $ (1,060 ) $ (15 ) 20% adverse change $ (2 ) $ (2,118 ) $ (25 ) Expected prepayment rates 10% adverse change $ (1 ) $ (265 ) $ (21 ) 20% adverse change $ (3 ) $ (513 ) $ (42 ) |
Unconsolidated VIEs | |
Variable Interest Entity [Line Items] | |
Summary of Select Information Related to VIEs | The following tables summarize unconsolidated VIEs with which the Company has significant continuing involvement, but is not the primary beneficiary at December 31, 2017 and 2016 : December 31, 2017 Carrying Value Total VIE Assets Securities Available for Sale Accrued Interest Receivable Other Assets Accrued Expenses and Other Liabilities Net Assets Securitizations $ 863,589 $ 45,256 $ 391 $ 5,446 $ (300 ) $ 50,793 CLUB Certificates 36,833 1,793 16 315 — 2,124 Investment Fund 40,494 — — 10,018 — 10,018 Total unconsolidated VIEs $ 940,916 $ 47,049 $ 407 $ 15,779 $ (300 ) $ 62,935 December 31, 2017 Maximum Exposure to Loss Securities Available for Sale Accrued Interest Receivable Other Assets Accrued Expenses and Other Liabilities Total Exposure Securitizations $ 45,256 $ 391 $ 5,446 $ 300 $ 51,393 CLUB Certificates 1,793 16 315 — 2,124 Investment Fund — — 10,018 — 10,018 Total unconsolidated VIEs $ 47,049 $ 407 $ 15,779 $ 300 $ 63,535 December 31, 2016 Carrying Value Maximum Exposure to Loss Total VIE Assets Other Assets Net Assets Other Assets Total Exposure Investment Fund $ 50,523 $ 10,122 $ 10,122 $ 10,122 $ 10,122 Total unconsolidated VIEs $ 50,523 $ 10,122 $ 10,122 $ 10,122 $ 10,122 |
Consolidated VIEs | |
Variable Interest Entity [Line Items] | |
Summary of Select Information Related to VIEs | The following table presents a summary of financial assets and liabilities from the Company’s involvement with consolidated VIEs at December 31, 2017 and 2016 : December 31, 2017 Assets Liabilities Net Assets Trust Certificates $ 1,226,957 $ (1,224,473 ) $ 2,484 Securitizations 375,607 (312,832 ) 62,775 Warehouse Credit Facility 67,503 (32,108 ) 35,395 Total consolidated VIEs $ 1,670,067 $ (1,569,413 ) $ 100,654 December 31, 2016 Assets Liabilities Net Assets Trust Certificates $ 2,624,459 $ (2,642,862 ) $ (18,403 ) Total consolidated VIEs $ 2,624,459 $ (2,642,862 ) $ (18,403 ) |
Fair Value of Assets and Liab35
Fair Value of Assets and Liabilities (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
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, 2017 Level 1 Inputs Level 2 Inputs Level 3 Inputs Balance at Fair Value Assets: Loans held for investment $ — $ — $ 2,932,325 $ 2,932,325 Loans held for investment by the Company — — 361,230 361,230 Loans held for sale by the Company — — 235,825 235,825 Securities available for sale: Asset-backed senior securities related to Company-sponsored securitizations — 37,020 — 37,020 Certificates of deposit — 24,758 — 24,758 Corporate debt securities — 16,258 — 16,258 Asset-backed securities — 14,843 — 14,843 Commercial paper — 14,665 — 14,665 Asset-backed subordinated residual certificates related to Company-sponsored securitizations and CLUB Certificate transactions — — 10,029 10,029 Total securities available for sale — 107,544 10,029 117,573 Servicing assets — — 33,676 33,676 Total assets $ — $ 107,544 $ 3,573,085 $ 3,680,629 Liabilities: Notes, certificates and secured borrowings — — 2,954,768 2,954,768 Payable to securitization residual certificate holders — — 1,479 1,479 Servicing liabilities — — 833 833 Loan trailing fee liability — — 8,432 8,432 Total liabilities $ — $ — $ 2,965,512 $ 2,965,512 December 31, 2016 Level 1 Inputs Level 2 Inputs Level 3 Inputs Balance at Fair Value Assets: Loans held for investment $ — $ — $ 4,295,121 $ 4,295,121 Loans held for investment by the Company — — 16,863 16,863 Loans held for sale by the Company — — 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 |
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, 2017 and 2016 : December 31, 2017 Loans Held for Investment, Loans Held for Sale, Notes, Certificates and Secured Borrowings (1) Asset-Backed Securities Related to Consolidated VIEs Minimum Maximum Weighted Average Minimum Maximum Weighted Average Discount rates 1.7 % 17.2 % 8.5 % 5.8 % 15.0 % 9.5 % Net cumulative expected loss rates (2)(4) 0.4 % 41.8 % 13.8 % 10.9 % 37.2 % 19.7 % Cumulative expected prepayment rates (2)(4) 11.3 % 51.0 % 31.6 % 28.3 % 33.7 % 30.5 % December 31, 2017 Servicing Assets/Liabilities Loan Trailing Fee Liability Minimum Maximum Weighted Average Minimum Maximum Weighted Average Discount rates 1.9 % 17.1 % 8.8 % 1.9 % 17.1 % 8.9 % Net cumulative expected loss rates (2) 0.4 % 41.8 % 12.4 % 0.8 % 41.8 % 13.2 % Cumulative expected prepayment rates (2) 11.3 % 51.0 % 31.7 % 11.3 % 51.0 % 31.4 % Total market servicing rates (% per annum on outstanding principal balance) (3) 0.66 % 0.90 % 0.66 % N/A N/A N/A December 31, 2016 Loans Held for Investment, Loans Held for Sale, Notes and Certificates (1) Servicing Assets/Liabilities 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 % 7.7 % Net cumulative expected loss rates (2) 0.3 % 33.9 % 14.6 % 0.3 % 33.9 % 12.8 % 0.3 % 33.9 % 13.5 % Cumulative expected prepayment rates (2) 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) (3) N/A N/A N/A 0.63 % 0.90 % 0.63 % N/A N/A N/A N/A Not applicable (1) Loans held for investment and loans held for sale include loans invested in by the Company. (2) Expressed as a percentage of the original principal balance of the loan, note, certificate or secured borrowing, except for asset-backed securities. (3) Includes collection fees estimated to be paid to a hypothetical third-party servicer. (4) For asset-backed securities, expressed as a percentage of the outstanding collateral balance. |
Additional Information about Level 3 Measured at Fair Value on Recurring Basis | The following table presents additional information about Level 3 loans held for investment, loans held for sale, and notes, certificates and secured borrowings measured at fair value on a recurring basis for the years ended December 31, 2017 and 2016 : Loans Held For Investment Loans Held for Sale Notes, Certificates and Secured Borrowings 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, 2015 $ 4,678,209 $ (125,586 ) $ 4,552,623 $ — $ — $ — $ 4,697,169 $ (125,586 ) $ 4,571,583 Purchases 2,653,589 — 2,653,589 4,638,436 — 4,638,436 — — — Transfers (to) from loans held for investment (from) to loans held for sale 20,573 — 20,573 (20,573 ) — — (20,573 ) — — — Issuances — — — — — — 2,681,109 — 2,681,109 Sales — — — (4,617,863 ) — (4,617,863 ) — — — Principal payments and retirements (2,385,102 ) — (2,385,102 ) — — — (2,385,234 ) — (2,385,234 ) Charge-offs (420,131 ) 420,131 — — — — (420,132 ) 420,132 — Recoveries — (36,784 ) (36,784 ) — — — — (36,785 ) (36,785 ) Change in fair value recorded in earnings — (509,778 ) (509,778 ) — — — — (509,778 ) (509,778 ) Balance at December 31, 2016 $ 4,547,138 $ (252,017 ) $ 4,295,121 $ — $ — $ — $ 4,572,912 $ (252,017 ) $ 4,320,895 Purchases 1,720,343 5 1,720,348 5,232,503 6,420 5,238,923 — — — Transfers (to) from loans held for investment (from) to loans held for sale (253,124 ) (4,112 ) (257,236 ) 253,124 4,112 257,236 — — — Issuances — — — — — — 2,019,316 (17,937 ) 2,001,379 Sales — — — (5,483,146 ) 8,067 (5,475,079 ) — — — Principal payments and retirements (2,383,510 ) — (2,383,510 ) (2,481 ) — (2,481 ) (2,941,692 ) 31,606 (2,910,086 ) Charge-offs (489,456 ) 489,456 — — — — (489,456 ) 489,456 — Recoveries — (47,913 ) (47,913 ) — — — — (47,914 ) (47,914 ) Change in fair value recorded in earnings — (394,485 ) (394,485 ) — (18,599 ) (18,599 ) — (409,506 ) (409,506 ) Balance at December 31, 2017 $ 3,141,391 $ (209,066 ) $ 2,932,325 $ — $ — $ — $ 3,161,080 $ (206,312 ) $ 2,954,768 |
Fair Value Assets And Liabilities Measured On Recurring Basis Unobservable Input Reconciliation Table | The following table presents additional information about Level 3 loans invested in by the Company measured at fair value on a recurring basis for the years ended December 31, 2017 and 2016 : Loans Held For Investment by the Company Loans Held For Sale by the Company Total Loans Invested in by the Company 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, 2015 $ 3,462 $ (4 ) $ 3,458 $ — $ — $ — $ 3,462 $ (4 ) $ 3,458 Purchases 79,736 (656 ) 79,080 104,102 — 104,102 183,838 (656 ) 183,182 Transfers (to) from loans held for investment (from) to loans held for sale (55,984 ) — (55,984 ) 55,984 — 55,984 — — — Sales — — — (144,655 ) — (144,655 ) (144,655 ) — (144,655 ) Principal payments (6,705 ) — (6,705 ) (5,927 ) — (5,927 ) (12,632 ) — (12,632 ) Charge-offs (1,994 ) 1,994 — (159 ) 159 — (2,153 ) 2,153 — Recoveries — (493 ) (493 ) — — — — (493 ) (493 ) Change in fair value recorded in earnings — (2,493 ) (2,493 ) — (456 ) (456 ) — (2,949 ) (2,949 ) Balance at December 31, 2016 $ 18,515 $ (1,652 ) $ 16,863 $ 9,345 $ (297 ) $ 9,048 $ 27,860 (1,949 ) $ 25,911 Purchases 19,069 (707 ) 18,362 1,629,228 (192 ) 1,629,036 1,648,297 (899 ) 1,647,398 Transfers (to) from loans held for investment (from) to loans held for sale 354,410 4,112 358,522 (354,410 ) (4,112 ) (358,522 ) — — — Sales — — — (990,267 ) 5,871 (984,396 ) (990,267 ) 5,871 (984,396 ) Principal payments (16,433 ) — (16,433 ) (49,248 ) — (49,248 ) (65,681 ) — (65,681 ) Charge-offs (4,182 ) 4,182 — (2,375 ) 2,375 — (6,557 ) 6,557 — Recoveries — (343 ) (343 ) — — — — (343 ) (343 ) Change in fair value recorded in earnings — (15,741 ) (15,741 ) — (10,093 ) (10,093 ) — (25,834 ) (25,834 ) Balance at December 31, 2017 $ 371,379 $ (10,149 ) $ 361,230 $ 242,273 $ (6,448 ) $ 235,825 $ 613,652 (16,597 ) $ 597,055 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, 2017 and 2016 : Servicing Assets Servicing Liabilities Fair value at December 31, 2015 $ 10,250 $ 3,973 Issuances (1) 16,546 3,371 Changes in fair value, included in investor fees (5,403 ) (4,498 ) Other net changes included in deferred revenue 5 — Fair value at December 31, 2016 $ 21,398 $ 2,846 Issuances (1) 34,950 333 Changes in fair value, included in investor fees (23,172 ) (2,346 ) Other net changes included in deferred revenue 500 — Fair value at December 31, 2017 $ 33,676 $ 833 (1) Represents the gains or losses on sales of the related loans. |
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 years ended December 31, 2017 and 2016 : Year Ended December 31, 2017 2016 Fair value at beginning of period $ 4,913 $ — Issuances 7,470 5,843 Cash payment of loan trailing fee (4,358 ) (1,174 ) Change in fair value, included in origination and servicing 407 244 Fair value at end of period $ 8,432 $ 4,913 |
Schedule of Fair Value Sensitivity of Loans | The fair value sensitivity of loans invested in by the Company to adverse changes in key assumptions as of December 31, 2017 , are as follows: December 31, 2017 Fair value of loans invested in by the Company $ 597,055 Expected weighted-average life (in years) 1.5 Discount rates 100 basis point increase $ (7,449 ) 200 basis point increase $ (14,715 ) Expected credit loss rates on underlying loans 10% adverse change $ (10,090 ) 20% adverse change $ (18,935 ) Expected prepayment rates 10% adverse change $ (3,548 ) 20% adverse change $ (5,894 ) |
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, 2017 and 2016 : December 31, 2017 December 31, 2016 Servicing Assets Servicing Liabilities Servicing Assets Servicing Liabilities Weighted-average market servicing rate assumptions 0.66 % 0.66 % 0.63 % 0.63 % Change in fair value from: Servicing rate increase by 0.10% $ (7,749 ) $ 233 $ (5,673 ) $ 964 Servicing rate decrease by 0.10% $ 7,760 $ (222 ) $ 5,812 $ (825 ) |
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, 2017 Carrying Amount Level 1 Inputs Level 2 Inputs Level 3 Inputs Balance at Fair Value Assets: Cash and cash equivalents (1) $ 401,719 — $ 401,719 $ — $ 401,719 Restricted cash 242,570 — 242,570 — 242,570 Servicer reserve receivable 13,685 — 13,685 — 13,685 Deposits 855 — 855 — 855 Total assets $ 658,829 — $ 658,829 $ — $ 658,829 Liabilities: Accrued expenses and other liabilities $ 13,856 $ — $ — $ 13,856 $ 13,856 Accounts payable 11,151 — 11,151 — 11,151 Payable to investors 143,310 — 143,310 — 143,310 Payable to securitization note holders 310,644 — 310,644 — 310,644 Warehouse notes payable 32,100 — — 32,100 32,100 Total liabilities $ 511,061 $ — $ 465,105 $ 45,956 $ 511,061 (1) Carrying amount approximates fair value due to the short maturity of these financial instruments. December 31, 2016 Carrying Amount Level 1 Inputs Level 2 Inputs Level 3 Inputs Balance at Fair Value Assets: Cash and cash equivalents (1) $ 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 Total assets $ 699,205 $ — $ 699,205 $ — $ 699,205 Liabilities: Accrued expenses and other liabilities $ 10,981 $ — $ — $ 10,981 $ 10,981 Accounts payable 10,889 — 10,889 — 10,889 Payable to investors 125,884 — 125,884 — 125,884 Total liabilities $ 147,754 $ — $ 136,773 $ 10,981 $ 147,754 (1) Carrying amount approximates fair value due to the short maturity of these financial instruments. |
Property, Equipment and Softw36
Property, Equipment and Software, Net (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Property, Plant and Equipment [Abstract] | |
Property, Equipment and Software | Property, equipment and software, net, consist of the following: December 31, 2017 2016 Internally developed software (1) $ 107,370 $ 75,202 Leasehold improvements 26,949 22,637 Computer equipment 20,324 18,080 Purchased software 8,284 7,598 Furniture and fixtures 7,567 6,827 Construction in progress 1,202 707 Total property, equipment and software 171,696 131,051 Accumulated depreciation and amortization (69,763 ) (41,788 ) Total property, equipment and software, net $ 101,933 $ 89,263 (1) Includes $10.7 million and $7.4 million in development in progress as of December 31, 2017 and 2016 , respectively. |
Other Assets (Tables)
Other Assets (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Other Assets | Other assets consist of the following: December 31, 2017 2016 Insurance reimbursement receivable $ 52,119 $ — Loan servicing assets, at fair value 33,676 21,398 Prepaid expenses 23,427 16,960 Servicer reserve receivable 13,685 4,938 Other investments 10,268 10,372 Accounts receivable 10,005 7,572 Deferred financing costs 2,952 1,032 Receivable from investors 2,318 1,566 Tenant improvement receivable 348 3,290 Other 7,480 2,516 Total other assets $ 156,278 $ 69,644 |
Intangible Assets and Goodwill
Intangible Assets and Goodwill (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Intangible Assets | Intangible assets consists of the following: December 31, 2017 Gross Carrying Value Accumulated Amortization Net Carrying Value Customer relationships $ 39,500 $ (17,577 ) $ 21,923 Technology 400 (400 ) — Brand name 300 (300 ) — Total intangible assets $ 40,200 $ (18,277 ) $ 21,923 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 |
Schedule of Expected Future Amortization Expense for Intangible Assets | The expected future amortization expense for intangible assets as of December 31, 2017 , is as follows: Year Ending December 31, 2018 $ 3,872 2019 3,498 2020 3,122 2021 2,746 2022 2,370 Thereafter 6,315 Total $ 21,923 |
Schedule of Goodwill | Goodwill consists of the following: Balance at December 31, 2015 $ 72,683 Goodwill impairment (37,050 ) Balance at December 31, 2016 35,633 Other changes in goodwill — Balance at December 31, 2017 $ 35,633 |
Accrued Expenses and Other Li39
Accrued Expenses and Other Liabilities (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Payables and Accruals [Abstract] | |
Accrued Expenses and Other Liabilities | Accrued expenses and other liabilities consist of the following: December 31, 2017 2016 Contingent liabilities $ 129,887 $ — Accrued compensation (1) 30,549 27,009 Accrued expenses 21,317 19,734 Deferred rent 14,734 11,638 Transaction fee refund reserve 14,528 9,098 Loan trailing fee liability, at fair value 8,432 4,913 Deferred revenue 3,415 2,556 Payable to issuing banks 1,894 1,658 Loan servicing liabilities, at fair value 833 2,846 Credit loss coverage reserve — 2,529 Reimbursement payable to limited partners of LCAM private funds — 2,313 Other 2,791 1,325 Total accrued expenses and other liabilities $ 228,380 $ 85,619 (1) Includes accrued cash retention awards of $3.0 million as of December 31, 2016 . There was no accrued cash retention awards as of December 31, 2017 . See “Note 16. 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, 2017 | |
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, 2017 Before Tax Tax Effect Net of Tax Change in net unrealized gain (loss) on securities available for sale $ 184 $ (591 ) $ 775 Other comprehensive income (loss) $ 184 $ (591 ) $ 775 Year Ended December 31, 2016 Before Tax Tax Effect Net of Tax Change in net unrealized gain (loss) on securities available for sale $ 1,515 $ 611 $ 904 Other comprehensive income (loss) $ 1,515 $ 611 $ 904 Year Ended December 31, 2015 Before Tax Tax Effect Net of Tax Change in net unrealized gain (loss) on securities available for sale $ (1,671 ) $ — $ (1,671 ) Other comprehensive income (loss) $ (1,671 ) $ — $ (1,671 ) |
Schedule of Accumulated Other Comprehensive Income (Loss) | Accumulated other comprehensive loss balances were as follows: Total Accumulated Other Comprehensive Loss Balance at December 31, 2015 $ (1,671 ) Change in net unrealized gain (loss) on securities available for sale 904 Balance at December 31, 2016 $ (767 ) Change in net unrealized gain (loss) on securities available for sale 775 Less: Other comprehensive income (loss) attributable to noncontrolling interests 13 Balance at December 31, 2017 $ (5 ) |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Equity [Abstract] | |
Shares of Common Stock Reserved for Future Issuance | As of December 31, 2017 and 2016 , the Company had shares of common stock reserved for future issuance as follows: December 31, 2017 2016 Options and unvested RSUs outstanding 47,538,097 62,082,821 Available for future stock option and RSU grants 49,277,465 28,449,336 Available for ESPP 8,695,999 5,408,441 Total reserved for future issuance 105,511,561 95,940,598 |
Employee Incentive and Retire42
Employee Incentive and Retirement Plans (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
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, 2017 2016 2015 Stock options $ 15,103 $ 23,203 $ 30,717 RSUs 54,116 41,737 9,185 ESPP 1,605 1,686 1,904 Stock issued related to acquisition 159 2,575 9,416 Total stock-based compensation expense $ 70,983 $ 69,201 $ 51,222 |
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, 2017 2016 2015 Sales and marketing $ 7,654 $ 7,546 $ 7,250 Origination and servicing 4,804 4,159 2,735 Engineering and product development 22,047 19,858 11,335 Other general and administrative 36,478 37,638 29,902 Total stock-based compensation expense $ 70,983 $ 69,201 $ 51,222 |
Schedule of Options Activity | The following table summarizes the activities for the Company’s stock options during 2017 : Number of Options Weighted-Average Exercise Price Per Share Weighted-Average Remaining Contractual Life (in years) Aggregate Intrinsic Value (1) Outstanding at December 31, 2016 30,669,177 $ 4.79 Granted — $ — Exercised (7,213,167 ) $ 2.01 Forfeited/Expired (3,046,670 ) $ 8.09 Outstanding at December 31, 2017 20,409,340 $ 5.28 6.0 $ 22,485 Vested and expected to vest at December 31, 2017 20,409,340 $ 5.28 6.0 $ 22,485 Exercisable at December 31, 2017 16,471,522 $ 4.76 5.7 $ 22,485 (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 $4.13 as reported on the New York Stock Exchange on December 29, 2017. |
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 Expected dividend yield — — Weighted-average assumed stock price volatility 51.6 % 49.4 % Weighted-average risk-free interest rate 1.34 % 1.61 % Weighted-average expected life (in years) 6.15 6.25 |
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 ended December 31, 2017 : Number of Units Weighted- Average Grant Date Fair Value Unvested at December 31, 2016 31,413,644 $ 6.61 Granted 12,955,901 $ 5.31 Vested (11,087,906 ) $ 6.18 Forfeited/expired (6,703,341 ) $ 7.07 Unvested at December 31, 2017 26,578,298 $ 6.03 Expected to vest after December 31, 2017 26,578,298 $ 6.03 |
Restructuring and Related Costs | The following table presents the severance expense recorded in the Company’s 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, 2017 2016 2015 Expected dividend yield — — — Weighted-average assumed stock price volatility 45.1 % 50.1 % 43.7 % Weighted-average risk-free interest rate 1.21 % 0.51 % 0.23 % Weighted-average expected life (in years) 0.50 0.50 0.46 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | |
Schedule of Components of Income Tax Expense (Benefit) | ncome tax expense (benefit) consisted of the following for the periods shown below: Year Ended December 31, 2017 2016 2015 Current: Federal $ 498 $ (515 ) $ — State 134 (267 ) 720 Total current tax expense (benefit) $ 632 $ (782 ) $ 720 Deferred: Federal $ — $ (2,589 ) $ 1,405 State — (857 ) 708 Total deferred tax (benefit) expense $ — $ (3,446 ) $ 2,113 Income tax expense (benefit) $ 632 $ (4,228 ) $ 2,833 |
Schedule of Effective Income Tax Rate Reconciliation | A reconciliation of the income taxes expected at the statutory federal income tax rate and Income tax expense (benefit) for the years ended December 31, 2017 , 2016 and 2015 , is as follows: Year Ended December 31, 2017 2016 2015 Tax at federal statutory rate $ (52,089 ) $ (51,072 ) $ (738 ) State tax, net of federal tax benefit 42 (1,028 ) 1,277 Stock-based compensation expense 3,171 3,509 549 Research and development tax credits (5,022 ) (688 ) (1,068 ) Change in valuation allowance (3,532 ) 42,714 2,686 Change in unrecognized tax benefit 2,922 2,817 (62 ) Tax rate change 53,048 — 44,026,000 — Other 2,092 (480 ) 189 Income tax expense (benefit) $ 632 $ (4,228 ) $ 2,833 |
Deferred Tax Assets and Liabilities | The significant components of the Company’s deferred tax assets and liabilities as of December 31, 2017 and 2016 were: December 31, 2017 2016 Deferred tax assets: Net operating loss carryforwards $ 95,611 $ 47,451 Stock-based compensation 18,117 26,838 Reserves and accruals 56,111 18,409 Goodwill 5,666 9,855 Intangible assets 3,364 3,978 Tax credit carryforwards 7,499 2,483 Other 637 82 Total deferred tax assets 187,005 109,096 Valuation allowance (140,623 ) (75,308 ) Deferred tax assets – net of valuation allowance $ 46,382 $ 33,788 Deferred tax liabilities: Internally developed software $ (19,340 ) $ (21,436 ) Accrued receivables (13,838 ) — Servicing fees (8,630 ) (6,445 ) Depreciation and amortization (3,047 ) (5,907 ) Other (1,527 ) — Total deferred tax liabilities $ (46,382 ) $ (33,788 ) Deferred tax asset (liability) – net $ — $ — |
Changes in Unrecognized Tax Benefit | A reconciliation of the beginning and ending balance of total unrecognized tax benefits for the years ended December 31, 2017 , 2016 and 2015 , is as follows: Year Ended December 31, 2017 2016 2015 Beginning balance $ 3,246 $ 429 $ 491 Gross increase (decrease) for tax positions related to prior years 2,330 677 (310 ) Gross increase for tax positions related to the current year 2,208 2,140 248 Ending balance $ 7,784 $ 3,246 $ 429 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
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 and anticipated sublease income as of December 31, 2017 , were as follows: Year Ended December 31, Operating Leases Subleases Net 2018 $ 16,389 $ 310 $ 16,079 2019 16,626 39 16,587 2020 17,557 — 17,557 2021 17,844 — 17,844 2022 13,519 — 13,519 Thereafter 32,645 — 32,645 Total $ 114,580 $ 349 $ 114,231 |
Quarterly Results of Operatio45
Quarterly Results of Operations (Unaudited) (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Quarterly Financial Information Disclosure [Abstract] | |
Quarterly Financial Information | The following table sets forth our unaudited Consolidated Statements of Operations data for each of the eight quarters ended December 31, 2017 . The unaudited quarterly statements 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 statements 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, 2017 September 30, 2017 June 30, 2017 March 31, 2017 Net revenue: Transaction fees $ 120,697 $ 121,905 $ 107,314 $ 98,692 Investor fees (1) 24,313 20,499 21,116 21,180 Gain (Loss) on sales of loans (1) 10,353 6,680 4,445 1,892 Other revenue (1) 1,366 1,375 1,949 1,746 Net interest income and fair value adjustments: Interest income 141,471 151,532 157,260 160,996 Interest expense (122,796 ) (139,681 ) (150,340 ) (158,607 ) Net fair value adjustments (1) (18,949 ) (8,280 ) (2,171 ) (1,417 ) Net interest income and fair value adjustments (1) (274 ) 3,571 4,749 972 Total net revenue 156,455 154,030 139,573 124,482 Operating expenses: Sales and marketing 60,130 59,570 55,582 54,583 Origination and servicing 23,847 21,321 21,274 20,449 Engineering and product development 37,926 32,860 35,718 35,760 Other general and administrative 48,689 46,925 52,495 43,574 Class action litigation settlement 77,250 — — — Total operating expenses 247,842 160,676 165,069 154,366 Loss before income tax expense (91,387 ) (6,646 ) (25,496 ) (29,884 ) Income tax expense (benefit) 711 13 (52 ) (40 ) Consolidated net loss (92,098 ) (6,659 ) (25,444 ) (29,844 ) Less: Income (Loss) attributable to noncontrolling interests (91 ) (129 ) 10 — LendingClub net loss $ (92,007 ) $ (6,530 ) $ (25,454 ) $ (29,844 ) Other data (2) : Loan originations (3) $ 2,438,267 $ 2,442,867 $ 2,147,335 $ 1,958,749 Weighted-average common shares - Basic 416,005,213 412,778,995 406,676,996 400,308,521 Weighted-average common shares - Diluted 416,005,213 412,778,995 406,676,996 400,308,521 Net loss per share attributable to LendingClub: Basic $ (0.22 ) $ (0.02 ) $ (0.06 ) $ (0.07 ) Diluted $ (0.22 ) $ (0.02 ) $ (0.06 ) $ (0.07 ) (1) Prior period amounts have been reclassified to conform to the current period presentation. See “Note 1. Basis of Presentation” for additional information. (2) See “Part II – Item 7 – Management’s Discussion and Analysis – Key Operating and Financial Metrics” for additional information regarding loan originations. (3) 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 revenue: Transaction fees $ 101,568 $ 100,813 $ 96,605 $ 124,508 Investor fees (1) 26,027 18,477 14,656 20,487 Gain (Loss) on sales of loans (1) 115 (11,519 ) (10,447 ) 4,699 Other revenue (1) 1,492 4,838 1,577 1,571 Net interest income and fair value adjustments: Interest income 167,230 171,868 179,685 177,879 Interest expense (164,645 ) (169,444 ) (177,596 ) (176,683 ) Net fair value adjustments (1) (1,265 ) (477 ) (1,040 ) (167 ) Net interest income and fair value adjustments (1) 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 expense (benefit) (224 ) (209 ) (3,946 ) 151 Consolidated net income (loss) (32,269 ) (36,486 ) (81,351 ) 4,137 Less: Income (Loss) attributable to noncontrolling interests — — — — LendingClub net income (loss) $ (32,269 ) $ (36,486 ) $ (81,351 ) $ 4,137 Other data (2) : Loan originations (3) $ 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 loss per share attributable to LendingClub: Basic $ (0.08 ) $ (0.09 ) $ (0.21 ) $ 0.01 Diluted $ (0.08 ) $ (0.09 ) $ (0.21 ) $ 0.01 (1) Prior period amounts have been reclassified to conform to the current period presentation. See “Note 1. Basis of Presentation” for additional information. (2) See “Part II – Item 7 – Management’s Discussion and Analysis – Key Operating and Financial Metrics” for additional information regarding loan originations. (3) Loan originations include loans facilitated through the platform plus outstanding purchase commitments at period end. |
Basis of Presentation (Detail)
Basis of Presentation (Detail) | Dec. 31, 2017 |
Subsidiaries [Member] | |
Noncontrolling Interest [Line Items] | |
Ownership percentage by parent (percent) | 56.00% |
Summary of Significant Accoun47
Summary of Significant Accounting Policies (Detail) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | Jan. 01, 2017 | |
Class of Stock [Line Items] | ||||
Cash maturity period | 3 months | |||
Non-accrual status threshold | 120 days | |||
Charge off threshold | 120 days | |||
Maximum period for loan classified as non-accrual loan | 120 days | |||
Expected dividend yield | 0.00% | 0.00% | ||
Stock-based compensation and related tax effects | $ 80,202 | $ 79,803 | $ 56,005 | |
Monte Carlo simulation, weighted average stock price period | 20 days | |||
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% | 0.00% | 0.00% | |
Unrecognized compensation cost expected period for recognition | 6 months | |||
Computer Software, Intangible Asset | ||||
Class of Stock [Line Items] | ||||
Intangible assets, useful life | 3 years | |||
Accumulated Deficit | ||||
Class of Stock [Line Items] | ||||
Stock-based compensation and related tax effects | $ (1,397) | |||
Accounting Standards Update 2016-09 | ||||
Class of Stock [Line Items] | ||||
Deferred tax assets | $ 56,700 | |||
Accounting Standards Update 2016-09 | Accumulated Deficit | ||||
Class of Stock [Line Items] | ||||
Stock-based compensation and related tax effects | $ 1,400 | |||
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 |
Net Loss Per Share (Detail)
Net Loss Per Share (Detail) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Earnings Per Share [Abstract] | |||||||||||
Net loss | $ (92,007) | $ (6,530) | $ (25,454) | $ (29,844) | $ (32,269) | $ (36,486) | $ (81,351) | $ 4,137 | $ (153,835) | $ (145,969) | $ (4,995) |
Weighted-average common shares - Basic (shares) | 416,005,213 | 412,778,995 | 406,676,996 | 400,308,521 | 395,877,053 | 391,453,316 | 382,893,402 | 380,266,636 | 408,995,947 | 387,762,072 | 374,872,118 |
Weighted-average common shares - Diluted (shares) | 416,005,213 | 412,778,995 | 406,676,996 | 400,308,521 | 395,877,053 | 391,453,316 | 382,893,402 | 392,397,825 | 408,995,947 | 387,762,072 | 374,872,118 |
Net loss per share attributable to LendingClub: | |||||||||||
Basic ($ per share) | $ (0.22) | $ (0.02) | $ (0.06) | $ (0.07) | $ (0.08) | $ (0.09) | $ (0.21) | $ 0.01 | $ (0.38) | $ (0.38) | $ (0.01) |
Diluted ($ per share) | $ (0.22) | $ (0.02) | $ (0.06) | $ (0.07) | $ (0.08) | $ (0.09) | $ (0.21) | $ 0.01 | $ (0.38) | $ (0.38) | $ (0.01) |
Securities Available for Sale -
Securities Available for Sale - Amortized cost/fair value (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | $ 117,545 | $ 287,293 |
Gross Unrealized Gains | 86 | 91 |
Gross Unrealized Losses | (58) | (247) |
Fair Value | 117,573 | 287,137 |
Asset-backed senior securities related to Company-sponsored securitizations | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | 36,953 | |
Gross Unrealized Gains | 73 | |
Gross Unrealized Losses | (6) | |
Fair Value | 37,020 | |
Certificates of deposit | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | 24,758 | 27,501 |
Gross Unrealized Gains | 0 | 0 |
Gross Unrealized Losses | 0 | 0 |
Fair Value | 24,758 | 27,501 |
Corporate debt securities | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | 16,268 | 181,359 |
Gross Unrealized Gains | 1 | 63 |
Gross Unrealized Losses | (11) | (199) |
Fair Value | 16,258 | 181,223 |
Asset-backed securities | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | 14,843 | 25,369 |
Gross Unrealized Gains | 1 | 4 |
Gross Unrealized Losses | (1) | (9) |
Fair Value | 14,843 | 25,364 |
Commercial paper | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | 14,665 | 20,164 |
Gross Unrealized Gains | 0 | 0 |
Gross Unrealized Losses | 0 | 0 |
Fair Value | 14,665 | 20,164 |
U.S. agency securities | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | 19,602 | |
Gross Unrealized Gains | 21 | |
Gross Unrealized Losses | 0 | |
Fair Value | 19,623 | |
U.S. Treasury securities | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | 2,493 | |
Gross Unrealized Gains | 3 | |
Gross Unrealized Losses | 0 | |
Fair Value | 2,496 | |
Other securities | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | 10,805 | |
Gross Unrealized Gains | 0 | |
Gross Unrealized Losses | (39) | |
Fair Value | 10,766 | |
Asset-backed subordinated residual certificates related to Company-sponsored securitizations and CLUB Certificate transactions | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | 10,058 | |
Gross Unrealized Gains | 11 | |
Gross Unrealized Losses | (40) | |
Fair Value | 10,029 | |
Asset-backed securities related to Company-sponsored securitizations | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Fair Value | 45,300 | |
Securitizations | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Fair Value | 47,049 | |
Level 3 Inputs | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Fair Value | 10,029 | 0 |
Level 3 Inputs | Asset-backed senior securities related to Company-sponsored securitizations | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Fair Value | 0 | |
Level 3 Inputs | Certificates of deposit | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Fair Value | 0 | 0 |
Level 3 Inputs | Corporate debt securities | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Fair Value | 0 | 0 |
Level 3 Inputs | Asset-backed securities | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Fair Value | 0 | 0 |
Level 3 Inputs | Commercial paper | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Fair Value | 0 | 0 |
Level 3 Inputs | U.S. agency securities | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Fair Value | 0 | |
Level 3 Inputs | U.S. Treasury securities | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Fair Value | 0 | |
Level 3 Inputs | Other securities | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Fair Value | $ 0 | |
Level 3 Inputs | Asset-backed subordinated residual certificates related to Company-sponsored securitizations and CLUB Certificate transactions | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Fair Value | 10,029 | |
Level 3 Inputs | Subordinated residual certificates | Securitizations | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Fair Value | $ 10,000 |
Securities Available for Sale50
Securities Available for Sale - Unrealized losses (Details) $ in Thousands | Dec. 31, 2017USD ($)position | Dec. 31, 2016USD ($)position |
Schedule of Available-for-sale Securities [Line Items] | ||
Less than 12 months, fair value | $ 45,303 | $ 121,290 |
Less than 12 months, unrealized loss | (58) | (196) |
12 months or longer, fair value | 0 | 17,518 |
12 months or longer, unrealized loss | 0 | (51) |
Fair Value | 45,303 | 138,808 |
Unrealized Losses | $ (58) | $ (247) |
Number of positions with unrealized loss | position | 24 | 72 |
Asset-backed securities related to Company-sponsored securitizations and CLUB Certificate transactions | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Less than 12 months, fair value | $ 26,534 | |
Less than 12 months, unrealized loss | (46) | |
12 months or longer, fair value | 0 | |
12 months or longer, unrealized loss | 0 | |
Fair Value | 26,534 | |
Unrealized Losses | (46) | |
Corporate debt securities | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Less than 12 months, fair value | 14,368 | $ 107,862 |
Less than 12 months, unrealized loss | (11) | (185) |
12 months or longer, fair value | 0 | 11,682 |
12 months or longer, unrealized loss | 0 | (14) |
Fair Value | 14,368 | 119,544 |
Unrealized Losses | (11) | (199) |
Asset-backed securities | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Less than 12 months, fair value | 4,401 | 6,628 |
Less than 12 months, unrealized loss | (1) | (8) |
12 months or longer, fair value | 0 | 1,870 |
12 months or longer, unrealized loss | 0 | (1) |
Fair Value | 4,401 | 8,498 |
Unrealized Losses | $ (1) | (9) |
Other securities | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Less than 12 months, fair value | 6,800 | |
Less than 12 months, unrealized loss | (3) | |
12 months or longer, fair value | 3,966 | |
12 months or longer, unrealized loss | (36) | |
Fair Value | 10,766 | |
Unrealized Losses | $ (39) |
Securities Available for Sale51
Securities Available for Sale - Maturities (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Fair value | ||
Within 1 year | $ 70,524 | |
After 1 year through 5 years | 0 | |
After 5 years through 10 years | 45,256 | |
After 10 years | 1,793 | |
Total | 117,573 | $ 287,137 |
Amortized cost | ||
Within 1 year | 70,534 | |
After 1 year through 5 years | 0 | |
After 5 years through 10 years | 45,215 | |
After 10 years | 1,796 | |
Total | 117,545 | |
Asset-backed securities related to Company-sponsored securitizations and CLUB Certificate transactions | ||
Fair value | ||
Within 1 year | 0 | |
After 1 year through 5 years | 0 | |
After 5 years through 10 years | 45,256 | |
After 10 years | 1,793 | |
Total | 47,049 | |
Certificates of deposit | ||
Fair value | ||
Within 1 year | 24,758 | |
After 1 year through 5 years | 0 | |
After 5 years through 10 years | 0 | |
After 10 years | 0 | |
Total | 24,758 | 27,501 |
Corporate debt securities | ||
Fair value | ||
Within 1 year | 16,258 | |
After 1 year through 5 years | 0 | |
After 5 years through 10 years | 0 | |
After 10 years | 0 | |
Total | 16,258 | 181,223 |
Asset-backed securities | ||
Fair value | ||
Within 1 year | 14,843 | |
After 1 year through 5 years | 0 | |
After 5 years through 10 years | 0 | |
After 10 years | 0 | |
Total | 14,843 | 25,364 |
Commercial paper | ||
Fair value | ||
Within 1 year | 14,665 | |
After 1 year through 5 years | 0 | |
After 5 years through 10 years | 0 | |
After 10 years | 0 | |
Total | $ 14,665 | $ 20,164 |
Securities Available for Sale52
Securities Available for Sale - Realized gains/losses (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Schedule of Available-for-sale Securities [Line Items] | |||
Proceeds | $ 125,522,000 | $ 2,494,000 | $ 120,420,000 |
Gross realized gains | 196,000 | 2,000 | 133,000 |
Gross realized losses | (26,000) | 0 | 4,000 |
Other than temporary impairment charges recognized | 1,500,000 | $ 0 | $ 0 |
Asset-backed securities | |||
Schedule of Available-for-sale Securities [Line Items] | |||
Realized gains and losses | 0 | ||
Proceeds | $ 831,100,000 |
Loans, Loans Held For Sale, N53
Loans, Loans Held For Sale, Notes, Certificates and Secured Borrowings and Loan Servicing Rights - Fair value on a recurring basis (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Fair value | [1],[2] | $ 2,932,325 | $ 4,295,121 |
Fair value | [1] | 235,825 | 9,048 |
Fair value | [1] | 2,954,768 | 4,320,895 |
Fair Value, Measurements, Recurring | Loans Held For Investment | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Aggregate principal balance outstanding | 3,141,391 | 4,547,138 | |
Net fair value adjustments | (209,066) | (252,017) | |
Fair value | 2,932,325 | 4,295,121 | |
Fair Value, Measurements, Recurring | Notes, Certificates and Secured Borrowings | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Aggregate principal balance outstanding | 3,161,080 | 4,572,912 | |
Net fair value adjustments | (206,312) | (252,017) | |
Fair value | 2,954,768 | 4,320,895 | |
Loans Invested in by Company | Fair Value, Measurements, Recurring | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Aggregate principal balance outstanding | 613,652 | 27,860 | |
Net fair value adjustments | (16,597) | (1,949) | |
Loans Receivable and Loans Held for Sale, Fair Value Disclosure | 597,055 | 25,911 | |
Loans Invested in by Company | Fair Value, Measurements, Recurring | Loans Held For Investment | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Aggregate principal balance outstanding | 371,379 | 18,515 | |
Net fair value adjustments | (10,149) | (1,652) | |
Fair value | 361,230 | 16,863 | |
Loans Invested in by Company | Fair Value, Measurements, Recurring | Loans Held For Sale | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Aggregate principal balance outstanding | 242,273 | 9,345 | |
Net fair value adjustments | (6,448) | (297) | |
Fair value | $ 235,825 | $ 9,048 | |
[1] | Includes amounts in consolidated variable interest entities (VIEs) presented separately in the table below. | ||
[2] | Prior period amounts have been reclassified to conform to the current period presentation. See “Notes to Consolidated Financial Statements – Note 1. Basis of Presentation” for additional information. |
Loans, Loans Held For Sale, N54
Loans, Loans Held For Sale, Notes, Certificates and Secured Borrowings and Loan Servicing Rights - Additional Information (Detail) $ in Thousands | 1 Months Ended | 3 Months Ended | 12 Months Ended | ||||||||||
Oct. 31, 2017USD ($)fund | Dec. 31, 2017USD ($) | Sep. 30, 2017USD ($) | Jun. 30, 2017USD ($) | Mar. 31, 2017USD ($) | Dec. 31, 2016USD ($) | Sep. 30, 2016USD ($) | Jun. 30, 2016USD ($) | Mar. 31, 2016USD ($) | Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($) | Dec. 31, 2015USD ($) | Sep. 28, 2017USD ($) | |
Loans, Notes and Certificates, and Loan Servicing Rights [Line Items] | |||||||||||||
Number of legacy funds included in sale of Certificates | fund | 6 | ||||||||||||
Proceeds from transfer of loan participations | $ 384,700 | ||||||||||||
Transfer of loan participations accounted for as a sale | 103,800 | ||||||||||||
Issuance of secured borrowings | 282,500 | $ 280,495 | $ 22,274 | $ 0 | |||||||||
Loan participations at fair value, pledged as collateral | 280,900 | ||||||||||||
Payments to Certificate holders | 386,100 | ||||||||||||
Interest income | $ 141,471 | $ 151,532 | $ 157,260 | $ 160,996 | $ 167,230 | $ 171,868 | $ 179,685 | $ 177,879 | 611,259 | 696,662 | $ 552,972 | ||
Purchased to fulfill requirements | $ 1,600,000 | ||||||||||||
Non-accrual status threshold | 120 days | ||||||||||||
Loans and Loans Held for Sale | |||||||||||||
Loans, Notes and Certificates, and Loan Servicing Rights [Line Items] | |||||||||||||
Non-accrual status threshold | 90 days | ||||||||||||
Loans | |||||||||||||
Loans, Notes and Certificates, and Loan Servicing Rights [Line Items] | |||||||||||||
Principal balance of underlying loan servicing rights | 8,180,000 | 6,540,000 | $ 8,180,000 | 6,540,000 | |||||||||
Loans Invested in by Company | |||||||||||||
Loans, Notes and Certificates, and Loan Servicing Rights [Line Items] | |||||||||||||
Fair Value, Measurement with Unobservable Inputs Reconciliation, Recurring Basis, Asset Valuation Adjustment, Gain (Loss) Included in Earnings | (25,834) | (2,949) | |||||||||||
Outstanding Principal Balance, Sales | (990,267) | (144,655) | |||||||||||
Loans sold to whole loan investors | 65,681 | 12,632 | |||||||||||
Loans Invested in by Company | Fair Value, Measurements, Recurring | |||||||||||||
Loans, Notes and Certificates, and Loan Servicing Rights [Line Items] | |||||||||||||
Interest income | 35,700 | ||||||||||||
Aggregate principal balance outstanding | 613,652 | 27,860 | 613,652 | 27,860 | |||||||||
Loans to borrowers who reside in areas affected by natural disasters | 597,055 | 25,911 | 597,055 | 25,911 | |||||||||
Loans Invested in by Company | Fair Value, Measurements, Recurring | Loans Held For Sale | |||||||||||||
Loans, Notes and Certificates, and Loan Servicing Rights [Line Items] | |||||||||||||
Aggregate principal balance outstanding | 242,273 | $ 9,345 | 242,273 | $ 9,345 | |||||||||
Natural Disasters and Other Casualty Events | Loans Invested in by Company | |||||||||||||
Loans, Notes and Certificates, and Loan Servicing Rights [Line Items] | |||||||||||||
Loans to borrowers who reside in areas affected by natural disasters | 14,000 | 14,000 | |||||||||||
Whole Loan Investors | Loans Invested in by Company | |||||||||||||
Loans, Notes and Certificates, and Loan Servicing Rights [Line Items] | |||||||||||||
Loans sold to whole loan investors | 791,800 | ||||||||||||
Consumer Loan | Loans Invested in by Company | |||||||||||||
Loans, Notes and Certificates, and Loan Servicing Rights [Line Items] | |||||||||||||
Loans securitized and sold | $ 198,500 | ||||||||||||
Secured Borrowings | Loans Held for Investment | |||||||||||||
Loans, Notes and Certificates, and Loan Servicing Rights [Line Items] | |||||||||||||
Loans pledged as collateral | 242,700 | 242,700 | |||||||||||
Loans pledged as collateral, at fair value | 228,100 | 228,100 | |||||||||||
Payables to Securitization Holders | Loans Held for Investment | |||||||||||||
Loans, Notes and Certificates, and Loan Servicing Rights [Line Items] | |||||||||||||
Loans pledged as collateral | 359,400 | 359,400 | |||||||||||
LendingClub Warehouse LLC | Revolving Credit Facility | Warehouse Credit Facility | Loans Held For Sale | |||||||||||||
Loans, Notes and Certificates, and Loan Servicing Rights [Line Items] | |||||||||||||
Loans pledged as collateral | $ 62,100 | $ 62,100 | |||||||||||
Net Fair Value Adjustments | |||||||||||||
Loans, Notes and Certificates, and Loan Servicing Rights [Line Items] | |||||||||||||
Net cash outflow for transfer of loan participations | $ 1,400 |
Loans, Loans Held For Sale, N55
Loans, Loans Held For Sale, Notes, Certificates and Secured Borrowings and Loan Servicing Rights - Outstanding loans (Details) $ in Thousands | Dec. 31, 2017USD ($)Loan | Dec. 31, 2016USD ($)Loan |
Loans and Loans Held for Sale | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Outstanding principal balance, past 90 days | $ 36,588 | $ 45,207 |
Outstanding principal balance, non-accrual | 3,289 | 4,965 |
Net fair value adjustments, past 90 days | (30,071) | (39,734) |
Net fair value adjustments, non-accural | (2,675) | (4,312) |
Fair value, past 90 days | 6,517 | 5,473 |
Fair value, non-accrual | $ 614 | $ 653 |
Number of loans (not in thousands), past 90 days | Loan | 3,779 | 3,887 |
Number of loans (not in thousands), non-accrual | Loan | 591 | 465 |
Loans Invested in by Company | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Outstanding principal balance, past 90 days | $ 1,015 | $ 511 |
Outstanding principal balance, non-accrual | 122 | 90 |
Net fair value adjustments, past 90 days | (861) | (449) |
Net fair value adjustments, non-accural | (107) | (80) |
Fair value, past 90 days | 154 | 62 |
Fair value, non-accrual | $ 15 | $ 10 |
Number of loans (not in thousands), past 90 days | Loan | 257 | 154 |
Number of loans (not in thousands), non-accrual | Loan | 34 | 18 |
Securitizations and Variable 56
Securitizations and Variable Interest Entities - Summary of Select Information Related to VIEs (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 | |
Variable Interest Entity [Line Items] | |||
Restricted cash (1) | [1] | $ 242,570 | $ 177,810 |
Securities available for sale | 117,573 | 287,137 | |
Loans held for investment | [1],[2] | 2,932,325 | 4,295,121 |
Loans held for sale by Company at fair value | [1] | 235,825 | 9,048 |
Accrued interest receivable | [1] | 33,822 | 40,299 |
Other assets | [1] | 156,278 | 69,644 |
Total assets | 4,640,831 | 5,562,631 | |
Accrued interest payable | [1] | 32,992 | 43,574 |
Accrued expenses and other liabilities (1) | [1] | 228,380 | 85,619 |
Notes, certificates and secured borrowings | [1] | 2,954,768 | 4,320,895 |
Payable to securitization note and residual certificate holders (includes $1,479 and $0 at fair value, respectively) (1) | [1] | 312,123 | 0 |
Warehouse notes payable | [1] | 32,100 | 0 |
Total liabilities | 3,713,074 | 4,586,861 | |
Consolidated VIEs | |||
Variable Interest Entity [Line Items] | |||
Restricted cash (1) | 34,370 | 0 | |
Securities available for sale | 0 | ||
Loans held for investment | 1,202,260 | 2,600,422 | |
Loans held for sale by Company at fair value | 60,812 | 0 | |
Accrued interest receivable | 15,602 | 24,037 | |
Other assets | 6,324 | 0 | |
Total assets | 1,670,067 | 2,624,459 | |
Accrued interest payable | 14,789 | 26,839 | |
Accrued expenses and other liabilities (1) | 52 | 0 | |
Notes, certificates and secured borrowings | 1,210,349 | 2,616,023 | |
Payable to securitization note and residual certificate holders (includes $1,479 and $0 at fair value, respectively) (1) | 312,123 | 0 | |
Warehouse notes payable | 32,100 | 0 | |
Total liabilities | 1,569,413 | 2,642,862 | |
Net Assets | 100,654 | (18,403) | |
Unconsolidated VIEs | |||
Variable Interest Entity [Line Items] | |||
Restricted cash (1) | 0 | ||
Securities available for sale | 47,049 | ||
Loans held for investment | 0 | 0 | |
Loans held for sale by Company at fair value | 0 | ||
Accrued interest receivable | 407 | 0 | |
Other assets | 15,779 | 10,122 | |
Total assets | 63,235 | 10,122 | |
Accrued interest payable | 0 | 0 | |
Accrued expenses and other liabilities (1) | 300 | ||
Notes, certificates and secured borrowings | 0 | 0 | |
Payable to securitization note and residual certificate holders (includes $1,479 and $0 at fair value, respectively) (1) | 0 | ||
Warehouse notes payable | 0 | ||
Total liabilities | 300 | 0 | |
Net Assets | 62,935 | 10,122 | |
Total | |||
Variable Interest Entity [Line Items] | |||
Restricted cash (1) | 34,370 | ||
Securities available for sale | 47,049 | ||
Loans held for investment | 1,202,260 | 2,600,422 | |
Loans held for sale by Company at fair value | 60,812 | ||
Accrued interest receivable | 16,009 | 24,037 | |
Other assets | 22,103 | 10,122 | |
Total assets | 1,733,302 | 2,634,581 | |
Accrued interest payable | 14,789 | 26,839 | |
Accrued expenses and other liabilities (1) | 352 | ||
Notes, certificates and secured borrowings | 1,210,349 | 2,616,023 | |
Payable to securitization note and residual certificate holders (includes $1,479 and $0 at fair value, respectively) (1) | 312,123 | ||
Warehouse notes payable | 32,100 | ||
Total liabilities | 1,569,713 | 2,642,862 | |
Net Assets | 163,589 | $ (8,281) | |
Loans Invested in by Company | Consolidated VIEs | |||
Variable Interest Entity [Line Items] | |||
Loans held for investment | 350,699 | ||
Loans Invested in by Company | Unconsolidated VIEs | |||
Variable Interest Entity [Line Items] | |||
Loans held for investment | 0 | ||
Loans Invested in by Company | Total | |||
Variable Interest Entity [Line Items] | |||
Loans held for investment | $ 350,699 | ||
[1] | Includes amounts in consolidated variable interest entities (VIEs) presented separately in the table below. | ||
[2] | Prior period amounts have been reclassified to conform to the current period presentation. See “Notes to Consolidated Financial Statements – Note 1. Basis of Presentation” for additional information. |
Securitizations and Variable 57
Securitizations and Variable Interest Entities - Summary of Financial Asset and Liabilitiy Involvement with Consolidated VIEs (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Variable Interest Entity [Line Items] | ||
Assets | $ 4,640,831 | $ 5,562,631 |
Liabilities | (3,713,074) | (4,586,861) |
Consolidated VIEs | ||
Variable Interest Entity [Line Items] | ||
Assets | 1,670,067 | 2,624,459 |
Liabilities | (1,569,413) | (2,642,862) |
Net Assets | 100,654 | (18,403) |
Consolidated VIEs | Trust Certificates | ||
Variable Interest Entity [Line Items] | ||
Assets | 1,226,957 | 2,624,459 |
Liabilities | (1,224,473) | (2,642,862) |
Net Assets | 2,484 | $ (18,403) |
Consolidated VIEs | Securitizations | ||
Variable Interest Entity [Line Items] | ||
Assets | 375,607 | |
Liabilities | (312,832) | |
Net Assets | 62,775 | |
Consolidated VIEs | Warehouse Credit Facility | ||
Variable Interest Entity [Line Items] | ||
Assets | 67,503 | |
Liabilities | (32,108) | |
Net Assets | $ 35,395 |
Securitizations and Variable 58
Securitizations and Variable Interest Entities - Unconsolidated VIEs with Significant Continuing Involvement (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Variable Interest Entity [Line Items] | ||
Maximum Exposure to Loss | $ 6,000 | |
Unconsolidated VIEs | ||
Variable Interest Entity [Line Items] | ||
Carrying Value, Assets | 940,916 | $ 50,523 |
Carrying Value, Net Assets | 62,935 | 10,122 |
Maximum Exposure to Loss | 63,535 | 10,122 |
Securities Available for Sale | Unconsolidated VIEs | ||
Variable Interest Entity [Line Items] | ||
Carrying Value, Assets | 47,049 | |
Maximum Exposure to Loss | 47,049 | |
Accrued Interest Receivable | Unconsolidated VIEs | ||
Variable Interest Entity [Line Items] | ||
Carrying Value, Assets | 407 | |
Maximum Exposure to Loss | 407 | |
Other Assets | Unconsolidated VIEs | ||
Variable Interest Entity [Line Items] | ||
Carrying Value, Assets | 15,779 | 10,122 |
Maximum Exposure to Loss | 15,779 | 10,122 |
Accrued Expenses and Other Liabilities | Unconsolidated VIEs | ||
Variable Interest Entity [Line Items] | ||
Carrying Value, Liabilities | (300) | |
Maximum Exposure to Loss | 300 | |
Securitizations | Accrued Expenses and Other Liabilities | Unconsolidated VIEs | ||
Variable Interest Entity [Line Items] | ||
Carrying Value, Liabilities | (300) | |
Maximum Exposure to Loss | 300 | |
CLUB Certificates | Accrued Expenses and Other Liabilities | Unconsolidated VIEs | ||
Variable Interest Entity [Line Items] | ||
Carrying Value, Liabilities | 0 | |
Maximum Exposure to Loss | 0 | |
Investment funds | Accrued Expenses and Other Liabilities | Unconsolidated VIEs | ||
Variable Interest Entity [Line Items] | ||
Carrying Value, Liabilities | 0 | |
Maximum Exposure to Loss | 0 | |
Securitizations | Unconsolidated VIEs | ||
Variable Interest Entity [Line Items] | ||
Carrying Value, Assets | 863,589 | |
Carrying Value, Net Assets | 50,793 | |
Maximum Exposure to Loss | 51,393 | |
Securitizations | Securities Available for Sale | Unconsolidated VIEs | ||
Variable Interest Entity [Line Items] | ||
Carrying Value, Assets | 45,256 | |
Maximum Exposure to Loss | 45,256 | |
Securitizations | Accrued Interest Receivable | Unconsolidated VIEs | ||
Variable Interest Entity [Line Items] | ||
Carrying Value, Assets | 391 | |
Maximum Exposure to Loss | 391 | |
Securitizations | Other Assets | Unconsolidated VIEs | ||
Variable Interest Entity [Line Items] | ||
Carrying Value, Assets | 5,446 | |
Maximum Exposure to Loss | 5,446 | |
CLUB Certificates | Unconsolidated VIEs | ||
Variable Interest Entity [Line Items] | ||
Carrying Value, Assets | 36,833 | |
Carrying Value, Net Assets | 2,124 | |
Maximum Exposure to Loss | 2,124 | |
CLUB Certificates | Securities Available for Sale | Unconsolidated VIEs | ||
Variable Interest Entity [Line Items] | ||
Carrying Value, Assets | 1,793 | |
Maximum Exposure to Loss | 1,793 | |
CLUB Certificates | Accrued Interest Receivable | Unconsolidated VIEs | ||
Variable Interest Entity [Line Items] | ||
Carrying Value, Assets | 16 | |
Maximum Exposure to Loss | 16 | |
CLUB Certificates | Other Assets | Unconsolidated VIEs | ||
Variable Interest Entity [Line Items] | ||
Carrying Value, Assets | 315 | |
Maximum Exposure to Loss | 315 | |
Investment funds | Unconsolidated VIEs | ||
Variable Interest Entity [Line Items] | ||
Carrying Value, Assets | 40,494 | 50,523 |
Carrying Value, Net Assets | 10,018 | 10,122 |
Maximum Exposure to Loss | 10,018 | 10,122 |
Investment funds | Securities Available for Sale | Unconsolidated VIEs | ||
Variable Interest Entity [Line Items] | ||
Carrying Value, Assets | 0 | |
Maximum Exposure to Loss | 0 | |
Investment funds | Accrued Interest Receivable | Unconsolidated VIEs | ||
Variable Interest Entity [Line Items] | ||
Carrying Value, Assets | 0 | |
Maximum Exposure to Loss | 0 | |
Investment funds | Other Assets | Unconsolidated VIEs | ||
Variable Interest Entity [Line Items] | ||
Carrying Value, Assets | 10,018 | 10,122 |
Maximum Exposure to Loss | $ 10,018 | $ 10,122 |
Securitizations and Variable 59
Securitizations and Variable Interest Entities - Summary of Personal Whole Loan Securitizations and Sales (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 06, 2017 | |
Fair Value Assumption, Date of Securitization or Asset-backed Financing Arrangement, Transferor's Continuing Involvement, Servicing Assets or Liabilities [Line Items] | ||||
Fair value of senior securities and subordinated certificates retained upon settlement (1) | $ 117,573 | $ 287,137 | ||
Cash proceeds from loans securitized or sold | 313,486 | 0 | $ 0 | |
Personal Whole Loan Securitizations | ||||
Fair Value Assumption, Date of Securitization or Asset-backed Financing Arrangement, Transferor's Continuing Involvement, Servicing Assets or Liabilities [Line Items] | ||||
Principal derecognized from loans securitized or sold | 999,128 | 0 | 0 | $ 368,000 |
Net gains (losses) recognized from loans securitized or sold | 4,987 | 0 | 0 | |
Fair value of senior securities and subordinated certificates retained upon settlement (1) | 53,154 | 0 | 0 | |
Cash proceeds from loans securitized or sold | 812,851 | 0 | 0 | |
Cash proceeds from subordinated certificates sold | 6,300 | 0 | 0 | |
Cash proceeds from servicing and other administrative fees on loans securitized or sold | 2,641 | 0 | 0 | |
Cash proceeds for interest received on senior securities and subordinated certificates | 300 | 0 | 0 | |
Personal Whole Loan Club Certificate | ||||
Fair Value Assumption, Date of Securitization or Asset-backed Financing Arrangement, Transferor's Continuing Involvement, Servicing Assets or Liabilities [Line Items] | ||||
Principal derecognized from loans securitized or sold | 37,779 | 0 | 0 | |
Net gains (losses) recognized from loans securitized or sold | (177) | 0 | 0 | |
Fair value of senior securities and subordinated certificates retained upon settlement (1) | 1,802 | 0 | 0 | |
Cash proceeds from loans securitized or sold | 34,575 | 0 | 0 | |
Cash proceeds from subordinated certificates sold | 0 | 0 | 0 | |
Cash proceeds from servicing and other administrative fees on loans securitized or sold | 21 | 0 | 0 | |
Cash proceeds for interest received on senior securities and subordinated certificates | 5 | $ 0 | $ 0 | |
Senior Securities | Personal Whole Loan Securitizations | ||||
Fair Value Assumption, Date of Securitization or Asset-backed Financing Arrangement, Transferor's Continuing Involvement, Servicing Assets or Liabilities [Line Items] | ||||
Interests retained by the Company | 43,417 | |||
Subordinated residual certificates | Personal Whole Loan Securitizations | ||||
Fair Value Assumption, Date of Securitization or Asset-backed Financing Arrangement, Transferor's Continuing Involvement, Servicing Assets or Liabilities [Line Items] | ||||
Interests retained by the Company | $ 9,737 |
Securitizations and Variable 60
Securitizations and Variable Interest Entities - Off-balance Sheet Loans Sold or Securitized (Details) - Off-balance Sheet Loans - USD ($) $ in Millions | Dec. 31, 2017 | Dec. 31, 2016 |
Fair Value, Off-balance Sheet Risks, Disclosure Information [Line Items] | ||
Outstanding principal balance | $ 900.4 | $ 0 |
Delinquent Amount at End of Period on Loans Managed and Securitized or Asset-backed Financing Arrangement | $ 26.5 |
Securitizations and Variable 61
Securitizations and Variable Interest Entities - Fair Value Sensitivity (Details) - Asset-backed securities - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Senior Securities | ||
Sensitivity Analysis of Fair Value of Interests Continued to be Held by Transferor, Servicing Assets or Liabilities, Impact of Adverse Change in Assumption [Line Items] | ||
Fair value of interests held | $ 37,020 | $ 0 |
Expected weighte-average life (in years) | 1 year | |
Discount Rates, 100 Basis Point Increase | $ (326) | |
Discount Rates, 200 Basis Point Increase | (644) | |
Expected credit loss rates on underlying loans, 10% adverse change | (1) | |
Expected credit loss rates on underlying loans, 20% adverse change | (2) | |
Expected prepayment rates, 10% adverse change | (1) | |
Expected prepayment rates, 20% adverse change | (3) | |
Subordinated Debt Obligations [Member] | ||
Sensitivity Analysis of Fair Value of Interests Continued to be Held by Transferor, Servicing Assets or Liabilities, Impact of Adverse Change in Assumption [Line Items] | ||
Fair value of interests held | $ 8,236 | 0 |
Expected weighte-average life (in years) | 1 year 6 months | |
Discount Rates, 100 Basis Point Increase | $ (105) | |
Discount Rates, 200 Basis Point Increase | (208) | |
Expected credit loss rates on underlying loans, 10% adverse change | (1,060) | |
Expected credit loss rates on underlying loans, 20% adverse change | (2,118) | |
Expected prepayment rates, 10% adverse change | (265) | |
Expected prepayment rates, 20% adverse change | (513) | |
CLUB Certificates | ||
Sensitivity Analysis of Fair Value of Interests Continued to be Held by Transferor, Servicing Assets or Liabilities, Impact of Adverse Change in Assumption [Line Items] | ||
Fair value of interests held | $ 1,793 | $ 0 |
Expected weighte-average life (in years) | 1 year 5 months | |
Discount Rates, 100 Basis Point Increase | $ (41) | |
Discount Rates, 200 Basis Point Increase | (76) | |
Expected credit loss rates on underlying loans, 10% adverse change | (15) | |
Expected credit loss rates on underlying loans, 20% adverse change | (25) | |
Expected prepayment rates, 10% adverse change | (21) | |
Expected prepayment rates, 20% adverse change | $ (42) |
Fair Value of Assets and Liab62
Fair Value of Assets and Liabilities - Loans, Loan Servicing Rights, Related Notes and Certificates (Detail) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Loans held for investment | [1],[2] | $ 2,932,325 | $ 4,295,121 |
Loans held for investment by the Company | [1],[2] | 361,230 | 16,863 |
Loans held for sale by the Company at fair value (1) | [1] | 235,825 | 9,048 |
Securities available for sale | 117,573 | 287,137 | |
Servicing assets | 33,676 | 21,398 | |
Total assets | 3,680,629 | 4,629,567 | |
Notes, certificates and secured borrowings | [1] | 2,954,768 | 4,320,895 |
Payable to securitization residual certificate holders | 1,479 | 0 | |
Servicing liabilities | 833 | 2,846 | |
Loan trailing fee liability | 8,432 | 4,913 | |
Total liabilities | 2,965,512 | 4,328,654 | |
Level 1 Inputs | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Loans held for investment | 0 | 0 | |
Loans held for investment by the Company | 0 | 0 | |
Loans held for sale by the Company at fair value (1) | 0 | 0 | |
Securities available for sale | 0 | 0 | |
Servicing assets | 0 | 0 | |
Total assets | 0 | 0 | |
Notes, certificates and secured borrowings | 0 | 0 | |
Payable to securitization residual certificate holders | 0 | ||
Servicing liabilities | 0 | 0 | |
Loan trailing fee liability | 0 | 0 | |
Total liabilities | 0 | 0 | |
Level 2 Inputs | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Loans held for investment | 0 | 0 | |
Loans held for investment by the Company | 0 | 0 | |
Loans held for sale by the Company at fair value (1) | 0 | 0 | |
Securities available for sale | 107,544 | 287,137 | |
Servicing assets | 0 | 0 | |
Total assets | 107,544 | 287,137 | |
Notes, certificates and secured borrowings | 0 | 0 | |
Payable to securitization residual certificate holders | 0 | ||
Servicing liabilities | 0 | 0 | |
Loan trailing fee liability | 0 | 0 | |
Total liabilities | 0 | 0 | |
Level 3 Inputs | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Loans held for investment | 2,932,325 | 4,295,121 | |
Loans held for investment by the Company | 361,230 | 16,863 | |
Loans held for sale by the Company at fair value (1) | 235,825 | 9,048 | |
Securities available for sale | 10,029 | 0 | |
Servicing assets | 33,676 | 21,398 | |
Total assets | 3,573,085 | 4,342,430 | |
Notes, certificates and secured borrowings | 2,954,768 | 4,320,895 | |
Payable to securitization residual certificate holders | 1,479 | ||
Servicing liabilities | 833 | 2,846 | |
Loan trailing fee liability | 8,432 | 4,913 | |
Total liabilities | 2,965,512 | 4,328,654 | |
Asset-backed senior securities related to Company-sponsored securitizations | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Securities available for sale | 37,020 | ||
Asset-backed senior securities related to Company-sponsored securitizations | Level 1 Inputs | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Securities available for sale | 0 | ||
Asset-backed senior securities related to Company-sponsored securitizations | Level 2 Inputs | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Securities available for sale | 37,020 | ||
Asset-backed senior securities related to Company-sponsored securitizations | Level 3 Inputs | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Securities available for sale | 0 | ||
Certificates of deposit | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Securities available for sale | 24,758 | 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 | 0 | |
Certificates of deposit | Level 2 Inputs | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Securities available for sale | 24,758 | 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 | 0 | |
Corporate debt securities | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Securities available for sale | 16,258 | 181,223 | |
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 | 16,258 | 181,223 | |
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 | |
Asset-backed securities | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Securities available for sale | 14,843 | 25,364 | |
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 | 14,843 | 25,364 | |
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 | 14,665 | 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 | 0 | |
Commercial paper | Level 2 Inputs | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Securities available for sale | 14,665 | 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 | 0 | |
U.S. agency securities | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Securities available for sale | 19,623 | ||
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 | ||
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 | ||
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 | ||
U.S. Treasury securities | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Securities available for sale | 2,496 | ||
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 | ||
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 | ||
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 | ||
Other securities | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Securities available for sale | 10,766 | ||
Other securities | Level 1 Inputs | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Securities available for sale | 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 | ||
Other securities | Level 3 Inputs | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Securities available for sale | $ 0 | ||
Asset-backed subordinated residual certificates related to Company-sponsored securitizations and CLUB Certificate transactions | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Securities available for sale | 10,029 | ||
Asset-backed subordinated residual certificates related to Company-sponsored securitizations and CLUB Certificate transactions | Level 1 Inputs | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Securities available for sale | 0 | ||
Asset-backed subordinated residual certificates related to Company-sponsored securitizations and CLUB Certificate transactions | Level 2 Inputs | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Securities available for sale | 0 | ||
Asset-backed subordinated residual certificates related to Company-sponsored securitizations and CLUB Certificate transactions | Level 3 Inputs | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Securities available for sale | $ 10,029 | ||
[1] | Includes amounts in consolidated variable interest entities (VIEs) presented separately in the table below. | ||
[2] | Prior period amounts have been reclassified to conform to the current period presentation. See “Notes to Consolidated Financial Statements – Note 1. Basis of Presentation” for additional information. |
Fair Value of Assets and Liab63
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, 2017 | Dec. 31, 2016 | |
Loan Trailing Fee Liability | Minimum | ||
Fair Value Inputs [Abstract] | ||
Discount rates | 1.90% | 3.40% |
Net cumulative expected loss rates | 0.80% | 0.30% |
Cumulative prepayment rates | 11.30% | 8.00% |
Loan Trailing Fee Liability | Maximum | ||
Fair Value Inputs [Abstract] | ||
Discount rates | 17.10% | 15.00% |
Net cumulative expected loss rates | 41.80% | 33.90% |
Cumulative prepayment rates | 51.00% | 42.70% |
Loan Trailing Fee Liability | Weighted Average | ||
Fair Value Inputs [Abstract] | ||
Discount rates | 8.90% | 7.70% |
Net cumulative expected loss rates | 13.20% | 13.50% |
Cumulative prepayment rates | 31.40% | 28.30% |
Servicing Asset/Liability | Minimum | ||
Fair Value Inputs [Abstract] | ||
Discount rates | 1.90% | 3.40% |
Net cumulative expected loss rates | 0.40% | 0.30% |
Cumulative prepayment rates | 11.30% | 8.00% |
Base market servicing rates (% per annum on unpaid principal balance) | 0.66% | 0.63% |
Servicing Asset/Liability | Maximum | ||
Fair Value Inputs [Abstract] | ||
Discount rates | 17.10% | 15.10% |
Net cumulative expected loss rates | 41.80% | 33.90% |
Cumulative prepayment rates | 51.00% | 42.70% |
Base market servicing rates (% per annum on unpaid principal balance) | 0.90% | 0.90% |
Servicing Asset/Liability | Weighted Average | ||
Fair Value Inputs [Abstract] | ||
Discount rates | 8.80% | 7.80% |
Net cumulative expected loss rates | 12.40% | 12.80% |
Cumulative prepayment rates | 31.70% | 29.30% |
Base market servicing rates (% per annum on unpaid principal balance) | 0.66% | 0.63% |
Loans Held for Investment, Loans Held for Sale, Notes, Certificates and Secured Borrowings | Minimum | ||
Fair Value Inputs [Abstract] | ||
Discount rates | 1.70% | |
Net cumulative expected loss rates | 0.40% | |
Cumulative prepayment rates | 11.30% | |
Loans Held for Investment, Loans Held for Sale, Notes, Certificates and Secured Borrowings | Maximum | ||
Fair Value Inputs [Abstract] | ||
Discount rates | 17.20% | |
Net cumulative expected loss rates | 41.80% | |
Cumulative prepayment rates | 51.00% | |
Loans Held for Investment, Loans Held for Sale, Notes, Certificates and Secured Borrowings | Weighted Average | ||
Fair Value Inputs [Abstract] | ||
Discount rates | 8.50% | |
Net cumulative expected loss rates | 13.80% | |
Cumulative prepayment rates | 31.60% | |
Asset-Backed Securities Related to Consolidated VIEs | Minimum | ||
Fair Value Inputs [Abstract] | ||
Discount rates | 5.80% | |
Net cumulative expected loss rates | 10.90% | |
Cumulative prepayment rates | 28.30% | |
Asset-Backed Securities Related to Consolidated VIEs | Maximum | ||
Fair Value Inputs [Abstract] | ||
Discount rates | 15.00% | |
Net cumulative expected loss rates | 37.20% | |
Cumulative prepayment rates | 33.70% | |
Asset-Backed Securities Related to Consolidated VIEs | Weighted Average | ||
Fair Value Inputs [Abstract] | ||
Discount rates | 9.50% | |
Net cumulative expected loss rates | 19.70% | |
Cumulative prepayment rates | 30.50% | |
Loans Held for Investment, Loans Held for Sale, Notes and Certificates (1) | Minimum | ||
Fair Value Inputs [Abstract] | ||
Discount rates | 1.20% | |
Net cumulative expected loss rates | 0.30% | |
Cumulative prepayment rates | 8.00% | |
Loans Held for Investment, Loans Held for Sale, Notes and Certificates (1) | Maximum | ||
Fair Value Inputs [Abstract] | ||
Discount rates | 16.60% | |
Net cumulative expected loss rates | 33.90% | |
Cumulative prepayment rates | 42.70% | |
Loans Held for Investment, Loans Held for Sale, Notes and Certificates (1) | Weighted Average | ||
Fair Value Inputs [Abstract] | ||
Discount rates | 7.20% | |
Net cumulative expected loss rates | 14.60% | |
Cumulative prepayment rates | 30.70% |
Fair Value of Assets and Liab64
Fair Value of Assets and Liabilities - Additional Information about Loans, Notes, Certificates and Secured Borrowings Measured at Fair Value on Recurring Basis (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Loans Invested in by Company | ||
Loans Held For Investment | ||
Outstanding Principal Balance, Beginning | $ 27,860 | $ 3,462 |
Valuation adjustment, Beginning | (1,949) | (4) |
Fair Value, Beginning | 25,911 | 3,458 |
Outstanding Principal Balance, Purchases of loans | 1,648,297 | 183,838 |
Valuation Adjustment, Purchases of loans | (899) | (656) |
Fair Value, Purchases of loans | 1,647,398 | 183,182 |
Transfers (to) from loans held for investment (from) to loans held for sale | 0 | 0 |
Valuation Adjustment, Transfers from loans held for investment to loans held for sale | 0 | 0 |
Outstanding Principal Balance, Transfers from loans held for investment to loans held for sale | 0 | 0 |
Outstanding Principal Balance, Sales | (990,267) | (144,655) |
Valuation Adjustment, Sales | 5,871 | 0 |
Fair Value, Sales | (984,396) | (144,655) |
Outstanding Principal Balance, Principal payments | (65,681) | (12,632) |
Valuation Adjustment, Principal payments | 0 | 0 |
Fair Value, Principal payments | (65,681) | (12,632) |
Outstanding Principal Balance, Charge-offs | (6,557) | (2,153) |
Valuation Adjustment, Charge-offs | 6,557 | 2,153 |
Fair Value, Charge-offs | 0 | 0 |
Outstanding Principal Balance, Recoveries | 0 | 0 |
Valuation Adjustment, Recoveries | (343) | (493) |
Fair Value, Recoveries | (343) | (493) |
Outstanding Principal Balance, Change in fair value recorded in earnings | 0 | 0 |
Valuation Adjustment, Change in fair value recorded in earnings | (25,834) | (2,949) |
Fair Value, Change in fair value recorded in earnings | (25,834) | (2,949) |
Outstanding Principal Balance, Ending | 613,652 | 27,860 |
Valuation adjustment, Ending | (16,597) | (1,949) |
Fair Value, Ending | 597,055 | 25,911 |
Notes, Certificates and Secured Borrowings | ||
Notes, Certificates and Secured Borrowings | ||
Outstanding Principal Balance, Beginning | 4,572,912 | 4,697,169 |
Valuation adjustment, Beginning | (252,017) | (125,586) |
Fair value at beginning of period | 4,320,895 | 4,571,583 |
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, Transfers from loans to loans held for sale | 0 | 0 |
Valuation Adjustment, Transfers from loans to loans held for sale | 0 | 0 |
Fair Value, Transfers from loans to loans held for sale | 0 | 0 |
Outstanding Principal Balance, Issuances of notes and certificates | 2,019,316 | 2,681,109 |
Valuation Adjustment, Issuances of notes and certificates | (17,937) | 0 |
Fair Value, Issuances of notes and certificates | 2,001,379 | 2,681,109 |
Outstanding Principal Balance, Principal payments | 0 | 0 |
Valuation Adjustment, Principal payments | 0 | 0 |
Fair Value, Principal payments | 0 | 0 |
Outstanding Principal Balance, Whole loan sales | (2,941,692) | (2,385,234) |
Valuation Adjustment, Whole loan sales | 31,606 | 0 |
Fair Value, Whole loan sales | (2,910,086) | (2,385,234) |
Outstanding Principal Balance, Charge-offs | (489,456) | (420,132) |
Valuation Adjustment, Charge-offs | 489,456 | 420,132 |
Fair Value, Charge-offs | 0 | 0 |
Outstanding Principal Balance, Recoveries | 0 | 0 |
Valuation Adjustment, Recoveries | (47,914) | (36,785) |
Fair Value, Recoveries | (47,914) | (36,785) |
Outstanding Principal Balance, Change in fair value recorded in earnings | 0 | 0 |
Valuation Adjustment, Change in fair value recorded in earnings | (409,506) | (509,778) |
Fair Value, Change in fair value recorded in earnings | (409,506) | (509,778) |
Outstanding Principal Balance, Ending | 3,161,080 | 4,572,912 |
Valuation adjustment, Ending | (206,312) | (252,017) |
Fair value at end of period | 2,954,768 | 4,320,895 |
Loans Held for Investment | ||
Loans Held For Investment | ||
Outstanding Principal Balance, Beginning | 4,547,138 | 4,678,209 |
Valuation adjustment, Beginning | (252,017) | (125,586) |
Fair Value, Beginning | 4,295,121 | 4,552,623 |
Outstanding Principal Balance, Purchases of loans | 1,720,343 | 2,653,589 |
Valuation Adjustment, Purchases of loans | 5 | 0 |
Fair Value, Purchases of loans | 1,720,348 | 2,653,589 |
Outstanding Principal Balance, Issuances | 0 | 0 |
Valuation Adjustment, Issuances | 0 | 0 |
Fair Value, Issuances | 0 | 0 |
Transfers (to) from loans held for investment (from) to loans held for sale | (253,124) | 20,573 |
Valuation Adjustment, Transfers from loans held for investment to loans held for sale | (4,112) | 0 |
Outstanding Principal Balance, Transfers from loans held for investment to loans held for sale | (257,236) | 20,573 |
Outstanding Principal Balance, Sales | 0 | 0 |
Valuation Adjustment, Sales | 0 | 0 |
Fair Value, Sales | 0 | 0 |
Outstanding Principal Balance, Principal payments | (2,383,510) | (2,385,102) |
Valuation Adjustment, Principal payments | 0 | 0 |
Fair Value, Principal payments | (2,383,510) | (2,385,102) |
Outstanding Principal Balance, Charge-offs | (489,456) | (420,131) |
Valuation Adjustment, Charge-offs | 489,456 | 420,131 |
Fair Value, Charge-offs | 0 | 0 |
Outstanding Principal Balance, Recoveries | 0 | 0 |
Valuation Adjustment, Recoveries | (47,913) | (36,784) |
Fair Value, Recoveries | (47,913) | (36,784) |
Outstanding Principal Balance, Change in fair value recorded in earnings | 0 | 0 |
Valuation Adjustment, Change in fair value recorded in earnings | (394,485) | (509,778) |
Fair Value, Change in fair value recorded in earnings | (394,485) | (509,778) |
Outstanding Principal Balance, Ending | 3,141,391 | 4,547,138 |
Valuation adjustment, Ending | (209,066) | (252,017) |
Fair Value, Ending | 2,932,325 | 4,295,121 |
Loans Held for Investment | Loans Invested in by Company | ||
Loans Held For Investment | ||
Outstanding Principal Balance, Beginning | 18,515 | 3,462 |
Valuation adjustment, Beginning | (1,652) | (4) |
Fair Value, Beginning | 16,863 | 3,458 |
Outstanding Principal Balance, Purchases of loans | 19,069 | 79,736 |
Valuation Adjustment, Purchases of loans | (707) | (656) |
Fair Value, Purchases of loans | 18,362 | 79,080 |
Transfers (to) from loans held for investment (from) to loans held for sale | 354,410 | (55,984) |
Valuation Adjustment, Transfers from loans held for investment to loans held for sale | 4,112 | 0 |
Outstanding Principal Balance, Transfers from loans held for investment to loans held for sale | 358,522 | (55,984) |
Outstanding Principal Balance, Sales | 0 | 0 |
Valuation Adjustment, Sales | 0 | 0 |
Fair Value, Sales | 0 | 0 |
Outstanding Principal Balance, Principal payments | (16,433) | (6,705) |
Valuation Adjustment, Principal payments | 0 | 0 |
Fair Value, Principal payments | (16,433) | (6,705) |
Outstanding Principal Balance, Charge-offs | (4,182) | (1,994) |
Valuation Adjustment, Charge-offs | 4,182 | 1,994 |
Fair Value, Charge-offs | 0 | 0 |
Outstanding Principal Balance, Recoveries | 0 | 0 |
Valuation Adjustment, Recoveries | (343) | (493) |
Fair Value, Recoveries | (343) | (493) |
Outstanding Principal Balance, Change in fair value recorded in earnings | 0 | 0 |
Valuation Adjustment, Change in fair value recorded in earnings | (15,741) | (2,493) |
Fair Value, Change in fair value recorded in earnings | (15,741) | (2,493) |
Outstanding Principal Balance, Ending | 371,379 | 18,515 |
Valuation adjustment, Ending | (10,149) | (1,652) |
Fair Value, Ending | 361,230 | 16,863 |
Loans Held For Sale | ||
Loans Held For Investment | ||
Outstanding Principal Balance, Beginning | 0 | 0 |
Valuation adjustment, Beginning | 0 | 0 |
Fair Value, Beginning | 0 | 0 |
Outstanding Principal Balance, Purchases of loans | 5,232,503 | 4,638,436 |
Valuation Adjustment, Purchases of loans | 6,420 | 0 |
Fair Value, Purchases of loans | 5,238,923 | 4,638,436 |
Outstanding Principal Balance, Issuances | 0 | 0 |
Valuation Adjustment, Issuances | 0 | 0 |
Fair Value, Issuances | 0 | 0 |
Transfers (to) from loans held for investment (from) to loans held for sale | 253,124 | (20,573) |
Valuation Adjustment, Transfers from loans held for investment to loans held for sale | 4,112 | 0 |
Outstanding Principal Balance, Transfers from loans held for investment to loans held for sale | 257,236 | (20,573) |
Outstanding Principal Balance, Sales | (5,483,146) | (4,617,863) |
Valuation Adjustment, Sales | 8,067 | 0 |
Fair Value, Sales | (5,475,079) | (4,617,863) |
Outstanding Principal Balance, Principal payments | (2,481) | 0 |
Valuation Adjustment, Principal payments | 0 | 0 |
Fair Value, Principal payments | (2,481) | 0 |
Outstanding Principal Balance, Charge-offs | 0 | 0 |
Valuation Adjustment, Charge-offs | 0 | 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 | (18,599) | 0 |
Fair Value, Change in fair value recorded in earnings | (18,599) | 0 |
Outstanding Principal Balance, Ending | 0 | 0 |
Valuation adjustment, Ending | 0 | 0 |
Fair Value, Ending | 0 | 0 |
Loans Held For Sale | Loans Invested in by Company | ||
Loans Held For Investment | ||
Outstanding Principal Balance, Beginning | 9,345 | 0 |
Valuation adjustment, Beginning | (297) | 0 |
Fair Value, Beginning | 9,048 | 0 |
Outstanding Principal Balance, Purchases of loans | 1,629,228 | 104,102 |
Valuation Adjustment, Purchases of loans | (192) | 0 |
Fair Value, Purchases of loans | 1,629,036 | 104,102 |
Transfers (to) from loans held for investment (from) to loans held for sale | (354,410) | 55,984 |
Valuation Adjustment, Transfers from loans held for investment to loans held for sale | (4,112) | 0 |
Outstanding Principal Balance, Transfers from loans held for investment to loans held for sale | (358,522) | 55,984 |
Outstanding Principal Balance, Sales | (990,267) | (144,655) |
Valuation Adjustment, Sales | 5,871 | 0 |
Fair Value, Sales | (984,396) | (144,655) |
Outstanding Principal Balance, Principal payments | (49,248) | (5,927) |
Valuation Adjustment, Principal payments | 0 | 0 |
Fair Value, Principal payments | (49,248) | (5,927) |
Outstanding Principal Balance, Charge-offs | (2,375) | (159) |
Valuation Adjustment, Charge-offs | 2,375 | 159 |
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 | (10,093) | (456) |
Fair Value, Change in fair value recorded in earnings | (10,093) | (456) |
Outstanding Principal Balance, Ending | 242,273 | 9,345 |
Valuation adjustment, Ending | (6,448) | (297) |
Fair Value, Ending | $ 235,825 | $ 9,048 |
Fair Value of Assets and Liab65
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, 2017 | Dec. 31, 2016 | |
Servicing Assets | ||
Servicing Assets, Fair value, Beginning Balance | $ 21,398 | |
Servicing Assets, Fair value, Ending Balance | 33,676 | $ 21,398 |
Servicing Liabilities | ||
Servicing Liabilities, Fair value, Beginning Balance | 2,846 | |
Servicing Liabilities, Fair value, Ending Balance | 833 | 2,846 |
Fair Value, Measurements, Recurring | ||
Servicing Assets | ||
Servicing Assets, Fair value, Beginning Balance | 21,398 | 10,250 |
Issuances | 34,950 | 16,546 |
Changes in fair value, included in investor fees | (23,172) | (5,403) |
Other net changes included in deferred revenue | 500 | 5 |
Servicing Assets, Fair value, Ending Balance | 33,676 | 21,398 |
Servicing Liabilities | ||
Servicing Liabilities, Fair value, Beginning Balance | 2,846 | 3,973 |
Issuances | 333 | 3,371 |
Changes in fair value, included in investor fees | (2,346) | (4,498) |
Other net changes included in deferred revenue | 0 | 0 |
Servicing Liabilities, Fair value, Ending Balance | $ 833 | $ 2,846 |
Fair Value of Assets and Liab66
Fair Value of Assets and Liabilities - Trailing Fee Liability (Details) - Loan Trailing Fee Liability - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||
Fair value at beginning of period | $ 4,913 | $ 0 |
Issuances | 7,470 | 5,843 |
Cash payment of loan trailing fee | (4,358) | (1,174) |
Change in fair value, included in origination and servicing | 407 | 244 |
Fair value at end of period | $ 8,432 | $ 4,913 |
Fair Value of Assets and Liab67
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, 2017 | Dec. 31, 2016 | |
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 | 0.66% | 0.63% |
Servicing assets, rate increase | $ (7,749) | $ (5,673) |
Servicing liabilities, rate increase | 233 | 964 |
Servicing assets, rate decrease | 7,760 | 5,812 |
Servicing liabilities, rate decrease | $ (222) | $ (825) |
Fair Value of Assets and Liab68
Fair Value of Assets and Liabilities - Not Measured at Fair Value (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets | $ 3,680,629 | $ 4,629,567 |
Payable to securitization note holders | 1,479 | 0 |
Total liabilities | 2,965,512 | 4,328,654 |
Level 1 Inputs | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets | 0 | 0 |
Payable to securitization note holders | 0 | |
Total liabilities | 0 | 0 |
Level 2 Inputs | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets | 107,544 | 287,137 |
Payable to securitization note holders | 0 | |
Total liabilities | 0 | 0 |
Level 3 Inputs | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets | 3,573,085 | 4,342,430 |
Payable to securitization note holders | 1,479 | |
Total liabilities | 2,965,512 | 4,328,654 |
Carrying Amount | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and cash equivalents (1) | 401,719 | 515,602 |
Restricted cash | 242,570 | 177,810 |
Servicer reserve receivable | 13,685 | 4,938 |
Deposits | 855 | 855 |
Total assets | 658,829 | 699,205 |
Accrued expenses and other liabilities | 13,856 | 10,981 |
Accounts payable | 11,151 | 10,889 |
Payable to investors | 143,310 | 125,884 |
Payable to securitization note holders | 310,644 | |
Warehouse notes payable | 32,100 | |
Total liabilities | 511,061 | 147,754 |
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 (1) | 0 | 0 |
Restricted cash | 0 | 0 |
Servicer reserve receivable | 0 | 0 |
Deposits | 0 | 0 |
Total assets | 0 | 0 |
Accrued expenses and other liabilities | 0 | 0 |
Accounts payable | 0 | 0 |
Payable to investors | 0 | 0 |
Payable to securitization note holders | 0 | |
Warehouse notes payable | 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 (1) | 401,719 | 515,602 |
Restricted cash | 242,570 | 177,810 |
Servicer reserve receivable | 13,685 | 4,938 |
Deposits | 855 | 855 |
Total assets | 658,829 | 699,205 |
Accrued expenses and other liabilities | 0 | 0 |
Accounts payable | 11,151 | 10,889 |
Payable to investors | 143,310 | 125,884 |
Payable to securitization note holders | 310,644 | |
Warehouse notes payable | 0 | |
Total liabilities | 465,105 | 136,773 |
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 (1) | 0 | 0 |
Restricted cash | 0 | 0 |
Servicer reserve receivable | 0 | 0 |
Deposits | 0 | 0 |
Total assets | 0 | 0 |
Accrued expenses and other liabilities | 13,856 | 10,981 |
Accounts payable | 0 | 0 |
Payable to investors | 0 | 0 |
Payable to securitization note holders | 0 | |
Warehouse notes payable | 32,100 | |
Total liabilities | 45,956 | 10,981 |
Balance at Fair Value | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and cash equivalents (1) | 401,719 | 515,602 |
Restricted cash | 242,570 | 177,810 |
Servicer reserve receivable | 13,685 | 4,938 |
Deposits | 855 | 855 |
Total assets | 658,829 | 699,205 |
Accrued expenses and other liabilities | 13,856 | 10,981 |
Accounts payable | 11,151 | 10,889 |
Payable to investors | 143,310 | 125,884 |
Payable to securitization note holders | 310,644 | |
Warehouse notes payable | 32,100 | |
Total liabilities | $ 511,061 | $ 147,754 |
Fair Value of Assets and Liab69
Fair Value of Assets and Liabilities - Sensitivity of Fair Value of Loans Invested in by Company (Details) - Fair Value, Measurements, Recurring - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Loans Invested in by Company | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Loans Receivable and Loans Held for Sale, Fair Value Disclosure | $ 597,055 | $ 25,911 |
Fair Value Assumptions, Expected Term | 1 year 6 months | |
Minimum | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Sensitivity Analysis of Fair Value, Loans Invested in by Company, Impact of Adverse Change in Discount Rate | $ (7,449) | |
Sensitivity Analysis of Fair Value, Loans Invested in by Company, Impact of Adverse Change in Credit Loss Rates on Underlying Loans | (10,090) | |
Sensitivity Analysis of Fair Value, Loans Invested in by Company, Impact of Adverse Change in Expected Prepayment Rates | (3,548) | |
Maximum | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Sensitivity Analysis of Fair Value, Loans Invested in by Company, Impact of Adverse Change in Discount Rate | (14,715) | |
Sensitivity Analysis of Fair Value, Loans Invested in by Company, Impact of Adverse Change in Credit Loss Rates on Underlying Loans | (18,935) | |
Sensitivity Analysis of Fair Value, Loans Invested in by Company, Impact of Adverse Change in Expected Prepayment Rates | $ (5,894) |
Property, Equipment and Softw70
Property, Equipment and Software, Net (Detail) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Property, Plant and Equipment [Line Items] | ||
Internally developed software (1) | $ 107,370 | $ 75,202 |
Leasehold improvements | 26,949 | 22,637 |
Computer equipment | 20,324 | 18,080 |
Purchased software | 8,284 | 7,598 |
Furniture and fixtures | 7,567 | 6,827 |
Construction in progress | 1,202 | 707 |
Total property, equipment and software | 171,696 | 131,051 |
Accumulated depreciation and amortization | (69,763) | (41,788) |
Total property, equipment and software, net | 101,933 | 89,263 |
Construction in Progress [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Internally developed software (1) | $ 10,700 | $ 7,400 |
Property, Equipment and Softw71
Property, Equipment and Software, Net - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Property, Plant and Equipment [Line Items] | |||
Depreciation and amortization expense | $ 46,208 | $ 29,882 | $ 21,578 |
General and Administrative Expense | |||
Property, Plant and Equipment [Line Items] | |||
Impairment | 2,400 | 1,100 | 600 |
Property, Equipment and Software | |||
Property, Plant and Equipment [Line Items] | |||
Depreciation and amortization expense | $ 40,300 | $ 25,100 | $ 16,200 |
Other Assets (Detail)
Other Assets (Detail) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 | |
Other Assets [Abstract] | |||
Other assets (1) | [1] | $ 156,278 | $ 69,644 |
Insurance reimbursement receivable | |||
Other Assets [Abstract] | |||
Other assets (1) | 52,119 | 0 | |
Loan servicing assets, at fair value | |||
Other Assets [Abstract] | |||
Other assets (1) | 33,676 | 21,398 | |
Prepaid expenses | |||
Other Assets [Abstract] | |||
Other assets (1) | 23,427 | 16,960 | |
Servicer reserve receivable | |||
Other Assets [Abstract] | |||
Other assets (1) | 13,685 | 4,938 | |
Other investments | |||
Other Assets [Abstract] | |||
Other assets (1) | 10,268 | 10,372 | |
Accounts receivable | |||
Other Assets [Abstract] | |||
Other assets (1) | 10,005 | 7,572 | |
Deferred financing costs | |||
Other Assets [Abstract] | |||
Other assets (1) | 2,952 | 1,032 | |
Receivable from investors | |||
Other Assets [Abstract] | |||
Other assets (1) | 2,318 | 1,566 | |
Tenant improvement receivable | |||
Other Assets [Abstract] | |||
Other assets (1) | 348 | 3,290 | |
Other | |||
Other Assets [Abstract] | |||
Other assets (1) | $ 7,480 | $ 2,516 | |
[1] | Includes amounts in consolidated variable interest entities (VIEs) presented separately in the table below. |
Intangible Assets and Goodwil73
Intangible Assets and Goodwill - Additional Information (Detail) | 3 Months Ended | 12 Months Ended | |||||
Dec. 31, 2016USD ($) | Sep. 30, 2016USD ($) | Jun. 30, 2016USD ($) | Mar. 31, 2016USD ($) | Dec. 31, 2017USD ($)reporting_unit | Dec. 31, 2016USD ($) | Dec. 31, 2015USD ($) | |
Finite-Lived Intangible Assets [Line Items] | |||||||
Weighted-average amortization period for total intangibles | 14 years | ||||||
Amortization expense | $ 4,300,000 | $ 4,800,000 | $ 5,300,000 | ||||
Number of reporting units | reporting_unit | 1 | ||||||
Goodwill impairment | $ 0 | $ 1,650,000 | $ 35,400,000 | $ 0 | $ 0 | $ 37,050,000 | $ 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 Goodwil74
Intangible Assets and Goodwill - Schedule of Intangible Assets (Detail) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Value | $ 40,200 | $ 40,200 |
Accumulated Amortization | (18,277) | (13,989) |
Net Carrying Value | 21,923 | 26,211 |
Customer relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Value | 39,500 | 39,500 |
Accumulated Amortization | (17,577) | (13,329) |
Net Carrying Value | 21,923 | 26,171 |
Technology | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Value | 400 | 400 |
Accumulated Amortization | (400) | (360) |
Net Carrying Value | 0 | 40 |
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 Goodwil75
Intangible Assets and Goodwill - Schedule of Expected Future Amortization Expense for Intangible Assets (Detail) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
2,018 | $ 3,872 | |
2,019 | 3,498 | |
2,019 | 3,122 | |
2,021 | 2,746 | |
2,022 | 2,370 | |
Thereafter | 6,315 | |
Net Carrying Value | $ 21,923 | $ 26,211 |
Intangible Assets and Goodwil76
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, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Goodwill [Roll Forward] | |||||||
Beginning balance | $ 72,683,000 | $ 35,633,000 | $ 72,683,000 | ||||
Goodwill impairment | $ 0 | $ (1,650,000) | $ (35,400,000) | $ 0 | 0 | (37,050,000) | $ 0 |
Other changes in goodwill | 0 | ||||||
Ending balance | $ 35,633,000 | $ 35,633,000 | $ 35,633,000 | $ 72,683,000 |
Accrued Expenses and Other Li77
Accrued Expenses and Other Liabilities (Detail) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 | |
Payables and Accruals [Abstract] | |||
Contingent liabilities | $ 129,887 | $ 0 | |
Accrued compensation (1) | 30,549 | 27,009 | |
Accrued expenses | 21,317 | 19,734 | |
Deferred rent | 14,734 | 11,638 | |
Transaction fee refund reserve | 14,528 | 9,098 | |
Loan trailing fee liability, at fair value | 8,432 | 4,913 | |
Deferred revenue | 3,415 | 2,556 | |
Payable to issuing banks | 1,894 | 1,658 | |
Loan servicing liabilities, at fair value | 833 | 2,846 | |
Credit loss coverage reserve | 0 | 2,529 | |
Reimbursement payable to limited partners of LCAM private funds | 0 | 2,313 | |
Other | 2,791 | 1,325 | |
Total accrued expenses and other liabilities | [1] | 228,380 | 85,619 |
Accrued cash retention rewards | $ 0 | $ 3,000 | |
[1] | Includes amounts in consolidated variable interest entities (VIEs) presented separately in the table below. |
Accumulated Other Comprehensi78
Accumulated Other Comprehensive Loss - Comprehensive income/loss (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Equity [Abstract] | |||
Change in net unrealized gain (loss) on securities available for sale, before tax | $ 184 | $ 1,515 | $ (1,671) |
Change in net unrealized loss on securities available for sale, tax effect | (591) | 611 | 0 |
Change in net unrealized loss on securities available for sale, net of tax | 775 | 904 | (1,671) |
Other comprehensive Income (loss), before tax | 184 | 1,515 | (1,671) |
Other comprehensive income (loss), tax effect | (591) | 611 | 0 |
Other comprehensive income (loss), net of tax | $ 775 | $ 904 | $ (1,671) |
Accumulated Other Comprehensi79
Accumulated Other Comprehensive Loss - Accumulated other comprehensive income/loss (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | |||
Beginning | $ (767) | $ (1,671) | |
Change in net unrealized gain (loss) on securities available for sale | 775 | 904 | $ (1,671) |
Less: Other comprehensive income (loss) attributable to noncontrolling interests | 13 | 0 | 0 |
Ending | $ (5) | $ (767) | $ (1,671) |
Debt (Detail)
Debt (Detail) | Dec. 06, 2017USD ($) | Oct. 13, 2017USD ($) | Oct. 11, 2017USD ($) | Oct. 10, 2017USD ($) | Dec. 31, 2017USD ($) | Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($) | Dec. 31, 2015USD ($) | Jun. 30, 2018 | Dec. 17, 2015USD ($) | |
Debt Instrument [Line Items] | |||||||||||
Warehouse notes payable (1) | [1] | $ 32,100,000 | $ 32,100,000 | $ 0 | |||||||
Repayment of credit facility | $ 251,000,000 | 0 | $ 0 | ||||||||
Revolving Credit Facility | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Current borrowing capacity | $ 120,000,000 | ||||||||||
Maximum rolling annual total net leverage ratio allowed | 4 | 4 | |||||||||
Proceeds from credit facility | $ 5,000,000 | ||||||||||
Repayment of credit facility | $ 5,000,000 | ||||||||||
Debt issuance costs | 1,300,000 | ||||||||||
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 | Scenario, Forecast | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Maximum rolling annual total net leverage ratio allowed | 3 | ||||||||||
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% | ||||||||||
Warehouse Credit Facility | LendingClub Warehouse LLC | Revolving Credit Facility | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Current borrowing capacity | $ 250,000,000 | ||||||||||
Commitment fee | 0.75% | ||||||||||
Monthly unused commitment fee (percent) | 0.50% | ||||||||||
Maximum rolling annual total net leverage ratio allowed | 3.25 | ||||||||||
Proceeds from credit facility | $ 246,000,000 | ||||||||||
Warehouse notes payable (1) | 32,100,000 | $ 32,100,000 | |||||||||
Restricted cash pledged as collateral | 4,100,000 | $ 4,100,000 | |||||||||
Capitalized debt issuance costs | $ 2,400,000 | ||||||||||
Warehouse Credit Facility | LendingClub Warehouse LLC | Revolving Credit Facility | Scenario, Forecast | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Maximum rolling annual total net leverage ratio allowed | 3 | ||||||||||
Warehouse Credit Facility | LendingClub Warehouse LLC | Revolving Credit Facility | London Interbank Offered Rate (LIBOR) | Minimum | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Basis spread | 2.00% | ||||||||||
Warehouse Credit Facility | LendingClub Warehouse LLC | Revolving Credit Facility | London Interbank Offered Rate (LIBOR) | Maximum | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Basis spread | 7.25% | ||||||||||
Payables to Securitization Holders | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Restricted cash pledged as collateral | 18,700,000 | ||||||||||
Loans Held For Sale | Warehouse Credit Facility | LendingClub Warehouse LLC | Revolving Credit Facility | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Loans pledged as collateral | 62,100,000 | $ 62,100,000 | |||||||||
Loans Held for Investment | Payables to Securitization Holders | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Loans pledged as collateral | 359,400,000 | 359,400,000 | |||||||||
Personal Whole Loan Securitizations | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Outstanding principal balance | $ 368,000,000 | 999,128,000 | 999,128,000 | $ 0 | $ 0 | ||||||
Depositor | Personal Whole Loan Securitizations | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Notes sold to third-party investors | $ 310,500,000 | ||||||||||
Depositor | Residual Certificates | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Percentage of available for sale securities sold under securitization (percent) | 4.10% | ||||||||||
Depositor | Notes | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Percentage of available for sale securities sold under securitization (percent) | 95.00% | ||||||||||
Payable to Securitization Note and Residual Certificate Holders | Personal Whole Loan Securitizations | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt issuance costs | 2,900,000 | 2,900,000 | |||||||||
Notes and residual certificates held by third-party investors | $ 312,100,000 | $ 312,100,000 | |||||||||
[1] | Includes amounts in consolidated variable interest entities (VIEs) presented separately in the table below. |
Secured Borrowings (Details)
Secured Borrowings (Details) | 1 Months Ended | 3 Months Ended | 12 Months Ended | |||
Oct. 31, 2017USD ($)fund | Jun. 30, 2016USD ($) | Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($) | Dec. 31, 2015USD ($) | Mar. 31, 2016USD ($) | |
Debt Instrument [Line Items] | ||||||
Number of legacy funds included in sale of Certificates | fund | 6 | |||||
Loan participations at fair value, pledged as collateral | $ 280,900,000 | |||||
Issuance of secured borrowings | $ 282,500,000 | $ 280,495,000 | $ 22,274,000 | $ 0 | ||
Legacy funds with participations sold that do not meet the definition of participating interests | fund | 2 | |||||
Maximum exposure to loss under the credit support agreement | 7,500,000 | |||||
Carrying value | $ 0 | 232,367,000 | 0 | $ 15,100,000 | ||
Fair value of credit support agreement | 2,800,000 | |||||
Repurchased | $ 22,300,000 | 42,834,000 | $ 22,274,000 | $ 0 | ||
Loans Held for Investment | Secured Borrowings | ||||||
Debt Instrument [Line Items] | ||||||
Loans pledged as collateral | $ 242,700,000 |
Stockholders' Equity - Addition
Stockholders' Equity - Additional Information (Detail) - USD ($) | Feb. 09, 2016 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 |
Class of Stock [Line Items] | ||||||
Repurchased (shares) | 0 | 0 | 0 | 0 | 2,282,700 | |
Share Repurchases | ||||||
Class of Stock [Line Items] | ||||||
Authorized repurchase amount | $ 150,000,000 | |||||
Repurchase period | 1 year | |||||
Repurchased ($ per share) | $ 8.52 | |||||
Repurchased | $ 19,500,000 |
Stockholders' Equity - Shares o
Stockholders' Equity - Shares of Common Stock Reserved for Future Issuance (Detail) - shares | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 |
Class of Stock [Line Items] | |||
Options outstanding (shares) | 20,409,340 | ||
Total reserved for future issuance (shares) | 105,511,561 | 95,940,598 | |
Stock options and RSUs | |||
Class of Stock [Line Items] | |||
Options outstanding (shares) | 47,538,097 | 62,082,821 | |
Total reserved for future issuance (shares) | 49,277,465 | 28,449,336 | |
Available for ESPP | |||
Class of Stock [Line Items] | |||
Total reserved for future issuance (shares) | 8,695,999 | 5,408,441 | 2,589,991 |
Employee Incentive and Retire84
Employee Incentive and Retirement Plans - Additional Information (Detail) | Jun. 22, 2016position | Mar. 31, 2017 | Jun. 30, 2016USD ($) | Mar. 31, 2016USD ($) | Dec. 31, 2017USD ($)EquityPlan$ / sharesshares | Dec. 31, 2016USD ($)$ / sharesshares | Dec. 31, 2015USD ($)$ / sharesshares |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Tax deficits (benefits) | $ 200,000 | $ (700,000) | |||||
Number of options to purchase common stock granted under the 2007 Plan (shares) | shares | 20,409,340 | 30,669,177 | |||||
Grants (shares) | shares | 0 | 7,482,011 | |||||
Grants ($ per share) | $ / shares | $ 0 | $ 7.22 | |||||
Total intrinsic value of options exercised | $ 27,000,000 | $ 74,400,000 | 103,500,000 | ||||
Total fair value of stock options vested | $ 19,600,000 | $ 32,900,000 | $ 36,800,000 | ||||
Total shares available for future issuance (shares) | shares | 105,511,561 | 95,940,598 | |||||
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 | $ 0 | $ 2,730,000 | 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 | 4,400,000 | $ 3,900,000 | $ 2,100,000 | ||||
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 | ||||||
Vesting period for compensation arrangement | 3 years | ||||||
Performance Shares [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Requisite service period | 1 year | ||||||
Performance Shares [Member] | Maximum | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Issuance Range | 200.00% | ||||||
Performance Shares [Member] | Minimum | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Issuance Range | 0.00% | ||||||
Equity Option | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Grants (shares) | shares | 1,164,929 | ||||||
Grants ($ per share) | $ / shares | $ 20 | ||||||
Common stock, Weighted average grant date fair value per share ($ per share) | $ / shares | $ 3.61 | $ 9.80 | |||||
Fair value | $ 27,000,000 | $ 11,400,000 | |||||
Unrecognized compensation cost | $ 13,900,000 | ||||||
Unrecognized compensation cost expected period for recognition | 1 year 9 months 18 days | ||||||
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 | 2 years 10 months 24 days | ||||||
Grants ($ per share) | shares | 12,955,901 | ||||||
Fair value | $ 68,800,000 | ||||||
Unrecognized compensation cost | $ 150,400,000 | ||||||
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 | 1,319,537 | 1,508,513 | 410,009 | ||||
Total shares available for future issuance (shares) | shares | 8,695,999 | 5,408,441 | 2,589,991 | ||||
Requisite service period | 6 months | ||||||
Developing software | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Stock-based compensation expense, capitalized amount | $ 9,200,000 | $ 9,800,000 | $ 4,400,000 | ||||
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 | 15,500,667 | ||||||
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 | 49,277,465 | ||||||
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 Retire85
Employee Incentive and Retirement Plans - Total Stock-Based Compensation Expense (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock-based compensation expense | $ 70,983 | $ 69,201 | $ 51,222 |
Stock issued related to acquisition | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock-based compensation expense | 159 | 2,575 | 9,416 |
Stock options | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock-based compensation expense | 15,103 | 23,203 | 30,717 |
RSUs | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock-based compensation expense | 54,116 | 41,737 | 9,185 |
Available for ESPP | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock-based compensation expense | $ 1,605 | $ 1,686 | $ 1,904 |
Employee Incentive and Retire86
Employee Incentive and Retirement Plans - Stock-Based Compensation Expense Recorded in Consolidated Statement of Operations (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock-based compensation expense | $ 70,983 | $ 69,201 | $ 51,222 |
Sales and marketing | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock-based compensation expense | 7,654 | 7,546 | 7,250 |
Origination and servicing | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock-based compensation expense | 4,804 | 4,159 | 2,735 |
Engineering and product development | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock-based compensation expense | 22,047 | 19,858 | 11,335 |
Other general and administrative | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock-based compensation expense | $ 36,478 | $ 37,638 | $ 29,902 |
Employee Incentive and Retire87
Employee Incentive and Retirement Plans - Schedule of Options Activity (Detail) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ||
Stock price ($ per share) | $ 4.13 | |
Number of Options | ||
Outstanding (shares) | 30,669,177 | |
Granted (shares) | 0 | 7,482,011 |
Exercised (shares) | (7,213,167) | |
Forfeited/Expired (shares) | (3,046,670) | |
Outstanding (shares) | 20,409,340 | 30,669,177 |
Vested and expected to vest (shares) | 20,409,340 | |
Exercisable (shares) | 16,471,522 | |
Weighted- Average Exercise Price Per Share | ||
Outstanding ($ per share) | $ 4.79 | |
Granted ($ per share) | 0 | $ 7.22 |
Exercised ($ per share) | 2.01 | |
Forfeited/Expired ($ per share) | 8.09 | |
Outstanding ($ per share) | 5.28 | $ 4.79 |
Vested and expected to vest ($ per share) | 5.28 | |
Exercisable ($ per share) | $ 4.76 | |
Weighted-Average Remaining Contractual Life (in years) | ||
Outstanding at December 31, 2016 | 6 years | |
Vested and expected to vest at December 31, 2017 | 6 years | |
Exercisable at December 31, 2017 | 5 years 8 months 12 days | |
Outstanding at December 31, 2016 | $ 22,485 | |
Vested and expected to vest at December 31, 2017 | 22,485 | |
Exercisable at December 31, 2017 | $ 22,485 |
Employee Incentive and Retire88
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 | |
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions and Methodology [Abstract] | ||
Expected dividend yield | 0.00% | 0.00% |
Weighted-average assumed stock price volatility | 51.60% | 49.40% |
Weighted-average risk-free interest rate | 1.34% | 1.61% |
Weighted-average expected life (in years) | 6 years 1 month 25 days | 6 years 3 months |
Employee Incentive and Retire89
Employee Incentive and Retirement Plans - RSUs (Details) - RSUs | 12 Months Ended |
Dec. 31, 2017$ / sharesshares | |
Number of Units | |
Unvested (shares) | shares | 31,413,644 |
Granted (shares) | shares | 12,955,901 |
Vested (shares) | shares | (11,087,906) |
Forfeited/expired (shares) | shares | (6,703,341) |
Unvested (shares) | shares | 26,578,298 |
Expected to vest (shares) | shares | 26,578,298 |
Weighted- Average Grant Date Fair Value | |
Unvested ($ per share) | $ / shares | $ 6.61 |
Granted ($ per share) | $ / shares | 5.31 |
Vested ($ per share) | $ / shares | 6.18 |
Forfeited/expired ($ per share) | $ / shares | 7.07 |
Unvested ($ per share) | $ / shares | 6.03 |
Expected to vest ($ per share) | $ / shares | $ 6.03 |
Employee Incentive and Retire90
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, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Expected dividend yield | 0.00% | 0.00% | |
Weighted-average assumed stock price volatility | 51.60% | 49.40% | |
Weighted-average risk-free interest rate | 1.34% | 1.61% | |
Weighted-average expected life (in years) | 6 years 1 month 25 days | 6 years 3 months | |
Employee Stock | |||
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 | 45.10% | 50.10% | 43.70% |
Weighted-average risk-free interest rate | 1.21% | 0.51% | 0.23% |
Weighted-average expected life (in years) | 6 months | 6 months | 5 months 16 days |
Employee Incentive and Retire91
Employee Incentive and Retirement Plans - Restructuring (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Restructuring Cost and Reserve [Line Items] | |||
Severance expense | $ 0 | $ 2,730,000 | $ 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, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Income Tax Disclosure [Abstract] | |||||||||||
Federal | $ 498 | $ (515) | $ 0 | ||||||||
State | 134 | (267) | 720 | ||||||||
Total current tax expense (benefit) | 632 | (782) | 720 | ||||||||
Federal | 0 | (2,589) | 1,405 | ||||||||
State | 0 | (857) | 708 | ||||||||
Total deferred tax (benefit) expense | 0 | (3,446) | 2,113 | ||||||||
Income tax expense (benefit) | $ 711 | $ 13 | $ (52) | $ (40) | $ (224) | $ (209) | $ (3,946) | $ 151 | $ 632 | $ (4,228) | $ 2,833 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | Jan. 01, 2017 | |
Tax Credit Carryforward [Line Items] | ||||
Loss before income tax expense (benefit) less loss attributable to non-controlling interest | $ (153,200) | $ (150,200) | $ (2,200) | |
Effect of tax rate change | 53,048 | 0 | $ 0 | |
Valuation allowance | 140,623 | $ 75,308 | ||
Federal | ||||
Tax Credit Carryforward [Line Items] | ||||
Operating loss carryforward | 342,500 | |||
State and Local Jurisdiction | ||||
Tax Credit Carryforward [Line Items] | ||||
Operating loss carryforward | 323,800 | |||
Research and development tax credit carry forward | 2,300 | |||
Research and Development | Federal | ||||
Tax Credit Carryforward [Line Items] | ||||
Research and development tax credit carry forward | 6,200 | |||
Research and Development | State and Local Jurisdiction | ||||
Tax Credit Carryforward [Line Items] | ||||
Research and development tax credit carry forward | $ 5,800 | |||
Accounting Standards Update 2016-09 | ||||
Tax Credit Carryforward [Line Items] | ||||
Deferred tax assets | $ 56,700 |
Income Taxes - Reconciliation o
Income Taxes - Reconciliation of Income Tax Rate (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Effective Income Tax Rate Reconciliation, Amount | |||||||||||
Tax at federal statutory rate | $ (52,089) | $ (51,072) | $ (738) | ||||||||
State tax, net of federal tax benefit | 42 | (1,028) | 1,277 | ||||||||
Stock-based compensation expense | 3,171 | 3,509 | 549 | ||||||||
Research and development tax credits | (5,022) | (688) | (1,068) | ||||||||
Change in valuation allowance | (3,532) | 42,714 | 2,686 | ||||||||
Change in unrecognized tax benefit | 2,922 | 2,817 | (62) | ||||||||
Tax rate change | 53,048 | 0 | 0 | ||||||||
Other | 2,092 | (480) | 189 | ||||||||
Income tax expense (benefit) | $ 711 | $ 13 | $ (52) | $ (40) | $ (224) | $ (209) | $ (3,946) | $ 151 | $ 632 | $ (4,228) | $ 2,833 |
Income Taxes - Deferred Tax Ass
Income Taxes - Deferred Tax Assets and Liabilities (Detail) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Deferred tax assets: | ||
Net operating loss carryforwards | $ 95,611 | $ 47,451 |
Stock-based compensation | 18,117 | 26,838 |
Reserves and accruals | 56,111 | 18,409 |
Goodwill | 5,666 | 9,855 |
Intangible assets | 3,364 | 3,978 |
Tax credit carryforwards | 7,499 | 2,483 |
Other | 637 | 82 |
Total deferred tax assets | 187,005 | 109,096 |
Valuation allowance | (140,623) | (75,308) |
Deferred tax assets – net of valuation allowance | 46,382 | 33,788 |
Deferred tax liabilities: | ||
Internally developed software | (19,340) | (21,436) |
Accrued receivables | (13,838) | 0 |
Servicing fees | (8,630) | (6,445) |
Depreciation and amortization | (3,047) | (5,907) |
Other | (1,527) | 0 |
Total deferred tax liabilities | (46,382) | (33,788) |
Deferred tax asset (liability) – net | $ 0 | $ 0 |
Income Taxes - Unrecognized Tax
Income Taxes - Unrecognized Tax Benefit (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] | |||
Beginning balance | $ 3,246 | $ 429 | $ 491 |
Gross increase (decrease) for tax positions related to prior years | 2,330 | 677 | (310) |
Gross increase for tax positions related to the current year | 2,208 | 2,140 | 248 |
Ending balance | $ 7,784 | $ 3,246 | $ 429 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Detail) ft² in Thousands | Jan. 29, 2018USD ($) | May 31, 2016lawsuit | Aug. 31, 2016lawsuit | Sep. 30, 2017USD ($) | Dec. 31, 2017USD ($)ft²drenewal_option | Dec. 31, 2016USD ($) | Dec. 31, 2015USD ($) | Feb. 21, 2018USD ($) | Aug. 31, 2017ft² | Apr. 30, 2015ft² | |
Commitments and Contingencies [Line Items] | |||||||||||
Lease agreement renewal term | 5 years | ||||||||||
Number of renewal terms | renewal_option | 2 | ||||||||||
Rental expense | $ 15,700,000 | $ 14,200,000 | $ 7,400,000 | ||||||||
Sublease income | 400,000 | 0 | 0 | ||||||||
Minimum rental expense | 15,100,000 | 11,900,000 | $ 6,000,000 | ||||||||
Security deposit made under lease agreement, cash | 800,000 | ||||||||||
Security deposit made under lease agreement | $ 5,500,000 | ||||||||||
Number of business days | d | 2 | ||||||||||
Amount committed to purchase under the agreement | $ 54,200,000 | 32,200,000 | |||||||||
Repurchased obligations | 2,200,000 | 46,700,000 | |||||||||
Investor agreement - purchases | 26,700,000 | ||||||||||
Investor agreement - principal | 20,100,000 | ||||||||||
Deposits to secure loans | 9,000,000 | ||||||||||
Investor loan purchase agreement, fair value | $ 18,200,000 | ||||||||||
Credit support agreement, period | 12 months | ||||||||||
Credit Support Agreement, Investor Reimbursement | $ 13,000,000 | ||||||||||
Actual cash pledged and restricted to support contingent obligation | $ 2,200,000 | 3,400,000 | |||||||||
Maximum exposure to loss | 6,000,000 | ||||||||||
Credit support agreement, liability accrued for loss exposure | 0 | ||||||||||
Number of claims filed | lawsuit | 2 | ||||||||||
Accrued contingent liabilities | 129,887,000 | 0 | |||||||||
Other assets | [1] | $ 156,278,000 | 69,644,000 | ||||||||
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 | ||||||||||
Subsequent Event | |||||||||||
Commitments and Contingencies [Line Items] | |||||||||||
Unfunded Loan Commitments | $ 0 | ||||||||||
Litigation settlement through second mediation | $ 125,000,000 | ||||||||||
Litigation settlement amount paid by insurance | $ 47,750,000 | ||||||||||
Amendment | San Francisco | |||||||||||
Commitments and Contingencies [Line Items] | |||||||||||
Lease agreement, leased area (square feet) | ft² | 15 | ||||||||||
Lease agreement expiration date | Apr. 30, 2026 | ||||||||||
Federal and State Securities Class Actions | |||||||||||
Commitments and Contingencies [Line Items] | |||||||||||
Number of claims filed | lawsuit | 2 | ||||||||||
Insurance reimbursement receivable | |||||||||||
Commitments and Contingencies [Line Items] | |||||||||||
Other assets | $ 52,119,000 | $ 0 | |||||||||
[1] | Includes amounts in consolidated variable interest entities (VIEs) presented separately in the table below. |
Commitments and Contingencies98
Commitments and Contingencies - Future Minimum Lease Payments (Detail) $ in Thousands | Dec. 31, 2017USD ($) |
Operating Leases, Future Minimum Payments Due, Fiscal Year Maturity [Abstract] | |
2,018 | $ 16,389 |
2,019 | 16,626 |
2,020 | 17,557 |
2,021 | 17,844 |
2,022 | 13,519 |
Thereafter | 32,645 |
Total | 114,580 |
Subleases | |
2,018 | 310 |
2,019 | 39 |
2,020 | 0 |
2,021 | 0 |
2,022 | 0 |
Thereafter | 0 |
Total | 349 |
Net | |
2,018 | 16,079 |
2,019 | 16,587 |
2,020 | 17,557 |
2,021 | 17,844 |
2,022 | 13,519 |
Thereafter | 32,645 |
Total | $ 114,231 |
Segment Reporting - Additional
Segment Reporting - Additional Information (Details) | 12 Months Ended | ||
Dec. 31, 2017customerSegment | Dec. 31, 2016customer | Dec. 31, 2015customer | |
Revenue, Major Customer [Line Items] | |||
Number of reportable segments | Segment | 1 | ||
Consolidated Net Revenue | Customer Concentration Risk | |||
Revenue, Major Customer [Line Items] | |||
Number of borrowers or investors who accounted for more than 10% | customer | 0 | 0 | 0 |
Related Party Transactions (Det
Related Party Transactions (Details) $ in Thousands | 1 Months Ended | 12 Months Ended | ||
Oct. 31, 2017USD ($)fund | Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($) | Apr. 01, 2016USD ($) | |
Related Party Transaction [Line Items] | ||||
Number of legacy funds included in sale of Certificates | fund | 6 | |||
Payments to Certificate holders on terms no more favorable than transactions with third-party investors | $ 386,100 | |||
Related Party Fund | ||||
Related Party Transaction [Line Items] | ||||
Investment | $ 10,000 | |||
LendingClub Corporation [Member] | Related Party Fund | ||||
Related Party Transaction [Line Items] | ||||
Ownership | 25.00% | |||
Related Party Fund | ||||
Related Party Transaction [Line Items] | ||||
Purchased | $ 53,300 | $ 256,700 | ||
Related Party Fund | Affiliated Entity | ||||
Related Party Transaction [Line Items] | ||||
Interest paid | 7,400 | 8,600 | ||
Related Party Fund | Investor Fees | Affiliated Entity | ||||
Related Party Transaction [Line Items] | ||||
Fees earned | 734 | $ 1,800 | ||
Other Assets | Related Party Fund | ||||
Related Party Transaction [Line Items] | ||||
Investment | $ 10,000 | |||
Director | Related Party Fund | ||||
Related Party Transaction [Line Items] | ||||
Ownership | 1.00% |
Subsequent Events (Details)
Subsequent Events (Details) - Revolving Credit Facility - USD ($) | Jan. 23, 2018 | Dec. 17, 2015 |
Subsequent Event [Line Items] | ||
Current borrowing capacity | $ 120,000,000 | |
Warehouse Credit Agreement II | LendingClub Warehouse II LLC | Subsequent Event | ||
Subsequent Event [Line Items] | ||
Current borrowing capacity | $ 200,000,000 |
Quarterly Results of Operati102
Quarterly Results of Operations (Unaudited) (Details) - USD ($) | 3 Months Ended | 12 Months Ended | ||||||||||||
Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | ||||
Quarterly Financial Information Disclosure [Abstract] | ||||||||||||||
Transaction fees | $ 120,697,000 | $ 121,905,000 | $ 107,314,000 | $ 98,692,000 | $ 101,568,000 | $ 100,813,000 | $ 96,605,000 | $ 124,508,000 | $ 448,608,000 | $ 423,494,000 | $ 373,508,000 | |||
Investor fees (1) | 24,313,000 | 20,499,000 | 21,116,000 | 21,180,000 | 26,027,000 | 18,477,000 | 14,656,000 | 20,487,000 | 87,108,000 | [1] | 79,647,000 | [1] | 43,787,000 | [1] |
Gain (Loss) on sales of loans (1) | 10,353,000 | 6,680,000 | 4,445,000 | 1,892,000 | 115,000 | (11,519,000) | (10,447,000) | 4,699,000 | 23,370,000 | [1] | (17,152,000) | [1] | 4,885,000 | [1] |
Other revenue (1) | 1,366,000 | 1,375,000 | 1,949,000 | 1,746,000 | 1,492,000 | 4,838,000 | 1,577,000 | 1,571,000 | 6,436,000 | [1] | 9,478,000 | [1] | 4,517,000 | [1] |
Interest income | 141,471,000 | 151,532,000 | 157,260,000 | 160,996,000 | 167,230,000 | 171,868,000 | 179,685,000 | 177,879,000 | 611,259,000 | 696,662,000 | 552,972,000 | |||
Interest expense | (122,796,000) | (139,681,000) | (150,340,000) | (158,607,000) | (164,645,000) | (169,444,000) | (177,596,000) | (176,683,000) | (571,424,000) | (688,368,000) | (549,740,000) | |||
Net fair value adjustments (1) | (18,949,000) | (8,280,000) | (2,171,000) | (1,417,000) | (1,265,000) | (477,000) | (1,040,000) | (167,000) | (30,817,000) | [1] | (2,949,000) | [1] | 14,000 | [1] |
Net interest income and fair value adjustments (1) | (274,000) | 3,571,000 | 4,749,000 | 972,000 | 1,320,000 | 1,947,000 | 1,049,000 | 1,029,000 | 9,018,000 | [1] | 5,345,000 | [1] | 3,246,000 | [1] |
Total net revenue | 156,455,000 | 154,030,000 | 139,573,000 | 124,482,000 | 130,522,000 | 114,556,000 | 103,440,000 | 152,294,000 | 574,540,000 | 500,812,000 | 429,943,000 | |||
Sales and marketing | 60,130,000 | 59,570,000 | 55,582,000 | 54,583,000 | 55,457,000 | 44,901,000 | 49,737,000 | 66,575,000 | 229,865,000 | 216,670,000 | 171,526,000 | |||
Origination and servicing | 23,847,000 | 21,321,000 | 21,274,000 | 20,449,000 | 18,296,000 | 16,332,000 | 20,934,000 | 19,198,000 | 86,891,000 | 74,760,000 | 61,335,000 | |||
Engineering and product development | 37,926,000 | 32,860,000 | 35,718,000 | 35,760,000 | 32,522,000 | 29,428,000 | 29,209,000 | 24,198,000 | 142,264,000 | 115,357,000 | 77,062,000 | |||
Other general and administrative | 48,689,000 | 46,925,000 | 52,495,000 | 43,574,000 | 56,740,000 | 58,940,000 | 53,457,000 | 38,035,000 | 191,683,000 | 207,172,000 | 122,182,000 | |||
Class action litigation settlement | 77,250,000 | 0 | 0 | 0 | 77,250,000 | 0 | 0 | |||||||
Goodwill impairment | 0 | 1,650,000 | 35,400,000 | 0 | 0 | 37,050,000 | 0 | |||||||
Total operating expenses | 247,842,000 | 160,676,000 | 165,069,000 | 154,366,000 | 163,015,000 | 151,251,000 | 188,737,000 | 148,006,000 | 727,953,000 | 651,009,000 | 432,105,000 | |||
Loss before income tax expense | (91,387,000) | (6,646,000) | (25,496,000) | (29,884,000) | (32,493,000) | (36,695,000) | (85,297,000) | 4,288,000 | (153,413,000) | (150,197,000) | (2,162,000) | |||
Income tax expense (benefit) | 711,000 | 13,000 | (52,000) | (40,000) | (224,000) | (209,000) | (3,946,000) | 151,000 | 632,000 | (4,228,000) | 2,833,000 | |||
Consolidated net loss | (92,098,000) | (6,659,000) | (25,444,000) | (29,844,000) | (32,269,000) | (36,486,000) | (81,351,000) | 4,137,000 | (154,045,000) | (145,969,000) | (4,995,000) | |||
Less: Loss attributable to noncontrolling interests | (91,000) | (129,000) | 10,000 | 0 | 0 | 0 | 0 | 0 | (210,000) | 0 | 0 | |||
LendingClub net loss | (92,007,000) | (6,530,000) | (25,454,000) | (29,844,000) | (32,269,000) | (36,486,000) | (81,351,000) | 4,137,000 | $ (153,835,000) | $ (145,969,000) | $ (4,995,000) | |||
Other data: | ||||||||||||||
Loan originations | $ 2,438,267,000 | $ 2,442,867,000 | $ 2,147,335,000 | $ 1,958,749,000 | $ 1,987,278,000 | $ 1,972,034,000 | $ 1,955,401,000 | $ 2,750,033,000 | ||||||
Weighted-average common shares - Diluted (shares) | 416,005,213 | 412,778,995 | 406,676,996 | 400,308,521 | 395,877,053 | 391,453,316 | 382,893,402 | 392,397,825 | 408,995,947 | 387,762,072 | 374,872,118 | |||
Weighted-average common shares - Basic (shares) | 416,005,213 | 412,778,995 | 406,676,996 | 400,308,521 | 395,877,053 | 391,453,316 | 382,893,402 | 380,266,636 | 408,995,947 | 387,762,072 | 374,872,118 | |||
Net loss per share attributable to LendingClub: | ||||||||||||||
Basic ($ per share) | $ (0.22) | $ (0.02) | $ (0.06) | $ (0.07) | $ (0.08) | $ (0.09) | $ (0.21) | $ 0.01 | $ (0.38) | $ (0.38) | $ (0.01) | |||
Diluted ($ per share) | $ (0.22) | $ (0.02) | $ (0.06) | $ (0.07) | $ (0.08) | $ (0.09) | $ (0.21) | $ 0.01 | $ (0.38) | $ (0.38) | $ (0.01) | |||
[1] | Prior period amounts have been reclassified to conform to the current period presentation. See “Notes to Consolidated Financial Statements – Note 1. Basis of Presentation” for additional information. |