Cover
Cover - shares | 3 Months Ended | |
Mar. 31, 2021 | May 19, 2021 | |
Entity Information [Line Items] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Document Period End Date | Mar. 31, 2021 | |
Entity File Number | 001-38633 | |
Entity Registrant Name | BM Technologies, Inc. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 82-3410369 | |
Entity Address, Address Line One | 201 King of Prussia Road, Suite 350 | |
Entity Address, City or Town | Wayne | |
Entity Address, State or Province | PA | |
Entity Address, Postal Zip Code | 19087 | |
City Area Code | 877 | |
Local Phone Number | 327-9515 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | true | |
Entity Ex Transition Period | true | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 12,200,378 | |
Entity Central Index Key | 0001725872 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2021 | |
Document Fiscal Period Focus | Q1 | |
Amendment Flag | false | |
Class A common stock | ||
Entity Information [Line Items] | ||
Title of 12(b) Security | Class A common stock | |
Trading Symbol | BMTX | |
Security Exchange Name | NYSEAMER | |
Warrants, each whole warrant exercisable for one share of Class A Common Stock at an exercise price of $11.50 per share | ||
Entity Information [Line Items] | ||
Title of 12(b) Security | Warrants, each whole warrant exercisable for one share of Class A Common Stock at an exercise price of $11.50 per share | |
Trading Symbol | BMTX.W | |
Security Exchange Name | NYSEAMER |
CONSOLIDATED BALANCE SHEETS - U
CONSOLIDATED BALANCE SHEETS - UNAUDITED - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 | |
ASSETS | |||
Cash and cash equivalents | $ 17,379 | $ 2,989 | |
Accounts receivable | 5,616 | 7,384 | |
Prepaid expenses and other current assets | 5,032 | 2,348 | |
Total current assets | 28,027 | 12,721 | |
Premises and equipment, net | 345 | 401 | |
Developed software, net | 36,952 | 39,657 | |
Goodwill | 5,259 | 5,259 | |
Other intangibles, net | 4,990 | 5,070 | |
Other assets | 942 | 853 | |
Total assets | 76,515 | 63,961 | |
Liabilities: | |||
Accounts payable and accrued liabilities | 9,998 | 7,346 | |
Taxes payable | 1,793 | 0 | |
Payable to partner bank | 9,000 | 5,105 | |
Borrowings from partner bank | 5,427 | 21,000 | |
Current portion of operating lease liabilities | 714 | 701 | |
Deferred revenue, current | 3,134 | 2,588 | |
Total current liabilities | 30,066 | 36,740 | |
Non-current liabilities: | |||
Operating lease liabilities | 235 | 430 | |
Deferred revenue, non-current | 1,490 | 2,101 | |
Liability for private warrants | 15,836 | 0 | |
Total liabilities | 47,627 | 39,271 | |
Commitments and contingencies (Note 8) | |||
Shareholders’ equity: | |||
Preferred stock: Par value $0.0001 per share; 10,000,000 authorized, none issued or outstanding. | |||
Common stock: Par value $0.0001 per share; 1 billion shares authorized; 12,200,378 shares issued and outstanding at March 31, 2021; 6,123,432 shares issued and outstanding at December 31, 2020. | 1 | 1 | |
Additional paid in capital | 49,326 | 64,017 | |
Accumulated deficit | (20,439) | (39,328) | |
Total shareholders’ equity | 28,888 | 24,690 | [1] |
Total liabilities and shareholders’ equity | $ 76,515 | $ 63,961 | |
[1] | Retroactively restated in connection with the merger. |
CONSOLIDATED BALANCE SHEETS -_2
CONSOLIDATED BALANCE SHEETS - UNAUDITED (Parenthetical) - $ / shares | Mar. 31, 2021 | Dec. 31, 2020 |
Statement of Financial Position [Abstract] | ||
Common stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 1,000,000,000 | 1,000,000,000 |
Common stock, shares issued | 12,200,378 | 6,123,432 |
Common stock, shares outstanding | 12,200,378 | 6,123,432 |
Preferred stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized | 10,000,000 | 10,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
CONSOLIDATED STATEMENTS OF INCO
CONSOLIDATED STATEMENTS OF INCOME (LOSS) - UNAUDITED - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Operating revenues: | ||
Total operating revenues | $ 24,383 | $ 15,758 |
Operating expenses: | ||
Technology, communication, and processing | 8,652 | 6,078 |
Salaries and employee benefits | 5,423 | 7,465 |
Professional services | 1,737 | 3,958 |
Provision for operating losses | 1,329 | 883 |
Occupancy | 352 | 419 |
Customer related supplies | 475 | 51 |
Advertising and promotion | 191 | 217 |
Merger and acquisition related expenses | 0 | 50 |
Other | 457 | 770 |
Total operating expenses | 18,616 | 19,891 |
Income (loss) from operations | 5,767 | (4,133) |
Non-operating income and expense: | ||
Gain on fair value of private warrant liability | 15,003 | 0 |
Interest expense | 54 | 394 |
Income (loss) before income tax expense | 20,716 | (4,527) |
Income tax expense | 1,827 | 7 |
Net income (loss) | $ 18,889 | $ (4,534) |
Basic shares outstanding | 11,900,000 | 6,123,000 |
Diluted shares outstanding | 15,512,000 | 6,123,000 |
Basic earnings (loss) per common share (in dollars per share) | $ 1.59 | $ (0.74) |
Diluted earnings (loss) per common share (in dollars per share) | $ 0.25 | $ (0.74) |
Interchange and card revenue | ||
Operating revenues: | ||
Total operating revenues | $ 8,351 | $ 6,607 |
Servicing fees from partner bank | ||
Operating revenues: | ||
Total operating revenues | 9,372 | 4,765 |
Account fees | ||
Operating revenues: | ||
Total operating revenues | 2,686 | 2,909 |
University fees | ||
Operating revenues: | ||
Total operating revenues | 1,324 | 1,285 |
Other revenue | ||
Operating revenues: | ||
Total operating revenues | $ 2,650 | $ 192 |
CONSOLIDATED STATEMENTS OF CHAN
CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY - UNAUDITED - USD ($) $ in Thousands | Total | Common Stock | Additional Paid in Capital | Accumulated Deficit | |
Balance, beginning of period (in shares) at Dec. 31, 2019 | [1] | 6,123,432 | |||
Balance, beginning of period at Dec. 31, 2019 | [1] | $ 34,630 | $ 1 | $ 62,164 | $ (27,535) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Net income (loss) | (4,534) | (4,534) | |||
Capital contribution from Customers Bank | 864 | 864 | |||
Balance, end of period (in shares) at Mar. 31, 2020 | 6,123,432 | ||||
Balance, end of period at Mar. 31, 2020 | 30,960 | $ 1 | 63,028 | (32,069) | |
Balance, beginning of period (in shares) at Dec. 31, 2020 | [1] | 6,123,432 | |||
Balance, beginning of period at Dec. 31, 2020 | [1] | 24,690 | $ 1 | 64,017 | (39,328) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Net income (loss) | 18,889 | 18,889 | |||
Valuation of private warrants | (30,839) | (30,839) | |||
Recapitalization transaction (in shares) | 6,076,946 | ||||
Recapitalization transaction | 16,148 | $ 0 | 16,148 | ||
Balance, end of period (in shares) at Mar. 31, 2021 | 12,200,378 | ||||
Balance, end of period at Mar. 31, 2021 | $ 28,888 | $ 1 | $ 49,326 | $ (20,439) | |
[1] | Retroactively restated in connection with the merger. |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - UNAUDITED - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Cash Flows from Operating Activities: | ||
Net income (loss) | $ 18,889 | $ (4,534) |
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities: | ||
Depreciation and amortization of premises and equipment | 56 | 92 |
Amortization of developed software | 2,823 | 2,761 |
Amortization of other intangible assets | 80 | 267 |
Non-cash lease expense | 282 | 258 |
Share-based compensation expense | 5 | 171 |
Gain on fair value of private warrant liability | (15,003) | 0 |
Changes in operating assets and liabilities: | ||
Increase (decrease) in accounts receivable | 1,768 | (1,652) |
Increase (decrease) in prepaid expenses & other current assets | (2,683) | 6,643 |
Increase in receivable from partner bank | 0 | 849 |
Decrease in other assets | (372) | (145) |
Increase (decrease) in accounts payable and accrued liabilities | 3,923 | (5,819) |
(Decrease) in operating lease liabilities | (182) | (258) |
(Decrease) increase in deferred revenue | (67) | 2,967 |
Increase (decrease) in other liabilities | 0 | (3,117) |
Net Cash Provided by (Used in) Operating Activities | 9,519 | (1,517) |
Cash Flows from Investing Activities: | ||
Purchases and development of software | (117) | (1,084) |
Purchases of premises and equipment | 0 | (31) |
Net Cash Used in Investing Activities | (117) | (1,115) |
Cash Flows from Financing Activities: | ||
Repayment of borrowings from partner bank | (15,572) | 0 |
Cash from recapitalization transaction | 20,560 | 0 |
Capital contribution from partner bank | 0 | 693 |
Net Cash Provided by Financing Activities | 4,988 | 693 |
Net Increase (Decrease) in Cash and Cash Equivalents | 14,390 | (1,939) |
Cash and Cash Equivalents – Beginning | 2,989 | 8,586 |
Cash and Cash Equivalents – Ending | 17,379 | 6,647 |
Supplementary Cash Flow Information: | ||
Interest paid | 119 | 0 |
Noncash Operating, Investing and Financing Activities: | ||
Share based compensation recorded as capital contribution from Customers Bank | $ 0 | $ 171 |
DESCRIPTION OF THE BUSINESS AND
DESCRIPTION OF THE BUSINESS AND MERGER TRANSACTION | 3 Months Ended |
Mar. 31, 2021 | |
Business Description And Reverse Recapitalization [Abstract] | |
DESCRIPTION OF THE BUSINESS AND MERGER TRANSACTION | DESCRIPTION OF THE BUSINESS AND MERGER TRANSACTION Description of the Business BM Technologies, Inc. (“BMT” or “the Company”) provides state-of-the-art high-tech digital banking and disbursement services to consumers and students nationwide through a full service fintech banking platform, accessible to customers anywhere and anytime through digital channels. BMT facilitates deposits and banking services between a customer and an FDIC insured partner bank. BMT’s Banking-as-a-Service (“BaaS”) business model leverages partners’ existing customer bases to achieve high volume, low-cost customer acquisition in its Disbursement, White Label, and Workplace Banking businesses. BMT has four primary revenue sources: interchange and card revenue, servicing fees from the Bank, account fees, and university fees. The majority of revenues are driven by customer activity (deposits, spend, transactions, etc.) but may be paid or passed through by our partner bank, universities, or paid directly by customers. BMT is a Pennsylvania corporation, incorporated in May 2016, and until January 4, 2021, was a wholly-owned subsidiary of Customers Bank (“Customers Bank”). Customers Bank is a Pennsylvania state-chartered bank and a wholly-owned subsidiary of Customers Bancorp, Inc. (the “Bancorp” or “Customers Bancorp”), a bank holding company. Customers Bank is our current partner bank. Our partner bank holds the FDIC insured deposits that we source and service and is the issuing bank on our debit cards. Our partner bank pays us a deposit servicing fee for the deposits generated and passes through interchange income earned from debit transactions. BMT is not a bank, does not hold a bank charter, and it does not provide banking services, and as a result we are not subject to direct banking regulation, except as a service provider to our partner bank. We are also subject to the regulations of the Department of Education, due to our student Disbursements business, and are periodically examined by them. Our contracts with most of our higher education institutional clients requires us to comply with numerous laws and regulations, including, where applicable, regulations promulgated by the Department of Education (“ED”) regarding the handling of student financial aid funds received by institutions on behalf of their students under Title IV; FERPA; the Electronic Fund Transfer Act and Regulation E; the USA PATRIOT Act and related anti-money laundering requirements; and certain federal rules regarding safeguarding personal information, including rules implementing the privacy provisions of GLBA. Other products and services offered by us may also be subject to other federal and state laws and regulations. Merger with Megalith Financial Acquisition Corporation On January 4, 2021, BankMobile Technologies, Inc. (“BankMobile”), Megalith Financial Acquisition Corp. (“Megalith”), and MFAC Merger Sub Inc., consummated the transaction contemplated by the merger agreement entered into on August 6, 2020. In connection with the closing of the merger, Megalith changed its name to BM Technologies, Inc. Effective January 6, 2021, Megalith’s units ceased trading, and the Company’s common stock and warrants began trading on the NYSE American under the symbols “BMTX” and “BMTX.W,” respectively. The merger was accounted for as a reverse recapitalization in accordance with U.S. Generally Accepted Accounting Principles (“U.S. GAAP”). Under this method of accounting, BankMobile was treated as the “acquirer” company for financial reporting purposes and as a result, the transaction was treated as the equivalent of BankMobile issuing stock for the net assets of Megalith, accompanied by a recapitalization. The excess of the fair value of the shares issued over the value of the net monetary assets of Megalith was recognized as an adjustment to shareholders’ equity. There was no goodwill or other intangible assets recorded in the merger. BankMobile was determined to be the accounting acquirer based on the following predominant factors: • Customers Bank stockholders have the largest portion of voting rights in the post-combination company; • The board of directors and senior management of the post-combination company are primarily composed of individuals associated with BankMobile; • BankMobile was the larger entity based on historical operating activity, assets, revenues and employees at the time of the closing of the merger; • The ongoing operating activities of the post-combination company comprise those of BankMobile. The following table provides a summary of the significant sources and uses of cash related to the closing of the merger transaction: (amounts in thousands) Cash at Megalith $ 27,669 Cash from PIPE (private investment in public entity) investors 20,003 Total sources of cash 47,672 Cash paid to underwriters and other transaction costs (3,987) Cash paid to Customers Bank as consideration (23,125) Cash from recapitalization transaction (A) 20,560 Cash used to pay down BMT debt (8,834) Cash received by BMT and used to pay down debt (6,738) Total cash used to pay down outstanding debt (B) (15,572) Net cash received by BMT from the reverse recapitalization transaction at March 31, 2021 (=A+B) 4,988 90 day merger true-up, accrued by BMT at March 31, 2021 (a) (3,672) Final cash to BMT from the reverse recapitalization transaction $ 1,316 (a) The Company expects to payout the $3.7 million in cash in late May 2021. The following table provides a reconciliation of the common shares related to the merger: Shares related to the recapitalization transaction - January 4, 2021 6,076,946 Shares held by legacy BankMobile shareholders - December 31, 2020 6,123,432 Total shares issued and outstanding, March 31, 2021 12,200,378 |
BASIS OF PRESENTATION AND SIGNI
BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES | 3 Months Ended |
Mar. 31, 2021 | |
Accounting Policies [Abstract] | |
BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES | BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation These interim unaudited financial statements have been prepared in conformity with accounting principles generally accepted in the United States (“U.S. GAAP”). These interim unaudited financial statements reflect all normal and recurring adjustments that are, in the opinion of management, necessary to present a fair statement of the financial position and the results of operations and cash flows of BMT for the interim periods presented. Material estimates that are particularly susceptible to significant change in the near-term relate to the valuation of deferred tax assets, the valuation of the private warrants, and the annual goodwill and intangible asset impairment analysis. Prior periods presented for comparative purposes represent the balances and activity of BankMobile Technologies, Inc. (other than shares which were retroactively restated in connection with the merger). Seasonality BMT’s higher education serviced deposits fluctuate throughout the year due primarily to the relationship between the deposits level and the typical cycles of student enrollment in higher education institutions. Serviced deposit balances typically experience seasonal lows in June and July when student enrollment is lower and experience seasonal highs in September and January when student enrollment is high and individual account balances are generally at their peak. Debit spend follows a similar seasonal trend, but may slightly lag increases in balances. Impact of COVID-19 In March 2020, the outbreak of COVID-19 was recognized as a pandemic by the World Health Organization. The spread of COVID-19 created a global public health crisis that resulted in unprecedented uncertainty, economic volatility and disruption in financial markets and in governmental, commercial and consumer activity in the United States and globally, including the markets that BMT serves. With the initial outbreak of COVID-19 in 2020, the Company experienced an initial decline in revenues as compared to the pre-COVID-19 period, which was followed by an increase in revenues resulting from the benefit of federal stimulus on account balances and activity levels, a trend that has continued into the first quarter of 2021. The extent to which the COVID-19 pandemic will impact the operations and financial results of BMT during the remainder of 2021 and beyond remains uncertain, and we will continue to monitor the impact closely. Significant Accounting Policies These interim unaudited financial statements should be read in conjunction with the 2020 audited financial statements of BMT, which describe BMT’s significant accounting policies. There have been no material changes to BMT’s significant accounting policies during the three months ended March 31, 2021. Certain information and footnote disclosures normally included in the annual financial statements have been omitted from these interim unaudited financial statements as permitted by U.S. GAAP and pursuant to the rules and regulations of the Securities and Exchange Commission (the “SEC”). As an emerging growth company (“EGC”), the Jumpstart Our Business Startups Act (“JOBS Act”) allows the Company to delay adoption of new or revised accounting pronouncements applicable to public companies until such pronouncements are applicable to private companies. The Company has elected not to use the extended transition period under the JOBS Act. The Company has both Private and Public Warrants outstanding which are being treated differently for accounting purposes. Note 9 - Shareholders’ Equity provides additional information. Recently Adopted Accounting Standards On January 1, 2021, the Company adopted Financial Accounting Standards Board (“FASB”) ASU 2019-12: Simplifying the Accounting for Income Taxes (Topic 740) , which removes certain exceptions to the general principles in Topic 740 and improves the application of and simplifies guidance for other areas of Topic 740. The adoption did not have a material impact on the Company’s unaudited consolidated financial statements and related disclosures. Accounting Pronouncements Issued But Not Yet Adopted In August 2020, the FASB issued ASU 2020-06, Debt - Debt with Conversion and Other Options (Subtopic 470- 20 ) and Derivatives and Hedging - Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity (“ASU 2020-06”), which simplifies the accounting for certain financial instruments with characteristics of liabilities and equity. This ASU (1) simplifies the accounting for convertible debt instruments and convertible preferred stock by removing the existing guidance in ASC 470-20, Debt: Debt with Conversion and Other Options, that requires entities to account for beneficial conversion features and cash conversion features in equity, separately from the host convertible debt or preferred stock; (2) revises the scope exception from derivative accounting in ASC 815-40 for freestanding financial instruments and embedded features that are both indexed to the issuer’s own stock and classified in stockholders’ equity, by removing certain criteria required for equity classification; and (3) revises the guidance in ASC 260, Earnings Per Share, to require entities to calculate diluted earnings per share (EPS) for convertible instruments by using the if-converted method. In addition, entities must presume share settlement for purposes of calculating diluted EPS when an instrument may be settled in cash or shares. As a smaller reporting company, ASU 2020-06 is effective for BMT for fiscal years beginning after December 15, 2023. Entities should adopt the guidance as of the beginning of the fiscal year of adoption and cannot adopt the guidance in an interim reporting period. Early adoption is permitted, but no earlier than fiscal years beginning after December 15, 2020. The Company is currently evaluating the impact that ASU 2020-06 may have on its consolidated financial statements and related disclosures. |
ACCOUNTS RECEIVABLE
ACCOUNTS RECEIVABLE | 3 Months Ended |
Mar. 31, 2021 | |
Receivables [Abstract] | |
ACCOUNTS RECEIVABLE | ACCOUNTS RECEIVABLEAccounts receivable primarily relate to reimbursements to be received from a white label partner, as described in collaborative arrangements below, and uncollected university subscription and disbursement services fees, and are recorded at face amounts less an allowance for doubtful accounts. Management evaluates accounts receivable and establishes the allowance for doubtful accounts based on historical experience, analysis of past due accounts and other current available information. Accounts receivable deemed to be uncollectible are individually identified and are charged-off against the allowance for doubtful accounts. Charge-offs of uncollectible accounts have historically been immaterial and the Company had no allowance for doubtful accounts as of March 31, 2021 and December 31, 2020. |
PREMISES AND EQUIPMENT & DEVELO
PREMISES AND EQUIPMENT & DEVELOPED SOFTWARE | 3 Months Ended |
Mar. 31, 2021 | |
Property, Plant and Equipment [Abstract] | |
PREMISES AND EQUIPMENT & DEVELOPED SOFTWARE | PREMISES AND EQUIPMENT & DEVELOPED SOFTWARE Premises and Equipment The components of premises and equipment were as follows: (amounts in thousands) Expected Useful Life March 31, December 31, Leasehold improvements 5 years $ 28 $ 28 Furniture, fixtures and equipment 10 years 243 243 IT equipment 3 to 5 years 1,675 1,675 1,946 1,946 Accumulated amortization (1,601) (1,545) Total $ 345 $ 401 BMT recorded depreciation expense of less than $0.1 million for the three months ended March 31, 2021 and March 31, 2020, which is recorded in “Occupancy” on the unaudited consolidated statements of income (loss). Developed Software The components of developed software were as follows: (amounts in thousands) Expected Useful Life March 31, December 31, Higher One Disbursement business developed software 10 years $ 27,400 $ 27,400 Internally developed software 3 to 5 years 40,105 40,104 Work-in-process 1,736 1,620 69,241 69,124 Accumulated amortization (32,289) (29,467) Total $ 36,952 $ 39,657 BMT recorded amortization expense of $2.8 million for both the three months ended March 31, 2021 and 2020, which is reported in Technology, communication and processing |
GOODWILL AND INTANGIBLES
GOODWILL AND INTANGIBLES | 3 Months Ended |
Mar. 31, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
GOODWILL AND INTANGIBLES | GOODWILL AND INTANGIBLES Goodwill represents the excess of the purchase price over the identifiable net assets of businesses acquired through business combinations accounted for under the acquisition method. Other intangible assets represent purchased assets that lack physical substance but can be distinguished from goodwill because of contractual or other legal rights. Intangible assets are amortized on a straight-line basis over periods ranging from four Goodwill and other intangible assets are reviewed for impairment annually as of October 31 and between annual tests when events and circumstances indicate that impairment may have occurred. The goodwill impairment charge represents the amount by which the reporting unit’s carrying amount exceeds its fair value; however, the loss recognized should not exceed the total amount of goodwill allocated to that reporting unit. The Company had $5.3 million of goodwill as of March 31, 2021 and December 31, 2020. The components of other intangibles as of March 31, 2021 and December 31, 2020 were as follows: (amounts in thousands) Expected Useful Life March 31, December 31, Customer relationships – universities 20 years $ 6,402 $ 6,402 Accumulated amortization (1,412) (1,332) Total $ 4,990 $ 5,070 BMT recorded amortization expense of $80 thousand and $267 thousand for the three months ended March 31, 2021 and 2020, respectively, which is reported in Other expenses on the unaudited consolidated statement of income (loss). The non-compete agreement was fully amortized as of June 30, 2020. The university customer relationships will be amortized in future periods as follows: Remainder of 2021 $ 240 2022 320 2023 320 2024 320 2025 320 After 2025 3,470 Total $ 4,990 |
LEASES
LEASES | 3 Months Ended |
Mar. 31, 2021 | |
Leases [Abstract] | |
LEASES | LEASES At March 31, 2021, BMT leased two offices under operating leases. One of the leases listed our former owner as the lessee, but that lease was transferred to the Company in April 2021. The leases consist of 5-year lease terms with options to renew the leases or extend the term annually or with mutual agreement. Leases include variable lease payments that are based on an index or rate, such as an annual increase in operating expenses over the initial lease year’s expenses. Variable lease payments are not included in the liability or right-of-use (“ROU”) asset and are recognized in the period in which the obligations for those payments are incurred. BMT’s operating lease agreements do not contain any material residual value guarantees or material restrictive covenants. As BMT’s operating leases do not provide an implicit rate, BMT utilized the incremental borrowing rate of our former parent when determining the present value of lease payments. The following table summarizes operating lease ROU assets and operating lease liabilities and their corresponding balance sheet classification: (amounts in thousands) Classification March 31, December 31, Assets: Operating lease ROU assets Other assets $ 936 $ 1,218 Liabilities: Operating lease liabilities Operating lease liabilities $ 949 $ 1,131 The following table summarizes operating lease cost and its corresponding income statement location for the periods presented: Three Months Ended March 31, (amounts in thousands) Classification 2021 2020 Operating lease cost Occupancy $ 275 $ 258 The maturities of non-cancelable operating lease liabilities were as follows at March 31, 2021: (amounts in thousands) March 31, 2021 $ 540 2022 419 Total minimum payments 959 Less: interest (10) Present value of lease liabilities $ 949 The following table summarizes the weighted average remaining lease term and discount rate for BMT’s operating leases at March 31, 2021 and December 31, 2020: (amounts in thousands) March 31, December 31, Weighted average remaining lease term (years) Operating leases 1.3 years 1.6 years Weighted average discount rate Operating leases 1.0 % 1.4 % |
DEBT
DEBT | 3 Months Ended |
Mar. 31, 2021 | |
Debt Disclosure [Abstract] | |
DEBT | DEBT Borrowings from partner bank BMT has a $10.0 million line of credit with its partner bank. The amount that may be borrowed is subject to a borrowing base limit that is based on a percentage of BMT’s accounts receivable balance. The borrowing base limit was $5.8 million as of March 31, 2021. The $10.0 million line of credit carries an interest rate equal to one-month LIBOR plus 375 bps and matures on January 4, 2022. LIBOR means the One Month London Inter-Bank Offered Rate as published in the Money Section of the Wall Street Journal on the last U.S. business day of the month, but in no event shall LIBOR be less than 50 basis points. Interest is paid monthly in arrears with the principal due in its entirety at the maturity date on January 4, 2022. Borrowed funds may be repaid at any time without penalty. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 3 Months Ended |
Mar. 31, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | COMMITMENTS AND CONTINGENCIESLoss contingencies, including claims and legal actions arising in the ordinary course of business, are recorded as liabilities when the likelihood of loss is probable and an amount or range of loss can be reasonably estimated. Management does not believe there are any such matters that will have a material effect on the financial statements that are not currently accrued for. However, in light of the uncertainties inherent in these matters, it is possible that the ultimate resolution may have a material adverse effect on BMT’s results of operations for a particular period, and future changes in circumstances or additional information could result in accruals or resolution in excess of established accruals, which could adversely affect BMT’s results of operations, potentially materially. |
SHAREHOLDERS' EQUITY AND PRIVAT
SHAREHOLDERS' EQUITY AND PRIVATE WARRANT LIABILITY | 3 Months Ended |
Mar. 31, 2021 | |
Equity [Abstract] | |
SHAREHOLDERS' EQUITY AND PRIVATE WARRANT LIABILITY | SHAREHOLDERS’ EQUITY AND PRIVATE WARRANT LIABILITY The consolidated statements of changes in equity reflect the reverse recapitalization as of January 4, 2021, as discussed in Note 1. Since BankMobile was determined to be the accounting acquirer in the transaction, all periods prior to the consummation of the transaction reflect the balances and activity of BankMobile (other than shares which were retroactively restated in connection with the transaction). Class A Common Stock The Company is authorized to issue 1,000,000,000 shares of common stock, par value $0.0001 per share. At March 31, 2021, there were 12,200,378 shares of common stock issued and outstanding, which includes the 300,000 performance shares discussed below. Each holder of common stock is entitled to one vote for each share of common stock held of record by such holder on all matters on which stockholders generally are entitled to vote. The holders of common stock do not have cumulative voting rights in the election of directors. Generally, all matters to be voted on by stockholders must be approved by a majority (or, in the case of election of directors, by a plurality) of the votes entitled to be cast by all stockholders present in person or represented by proxy, voting together as a single class. Performance Shares The Company has 300,000 common shares, par value $0.0001 per share, issued and outstanding that are held in escrow, subject to release only if the vesting criteria occurs before the seventh anniversary of the closing date of the merger. If the vesting criteria has not occurred prior to the seventh anniversary of the closing date of the merger, the shares will be forfeited and cancelled. The vesting criteria means either (1) the volume weighted average price of the Company’s common stock on the principal exchange on which such securities are then listed or quoted shall have been at or above $15.00 for twenty (20) trading days (which need not be consecutive) over a thirty (30) trading day period; or (ii) the Company sells shares of its capital stock in a secondary offering for at least $15.00 per share, in each case subject to equitable adjustment for share splits, share dividends, reorganizations, combinations, recapitalizations and similar transactions affecting the shares of the Company’s common stock after the merger, and possible reduction for certain dividends granted to the Company’s common stock, or (2) the Company undergoes certain change in control or sales transactions. Preferred Stock The Company is authorized to issue 10,000,000 shares of preferred stock, par value $0.0001 per share, with such designations, voting and other rights and preferences as may be determined from time to time by the Company’s board of directors. At March 31, 2021 and December 31, 2020, there were no shares of preferred stock issued or outstanding. Warrants At March 31, 2021, there were 23,874,667 warrants to purchase our common stock outstanding, consisting of 16,928,889 public warrants and 6,945,778 private warrants. Each whole warrant entitles the registered holder to purchase one whole share of common stock at a price of $11.50 per share. The warrants will expire five years after the completion of the merger (January 4, 2026) or earlier upon redemption or liquidation and the Company has redemption rights if our common stock trades above $24.00 for 20 out of 30 days. The private warrants are identical to the public warrants except that the private warrants are non-redeemable and exercisable on a cashless basis so long as they are held by the sponsor and certain others. As of March 31, 2021, none of the Company’s outstanding Private or Public Warrants have been exercised. The Private Warrants and the Public Warrants are treated differently for accounting purposes, as follows: Private Warrants In accordance with FASB ASC Topic 480, Distinguishing Liabilities from Equity, the Private Warrants are accounted for as liabilities and will be marked-to-market each reporting period with the change recognized in earnings. In general, under the mark-to-market accounting model, as our stock price increases, the warrant liability increases, and we recognize additional expense in our income statement – with the opposite when our stock price declines. Accordingly, the periodic revaluation of the Private Warrants could result in significant volatility in our reported earnings. For the quarterly period ended March 31, 2021, we recognized $15.0 million of gain in our income statement. The gain is a mark-to-market accounting determination and is noncash. Additional information regarding the Private Warrants and their impact on our financial statements is provided below: Opening Balance Sheet Impact: As of the date of our merger on January 4, 2021, the $30.8 million fair value of the private warrants was recorded as a warrant liability on our balance sheet in Liability for Private Warrants with a corresponding offset to Additional paid-in-capital within equity. The fair value of the Private Warrants was estimated using a modified version of the Black-Scholes option pricing formula. We assumed a term for the Private Warrants equal to the contractual term from the merger date and then discounted the resulting value to the valuation date. Among the key inputs and assumptions we used in the pricing formula were: a term of 5 years; volatility of 20%; a dividend yield of zero; an underlying stock price of $11.65; a risk free interest rate of 0.85%; and a closing price of the Public Warrants of $2.00 per share. Income Statement Impact : Subsequent to the close of the merger, any change in the fair value of the Private Warrants is recognized in our income statement below operating profit as “ Change in fair value of warrant liabilities ” with a corresponding amount recognized in the liability account on our balance sheet. The Private Warrant liability is presented in the account Liability for Private Warrants in the long-term liabilities section of our balance sheet. During the first quarter of 2021, we recorded a gain of $15.0 million on the revaluation of the Private Warrants. Balance Sheet Impact : As noted above, the change in the balance of the warrant liability on our balance sheet is due to the fair value change of the underlying warrants. When warrants are exercised, the fair value of the liability will be reclassified to Additional paid-in capital within equity. The cash received for the exercise of warrants is reflected in cash and cash equivalents, and the corresponding offset is also in Additional paid-in-capital in equity. Cash Flow Impact : The impact of the change in fair value of the Private Warrants has no impact on our cash flows as it is a noncash adjustment. The cash received for any future exercise of warrants will be recorded in cash flows from financing activities. Shareholders’ Equity Impact : The impact to Additional paid-in-capital as of the opening balance sheet is highlighted above. Any future exercises of the Private Warrant warrants will result in a reduction of the Private Warrant liability on the balance sheet with a corresponding increase to Additional paid-in-capital. Public Warrants In accordance with FASB ASC Topic 480, Distinguishing Liabilities from Equity, for accounting purposes the Public Warrants are treated as equity instruments. Accordingly, the Public Warrants are not marked-to-market each reporting period thus there is no impact to quarterly earnings. Any future exercises of the Public Warrants will be recorded as cash received and recorded in cash and cash equivalents, with a corresponding offset to Additional paid-in-capital in equity. Dividend Policy We have not paid any cash dividends on our common stock to date and do not intend to pay cash dividends prior to the completion of its initial business combination. The payment of cash dividends by the Company in the future will be dependent upon the Company’s revenues and earnings, if any, capital requirements and general financial condition. The payment of any dividends will be within the discretion of the board of directors of the Company. Further, the Company’s line of credit agreement with our lender prohibits the Company from issuing any dividends or making any distributions to shareholders. Equity Incentive Plan |
REVENUES
REVENUES | 3 Months Ended |
Mar. 31, 2021 | |
Revenue from Contract with Customer [Abstract] | |
REVENUES | REVENUES Revenues The table below presents the Company’s revenues disaggregated by nature of the revenue stream and the pattern or timing of revenue recognition for the periods indicated. The Company has one reportable segment and all revenues are earned in the U.S. Three Months Ended March 31, (amounts in thousands) 2021 2020 Revenues from contracts with customers: Revenue recognized at point in time: Interchange and card revenue $ 8,351 $ 6,607 Servicing fees from partner bank 9,372 4,765 Account fees 2,686 2,909 University fees - disbursement activity 276 293 Other 2,650 192 Total revenue recognized at point in time $ 23,335 $ 14,766 Revenue recognized over time: University fees - subscriptions $ 1,048 $ 992 Total revenue recognized over time 1,048 992 Total revenue recognized from contracts with customers $ 24,383 $ 15,758 Deferred revenues Deferred revenue consists of amounts received from clients prior to the performance of services. Deferred revenue is recognized over the service period on a straight-line basis or when the contractual performance obligation has been satisfied. The Company classifies deferred revenue on the balance sheet in Deferred revenue -current and Deferred revenue - non-curren t. The deferred revenue balances were as follows: March 31, (amounts in thousands) 2021 2020 Deferred revenue, beginning of period $ 4,689 $ 1,938 Deferred revenue, end of period $ 4,624 $ 4,905 During the three months ended March 31, 2021 and 2020, the Company recognized approximately $0.9 million and $0.7 million, respectively, in the period from amounts included in deferred revenue at the beginning of the period. Unbilled receivables The Company had $3.2 million of unbilled receivables as of March 31, 2021. Unbilled receivables are reported in Prepaid expenses and other current assets |
INCOME TAXES
INCOME TAXES | 3 Months Ended |
Mar. 31, 2021 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | INCOME TAXESThe Company records tax expense during interim periods using an estimated annual effective tax rate approach. The Company’s effective tax rate was 8.9% for the three months ended March 31, 2021. The effective tax rate differs from the Company’s marginal tax rate of 26.0% due to the non-taxable fair value adjustments related to the non-compensatory private warrant liability being recorded through earnings as well as tax expense related to the estimated annual increase of the valuation allowance established against deferred tax assets. Deferred tax assets as of March 31, 2021 was $25.8 million and consisted mainly of Section 197 intangibles. These Section 197 intangibles resulted from a step up in tax basis of the assets acquired from BankMobile Technologies, Inc., which for GAAP purposes were not recorded at fair value. The Company has no net operating loss or other carryforward deferred tax assets. A valuation allowance is recognized when it is more likely than not that all or a portion of the deferred tax asset will be realized based on the weight of the available positive and negative evidence. Management determined the verifiable negative evidence from the cumulative losses of the trade or business of BankMobile Technologies, Inc. outweighed any available positive evidence as of March 31, 2021, but will continue to evaluate this determination each quarterly period going forward. |
EARNINGS (LOSS) PER SHARE
EARNINGS (LOSS) PER SHARE | 3 Months Ended |
Mar. 31, 2021 | |
Earnings Per Share [Abstract] | |
EARNINGS (LOSS) PER SHARE | EARNINGS (LOSS) PER SHARE The following are the components and results of operations and earnings (loss) per common share calculations for the periods presented: Three Months Ended March 31, (amounts in thousands, except per share data) 2021 2020 Net income (loss) available to common shareholders $ 18,889 $ (4,534) Weighted-average common shares outstanding – basic 11,900 6,123 Weighted-average common shares outstanding – diluted 15,512 6,123 Earnings (loss) per common share - basic $ 1.59 $ (0.74) Earnings (loss) per common share - diluted $ 0.25 $ (0.74) |
DISCLOSURES ABOUT FAIR VALUE OF
DISCLOSURES ABOUT FAIR VALUE OF FINANCIAL INSTRUMENTS | 3 Months Ended |
Mar. 31, 2021 | |
Fair Value Disclosures [Abstract] | |
DISCLOSURES ABOUT FAIR VALUE OF FINANCIAL INSTRUMENTS | DISCLOSURES ABOUT FAIR VALUE OF FINANCIAL INSTRUMENTS BMT uses fair value measurements to disclose the fair value of its financial instruments. FASB’s ASC 825, Financial Instruments , requires disclosure of the estimated fair value of an entity’s assets and liabilities considered to be financial instruments. For fair value disclosure purposes, BMT utilized certain fair value measurement criteria under ASC 820, Fair Value Measurements (“ASC 820”), as explained below. In accordance with ASC 820, the fair value of a financial instrument is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Fair value is best determined based upon quoted market prices. However, in many instances, there are no quoted market prices for BMT’s financial instruments. In cases where quoted market prices are not available, fair values are based on estimates using present value or other valuation techniques. Those techniques are significantly affected by the assumptions used, including the discount rate and estimates of future cash flows. Accordingly, the fair value estimates may not be realized in an immediate settlement of the instrument. The fair value guidance provides a consistent definition of fair value, focusing on an exit price in an orderly transaction (that is, not a forced liquidation or distressed sale) between market participants at the measurement date under current market conditions. If there has been a significant decrease in the volume and level of activity for the asset or liability, a change in valuation technique or the use of multiple valuation techniques may be appropriate. In such instances, determining the price at which willing market participants would transact at the measurement date under current market conditions depends on the facts and circumstances and requires the use of significant judgment. The fair value is a reasonable point within the range that is most representative of fair value under current market conditions. The fair value guidance also establishes a fair value hierarchy and describes the following three levels used to classify fair value measurements: Level 1: Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities. Level 2: Quoted prices in markets that are not active, or inputs that are observable either directly or indirectly, for substantially the full term of the asset or liability. Level 3: Prices or valuation techniques that require inputs that are both significant to the fair value measurement and unobservable (i.e., supported with little or no market activity). A financial instrument’s level within the fair value hierarchy is based on the lowest level of input that is significant to the fair value measurement. The following methods and assumptions were used to estimate the fair values of BMT’s financial instruments as of March 31, 2021 and December 31, 2020: Cash and cash equivalents: The carrying amount reported on the balance sheet for cash and cash equivalents consists of a non-interest bearing deposit, which approximate its fair value. The deposit is classified as a Level 1 fair value, based upon the lowest level of input that is significant to its fair value measurement. Accounts receivable: The carrying amount of accounts receivable approximates fair value because of the short term nature of these items. Payable to partner bank: The payables to our partner bank represent the amount due resulting from normal operating activities between our partner bank and BMT. The carrying amount approximates its fair value due to the short term nature of the item. Borrowings from partner bank: BMT has a $10.0 million line of credit with our partner bank, with $5.4 million outstanding as of March 31, 2021. The carrying amount of the borrowings from our partner bank approximates its fair value due to its floating interest rate and short-term nature. The liability is classified as a Level 2 fair value based upon the lowest level of input that is significant to the fair value measurement. Liability for Private Warrants: The fair value of the Private Warrants was estimated using a modified version of the Black-Scholes option pricing formula for European calls. We assumed a term for the Private Warrants equal to the contractual term from the merger date and then discounted the resulting value to the valuation date. Among the key inputs and assumptions we used in the pricing formula at March 31, 2021 were the following: a term of 5 years; volatility of 20%; a dividend yield of zero; an underlying stock price of $11.65; a risk free interest rate of 0.85%; and a closing price of the Public Warrants of $2.00 per share. The warrant liability is classified as a Level 3 fair value based upon the lowest level of input that is significant to the fair value measurement. The estimated fair values of BMT’s financial instruments at March 31, 2021 and December 31, 2020 were as follows: Fair Value Measurements at March 31, 2021 (amounts in thousands) Carrying Amount Estimated Fair Value Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Assets: Cash and cash equivalents $ 17,379 $ 17,379 $ 17,379 $ — $ — Liabilities: Borrowings from partner bank $ 5,345 $ 5,345 $ — $ 5,345 $ — Liability for Private Warrants (a) 15,836 15,836 $ — $ — 15,836 (a) The initial fair value of the warrants was $30.8 million on January 4, 2021, the merger date. The $15.0 million change in fair value during the first quarter was reported in Gain on fair value of private warrant liability on the statements of income (loss). Fair Value Measurements at December 31, 2020 (amounts in thousands) Carrying Amount Estimated Fair Value Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Assets: Cash and cash equivalents $ 2,989 $ 2,989 $ 2,989 $ — $ — Liabilities: Borrowings from partner bank $ 21,000 $ 21,000 $ — $ 21,000 $ — |
RELATIONSHIP WITH OUR PARTNER B
RELATIONSHIP WITH OUR PARTNER BANK | 3 Months Ended |
Mar. 31, 2021 | |
Related Party Transactions [Abstract] | |
RELATIONSHIP WITH OUR PARTNER BANK | RELATIONSHIP WITH OUR PARTNER BANK Our partner bank holds the FDIC insured deposits that we source and service and is the issuing bank on our debit cards. Our partner bank pays us a deposit servicing fee for the deposits generated and passes through interchange income earned from debit transactions. The CEO of our partner bank is an immediate family member of our CEO. Servicing Fees and interchange income from partner bank On January 4, 2021, we entered into a Deposit Processing Services Agreement (the “Deposit Servicing Agreement”) with our partner bank, providing that it would establish and maintain deposit accounts and other banking services in connection with customized products and services offered by us, and we would provide certain other related services in connection with the accounts. The initial term continues until December 31, 2022, which shall automatically renew for additional three year terms unless either party gives written notice of non-renewal within 180 days prior to the expiration of the term. As compensation, our partner bank retains any and all revenue generated from the funds held in the deposit accounts, and pays us a monthly servicing fee largely based on deposits, and a monthly interchange fee equal to all debit card interchange revenues on demand deposit accounts generated by us for our partner bank plus the difference between Durbin Exempt and Durbin regulated interchange revenue. Payable to partner bank At the end of each month, BMT and its partner bank typically have a cash settlement payment related to on-going operating activities between the entities. At March 31, 2021, BMT had $9.0 million payable to its partner bank, primarily consisting of prepaid fees and for certain services received, as well as a true-up payment required by the merger agreement. Bank Borrowings BMT has a $10.0 million line of credit with our partner bank, with $5.4 million outstanding as of March 31, 2021. Operating leases As of March 31, 2021, BMT leased two offices under operating leases. One of the leases listed the partner bank as the lessee, but that lease was transferred to the Company in April 2021. Transition Services Agreement On January 4, 2021, we entered into a Transition Services Agreement with our partner bank, pursuant to which each party agrees for a period of up to twelve months to provide certain transition services listed therein to the other party. In consideration for the services, we pay our partner bank a service fee of $12,500 per month, plus any expenses associated with the services. We may terminate the Transition Services Agreement without penalty with at least 30 days advance written notice if we determine there is no longer a business need for the services. |
BASIS OF PRESENTATION AND SIG_2
BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES (Policies) | 3 Months Ended |
Mar. 31, 2021 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation These interim unaudited financial statements have been prepared in conformity with accounting principles generally accepted in the United States (“U.S. GAAP”). These interim unaudited financial statements reflect all normal and recurring adjustments that are, in the opinion of management, necessary to present a fair statement of the financial position and the results of operations and cash flows of BMT for the interim periods presented. Material estimates that are particularly susceptible to significant change in the near-term relate to the valuation of deferred tax assets, the valuation of the private warrants, and the annual goodwill and intangible asset impairment analysis. Prior periods presented for comparative purposes represent the balances and activity of BankMobile Technologies, Inc. (other than shares which were retroactively restated in connection with the merger). |
Recently Adopted Accounting Standards and Accounting Pronouncements Issued But Not Yet Adopted | Recently Adopted Accounting Standards On January 1, 2021, the Company adopted Financial Accounting Standards Board (“FASB”) ASU 2019-12: Simplifying the Accounting for Income Taxes (Topic 740) , which removes certain exceptions to the general principles in Topic 740 and improves the application of and simplifies guidance for other areas of Topic 740. The adoption did not have a material impact on the Company’s unaudited consolidated financial statements and related disclosures. Accounting Pronouncements Issued But Not Yet Adopted In August 2020, the FASB issued ASU 2020-06, Debt - Debt with Conversion and Other Options (Subtopic 470- 20 ) and Derivatives and Hedging - Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity (“ASU 2020-06”), which simplifies the accounting for certain financial instruments with characteristics of liabilities and equity. This ASU (1) simplifies the accounting for convertible debt instruments and convertible preferred stock by removing the existing guidance in ASC 470-20, Debt: Debt with Conversion and Other Options, that requires entities to account for beneficial conversion features and cash conversion features in equity, separately from the host convertible debt or preferred stock; (2) revises the scope exception from derivative accounting in ASC 815-40 for freestanding financial instruments and embedded features that are both indexed to the issuer’s own stock and classified in stockholders’ equity, by removing certain criteria required for equity classification; and (3) revises the guidance in ASC 260, Earnings Per Share, to require entities to calculate diluted earnings per share (EPS) for convertible instruments by using the if-converted method. In addition, entities must presume share settlement for purposes of calculating diluted EPS when an instrument may be settled in cash or shares. As a smaller reporting company, ASU 2020-06 is effective for BMT for fiscal years beginning after December 15, 2023. Entities should adopt the guidance as of the beginning of the fiscal year of adoption and cannot adopt the guidance in an interim reporting period. Early adoption is permitted, but no earlier than fiscal years beginning after December 15, 2020. The Company is currently evaluating the impact that ASU 2020-06 may have on its consolidated financial statements and related disclosures. |
Dividends Policy | Dividend Policy |
DESCRIPTION OF THE BUSINESS A_2
DESCRIPTION OF THE BUSINESS AND MERGER TRANSACTION (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Business Description And Reverse Recapitalization [Abstract] | |
Summary of Significant Sources and Uses of Cash Related to Closing of Merger Transaction and Reconciliation of Common Shares Related to Merger | The following table provides a summary of the significant sources and uses of cash related to the closing of the merger transaction: (amounts in thousands) Cash at Megalith $ 27,669 Cash from PIPE (private investment in public entity) investors 20,003 Total sources of cash 47,672 Cash paid to underwriters and other transaction costs (3,987) Cash paid to Customers Bank as consideration (23,125) Cash from recapitalization transaction (A) 20,560 Cash used to pay down BMT debt (8,834) Cash received by BMT and used to pay down debt (6,738) Total cash used to pay down outstanding debt (B) (15,572) Net cash received by BMT from the reverse recapitalization transaction at March 31, 2021 (=A+B) 4,988 90 day merger true-up, accrued by BMT at March 31, 2021 (a) (3,672) Final cash to BMT from the reverse recapitalization transaction $ 1,316 (a) The Company expects to payout the $3.7 million in cash in late May 2021. The following table provides a reconciliation of the common shares related to the merger: Shares related to the recapitalization transaction - January 4, 2021 6,076,946 Shares held by legacy BankMobile shareholders - December 31, 2020 6,123,432 Total shares issued and outstanding, March 31, 2021 12,200,378 |
PREMISES AND EQUIPMENT & DEVE_2
PREMISES AND EQUIPMENT & DEVELOPED SOFTWARE (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Property, Plant and Equipment [Abstract] | |
Components of Premises and Equipment and Developed Software | The components of premises and equipment were as follows: (amounts in thousands) Expected Useful Life March 31, December 31, Leasehold improvements 5 years $ 28 $ 28 Furniture, fixtures and equipment 10 years 243 243 IT equipment 3 to 5 years 1,675 1,675 1,946 1,946 Accumulated amortization (1,601) (1,545) Total $ 345 $ 401 The components of developed software were as follows: (amounts in thousands) Expected Useful Life March 31, December 31, Higher One Disbursement business developed software 10 years $ 27,400 $ 27,400 Internally developed software 3 to 5 years 40,105 40,104 Work-in-process 1,736 1,620 69,241 69,124 Accumulated amortization (32,289) (29,467) Total $ 36,952 $ 39,657 |
GOODWILL AND INTANGIBLES (Table
GOODWILL AND INTANGIBLES (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Components of Other Intangibles | The components of other intangibles as of March 31, 2021 and December 31, 2020 were as follows: (amounts in thousands) Expected Useful Life March 31, December 31, Customer relationships – universities 20 years $ 6,402 $ 6,402 Accumulated amortization (1,412) (1,332) Total $ 4,990 $ 5,070 |
Schedule of Future Amortization | The university customer relationships will be amortized in future periods as follows: Remainder of 2021 $ 240 2022 320 2023 320 2024 320 2025 320 After 2025 3,470 Total $ 4,990 |
LEASES (Tables)
LEASES (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Leases [Abstract] | |
Summary of Operating Lease ROU assets and Liabilities | The following table summarizes operating lease ROU assets and operating lease liabilities and their corresponding balance sheet classification: (amounts in thousands) Classification March 31, December 31, Assets: Operating lease ROU assets Other assets $ 936 $ 1,218 Liabilities: Operating lease liabilities Operating lease liabilities $ 949 $ 1,131 |
Summary of Operating Lease Cost and Weighted Average Remaining Lease Term and Discount Rate | The following table summarizes operating lease cost and its corresponding income statement location for the periods presented: Three Months Ended March 31, (amounts in thousands) Classification 2021 2020 Operating lease cost Occupancy $ 275 $ 258 The following table summarizes the weighted average remaining lease term and discount rate for BMT’s operating leases at March 31, 2021 and December 31, 2020: (amounts in thousands) March 31, December 31, Weighted average remaining lease term (years) Operating leases 1.3 years 1.6 years Weighted average discount rate Operating leases 1.0 % 1.4 % |
Maturities of Non-Cancelable Operating Lease Liabilities | The maturities of non-cancelable operating lease liabilities were as follows at March 31, 2021: (amounts in thousands) March 31, 2021 $ 540 2022 419 Total minimum payments 959 Less: interest (10) Present value of lease liabilities $ 949 |
REVENUES (Tables)
REVENUES (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Revenue from Contract with Customer [Abstract] | |
Disaggregation of Revenue | The table below presents the Company’s revenues disaggregated by nature of the revenue stream and the pattern or timing of revenue recognition for the periods indicated. The Company has one reportable segment and all revenues are earned in the U.S. Three Months Ended March 31, (amounts in thousands) 2021 2020 Revenues from contracts with customers: Revenue recognized at point in time: Interchange and card revenue $ 8,351 $ 6,607 Servicing fees from partner bank 9,372 4,765 Account fees 2,686 2,909 University fees - disbursement activity 276 293 Other 2,650 192 Total revenue recognized at point in time $ 23,335 $ 14,766 Revenue recognized over time: University fees - subscriptions $ 1,048 $ 992 Total revenue recognized over time 1,048 992 Total revenue recognized from contracts with customers $ 24,383 $ 15,758 |
Deferred Revenue Balances | The deferred revenue balances were as follows: March 31, (amounts in thousands) 2021 2020 Deferred revenue, beginning of period $ 4,689 $ 1,938 Deferred revenue, end of period $ 4,624 $ 4,905 |
EARNINGS (LOSS) PER SHARE (Tabl
EARNINGS (LOSS) PER SHARE (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Earnings Per Share [Abstract] | |
Components and Results of Operations and Earnings (Loss) Per Common Share Calculations | The following are the components and results of operations and earnings (loss) per common share calculations for the periods presented: Three Months Ended March 31, (amounts in thousands, except per share data) 2021 2020 Net income (loss) available to common shareholders $ 18,889 $ (4,534) Weighted-average common shares outstanding – basic 11,900 6,123 Weighted-average common shares outstanding – diluted 15,512 6,123 Earnings (loss) per common share - basic $ 1.59 $ (0.74) Earnings (loss) per common share - diluted $ 0.25 $ (0.74) |
DISCLOSURES ABOUT FAIR VALUE _2
DISCLOSURES ABOUT FAIR VALUE OF FINANCIAL INSTRUMENTS (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Fair Value Disclosures [Abstract] | |
Estimated Fair Values of Financial Instruments | The estimated fair values of BMT’s financial instruments at March 31, 2021 and December 31, 2020 were as follows: Fair Value Measurements at March 31, 2021 (amounts in thousands) Carrying Amount Estimated Fair Value Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Assets: Cash and cash equivalents $ 17,379 $ 17,379 $ 17,379 $ — $ — Liabilities: Borrowings from partner bank $ 5,345 $ 5,345 $ — $ 5,345 $ — Liability for Private Warrants (a) 15,836 15,836 $ — $ — 15,836 (a) The initial fair value of the warrants was $30.8 million on January 4, 2021, the merger date. The $15.0 million change in fair value during the first quarter was reported in Gain on fair value of private warrant liability on the statements of income (loss). Fair Value Measurements at December 31, 2020 (amounts in thousands) Carrying Amount Estimated Fair Value Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Assets: Cash and cash equivalents $ 2,989 $ 2,989 $ 2,989 $ — $ — Liabilities: Borrowings from partner bank $ 21,000 $ 21,000 $ — $ 21,000 $ — |
DESCRIPTION OF THE BUSINESS A_3
DESCRIPTION OF THE BUSINESS AND MERGER TRANSACTION - Narrative (Details) | 3 Months Ended |
Mar. 31, 2021revenue_source | |
Business Description And Reverse Recapitalization [Abstract] | |
Number of primary revenue sources | 4 |
DESCRIPTION OF THE BUSINESS A_4
DESCRIPTION OF THE BUSINESS AND MERGER TRANSACTION - Summary of Significant Sources and Uses of Cash Related to Closing of Merger Transaction (Details) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended |
May 31, 2021 | Mar. 31, 2021 | |
Business Description And Reverse Recapitalization [Abstract] | ||
Cash at Megalith | $ 27,669 | |
Cash from PIPE (private investment in public entity) investors | 20,003 | |
Total sources of cash | 47,672 | |
Cash paid to underwriters and other transaction costs | (3,987) | |
Cash paid to Customers Bank as consideration | (23,125) | |
Cash from recapitalization transaction | 20,560 | |
Cash proceeds used to pay down BMT debt | (8,834) | |
Cash proceeds received by BMT and used to pay down debt | (6,738) | |
Total cash used to pay down outstanding debt | (15,572) | |
Net cash proceeds received by BMT from the reverse recapitalization transaction | 4,988 | |
90 day merger true-up, accrued by BMT at March 31, 2021 | (3,672) | |
Final cash to BMT from the reverse recapitalization transaction | $ 1,316 | |
Forecast | ||
Schedule Of Reverse Recapitalization [Line Items] | ||
Payment for 90 day merger true-up | $ 3,700 |
DESCRIPTION OF THE BUSINESS A_5
DESCRIPTION OF THE BUSINESS AND MERGER TRANSACTION - Reconciliation of Common Shares Related to Merger (Details) - shares | Jan. 04, 2021 | Mar. 31, 2021 | Dec. 31, 2020 |
Business Description And Reverse Recapitalization [Abstract] | |||
Shares related to the recapitalization transaction - January 4, 2021 | 6,076,946 | ||
Shares held by legacy BankMobile shareholders - December 31, 2020 | 6,123,432 | ||
Common stock, shares issued | 12,200,378 | 6,123,432 | |
Common stock, shares outstanding | 12,200,378 | 6,123,432 |
ACCOUNTS RECEIVABLE (Details)
ACCOUNTS RECEIVABLE (Details) - USD ($) | Mar. 31, 2021 | Dec. 31, 2020 |
Receivables [Abstract] | ||
Allowance for doubtful accounts | $ 0 | $ 0 |
PREMISES AND EQUIPMENT & DEVE_3
PREMISES AND EQUIPMENT & DEVELOPED SOFTWARE - Premises and Equipment (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 | |
Property, Plant and Equipment [Line Items] | |||
Premises and equipment, gross | $ 1,946 | $ 1,946 | |
Accumulated amortization | (1,601) | (1,545) | |
Total | 345 | 401 | |
Depreciation expense (less than) | 56 | $ 92 | |
Leasehold improvements | |||
Property, Plant and Equipment [Line Items] | |||
Premises and equipment, gross | $ 28 | 28 | |
Expected Useful Life | 5 years | ||
Furniture, fixtures and equipment | |||
Property, Plant and Equipment [Line Items] | |||
Premises and equipment, gross | $ 243 | 243 | |
Expected Useful Life | 10 years | ||
IT equipment | |||
Property, Plant and Equipment [Line Items] | |||
Premises and equipment, gross | $ 1,675 | $ 1,675 | |
IT equipment | Minimum | |||
Property, Plant and Equipment [Line Items] | |||
Expected Useful Life | 3 years | ||
IT equipment | Maximum | |||
Property, Plant and Equipment [Line Items] | |||
Expected Useful Life | 5 years |
PREMISES AND EQUIPMENT & DEVE_4
PREMISES AND EQUIPMENT & DEVELOPED SOFTWARE - Developed Software (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 | |
Property, Plant and Equipment [Line Items] | |||
Developed software, gross | $ 69,241 | $ 69,124 | |
Accumulated amortization | (32,289) | (29,467) | |
Total | 36,952 | 39,657 | |
Amortization of developed software | 2,823 | $ 2,761 | |
Higher One Disbursement business developed software | |||
Property, Plant and Equipment [Line Items] | |||
Developed software, gross | $ 27,400 | 27,400 | |
Expected Useful Life | 10 years | ||
Internally developed software | |||
Property, Plant and Equipment [Line Items] | |||
Developed software, gross | $ 40,105 | 40,104 | |
Internally developed software | Minimum | |||
Property, Plant and Equipment [Line Items] | |||
Expected Useful Life | 3 years | ||
Internally developed software | Maximum | |||
Property, Plant and Equipment [Line Items] | |||
Expected Useful Life | 5 years | ||
Work-in-process | |||
Property, Plant and Equipment [Line Items] | |||
Developed software, gross | $ 1,736 | $ 1,620 |
GOODWILL AND INTANGIBLES - Narr
GOODWILL AND INTANGIBLES - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 | |
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Goodwill | $ 5,259 | $ 5,259 | |
Amortization expense | $ 80 | $ 267 | |
Minimum | |||
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Intangible asset amortization period | 4 years | ||
Maximum | |||
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Intangible asset amortization period | 20 years |
GOODWILL AND INTANGIBLES - Comp
GOODWILL AND INTANGIBLES - Components of Other Intangibles (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Dec. 31, 2020 | |
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Accumulated amortization | $ (1,412) | $ (1,332) |
Total | 4,990 | 5,070 |
Customer relationships – universities | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Other intangibles, gross | $ 6,402 | $ 6,402 |
Expected Useful Life | 20 years |
GOODWILL AND INTANGIBLES - Futu
GOODWILL AND INTANGIBLES - Future Amortization (Details) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Remainder of 2021 | $ 240 | |
2022 | 320 | |
2023 | 320 | |
2024 | 320 | |
2025 | 320 | |
After 2025 | 3,470 | |
Total | $ 4,990 | $ 5,070 |
LEASES - Narrative (Details)
LEASES - Narrative (Details) | Mar. 31, 2021location |
Leases [Abstract] | |
Number of office space locations leased under operating leases | 2 |
Operating lease terms | 5 years |
LEASES - Operating Lease ROU As
LEASES - Operating Lease ROU Assets and Liabilities (Details) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Assets: | ||
Operating Lease, Right-of-Use Asset, Statement of Financial Position [Extensible Enumeration] | Other assets | us-gaap:OtherAssets |
Operating lease ROU assets | $ 936 | $ 1,218 |
Liabilities: | ||
Present value of lease liabilities | $ 949 | $ 1,131 |
LEASES - Operating Lease Cost (
LEASES - Operating Lease Cost (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Leases [Abstract] | ||
Operating lease cost | $ 275 | $ 258 |
LEASES - Maturities of Non-Canc
LEASES - Maturities of Non-Cancelable Operating Lease Liabilities (Details) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Leases [Abstract] | ||
2021 | $ 540 | |
2022 | 419 | |
Total minimum payments | 959 | |
Less: interest | (10) | |
Present value of lease liabilities | $ 949 | $ 1,131 |
LEASES - Weighted Average Remai
LEASES - Weighted Average Remaining Lease Term and Discount Rate (Details) | Mar. 31, 2021 | Dec. 31, 2020 |
Operating leases | ||
Weighted average remaining lease term (years) | 1 year 3 months 18 days | 1 year 7 months 6 days |
Weighted average discount rate | 1.00% | 1.40% |
DEBT (Details)
DEBT (Details) - Affiliated Entity - Partner Bank - USD ($) | 1 Months Ended | 3 Months Ended |
Apr. 30, 2021 | Mar. 31, 2021 | |
Line of Credit Facility [Line Items] | ||
Line of credit, maximum borrowing capacity | $ 10,000,000 | |
Borrowing base limit | 5,800,000 | |
Line of credit, amount outstanding | $ 5,400,000 | |
Subsequent Event | ||
Line of Credit Facility [Line Items] | ||
Line of credit, amount outstanding | $ 4,000,000 | |
Line of credit, amount paid down | $ 1,400,000 | |
LIBOR | ||
Line of Credit Facility [Line Items] | ||
Line of credit, basis spread on variable interest rate | 3.75% | |
LIBOR | Minimum | ||
Line of Credit Facility [Line Items] | ||
Line of credit, basis spread on variable interest rate | 0.50% |
SHAREHOLDERS' EQUITY AND PRIV_2
SHAREHOLDERS' EQUITY AND PRIVATE WARRANT LIABILITY (Details) $ / shares in Units, $ in Thousands | Jan. 04, 2021USD ($)trading_day$ / sharesshares | Mar. 31, 2021USD ($)trading_dayvote$ / sharesshares | Mar. 31, 2020USD ($) | Dec. 31, 2020USD ($)$ / sharesshares |
Equity [Abstract] | ||||
Common stock, shares authorized | 1,000,000,000 | 1,000,000,000 | ||
Common stock, par value (in dollars per share) | $ / shares | $ 0.0001 | $ 0.0001 | ||
Common stock, shares issued | 12,200,378 | 6,123,432 | ||
Common stock, shares outstanding | 12,200,378 | 6,123,432 | ||
Performance shares (in shares) | 300,000 | |||
Number of votes for each share held | vote | 1 | |||
Performance shares, period post closing date of merger after which shares would be forfeited and cancelled if no Release Event has occurred | 7 years | |||
Performance shares, stock price trigger (in dollars per share) | $ / shares | $ 15 | |||
Performance shares, threshold trading days | trading_day | 20 | |||
Performance shares, threshold trading day period | trading_day | 30 | |||
Preferred stock, shares authorized | 10,000,000 | 10,000,000 | ||
Preferred stock, par value (in dollars per share) | $ / shares | $ 0.0001 | $ 0.0001 | ||
Preferred stock, shares issued | 0 | 0 | ||
Preferred stock, shares outstanding | 0 | 0 | ||
Class of Warrant or Right [Line Items] | ||||
Warrants to purchase common stock outstanding (in shares) | 23,874,667 | |||
Number of whole shares of common stock entitled to purchase upon exercise of each whole warrant ( in shares) | 1 | |||
Exercise price (in dollars per share) | $ / shares | $ 11.50 | |||
Maximum expiration period after completion of merger | 5 years | |||
Redemption rights, stock price trigger (in dollars per share) | $ / shares | $ 24 | |||
Redemption rights, threshold trading days | trading_day | 20 | |||
Redemption rights, threshold trading day period | trading_day | 30 | |||
Gain on fair value of private warrant liability | $ | $ 15,003 | $ 0 | ||
Liability for private warrants | $ | $ 15,836 | $ 0 | ||
Maximum number of shares of Common Stock that may be issued pursuant to stock awards under Equity Incentive Plan, percentage of issued and outstanding shares of common stock | 10.00% | |||
Public Warrants | ||||
Class of Warrant or Right [Line Items] | ||||
Warrants to purchase common stock outstanding (in shares) | 16,928,889 | |||
Outstanding warrants exercised (in shares) | 0 | |||
Private Warrants | ||||
Class of Warrant or Right [Line Items] | ||||
Warrants to purchase common stock outstanding (in shares) | 6,945,778 | |||
Outstanding warrants exercised (in shares) | 0 | |||
Gain on fair value of private warrant liability | $ | $ 15,000 | |||
Liability for private warrants | $ | $ 30,800 | |||
Fair value assumptions, expected term | 5 years | |||
Fair value assumptions, volatility rate | 20.00% | |||
Fair value assumptions, dividend yield | 0.00% | |||
Fair value assumptions, underlying stock price (in dollars per share) | $ / shares | $ 11.65 | |||
Fair value assumptions, risk free interest rate | 0.85% | |||
Fair value assumptions, exercise price, closing price of Public Warrants (in dollars per share) | $ / shares | $ 2 |
REVENUES - Disaggregation of Re
REVENUES - Disaggregation of Revenue (Details) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021USD ($)segment | Mar. 31, 2020USD ($) | |
Revenue from Contract with Customer [Abstract] | ||
Number of reportable segments | segment | 1 | |
Disaggregation of Revenue [Line Items] | ||
Total revenue recognized from contracts with customers | $ 24,383 | $ 15,758 |
Interchange and card revenue | ||
Disaggregation of Revenue [Line Items] | ||
Total revenue recognized from contracts with customers | 8,351 | 6,607 |
Servicing fees from partner bank | ||
Disaggregation of Revenue [Line Items] | ||
Total revenue recognized from contracts with customers | 9,372 | 4,765 |
Account fees | ||
Disaggregation of Revenue [Line Items] | ||
Total revenue recognized from contracts with customers | 2,686 | 2,909 |
University fees | ||
Disaggregation of Revenue [Line Items] | ||
Total revenue recognized from contracts with customers | 1,324 | 1,285 |
Other revenue | ||
Disaggregation of Revenue [Line Items] | ||
Total revenue recognized from contracts with customers | 2,650 | 192 |
Revenue recognized at a point in time | ||
Disaggregation of Revenue [Line Items] | ||
Total revenue recognized from contracts with customers | 23,335 | 14,766 |
Revenue recognized at a point in time | Interchange and card revenue | ||
Disaggregation of Revenue [Line Items] | ||
Total revenue recognized from contracts with customers | 8,351 | 6,607 |
Revenue recognized at a point in time | Servicing fees from partner bank | ||
Disaggregation of Revenue [Line Items] | ||
Total revenue recognized from contracts with customers | 9,372 | 4,765 |
Revenue recognized at a point in time | Account fees | ||
Disaggregation of Revenue [Line Items] | ||
Total revenue recognized from contracts with customers | 2,686 | 2,909 |
Revenue recognized at a point in time | University fees | ||
Disaggregation of Revenue [Line Items] | ||
Total revenue recognized from contracts with customers | 276 | 293 |
Revenue recognized at a point in time | Other revenue | ||
Disaggregation of Revenue [Line Items] | ||
Total revenue recognized from contracts with customers | 2,650 | 192 |
Revenue recognized over time | ||
Disaggregation of Revenue [Line Items] | ||
Total revenue recognized from contracts with customers | 1,048 | 992 |
Revenue recognized over time | University fees | ||
Disaggregation of Revenue [Line Items] | ||
Total revenue recognized from contracts with customers | $ 1,048 | $ 992 |
REVENUES - Deferred Revenue Bal
REVENUES - Deferred Revenue Balances (Details) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 | Mar. 31, 2020 |
Change in Contract with Customer, Liability [Abstract] | |||
Deferred revenue, beginning of period | $ 4,689 | $ 4,905 | $ 1,938 |
Deferred revenue, end of period | $ 4,624 | $ 4,689 | $ 4,905 |
REVENUES - Narrative (Details)
REVENUES - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Revenue from Contract with Customer [Abstract] | ||
Amount recognized in the period from amounts included in deferred revenue at beginning of period | $ 0.9 | $ 0.7 |
Unbilled receivables | $ 3.2 |
INCOME TAXES (Details)
INCOME TAXES (Details) $ in Millions | 3 Months Ended |
Mar. 31, 2021USD ($) | |
Income Tax Disclosure [Abstract] | |
Effective tax rate | 8.90% |
Marginal tax rate | 26.00% |
Deferred tax assets | $ 25.8 |
EARNINGS (LOSS) PER SHARE - Com
EARNINGS (LOSS) PER SHARE - Components and Results of Operations and Earnings (Loss) Per Common Share Calculations (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Earnings Per Share [Abstract] | ||
Net income (loss) available to common shareholders | $ 18,889 | $ (4,534) |
Weighted-average common shares outstanding – basic | 11,900,000 | 6,123,000 |
Weighted-average common shares outstanding – diluted | 15,512,000 | 6,123,000 |
Earnings (loss) per common share - basic (in dollars per share) | $ 1.59 | $ (0.74) |
Earnings (loss) per common share - diluted (in dollars per share) | $ 0.25 | $ (0.74) |
DISCLOSURES ABOUT FAIR VALUE _3
DISCLOSURES ABOUT FAIR VALUE OF FINANCIAL INSTRUMENTS - Narrative (Details) | 3 Months Ended |
Mar. 31, 2021USD ($)$ / shares | |
Affiliated Entity | Partner Bank | |
Line of Credit Facility [Line Items] | |
Line of credit, maximum borrowing capacity | $ | $ 10,000,000 |
Line of credit, amount outstanding | $ | $ 5,400,000 |
Private Warrants | |
Class of Warrant or Right [Line Items] | |
Fair value assumptions, expected term | 5 years |
Fair value assumptions, volatility rate | 20.00% |
Fair value assumptions, dividend yield | 0.00% |
Fair value assumptions, underlying stock price (in dollars per share) | $ / shares | $ 11.65 |
Fair value assumptions, risk free interest rate | 0.85% |
Fair value assumptions, exercise price, closing price of Public Warrants (in dollars per share) | $ / shares | $ 2 |
DISCLOSURES ABOUT FAIR VALUE _4
DISCLOSURES ABOUT FAIR VALUE OF FINANCIAL INSTRUMENTS - Estimated Fair Values of Financial Instruments (Details) - USD ($) $ in Thousands | 3 Months Ended | |||
Mar. 31, 2021 | Mar. 31, 2020 | Jan. 04, 2021 | Dec. 31, 2020 | |
Liabilities: | ||||
Liability for Private Warrants | $ 15,836 | $ 0 | ||
Gain on fair value of private warrant liability | 15,003 | $ 0 | ||
Fair Value, Recurring | Carrying Amount | ||||
Assets: | ||||
Cash and cash equivalents | 17,379 | 2,989 | ||
Liabilities: | ||||
Borrowings from partner bank | 5,345 | 21,000 | ||
Liability for Private Warrants | 15,836 | |||
Fair Value, Recurring | Estimated Fair Value | ||||
Assets: | ||||
Cash and cash equivalents | 17,379 | 2,989 | ||
Liabilities: | ||||
Borrowings from partner bank | 5,345 | 21,000 | ||
Liability for Private Warrants | 15,836 | $ 30,800 | ||
Fair Value, Recurring | Quoted Prices in Active Markets for Identical Assets (Level 1) | Estimated Fair Value | ||||
Assets: | ||||
Cash and cash equivalents | 17,379 | 2,989 | ||
Liabilities: | ||||
Borrowings from partner bank | 0 | 0 | ||
Liability for Private Warrants | 0 | |||
Fair Value, Recurring | Significant Other Observable Inputs (Level 2) | Estimated Fair Value | ||||
Assets: | ||||
Cash and cash equivalents | 0 | 0 | ||
Liabilities: | ||||
Borrowings from partner bank | 5,345 | 21,000 | ||
Liability for Private Warrants | 0 | |||
Fair Value, Recurring | Significant Unobservable Inputs (Level 3) | Estimated Fair Value | ||||
Assets: | ||||
Cash and cash equivalents | 0 | 0 | ||
Liabilities: | ||||
Borrowings from partner bank | 0 | $ 0 | ||
Liability for Private Warrants | $ 15,836 |
RELATIONSHIP WITH OUR PARTNER_2
RELATIONSHIP WITH OUR PARTNER BANK (Details) | Jan. 04, 2021USD ($) | Apr. 30, 2021USD ($) | Mar. 31, 2021USD ($)location | Dec. 31, 2020USD ($) |
Related Party Transaction [Line Items] | ||||
Payable to partner bank | $ 9,000,000 | $ 5,105,000 | ||
Number of office space locations leased under operating leases | location | 2 | |||
Affiliated Entity | Partner Bank | ||||
Related Party Transaction [Line Items] | ||||
Payable to partner bank | $ 9,000,000 | |||
Line of credit, maximum borrowing capacity | 10,000,000 | |||
Line of credit, amount outstanding | $ 5,400,000 | |||
Number of office space locations leased under operating leases | location | 1 | |||
Affiliated Entity | Partner Bank | Subsequent Event | ||||
Related Party Transaction [Line Items] | ||||
Line of credit, amount outstanding | $ 4,000,000 | |||
Deposit Servicing Agreement | Affiliated Entity | Partner Bank | ||||
Related Party Transaction [Line Items] | ||||
Automatic renewal terms | 3 years | |||
Period of written notice of non-renewal required prior to expiration of the term | 180 days | |||
Transition Services Agreement | Affiliated Entity | Partner Bank | ||||
Related Party Transaction [Line Items] | ||||
Period each party agreed to provide certain transition services to the other party (up to) | 12 months | |||
Monthly service fee | $ 12,500 | |||
Period of advance written notice required to terminate agreement without penalty | 30 days |