Document And Entity Information
Document And Entity Information - shares | 3 Months Ended | |
Mar. 31, 2024 | May 01, 2024 | |
Document Information [Line Items] | ||
Entity Registrant Name | MoneyLion Inc. | |
Document Type | 10-Q | |
Current Fiscal Year End Date | --12-31 | |
Entity Common Stock, Shares Outstanding | 10,787,979 | |
Amendment Flag | false | |
Entity Central Index Key | 0001807846 | |
Entity Current Reporting Status | Yes | |
Entity Filer Category | Accelerated Filer | |
Document Period End Date | Mar. 31, 2024 | |
Document Fiscal Year Focus | 2024 | |
Document Fiscal Period Focus | Q1 | |
Entity Small Business | true | |
Entity Emerging Growth Company | true | |
Entity Shell Company | false | |
Entity Ex Transition Period | false | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Entity File Number | 001-39346 | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 85-0849243 | |
Entity Address, Address Line One | 249-245 West 17th Street | |
Entity Address, Address Line Two | 4th Floor | |
Entity Address, City or Town | New York | |
Entity Address, State or Province | NY | |
Entity Address, Postal Zip Code | 10011 | |
City Area Code | (212) | |
Local Phone Number | 300-9865 | |
Entity Interactive Data Current | Yes | |
Class A common stock, par value $0.0001 per share | ||
Document Information [Line Items] | ||
Trading Symbol | ML | |
Title of 12(b) Security | Class A common stock, par value $0.0001 per share | |
Security Exchange Name | NYSE | |
Redeemable warrants, each whole warrant exercisable for 1/30th of one share of Class A common stock | ||
Document Information [Line Items] | ||
Trading Symbol | ML WS | |
Title of 12(b) Security | Redeemable warrants, each whole warrant exercisable for 1/30th of one share of Class A common stock | |
Security Exchange Name | NYSE |
Consolidated Balance Sheets (Un
Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Assets | ||
Cash | $ 93,177 | $ 92,195 |
Restricted cash, including amounts held by variable interest entities (VIEs) of $5,724 and $128 | 8,725 | 2,284 |
Consumer receivables | 217,049 | 208,167 |
Allowance for credit losses on consumer receivables | (34,303) | (35,329) |
Consumer receivables, net, including amounts held by VIEs of $138,185 and $131,283 | 182,746 | 172,838 |
Enterprise receivables, net | 17,518 | 15,978 |
Property and equipment, net | 1,975 | 1,864 |
Intangible assets, net | 172,375 | 176,541 |
Other assets | 61,404 | 53,559 |
Total assets | 537,920 | 515,259 |
Liabilities: | ||
Secured loans, net | 64,408 | 64,334 |
Accounts payable and accrued liabilities | 50,043 | 52,396 |
Warrant liability | 729 | 810 |
Other debt, net, including amounts held by VIEs of $129,675 and $125,419 | 129,675 | 125,419 |
Other liabilities | 22,607 | 15,077 |
Total liabilities | 267,462 | 258,036 |
Commitments and contingencies (Note 14) | ||
Stockholders' equity : | ||
Class A Common Stock, $0.0001 par value; 66,666,666 shares authorized as of March 31, 2024 and December 31, 2023, 10,820,256 and 10,787,923 issued and outstanding, respectively, as of March 31, 2024 and 10,444,627 and 10,412,294 issued and outstanding, respectively, as of December 31, 2023 | 1 | 1 |
Additional paid-in capital | 975,801 | 969,641 |
Accumulated deficit | (695,644) | (702,719) |
Treasury stock at cost, 32,333 shares at March 31, 2024 and December 31, 2023 | (9,700) | (9,700) |
Total stockholders’ equity | 270,458 | 257,223 |
Total liabilities and stockholders' equity | $ 537,920 | $ 515,259 |
Consolidated Balance Sheets (_2
Consolidated Balance Sheets (Unaudited) (Parentheticals) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 USD ($) $ / shares shares | Dec. 31, 2023 USD ($) $ / shares shares | |
Restricted cash, including amounts held by variable interest entities (in Dollars) | $ | $ 5,724 | $ 128 |
Consumer receivables, net, including amounts held by VIEs (in Dollars) | $ | 138,185 | 131,283 |
Other debt, including amounts held by VIEs (in Dollars) | $ | $ 129,675 | $ 125,419 |
Treasury stock, shares | 32,333 | 32,333 |
Class A Common Stock | ||
Common Stock, par value | $ / shares | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 66,666,666 | 66,666,666 |
Common stock, shares issued | 10,820,256 | 10,444,627 |
Common stock, shares outstanding | 10,787,923 | 10,412,294 |
Reverse stock split ratio | 0.033 |
Consolidated Statements of Oper
Consolidated Statements of Operations (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Revenue | ||
Service and subscription revenue | $ 118,073 | $ 90,741 |
Net interest income on loan receivables | 2,933 | 2,928 |
Total revenue, net | 121,006 | 93,669 |
Operating expenses | ||
Provision for credit losses on consumer receivables | 20,230 | 16,511 |
Compensation and benefits | 24,786 | 24,408 |
Marketing | 10,866 | 6,392 |
Direct costs | 31,389 | 29,802 |
Professional services | 5,766 | 4,999 |
Technology-related costs | 6,586 | 6,038 |
Other operating expenses | 10,320 | 8,995 |
Total operating expenses | 109,943 | 97,145 |
Net income (loss) before other (expense) income and income taxes | 11,063 | (3,476) |
Interest expense | (6,817) | (7,511) |
Change in fair value of warrant liability | 81 | (149) |
Change in fair value of contingent consideration from mergers and acquisitions | 246 | |
Other income | 2,359 | 1,649 |
Net income (loss) before income taxes | 6,686 | (9,241) |
Income tax benefit | (389) | (24) |
Net income (loss) | 7,075 | (9,217) |
Accrual of dividends on preferred stock | (1,977) | |
Net income (loss) attributable to common shareholders | $ 7,075 | $ (11,194) |
Net income (loss) per share, basic | $ 0.67 | $ (1.29) |
Net income (loss) per share, diluted | $ 0.60 | $ (1.29) |
Weighted average shares used in computing net income (loss) per share, basic (in Shares) | 10,526,417 | 8,652,218 |
Weighted average shares used in computing net income (loss) per share, diluted (in Shares) | 11,810,917 | 8,652,218 |
Consolidated Statements of Rede
Consolidated Statements of Redeemable Convertible Preferred Stock and Stockholders' Equity (Deficit) (Unaudited) - USD ($) $ in Thousands | Total | Redeemable Convertible Preferred Stock (Series A) | Common Stock Class A | Additional Paid-in Capital | Accumulated Deficit | Treasury Stock | |||
Balances at Dec. 31, 2022 | $ 99,161 | $ 173,208 | $ 1 | [1] | $ 766,839 | [1] | $ (657,979) | $ (9,700) | |
Balances (in Shares) at Dec. 31, 2022 | 25,655,579 | 8,587,345 | [1] | ||||||
Stock-based compensation | 5,705 | 5,705 | [1] | ||||||
Exercise of stock options and warrants and vesting of RSUs and PSUs, net of tax withholdings | (599) | (599) | [1] | ||||||
Exercise of stock options and warrants and vesting of RSUs and PSUs, net of tax withholdings (in Shares) | [1] | 100,797 | |||||||
Issuance of common stock in connection with earnout and make-whole provisions related to the acquisition of Malka Media Group LLC | 1,913 | 1,913 | [1] | ||||||
Issuance of common stock in connection with earnout and make-whole provisions related to the acquisition of Malka Media Group LLC (in Shares) | [1] | 110,925 | |||||||
Issuance of options and preferred stock in connection with Engine Acquisition, net of working capital adjustments | $ 120 | ||||||||
Issuance of options and preferred stock in connection with Engine Acquisition, net of working capital adjustments (in Shares) | 46,080 | ||||||||
Conversion of preferred stock to common stock -Shares | (64) | 2 | [1] | ||||||
Accrued dividends on preferred stock | (1,977) | (1,977) | [1] | ||||||
Other | 505 | 505 | |||||||
Net income (loss) | (9,217) | (9,217) | |||||||
Balances at Mar. 31, 2023 | 95,491 | $ 173,328 | $ 1 | [1] | 771,881 | [1] | (666,691) | (9,700) | |
Balances (in Shares) at Mar. 31, 2023 | 25,701,595 | 8,799,069 | [1] | ||||||
Balances at Dec. 31, 2023 | 257,223 | $ 1 | 969,641 | (702,719) | (9,700) | ||||
Balances (in Shares) at Dec. 31, 2023 | 10,412,294 | ||||||||
Stock-based compensation | 6,497 | 6,497 | |||||||
Exercise of stock options and warrants and vesting of RSUs and PSUs, net of tax withholdings | (337) | (337) | |||||||
Exercise of stock options and warrants and vesting of RSUs and PSUs, net of tax withholdings (in Shares) | 375,629 | ||||||||
Net income (loss) | 7,075 | 7,075 | |||||||
Balances at Mar. 31, 2024 | $ 270,458 | $ 1 | $ 975,801 | $ (695,644) | $ (9,700) | ||||
Balances (in Shares) at Mar. 31, 2024 | 10,787,923 | ||||||||
[1] P rior period results have been adjusted to reflect the Reverse Stock Split of the Class A Common Stock at a ratio of 1 -for- 30 that became effective April 24, 2023. See Note 1, “Description of Business and Basis of Presentation,” for details . |
Consolidated Statements of Re_2
Consolidated Statements of Redeemable Convertible Preferred Stock and Stockholders' Equity (Deficit) (Unaudited) (Parentheticals) | 3 Months Ended | ||
Apr. 24, 2023 | Mar. 31, 2024 | Mar. 31, 2023 | |
Exchange ratio | 0.0333 | ||
Class A Common Stock [Member] | |||
Exchange ratio | 0.033 | 0.033 | 0.033 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Cash flows from operating activities: | ||
Net income (loss) | $ 7,075 | $ (9,217) |
Adjustments to reconcile net income (loss) to net cash from operating activities: | ||
Provision for losses on receivables | 20,230 | 16,511 |
Depreciation and amortization expense | 6,212 | 6,184 |
Change in deferred fees and costs, net | 356 | 616 |
Change in fair value of warrants | (81) | 149 |
Change in fair value of contingent consideration from mergers and acquisitions | (246) | |
Gain on foreign currency translation | (97) | (7) |
Stock compensation expense | 6,497 | 5,705 |
Deferred income taxes | 236 | (93) |
Changes in assets and liabilities: | ||
Accrued interest receivable | (38) | (27) |
Enterprise receivables, net | (1,540) | (4,130) |
Other assets | (1,364) | (1,250) |
Accounts payable and accrued liabilities | (2,256) | (9,805) |
Other liabilities | (1,591) | (1,710) |
Net cash provided by operating activities | 33,639 | 2,680 |
Cash flows from investing activities: | ||
Net originations and collections of finance receivables | (27,722) | (19,647) |
Purchase of property and equipment and software development | (2,157) | (1,037) |
Settlement of contingent consideration related to mergers and acquisitions | (350) | |
Net cash used in investing activities | (29,879) | (21,034) |
Cash flows from financing activities: | ||
Net proceeds from (repayments to) special purpose vehicle credit facilities | 4,000 | (24,000) |
Payments related to issuance of common stock related to exercise of stock options and warrants, net of tax withholdings related to vesting of stock-based compensation | (337) | (599) |
Net cash provided by (used in) financing activities | 3,663 | (24,599) |
Net change in cash and restricted cash | 7,423 | (42,953) |
Cash and restricted cash, beginning of period | 94,479 | 153,709 |
Cash and restricted cash, end of period | 101,902 | 110,756 |
Supplemental disclosure of cash flow information: | ||
Cash paid for interest | 6,448 | 7,465 |
Supplemental disclosure of non-cash investing and financing activities: | ||
Accrued dividends on preferred stock | 1,977 | |
Equity issued as consideration for mergers and acquisitions | 120 | |
Equity issued as settlement of contingent consideration related to Malka Acquisition | $ 1,913 | |
Lease liabilities incurred in exchange for operating right-of-use assets | $ 8,885 |
Pay vs Performance Disclosure
Pay vs Performance Disclosure - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Pay vs Performance Disclosure | ||
Net Income (Loss) | $ 7,075 | $ (9,217) |
Insider Trading Arrangements
Insider Trading Arrangements | 3 Months Ended |
Mar. 31, 2024 shares | |
Trading Arrangements, by Individual | |
Material Terms of Trading Arrangement | Item 5. Other Information Rule 10b5-1 Trading Arrangements During the three months ended March 31, 2024, the officers set forth below each adopted a “Rule 10b5-1 trading arrangement” (as defined in Item 408 of Regulation S-K) that is intended to satisfy the affirmative defense of Rule 10b5-1(c) under the Exchange Act. Each 10b5-1 trading arrangement was entered into in writing during an open trading window under our Insider Trading Policy, has a trading period of at least one year, and is subject to a mandatory cooling off period as required by Rule 10b5-1. Shares in each Rule 10b5-1 trading arrangement underlying restricted stock units (“RSUs”) and performance share units (“PSUs”) may only be sold following satisfaction of the applicable time-based and performance-based vesting requirements. In addition, due to limit price requirements and timing conditions in certain of the Rule 10b5-1 trading arrangements, it is not yet determinable how many shares of Class A Common Stock will actually be sold under such Rule 10b5-1 trading arrangements prior to its expiration date, as indicated below. On March 12, 2024 , Mark Torossian , our Chief Accounting Officer , adopted a Rule 10b5-1 trading arrangement for the sale of up to 75% of the net shares (not yet determinable) after shares are withheld to satisfy tax obligations upon the vesting of 5,144 RSUs and, subject to the achievement of the applicable performance goals within a range of 80% to 120% of the awarded PSUs with respect to PSUs which have not yet been earned, 7,197 PSUs. This Rule 10b5-1 trading arrangement is scheduled to expire on June 30, 2025 . On March 13, 2024 , Dee Choubey , our Chief Executive Officer and a director , adopted a Rule 10b5-1 trading arrangement for the sale of up to 112,607 shares of Class A Common Stock. This Rule 10b5-1 trading arrangement is scheduled to expire on June 17, 2025 . On March 13, 2024 , Rick Correia , our President, Chief Financial Officer and Treasurer , adopted a Rule 10b5-1 trading arrangement for the sale of up to: (i) 10,157 shares of Class A Common Stock; and (ii) the net shares (not yet determinable) after shares are withheld to satisfy tax obligations upon the vesting of 59,215 RSUs and, subject to the achievement of the applicable performance goals within a range of 80% to 120% of the awarded PSUs with respect to PSUs which have not yet been earned, 63,503 PSUs. This Rule 10b5-1 trading arrangement is scheduled to expire on June 30, 2025 . On March 14, 2024 , Tim Hong , our Chief Product Officer , adopted a Rule 10b5-1 trading arrangement for the sale of up to: (i) 45,000 shares of Class A Common Stock underlying vested options; and (ii) the net shares (not yet determinable) after shares are withheld to satisfy tax obligations upon the vesting of 30,890 RSUs and, subject to the achievement of the applicable performance goals within a range of 80% to 120% of the awarded PSUs with respect to PSUs which have not yet been earned, 29,122 PSUs. This Rule 10b5-1 trading arrangement is scheduled to expire on June 30, 2025 . |
Rule 10b5-1 Arrangement Adopted | true |
Non-Rule 10b5-1 Arrangement Adopted | false |
Mark Torossian | |
Trading Arrangements, by Individual | |
Name | Mark Torossian |
Title | Chief Accounting Officer |
Rule 10b5-1 Arrangement Adopted | true |
Adoption Date | March 12, 2024 |
Trading Arrangement Expiration Date | June 30, 2025 |
Dee Choubey | |
Trading Arrangements, by Individual | |
Name | Dee Choubey |
Title | Chief Executive Officer and a director |
Rule 10b5-1 Arrangement Adopted | true |
Adoption Date | March 13, 2024 |
Rule 10b5-1 Arrangement Terminated | true |
Aggregate Available | 112,607 |
Trading Arrangement Expiration Date | June 17, 2025 |
Rick Correia | |
Trading Arrangements, by Individual | |
Name | Rick Correia |
Title | President, Chief Financial Officer and Treasurer |
Rule 10b5-1 Arrangement Adopted | true |
Adoption Date | March 13, 2024 |
Aggregate Available | 10,157 |
Trading Arrangement Expiration Date | June 30, 2025 |
Tim Hong | |
Trading Arrangements, by Individual | |
Name | Tim Hong |
Title | Chief Product Officer |
Rule 10b5-1 Arrangement Adopted | true |
Adoption Date | March 14, 2024 |
Aggregate Available | 45,000 |
Trading Arrangement Expiration Date | June 30, 2025 |
Description of Business and Bas
Description of Business and Basis Of Presentation | 3 Months Ended |
Mar. 31, 2024 | |
Description of Business and Basis of Presentation [Abstract] | |
DESCRIPTION OF BUSINESS AND BASIS OF PRESENTATION | 1. DESCRIPTION OF BUSINESS AND BASIS OF PRESENTATION MoneyLion Inc. (“MoneyLion” or the “Company”) was founded in 2013 and is headquartered in New York, New York. On September 22, 2021, MoneyLion Inc., formerly known as Fusion Acquisition Corp., consummated a business combination (the “Business Combination”) with MoneyLion Technologies Inc., formerly known as MoneyLion Inc. Following the Business Combination, MoneyLion Inc. became a publicly traded company, with MoneyLion Technologies Inc. continuing the existing business operations as a subsidiary of MoneyLion Inc. MoneyLion Inc.’s Class A common stock, par value $ 0.0001 per share (the “Class A Common Stock”), is listed on the New York Stock Exchange (the “NYSE”) under the ticker symbol “ML.” “MALKA” refers to Malka Media Group LLC, a wholly-owned subsidiary of MoneyLion Technologies Inc., and “Engine” refers to ML Enterprise Inc., doing business as the brand “Engine by MoneyLion,” a wholly-owned subsidiary of MoneyLion Technologies Inc. which was previously named “Even Financial Inc.” and subsequently renamed in February 2023. MoneyLion is a leader in financial technology, powering the next generation of personalized products and financial content for American consumers. MoneyLion designs and offers modern personal finance products, tools and features and curate money-related content that delivers actionable insights and guidance to its users. MoneyLion also operates and distributes embedded finance marketplace solutions that match consumers with personalized third-party offers from its partners, providing convenient access to an expansive breadth of financial solutions that enable consumers to borrow, spend, save and achieve better financial outcomes. In addition, MoneyLion provides creative media and brand content services to clients across industries through its media division and leverages its adaptive, in-house content studio to produce and deliver engaging and dynamic content in support of MoneyLion's product and service offerings. Basis of Presentation —The consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and the rules and regulations of the Securities and Exchange Commission (“SEC”). The consolidated financial statements include the accounts of MoneyLion Inc. and its wholly owned subsidiaries and consolidated variable interest entities (“VIEs”) for which the Company is the primary beneficiary. All intercompany transactions and balances have been eliminated in consolidation. The Company does not have any items of other comprehensive income (loss); therefore, there is no difference between net income (loss) and comprehensive income (loss) for the three months ended March 31, 2024 and 2023. Reverse Stock Split —On April 24, 2023 , the Company amended the Company's Fourth Amended and Restated Certificate of Incorporation (as amended from time to time, the “Certificate of Incorporation”) to effect, effective as of 5:01 p.m. Eastern Time on April 24, 2023, a 1 -for-30 reverse stock split (the “Reverse Stock Split”) of the Class A Common Stock. At the effective time of the Reverse Stock Split, every 30 shares of Class A Common Stock either issued and outstanding or held as treasury stock were automatically reclassified into one new share of Class A Common Stock , and the total number of shares of Class A Common Stock authorized for issuance was reduced by a corresponding proportion from 2,000,000,000 shares to 66,666,666 shares. The Reverse Stock Split was approved by the Company's stockholders at a Special Meeting of Stockholders on April 19, 2023 and approved by the Board of Directors on April 21, 2023. The primary goal of the Reverse Stock Split was to increase the per share price of the Class A Common Stock in order to meet the minimum per share price requirement for continued listing on the NYSE. The Class A Common Stock began trading on the NYSE on an as-adjusted basis on April 25, 2023 under the existing trading symbol “ML.” In addition, as a result of the Reverse Stock Split, proportionate adjustments were made to the number of shares of Class A Common Stock underlying the Company’s outstanding equity awards, the number of shares issuable upon the exercise of the Company’s outstanding warrants and the number of shares issuable under the Company’s equity incentive plans and certain existing agreements, as well as the exercise, grant and acquisition prices of such equity awards and warrants, as applicable. Furthermore, proportionate adjustments were made to the conversion factor at which the Company’s previously outstanding Series A Convertible Preferred Stock, par value $ 0.0001 per share (the “Series A Preferred Stock”), were converted to Class A Common Stock. The total number of shares of preferred stock of the Company authorized for issuance remained at 200,000,000 . Stockholders who would have been entitled to receive fractional shares as a result of the Reverse Stock Split were instead entitled to a cash payment in lieu thereof at a price equal to the fraction of one share to which the stockholder was otherwise entitled multiplied by the closing price per share of the Class A Common Stock on the NYSE on the effective date of the Reverse Stock Split. The effects of the Reverse Stock Split have been reflected in these consolidated financial statements and the accompanying footnotes for all periods presented, which includes adjusting the description of any activity that may have been transacted on a pre-Reverse Stock Split basis. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2024 | |
Accounting Policies [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES In the opinion of the Company, the accompanying consolidated financial statements contain all adjustments, consisting of normal recurring adjustments and adjustments to eliminate intercompany transactions and balances, necessary for a fair presentation of its financial position and its results of operations, changes in redeemable convertible preferred stock and stockholders’ equity and cash flows. The Company’s accounting policies are set forth in Note 2, “Summary of Significant Accounting Policies” of the Company’s Notes to Consolidated Financial Statements included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2023. Included herein are certain updates to those policies and the related disclosures. Revenue Recognition and Related Receivables— The following table summarizes revenue by type for the three months ended March 31, 2024 and 2023: Three Months Ended March 31, 2024 2023 Consumer revenues Service and subscription fees $ 85,209 $ 62,438 Net interest income on finance receivables 2,933 2,928 Total consumer revenues 88,142 65,366 Enterprise service revenues 32,864 28,303 Total revenue, net $ 121,006 $ 93,669 Fair Value of Financial Instruments— Accounting Standards Codification (“ASC”) 820, Fair Value Measurement (“ASC 820”), provides a single definition of fair value and a common framework for measuring fair value as well as disclosure requirements for fair value measurements used in financial statements. Under ASC 820, fair value is determined based upon the exit price that would be received by a company to sell an asset or paid by a company to transfer a liability in an orderly transaction between market participants, exclusive of any transaction costs. Fair value measurements are determined by either the principal market or the most advantageous market. The principal market is the market with the greatest level of activity and volume for the asset or liability. Absent a principal market to measure fair value, the Company uses the most advantageous market, which is the market from which the Company would receive the highest selling price for the asset or pay the lowest price to settle the liability, after considering transaction costs. However, when using the most advantageous market, transaction costs are only considered to determine which market is the most advantageous and these costs are then excluded when applying a fair value measurement. ASC 820 creates a three-level hierarchy to prioritize the inputs used in the valuation techniques to derive fair values. The basis for fair value measurements for each level within the hierarchy is described below, with Level 1 having the highest priority and Level 3 having the lowest. Level 1 – Quoted prices in active markets for identical assets or liabilities. Level 2 – Observable inputs other than Level 1 quoted prices, such as quoted prices for similar assets and liabilities in active markets, quoted prices in markets that are not active for identical or similar assets and liabilities, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. Level 3 – Valuations are based on inputs that are unobservable and significant to the overall fair value measurement of the assets or liabilities. Inputs reflect management’s best estimate of what market participants would use in pricing the asset or liability at the measurement date. Consideration is given to the risk inherent in the valuation technique and the risk inherent in the inputs to the model. The Company had no assets measured at fair value on a recurring or non-recurring basis as of March 31, 2024 and December 31, 2023. The Private Placement Warrants (as defined herein) were measured at fair value on a recurring basis as of March 31, 2024 and December 31, 2023 and are further described in Note 12, “Stock Warrants.” The Company had no liabilities measured at fair value on a non-recurring basis as of March 31, 2024 nor December 31, 2023 . There have been no transfers between levels during the three months ended March 31, 2024 and 2023. The Company also has financial instruments which are not measured at fair value. The Company has evaluated cash (Level 1), restricted cash (Level 1) and consumer receivables, net (Level 3) and believes the carrying value approximates the fair value due to the short-term nature of these balances. The carrying value of the secured loans approximates their fair value based on the relatively short duration these instruments have been outstanding and the secured loans' variable interest rate based on market rates. The carrying value of other debt approximates its fair value based on the relatively short duration these instruments have been outstanding and availability of alternative financing sources at similar interest rates with the same terms. The fair value of secured loans and other debt would be based on Level 2 fair value measurements. Recently Adopted Accounting Pronouncements— The Company adopted ASU 2016-13, Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments , which, along with subsequent related ASUs, creates a new credit impairment standard for financial assets measured at amortized cost and available-for-sale debt securities. The ASU requires financial assets measured at amortized cost (including loans, trade receivables and held-to-maturity debt securities) to be presented at the net amount expected to be collected, through an allowance for credit losses that are expected to occur over the remaining life of the asset, rather than incurred losses. The ASU requires that credit losses on available-for-sale debt securities be presented as an allowance rather than as a direct write-down. The measurement of credit losses for newly recognized financial assets (other than certain purchased assets) and subsequent changes in the allowance for credit losses are recorded in the statement of operations as the amounts expected to be collected change. The Company adopted ASU 2016-13 and the related subsequent ASUs effective January 1, 2023 , and applied the changes prospectively, recognizing a cumulative-effect adjustment to the beginning balance of retained earnings as of the adoption date. Upon adoption, the Company increased consumer receivables, net by $ 692 , decreased enterprise receivables, net by $ 187 and reduced accumulated deficit by $ 505 . The adoption of the new guidance did no t impact the Company’s unaudited consolidated interim statements of operations or cash flows. Recently Issued Accounting Pronouncements Not Yet Adopted— The Company currently qualifies as an “emerging growth company” under the Jumpstart Our Business Startups Act of 2012. Accordingly, the Company has the option to adopt new or revised accounting guidance either (i) within the same periods as those otherwise applicable to non-emerging growth companies or (ii) within the same time periods applicable to private companies. The Company has elected to adopt new or revised accounting guidance within the same time period as private companies, unless, as indicated below, management determines it is preferable to take advantage of early adoption provisions offered within the applicable guidance. In November 2023, the FASB issued ASU No. 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures . The guidance expands the disclosures required for reportable segments in the Company's annual and interim consolidated financial statements, primarily through enhanced disclosures about significant segment expenses. The standard will be effective for the Company beginning with the Company's annual reporting for fiscal year 2025 and interim periods thereafter, with early adoption permitted. The Company is currently evaluating the impact of this standard on its disclosures. In December 2023, the FASB issued ASU No. 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures . The guidance requires disclosure of disaggregated income taxes paid, prescribes standardized categories for the components of the effective tax rate reconciliation and modifies other income tax-related disclosures. The standard will be effective for the Company beginning with the Company's annual reporting for fiscal year 2026 and interim periods thereafter, with early adoption permitted. The Company is currently evaluating the impact of this standard on its income tax disclosures. |
Consumer Receivables
Consumer Receivables | 3 Months Ended |
Mar. 31, 2024 | |
Receivables [Abstract] | |
CONSUMER RECEIVABLES | 3. CONSUMER RECEIVABLES The Company’s finance receivables consist of secured personal loans and principal amounts of Instacash advances. Secured loan principal balances are either partially or fully deposited into an escrow account upon origination with any remaining balance being given to the borrower. The funds in the escrow account may be used to pay the secured personal loan in full or can be released to the borrower once the secured personal loan is paid in full. Until such time, the funds in the escrow account may be collected by the Company in the event the borrower becomes contractually past due. Accrued interest receivables represent the interest accrued on the loan receivables based upon the daily principal amount outstanding except for loans that are on nonaccrual status. The Company’s policy is to suspend recognition of interest income on secured personal loans and place the secured personal loan on nonaccrual status when the account is more than 60 days past due on a contractual basis or when, in the Company’s estimation, the collectability of the account is uncertain, and the account is less than 90 days contractually past due. The Company has elected to not measure an allowance for losses on accrued interest receivable. Any accrued interest receivable that becomes 90 days past due on a contractual basis is charged-off by reversing net interest income on loan receivables. Net charge-offs of accrued interest income were $ 237 and $ 307 for the three months ended March 31, 2024 and 2023. Fees receivable represent the amounts due to the Company for tips and instant transfer fees related to the Instacash earned wage access product. Subscription receivables represent the amounts billed to customers for subscription services. The credit quality and future repayment of consumer receivables are dependent upon the customer’s ability to perform under the terms of the agreement. Factors such as unemployment rates and housing values, among others, may impact the customer’s ability to perform under the loan or Instacash advance terms though no direct correlation between charge-off rates and these factors has been identified in the Company's analysis. When assessing provision for losses on consumer receivables, the Company takes into account the composition and delinquency status of the outstanding consumer receivables and the related forecasted principal loss rates based on recent historical experience. Recent historical loss rates are updated on a quarterly basis. Charge-offs of consumer receivable balances occur after becoming 90 days past contractually due unless specific circumstances are identified on an individual or group of receivables that indicate charge-off is not appropriate. The level of exceptions to charge-offs occurring once 90 days past due is not material. Consumer receivable charge-offs typically occur within one year of origination. The tables below show consumer receivables balances as of March 31, 2024 and December 31, 2023 and the consumer receivables activity, charge-off rates and aging by product for the three months ended March 31, 2024 and 2023. Consumer receivables consisted of the following: March 31, December 31, 2024 2023 Loan receivables $ 68,918 $ 66,815 Instacash receivables 127,491 120,336 Finance receivables 196,409 187,151 Fees receivable 15,102 16,137 Subscription receivables 4,138 3,491 Deferred loan origination costs 60 86 Accrued interest receivable 1,340 1,302 Consumer receivables, before allowance for credit losses $ 217,049 $ 208,167 Changes in the allowance for losses on loan receivables were as follows: Three Months Ended March 31, 2024 2023 Beginning balance $ 5,761 $ 5,784 Provision for credit losses on receivables 368 1,520 Loan receivables charged off ( 2,150 ) ( 4,189 ) Recoveries 629 2,676 Ending balance $ 4,608 $ 5,791 Changes in the allowance for losses on Instacash receivables were as follows: Three Months Ended March 31, 2024 2023 Beginning balance $ 25,992 $ 23,240 Provision for credit losses on receivables 17,596 10,081 Instacash receivables charged off ( 23,036 ) ( 19,828 ) Recoveries 6,093 6,193 Ending balance $ 26,645 $ 19,686 Changes in the allowance for losses on fees receivable were as follows: Three Months Ended March 31, 2024 2023 Beginning balance $ 2,552 $ 908 Provision for credit losses on receivables 1,595 4,174 Fees receivable charged off ( 2,933 ) ( 4,825 ) Recoveries 785 761 Ending balance $ 1,999 $ 1,018 Changes in the allowance for losses on subscription receivables were as follows: Three Months Ended March 31, 2024 2023 Beginning balance $ 1,024 $ 1,292 Provision for credit losses on receivables 671 736 Subscription receivables charged off ( 1,162 ) ( 1,356 ) Recoveries 518 306 Ending balance $ 1,051 $ 978 The following is an assessment of the repayment performance of loan receivables as of March 31, 2024 and December 31, 2023 and presents the contractual delinquency of the loan receivables portfolio: March 31, 2024 December 31, 2023 Amount Percent Amount Percent Current $ 59,681 86.6 % $ 58,980 88.2 % Delinquency: 31 to 60 days 5,657 8.2 % 4,451 6.7 % 61 to 90 days 3,580 5.2 % 3,384 5.1 % Total delinquency 9,237 13.4 % 7,835 11.8 % Loan receivables before allowance for credit losses $ 68,918 100.0 % $ 66,815 100.0 % Loan receivables that are 61 to 90 days contractually past due are placed on non-accrual status. The following is an assessment of the repayment performance of Instacash receivables as of March 31, 2024 and December 31, 2023 and presents the contractual delinquency of the Instacash receivables portfolio: March 31, 2024 December 31, 2023 Amount Percent Amount Percent Current $ 110,440 86.6 % $ 104,541 86.9 % Delinquency: 31 to 60 days 9,567 7.5 % 8,829 7.3 % 61 to 90 days 7,484 5.9 % 6,966 5.8 % Total delinquency 17,051 13.4 % 15,795 13.1 % Instacash receivables before allowance for credit losses $ 127,491 100.0 % $ 120,336 100.0 % The following is an assessment of the repayment performance of fees receivable as of March 31, 2024 and December 31, 2023 and presents the contractual delinquency of the fees receivable portfolio: March 31, 2024 December 31, 2023 Amount Percent Amount Percent Current $ 12,758 84.5 % $ 13,971 86.6 % Delinquency: 31 to 60 days 1,320 8.7 % 1,197 7.4 % 61 to 90 days 1,024 6.8 % 969 6.0 % Total delinquency 2,344 15.5 % 2,166 13.4 % Fees receivable before allowance for credit losses $ 15,102 100.0 % $ 16,137 100.0 % The following is an assessment of the repayment performance of subscription receivables as of March 31, 2024 and December 31, 2023 and presents the contractual delinquency of the subscription receivables portfolio: March 31, 2024 December 31, 2023 Amount Percent Amount Percent Current $ 2,982 72.1 % $ 2,786 79.8 % Delinquency: 31 to 60 days 701 16.9 % 407 11.7 % 61 to 90 days 455 11.0 % 298 8.5 % Total delinquency 1,156 27.9 % 705 20.2 % Subscription receivables before allowance for credit losses $ 4,138 100.0 % $ 3,491 100.0 % |
Property and Equipment
Property and Equipment | 3 Months Ended |
Mar. 31, 2024 | |
Property, Plant and Equipment [Abstract] | |
PROPERTY AND EQUIPMENT | 4. PROPERTY AND EQUIPMENT Property and equipment consisted of the following: March 31, December 31, 2024 2023 Leasehold improvements $ 1,860 $ 1,932 Furniture and fixtures 255 361 Computers and equipment 2,597 2,551 4,712 4,844 Less: accumulated depreciation ( 2,737 ) ( 2,980 ) Property and equipment, net $ 1,975 $ 1,864 Total depreciation expense related to property and equipment was $ 186 and $ 304 for the three months ended March 31, 2024 and 2023 , respectively. |
Intangible Assets
Intangible Assets | 3 Months Ended |
Mar. 31, 2024 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
INTANGIBLE ASSETS | 5. INTANGIBLE ASSETS Intangible assets consisted of the following: March 31, December 31, Useful Life 2024 2023 Proprietary technology and capitalized internal-use software 3 - 7 years $ 44,943 $ 43,105 Work in process 1,680 1,695 Customer relationships 10 - 15 years 160,500 160,500 Trade names 9 - 15 years 15,960 15,960 Less: accumulated amortization ( 50,708 ) ( 44,719 ) Intangible assets, net $ 172,375 $ 176,541 The Company capitalizes certain internal-use software development costs, consisting primarily of contractor costs and employee salaries and benefits allocated to the software. Capitalization of costs incurred in connection with internally developed software commences when both the preliminary project stage is completed and management has authorized further funding for the project, based on a determination that it is probable the project will be completed and used to perform the function intended. Costs incurred for enhancements that are expected to result in additional functionalities are capitalized in a similar manner. Capitalization of costs ceases no later than the point at which the project is substantially complete and ready for its intended use, at which point amortization of capitalized costs begins. All other costs are expensed as incurred. Costs capitalized in connection with internal-use software were $ 1,860 for the three months ended March 31, 2024 and were $ 1,162 for the three months ended March 31, 2023. For the three months ended March 31, 2024 and 2023, total amortization expense was $ 6,026 and $ 5,880 , respectively. The following table summarizes estimated future amortization expense of intangible assets placed in service at March 31, 2024 for the years ending: Remainder of 2024 $ 18,173 2025 24,231 2026 24,231 2027 23,659 2028 21,350 Thereafter 59,051 $ 170,695 |
Other Assets
Other Assets | 3 Months Ended |
Mar. 31, 2024 | |
Other Assets [Abstract] | |
OTHER ASSETS | 6. OTHER ASSETS Other assets consisted of the following: March 31, December 31, 2024 2023 Receivable from payment processors $ 35,722 $ 37,362 Prepaid expenses 7,239 5,987 Operating lease right-of-use assets 14,319 6,159 Other 4,124 4,051 Total other assets $ 61,404 $ 53,559 |
Debt
Debt | 3 Months Ended |
Mar. 31, 2024 | |
Debt Disclosure [Abstract] | |
DEBT | 7. DEBT The Company’s debt as of March 31, 2024 and December 31, 2023 is presented below: March 31, December 31, 2024 2023 Monroe Term Loans $ 65,000 $ 65,000 Unamortized discounts and debt issuance costs ( 592 ) ( 666 ) Total secured loans, net $ 64,408 $ 64,334 ROAR 1 SPV Credit Facility $ 66,500 $ 64,500 ROAR 2 SPV Credit Facility 64,500 62,500 Unamortized discounts and debt issuance costs ( 1,325 ) ( 1,581 ) Total other debt, net $ 129,675 $ 125,419 For more information regarding debt instruments outstanding as of December 31, 2023, see Note 7, “Debt” in Part II, Item 8 of the Company’s Annual Report on Form 10-K for the year ended December 31, 2023. Monroe Term Loans— The Monroe Term Loans (as defined below) are comprised of term loans with a principal balance of $ 65.0 million (the “Term A-1 Loans”) and term loans that were fully repaid during 2023 (the “Term A-2 Loans” and together with the Term A-1 Loans, the “ Monroe Term Loans”). The interest rate as of March 31, 2024 on the Term A-1 Loans was 14.56 % . Other Debt— In September 2021, ROAR 1 SPV Finance LLC, an indirect wholly owned subsidiary of the Company (the “ROAR 1 SPV Borrower”), entered into a $ 100,000 credit agreement, which, during the first quarter of 2024, decreased to $ 80,000 (the “ROAR 1 SPV Credit Facility”), with a lender for the funding of finance receivables, which secure the ROAR 1 SPV Credit Facility. The ROAR 1 SPV Credit Facility allows for increases in maximum borrowings under the agreement of up to $ 200,000 , bears interest at a rate of 12.5 % and matures in March 2025 , unless it is extended to March 2026. Under the terms of the ROAR 1 SPV Credit Facility, the ROAR 1 SPV Borrower is subject to certain covenants including minimum asset requirements to be held by ROAR 1 SPV Borrower. |
Leases
Leases | 3 Months Ended |
Mar. 31, 2024 | |
Leases [Abstract] | |
Leases | 8. LEASES The Company is party to operating leases for all of its offices. Many leases contain options to renew and extend lease terms and options to terminate leases early. Reflected in the right-of-use asset and lease liability on the consolidated balance sheets are the periods provided by renewal and extension options that the Company is reasonably certain to exercise, as well as the periods provided by termination options that the Company is reasonably certain not to exercise. All long-term leases identified by the Company are classified as operating leases. Lease expenses related to long-term leases were $ 1,104 and $ 796 for the three months ended March 31, 2024 and 2023, respectively. Short-term lease expense and variable lease expense were not material for the three months ended March 31, 2024 and 2023. Net rental income from subleases of $ 166 was recorded in other income for the three months ended March 31, 2024 and was not material for the three months ended March 31, 2023. Maturities of the Company’s long-term operating lease liabilities, which are included in other liabilities on the consolidated balance sheet, were as follows: March 31, 2024 Remainder of 2024 $ 3,069 2025 4,706 2026 3,486 2027 3,334 2028 3,271 Thereafter 2,939 Total lease payments 20,805 Less: imputed interest 5,818 Lease liabilities $ 14,987 Weighted-average remaining lease term (years) 4.8 Weighted-average discount rate 13.2 % |
Income Taxes
Income Taxes | 3 Months Ended |
Mar. 31, 2024 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | 9. INCOME TAXES In calculating the provision for income taxes, the Company uses an estimate of the annual effective tax rate based upon the facts and circumstances known at the interim period. The effective tax rate for the three months ended March 31, 2024 was - 5.8 % and 0.3 % for the three months ended March 31, 2023. The decrease in the effective tax rate for the three months ended March 31, 2024 compared to the three months ended March 31, 2023 was primarily attributable to US federal permanent differences, certain discrete items related to stock based compensation and the change in the valuation allowance. |
Common and Preferred Stock
Common and Preferred Stock | 3 Months Ended |
Mar. 31, 2024 | |
Stockholders' Equity Note [Abstract] | |
COMMON AND PREFERRED STOCK | 10. COMMON AND PREFERRED STOCK Class A Common Stock— Each holder of the shares of Class A Common Stock is entitled to one vote for each share of Class A Common Stock held of record by such holder on all matters on which stockholders generally are entitled to vote, as provide by the Company’s Certificate of Incorporation (as amended from time to time). The holders of the shares of Class A Common Stock do not have cumulative voting rights in the election of directors. Generally, all matters to be voted on by the holders of Class A Common Stock must be approved by a majority (or, in the case of election of directors, by a plurality) of the votes entitled to be cast present in person or represented by proxy, unless otherwise specified by law, the Company’s Certificate of Incorporation or the Company's Amended and Restated Bylaws (as amended from time to time). Subject to preferences that may be applicable to any outstanding preferred stock, the holders of shares of Class A Common Stock are entitled to receive ratably such dividends, if any, as may be declared from time to time by MoneyLion’s Board of Directors out of funds legally available therefor. In the event of any voluntary or involuntary liquidation, dissolution or winding up of MoneyLion’s affairs, the holders of the shares of Class A Common Stock are entitled to share ratably in all assets remaining after payment of MoneyLion’s debts and other liabilities, subject to prior distribution rights of preferred stock or any class or series of stock having a preference over the shares of Class A Common Stock, then outstanding, if any. The holders of shares of Class A Common Stock have no preemptive or conversion rights or other subscription rights. There are no redemption or sinking fund provisions applicable to the shares of Class A Common Stock. The rights, preferences and privileges of holders of shares of Class A Common Stock will be subject to those of the holders of any shares of the preferred stock MoneyLion may issue in the future. Series A Preferred Stock —Prior to the Automatic Conversion Event (as described below), the Company had shares of Series A Preferred Stock outstanding. Holders of the shares of Series A Preferred Stock (other than certain regulated holders subject to the Bank Holding Company Act of 1956, as amended) were entitled to vote as a single class with the holders of the Class A Common Stock and the holders of any other class or series of capital stock of MoneyLion then entitled to vote. Holders of the Series A Preferred Stock were entitled to a 30 cent cumulative annual dividend per share, payable at the Company’s election in either cash or Class A Common Stock (or a combination thereof), with any dividends on the Class A Common Stock valued based on the per share volume-weighted average price of the shares of Class A Common Stock on the NYSE for the 20 trading days ending on the trading day immediately prior to the dividend payment date. Holders of the Series A Preferred Stock were entitled to a liquidation preference in the event of the Company's liquidation equal to the greater of $ 10.00 per share or the amount per share that such holder would have received had the Series A Preferred Stock been converted into Class A Common Stock immediately prior to the liquidation. Shares of Series A Preferred Stock were convertible into shares of Class A Common Stock on a one-for-thirty basis, subject to customary anti-dilution adjustments. The Series A Preferred Stock was convertible (i) at any time upon the holder’s election and (ii) automatically in the event that the per share volume-weighted average price of the shares of Class A Common Stock on the NYSE equaled or exceeded $ 10.00 on any 20 trading days (consecutive or nonconsecutive) within any consecutive 30 trading day period ending no later than the last day of the lockup period applicable to such shares of Series A Preferred Stock. As of the close of trading on the NYSE on May 26, 2023, the per share volume-weighted average price of the shares of Class A Common Stock on the NYSE equaled or exceeded $ 10.00 for the twentieth trading day within a consecutive thirty trading day period ending no earlier than the last day of the lockup period applicable to such shares of Series A Preferred Stock (the “Automatic Conversion Event”). Accordingly, as a result of the Automatic Conversion Event, following the close of trading on the NYSE on May 26, 2023, all 30,049,053 shares of Series A Preferred Stock issued and outstanding automatically converted into 1,012,293 shares of newly issued Class A Common Stock based on the conversion rate provided in the Certificate of Designations of the Series A Preferred Stock (the “Certificate of Designations”). In lieu of any fractional shares otherwise issuable to any holder of the Series A Preferred Stock, the Company issued cash in accordance with the terms of the Certificate of Designations. On June 30, 2023, the Company paid the accrued annual dividend on the previously outstanding shares of Series A Preferred Stock for the dividend payment period ending December 31, 2022 to all holders of record as of the applicable dividend record date (the “2022 Annual Dividend”). The 2022 Annual Dividend was paid in a mixture of Class A Common Stock and cash through the issuance of 229,605 shares of Class A Common Stock and payment of approximately $ 3.0 million of cash. |
Stock-Based Compensation
Stock-Based Compensation | 3 Months Ended |
Mar. 31, 2024 | |
Share-Based Payment Arrangement [Abstract] | |
STOCK-BASED COMPENSATION | 11. STOCK-BASED COMPENSATION Omnibus Incentive Plan At the Company's 2022 Annual Meeting of Stockholders (the “2022 Annual Meeting”), Company stockholders approved the Company's Amended and Restated Omnibus Incentive Plan (as may be amended or restated from time to time, the “Incentive Plan”), as further described in the Company's Definitive Proxy Statement for the 2022 Annual Meeting, filed with the SEC on April 29, 2022. Stock-based compensation of $ 6,497 and $ 5,705 was recognized during the three months ended March 31, 2024 and 2023, respectively. The number of units awarded under the Incentive Plan are generally based on a weighted average of the Class A Common Stock in the days leading up to the grant. Fair values for restricted stock units (“RSUs”) and performance stock units (“PSUs”) based on the Company’s operating performance are valued based on the price of the Class A Common Stock at the time of grant. Fair values for options are calculated using a Black-Scholes option pricing model and PSUs with market conditions are fair valued using a Monte Carlo simulation model. The following table represents activity within the Incentive Plan for the three months ended March 31, 2024: Type Vesting Conditions Units Granted Weighted Average Grant Date Fair Value Weighted Average Strike Price Restricted Stock Unit Service-based 335,531 $ 49.83 n/a Performance Stock Unit Service and performance-based 85,090 $ 52.55 n/a The following table represents outstanding equity awards as of March 31, 2024: Type Vesting Conditions Units Outstanding Weighted Average Grant Date Fair Value Weighted Average Strike Price Restricted Stock Unit Service-based 1,000,559 $ 37.43 n/a Performance Stock Unit Service and performance-based 230,159 $ 33.61 n/a Performance Stock Unit Service and market-based 273,894 $ 14.08 n/a Options Service-based 587,402 $ 20.15 $ 30.46 |
Stock Warrants
Stock Warrants | 3 Months Ended |
Mar. 31, 2024 | |
Stock Warrants [Abstract] | |
STOCK WARRANTS | 12. STOCK WARRANTS Public Warrants and Private Placement Warrants As a result of the Business Combination, MoneyLion acquired from Fusion Acquisition Corp., as of September 22, 2021, public warrants outstanding to purchase an aggregate of 583,333 shares of the Class A Common Stock (the “Public Warrants”) and private placement warrants outstanding to purchase an aggregate of 270,000 shares of the Class A Common Stock (the “Private Placement Warrants”) that expire on September 22, 2026. The Public Warrants meet the conditions for equity classification in accordance with ASC 815-40. At the time of the Business Combination, the Public Warrants assumed by the Company were recorded at fair value within additional paid-in capital in the amount of $ 23,275 . The Private Placement Warrants are accounted for as liabilities in accordance with ASC 815-40 and are presented within warrant liability on the consolidated balance sheets. The warrant liability is measured at fair value at inception and on a recurring basis, with changes in fair value presented within change in fair value of warrants liability in the consolidated statement of operations. The Private Placement Warrants are valued based on the per warrant price of the Public Warrants, subject to adjustments to account for differences in contractual terms between the Private Placement Warrants and the Public Warrants. The per warrant price of the Public Warrants as of March 31, 2024 was $ 0.90 . The following table presents the changes in the liability related to the Private Placement Warrants: Private Placement Warrants Warrants payable balance, December 31, 2023 $ 810 Mark-to-market adjustment ( 81 ) Warrants payable balance, March 31, 2024 $ 729 For more information regarding the Public Warrants and Private Placement Warrants, see Note 12, “Stock Warrants” in Part II, Item 8 of the Company’s Annual Report on Form 10-K for the year ended December 31, 2023 . |
Net Income (Loss) Per Share
Net Income (Loss) Per Share | 3 Months Ended |
Mar. 31, 2024 | |
Earnings Per Share [Abstract] | |
NET INCOME (LOSS) PER SHARE | 13. NET INCOME (LOSS) PER SHARE The following table sets forth the computation of net income (loss) per share of Class A Common Stock for the three months ended March 31, 2024 and 2023: Three Months Ended March 31, 2024 2023 Numerator: Net income (loss) $ 7,075 $ ( 9,217 ) Accrual of dividends on preferred stock — ( 1,977 ) Net income (loss) attributable to common shareholders $ 7,075 $ ( 11,194 ) Denominator: Weighted-average common shares outstanding - basic 10,526,417 8,652,218 Plus: dilutive effect of common stock equivalents 1,284,500 — Weighted-average common shares outstanding - diluted 11,810,917 8,652,218 Net income (loss) per share attributable to common stockholders - basic $ 0.67 $ ( 1.29 ) Net income (loss) per share attributable to common stockholders - diluted $ 0.60 $ ( 1.29 ) For the three months ended March 31, 2024 , 268,330 options to purchase Class A Common Stock and other rights to acquire Class A Common Stock were outstanding and anti-dilutive and, therefore, are excluded from the computation of diluted net income per share attributable to common stockholders. In addition, 85,090 PSUs are excluded from the computation of diluted net income per share attributable to common stockholders as the contingency has not yet been satisfied. All Public Warrants and Private Placement Warrants to purchase Class A Common Stock and rights to receive Earnout Shares (as defined below) are excluded from the computation of diluted net income per share attributable to common stockholders as the relevant purchase price and milestones, respectively, were above the average price of the Class A Common Stock during the three months ended March 31, 2024 For the three months ended March 31, 2023, the Company’s potentially dilutive securities, which include stock options, RSUs, PSUs, preferred stock, the rights to receive Earnout Shares and warrants to purchase shares of common stock, have been excluded from the computation of diluted net loss per share as the effect would be antidilutive. Therefore, the weighted-average number of common shares outstanding used to calculate both basic and diluted net loss per share is the same for the three months ended March 31, 2023. The following potential shares of Class A Common Stock have been excluded from the computation of diluted net income (loss) per share for the three months ended March 31, 2024 and 2023: March 31, 2024 2023 Conversion of convertible preferred stock — 856,720 Warrants to purchase common stock 853,330 853,330 PSUs, RSUs and options to purchase common stock 353,420 2,638,264 Right to receive Earnout Shares 583,333 583,333 Total common stock equivalents 1,790,083 4,931,647 In connection with the Business Combination, rights to receive Class A Common Stock (the “Earnout Shares”) were issued, with the right to receive Class A Common Stock contingent upon the Class A Common Stock reaching certain price milestones. 250,000 and 333,333 shares of Class A Common Stock will be issued if the Class A Common Stock share price equals or is greater than $ 375 and $ 495 , respectively, for twenty out of any thirty consecutive trading days. The right to receive the Earnout Shares will expire on September 22, 2026 . |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2024 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | 14. COMMITMENTS AND CONTINGENCIES Legal Matters— From time to time, the Company is subject to various claims and legal proceedings in the ordinary course of business, including lawsuits, arbitrations, class actions and other litigation. The Company is also the subject of various actions, inquiries, investigations and proceedings by regulatory and other governmental agencies. The outcome of any such legal and regulatory matters, including those discussed in this Note 14, is inherently uncertain, and some of these matters may result in adverse judgments or awards, including penalties, injunctions or other relief, which could materially and adversely impact the Company's business, financial condition, operating results and cash flows. See Part I, Item 1A “Risk Factors — Risks Relating to Legal and Accounting Matters — Unfavorable outcomes in legal proceedings may harm our business, financial condition, results of operations and cash flows” in the Company's Annual Report on Form 10-K for the year ended December 31, 2023. The Company has determined, based on its current knowledge, that the aggregate amount or range of losses that are estimable with respect to its legal proceedings, including the matters described below, would not have a material adverse effect on its business, financial position, results of operations or cash flows. As of March 31, 2024, amounts accrued were not material. Notwithstanding the foregoing, the ultimate outcome of legal proceedings involves judgments, estimates and inherent uncertainties, and cannot be predicted with certainty. It is possible that an adverse outcome of any matter could be material to the Company's business, financial position, results of operations or cash flows as a whole for any particular reporting period of occurrence. In addition, it is possible that a matter may prompt litigation or additional investigations or proceedings by other government agencies or private litigants. The Company holds a number of state licenses in connection with its business activities, and must also comply with other applicable compliance and regulatory requirements in the states where it operates. In most states where the Company operates, one or more regulatory agencies have authority with respect to regulation and enforcement of the Company's business activities under applicable state laws, and the Company may also be subject to the supervisory and examination authority of such state regulatory agencies. Examinations by state regulators have and may continue to result in findings or recommendations that require the Company, among other potential consequences, to provide refunds to customers or to modify its internal controls and/or business practices. In the ordinary course of its business, the Company is and has been from time to time subject to, and may in the future be subject to, governmental and regulatory examinations, information requests, investigations and proceedings (both formal and informal) in connection with various aspects of its activities by state agencies, certain of which could result in adverse judgments, settlements, fines, penalties, restitution, disgorgement, injunctions or other relief. The Company has responded to and cooperated with the relevant state agencies and will continue to do so in the future, as appropriate. On September 29, 2022, the Consumer Financial Protection Bureau (the “CFPB”) initiated a civil action in the United States District Court for the Southern District of New York (“SDNY”) against MoneyLion Technologies Inc., ML Plus LLC and the Company's 38 state lending subsidiaries, alleging violations of the Military Lending Act and the Consumer Financial Protection Act. The CFPB is seeking injunctive relief, redress for allegedly affected consumers and civil monetary penalties. On January 10, 2023, the Company moved to dismiss the lawsuit, asserting various constitutional and merits-based arguments. On June 13, 2023, the CFPB filed its first amended complaint, alleging substantially similar claims as those asserted in its initial complaint. On July 11, 2023, the Company moved to dismiss the lawsuit, again asserting various constitutional and merit-based arguments. On October 9, 2023, the Company moved for a stay of the action pending a decision from the United States Supreme Court in CFPB v. Community Financial Services Association of America, Ltd., No. 22-448 (U.S. argued Oct. 3, 2023) (“CFSA”). On December 1, 2023, the Court issued an order granting the Company’s motion and staying the action pending the United State Supreme Court’s decision in CFSA. The Company continues to maintain that the CFPB’s claims are meritless and is vigorously defending against the lawsuit. Nevertheless, at this time, the Company cannot predict or determine the timing or final outcome of this matter or the effect that any adverse determinations in the lawsuit may have on its business, financial condition, results of operations or cash flows. On July 21, 2023, Jeffrey Frommer, Lyusen Krubich, Daniel Fried and Pat Capra, the former equity owners of MALKA (collectively, the “Seller Members”), brought a civil action in the SDNY against MoneyLion Technologies Inc. alleging, among other things, breaches of the Membership Interest Purchase Agreement (the “MIPA”) governing the acquisition of MALKA (the “MALKA Acquisition”). Among other claims, the Seller Members allege that they are entitled to payment of $ 25.0 million of Class A Common Stock pursuant to the earnout provisions set forth in the MIPA, based on the Seller Members’ assertion that MALKA achieved certain financial targets for the year ended December 31, 2022 (such payment, the “2022 Earnout Payment”). The Company believes that the Seller Members are not entitled to any portion of the 2022 Earnout Payment under the terms of the MIPA and that the Seller Members’ claims in their lawsuit are meritless. The Company continues to vigorously defend against the lawsuit and has filed counterclaims against the Seller Members, alleging, among other things, negligent misrepresentation, conversion, breach of fiduciary duties and breach of contract and seeking compensatory damages and other remedies as a result of wrongdoing by the Seller Members. On October 17, 2023, the SDNY denied, in full, the Seller Members’ motion for a preliminary injunction to remove the restrictive legends on certain shares of Class A Common Stock previously issued to the Seller Members. At this time, the Company cannot predict or determine the timing or final outcome of this matter or the effect that any adverse determinations in the lawsuit may have on its business, financial condition, results of operations or cash flows. On July 27, 2023, MassMutual Ventures US II LLC, Canaan X L.P., Canaan XI L.P., F-Prime Capital Partners Tech Fund LP and GreatPoint Ventures Innovation Fund II, L.P., each of which are former equityholders of Even Financial Inc. and former holders of the Company’s Series A Preferred Stock (collectively, the “Former Preferred Stockholders”), brought a civil action in the SDNY against MoneyLion Inc., its Board of Directors and certain officers seeking declaratory relief and related damages. The Former Preferred Stockholders allege that the 1-for- 30 Reverse Stock Split of the Class A Common Stock effected on April 24, 2023 was undertaken in a manner designed to trigger the Automatic Conversion Event pursuant to which all outstanding shares of Series A Preferred Stock automatically converted into certain shares of Class A Common Stock following the close of trading on the NYSE on May 26, 2023. The Former Preferred Stockholders further allege that the Definitive Proxy Statement the Company filed with the SEC on March 31, 2023 relating to the Special Meeting of Stockholders to approve the Reverse Stock Split proposal contained false and/or misleading statements and material omissions, and that the Company improperly failed to obtain the separate vote of the holders of the Series A Preferred Stock to approve the Reverse Stock Split. In connection therewith, the Former Preferred Stockholders assert claims against all defendants under Section 14(a) of the Securities Exchange Act of 1934 and for breach of the Certificate of Designations governing the Series A Preferred Stock, and a claim against the individual defendants for breach of fiduciary duty. The Company believes that the Former Preferred Stockholders’ claims are meritless, and on November 6, 2023, the Company filed a motion to dismiss the lawsuit in its entirety. The Company intends to vigorously defend against the lawsuit. Nevertheless, at this time, the Company cannot predict or determine the timing or final outcome of this matter or the effect that any adverse determinations in the lawsuit may have on its business, financial condition, results of operations or cash flows. |
Mergers and Acquisitions
Mergers and Acquisitions | 3 Months Ended |
Mar. 31, 2024 | |
Mergers and Acquisitions [Abstract] | |
MERGERS AND ACQUISITIONS | 15. MERGERS AND ACQUISITIONS Engine— On February 17, 2022, the Company completed the acquisition of all voting interest in Even Financial Inc., which was subsequently renamed to Engine. Engine powers the leading embedded finance marketplace solutions MoneyLion offers to its Enterprise Partners through which consumers are connected and matched with real-time, personalized financial product and service recommendations. At the closing of the Engine Acquisition, the equityholders and advisors of Even Financial Inc. were entitled to receive a payment from the Company of up to an aggregate of 8,000,000 shares of Series A Preferred Stock, based on the attributed revenue of Engine’s business during the 13-month period commencing January 1, 2022 (the “Earnout”), and certain recipients of options to acquire shares of the Company’s Class A common stock were entitled to receive dividend equivalents in lieu of receiving Series A Preferred Stock, subject to certain conditions (the “Preferred Stock Equivalents”). The $ 66 decline in fair value of the Earnout and the Preferred Stock Equivalents for the three months ended March 31, 2023 was included on the consolidated statement of operations as a component of the change in fair value of contingent consideration from mergers and acquisitions. In May 2023, the Earnout was settled through the issuance of 4,354,092 shares of Series A Preferred Stock, with cash paid in lieu of any fractional shares of Series A Preferred Stock. Cash payments relating to the settlement of the Earnout were $ 459 . In June 2023, the Preferred Stock Equivalents were settled through the issuance of 23,453 shares of Class A Common Stock, with cash paid in lieu of any fractional shares of Class A Common Stock. Cash payments relating to the settlement of the Preferred Stock Equivalents were $ 307 . Upon the Automatic Conversion Event , the MoneyLion Inc. Preferred Share Dividend Replacement Program governing the Preferred Stock Equivalents immediately and automatically terminated in accordance with its terms, following which all Preferred Stock Equivalents were forfeited. MALKA —On November 15, 2021, MoneyLion completed the MALKA Acquisition. MALKA is a creator network and content platform that provides digital media and content production services to us and to its own clients in entertainment, sports, gaming, live streaming and other sectors. The unsettled restricted shares payable relating to the MALKA Acquisition earnout and the related make-whole were settled as of March 31, 2023. The $ 180 decline in fair value for the three months ended March 31, 2023 was included on the consolidated statement of operations as a component of the change in fair value of contingent consideration from mergers and acquisitions. |
Subsequent Events
Subsequent Events | 3 Months Ended |
Mar. 31, 2024 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | 16. SUBSEQUENT EVENTS The Company has evaluated subsequent events through May 7, 2024 , the date on which these consolidated financial statements were available to be issued, and concluded no subsequent events were required to be disclosed. |
Accounting Policies, by Policy
Accounting Policies, by Policy (Policies) | 3 Months Ended |
Mar. 31, 2024 | |
Accounting Policies [Abstract] | |
Revenue Recognition and Related Receivables | Revenue Recognition and Related Receivables— The following table summarizes revenue by type for the three months ended March 31, 2024 and 2023: Three Months Ended March 31, 2024 2023 Consumer revenues Service and subscription fees $ 85,209 $ 62,438 Net interest income on finance receivables 2,933 2,928 Total consumer revenues 88,142 65,366 Enterprise service revenues 32,864 28,303 Total revenue, net $ 121,006 $ 93,669 |
Fair Value of Financial Instruments | Fair Value of Financial Instruments— Accounting Standards Codification (“ASC”) 820, Fair Value Measurement (“ASC 820”), provides a single definition of fair value and a common framework for measuring fair value as well as disclosure requirements for fair value measurements used in financial statements. Under ASC 820, fair value is determined based upon the exit price that would be received by a company to sell an asset or paid by a company to transfer a liability in an orderly transaction between market participants, exclusive of any transaction costs. Fair value measurements are determined by either the principal market or the most advantageous market. The principal market is the market with the greatest level of activity and volume for the asset or liability. Absent a principal market to measure fair value, the Company uses the most advantageous market, which is the market from which the Company would receive the highest selling price for the asset or pay the lowest price to settle the liability, after considering transaction costs. However, when using the most advantageous market, transaction costs are only considered to determine which market is the most advantageous and these costs are then excluded when applying a fair value measurement. ASC 820 creates a three-level hierarchy to prioritize the inputs used in the valuation techniques to derive fair values. The basis for fair value measurements for each level within the hierarchy is described below, with Level 1 having the highest priority and Level 3 having the lowest. Level 1 – Quoted prices in active markets for identical assets or liabilities. Level 2 – Observable inputs other than Level 1 quoted prices, such as quoted prices for similar assets and liabilities in active markets, quoted prices in markets that are not active for identical or similar assets and liabilities, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. Level 3 – Valuations are based on inputs that are unobservable and significant to the overall fair value measurement of the assets or liabilities. Inputs reflect management’s best estimate of what market participants would use in pricing the asset or liability at the measurement date. Consideration is given to the risk inherent in the valuation technique and the risk inherent in the inputs to the model. The Company had no assets measured at fair value on a recurring or non-recurring basis as of March 31, 2024 and December 31, 2023. The Private Placement Warrants (as defined herein) were measured at fair value on a recurring basis as of March 31, 2024 and December 31, 2023 and are further described in Note 12, “Stock Warrants.” The Company had no liabilities measured at fair value on a non-recurring basis as of March 31, 2024 nor December 31, 2023 . There have been no transfers between levels during the three months ended March 31, 2024 and 2023. The Company also has financial instruments which are not measured at fair value. The Company has evaluated cash (Level 1), restricted cash (Level 1) and consumer receivables, net (Level 3) and believes the carrying value approximates the fair value due to the short-term nature of these balances. The carrying value of the secured loans approximates their fair value based on the relatively short duration these instruments have been outstanding and the secured loans' variable interest rate based on market rates. The carrying value of other debt approximates its fair value based on the relatively short duration these instruments have been outstanding and availability of alternative financing sources at similar interest rates with the same terms. The fair value of secured loans and other debt would be based on Level 2 fair value measurements. |
Recently Adopted Accounting Pronouncements | Recently Adopted Accounting Pronouncements— The Company adopted ASU 2016-13, Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments , which, along with subsequent related ASUs, creates a new credit impairment standard for financial assets measured at amortized cost and available-for-sale debt securities. The ASU requires financial assets measured at amortized cost (including loans, trade receivables and held-to-maturity debt securities) to be presented at the net amount expected to be collected, through an allowance for credit losses that are expected to occur over the remaining life of the asset, rather than incurred losses. The ASU requires that credit losses on available-for-sale debt securities be presented as an allowance rather than as a direct write-down. The measurement of credit losses for newly recognized financial assets (other than certain purchased assets) and subsequent changes in the allowance for credit losses are recorded in the statement of operations as the amounts expected to be collected change. The Company adopted ASU 2016-13 and the related subsequent ASUs effective January 1, 2023 , and applied the changes prospectively, recognizing a cumulative-effect adjustment to the beginning balance of retained earnings as of the adoption date. Upon adoption, the Company increased consumer receivables, net by $ 692 , decreased enterprise receivables, net by $ 187 and reduced accumulated deficit by $ 505 . The adoption of the new guidance did no t impact the Company’s unaudited consolidated interim statements of operations or cash flows. |
Recently Issued Accounting Pronouncements Not Yet Adopted | Recently Issued Accounting Pronouncements Not Yet Adopted— The Company currently qualifies as an “emerging growth company” under the Jumpstart Our Business Startups Act of 2012. Accordingly, the Company has the option to adopt new or revised accounting guidance either (i) within the same periods as those otherwise applicable to non-emerging growth companies or (ii) within the same time periods applicable to private companies. The Company has elected to adopt new or revised accounting guidance within the same time period as private companies, unless, as indicated below, management determines it is preferable to take advantage of early adoption provisions offered within the applicable guidance. In November 2023, the FASB issued ASU No. 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures . The guidance expands the disclosures required for reportable segments in the Company's annual and interim consolidated financial statements, primarily through enhanced disclosures about significant segment expenses. The standard will be effective for the Company beginning with the Company's annual reporting for fiscal year 2025 and interim periods thereafter, with early adoption permitted. The Company is currently evaluating the impact of this standard on its disclosures. In December 2023, the FASB issued ASU No. 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures . The guidance requires disclosure of disaggregated income taxes paid, prescribes standardized categories for the components of the effective tax rate reconciliation and modifies other income tax-related disclosures. The standard will be effective for the Company beginning with the Company's annual reporting for fiscal year 2026 and interim periods thereafter, with early adoption permitted. The Company is currently evaluating the impact of this standard on its income tax disclosures. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Accounting Policies [Abstract] | |
Schedule of revenue recognition and related receivables | Three Months Ended March 31, 2024 2023 Consumer revenues Service and subscription fees $ 85,209 $ 62,438 Net interest income on finance receivables 2,933 2,928 Total consumer revenues 88,142 65,366 Enterprise service revenues 32,864 28,303 Total revenue, net $ 121,006 $ 93,669 |
Consumer Receivables (Tables)
Consumer Receivables (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Receivables [Abstract] | |
Schedule of consumer receivables | Consumer receivables consisted of the following: March 31, December 31, 2024 2023 Loan receivables $ 68,918 $ 66,815 Instacash receivables 127,491 120,336 Finance receivables 196,409 187,151 Fees receivable 15,102 16,137 Subscription receivables 4,138 3,491 Deferred loan origination costs 60 86 Accrued interest receivable 1,340 1,302 Consumer receivables, before allowance for credit losses $ 217,049 $ 208,167 |
Schedule of changes in the allowance for losses on consumer receivables | Changes in the allowance for losses on loan receivables were as follows: Three Months Ended March 31, 2024 2023 Beginning balance $ 5,761 $ 5,784 Provision for credit losses on receivables 368 1,520 Loan receivables charged off ( 2,150 ) ( 4,189 ) Recoveries 629 2,676 Ending balance $ 4,608 $ 5,791 Changes in the allowance for losses on Instacash receivables were as follows: Three Months Ended March 31, 2024 2023 Beginning balance $ 25,992 $ 23,240 Provision for credit losses on receivables 17,596 10,081 Instacash receivables charged off ( 23,036 ) ( 19,828 ) Recoveries 6,093 6,193 Ending balance $ 26,645 $ 19,686 Changes in the allowance for losses on fees receivable were as follows: Three Months Ended March 31, 2024 2023 Beginning balance $ 2,552 $ 908 Provision for credit losses on receivables 1,595 4,174 Fees receivable charged off ( 2,933 ) ( 4,825 ) Recoveries 785 761 Ending balance $ 1,999 $ 1,018 Changes in the allowance for losses on subscription receivables were as follows: Three Months Ended March 31, 2024 2023 Beginning balance $ 1,024 $ 1,292 Provision for credit losses on receivables 671 736 Subscription receivables charged off ( 1,162 ) ( 1,356 ) Recoveries 518 306 Ending balance $ 1,051 $ 978 |
Schedule of assessment of the repayment performance of loans | The following is an assessment of the repayment performance of loan receivables as of March 31, 2024 and December 31, 2023 and presents the contractual delinquency of the loan receivables portfolio: March 31, 2024 December 31, 2023 Amount Percent Amount Percent Current $ 59,681 86.6 % $ 58,980 88.2 % Delinquency: 31 to 60 days 5,657 8.2 % 4,451 6.7 % 61 to 90 days 3,580 5.2 % 3,384 5.1 % Total delinquency 9,237 13.4 % 7,835 11.8 % Loan receivables before allowance for credit losses $ 68,918 100.0 % $ 66,815 100.0 % The following is an assessment of the repayment performance of Instacash receivables as of March 31, 2024 and December 31, 2023 and presents the contractual delinquency of the Instacash receivables portfolio: March 31, 2024 December 31, 2023 Amount Percent Amount Percent Current $ 110,440 86.6 % $ 104,541 86.9 % Delinquency: 31 to 60 days 9,567 7.5 % 8,829 7.3 % 61 to 90 days 7,484 5.9 % 6,966 5.8 % Total delinquency 17,051 13.4 % 15,795 13.1 % Instacash receivables before allowance for credit losses $ 127,491 100.0 % $ 120,336 100.0 % The following is an assessment of the repayment performance of fees receivable as of March 31, 2024 and December 31, 2023 and presents the contractual delinquency of the fees receivable portfolio: March 31, 2024 December 31, 2023 Amount Percent Amount Percent Current $ 12,758 84.5 % $ 13,971 86.6 % Delinquency: 31 to 60 days 1,320 8.7 % 1,197 7.4 % 61 to 90 days 1,024 6.8 % 969 6.0 % Total delinquency 2,344 15.5 % 2,166 13.4 % Fees receivable before allowance for credit losses $ 15,102 100.0 % $ 16,137 100.0 % The following is an assessment of the repayment performance of subscription receivables as of March 31, 2024 and December 31, 2023 and presents the contractual delinquency of the subscription receivables portfolio: March 31, 2024 December 31, 2023 Amount Percent Amount Percent Current $ 2,982 72.1 % $ 2,786 79.8 % Delinquency: 31 to 60 days 701 16.9 % 407 11.7 % 61 to 90 days 455 11.0 % 298 8.5 % Total delinquency 1,156 27.9 % 705 20.2 % Subscription receivables before allowance for credit losses $ 4,138 100.0 % $ 3,491 100.0 % |
Property and Equipment (Tables)
Property and Equipment (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Property, Plant and Equipment [Abstract] | |
Schedule of property and equipment | Property and equipment consisted of the following: March 31, December 31, 2024 2023 Leasehold improvements $ 1,860 $ 1,932 Furniture and fixtures 255 361 Computers and equipment 2,597 2,551 4,712 4,844 Less: accumulated depreciation ( 2,737 ) ( 2,980 ) Property and equipment, net $ 1,975 $ 1,864 |
Intangible Assets (Tables)
Intangible Assets (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Intangible assets | Intangible assets consisted of the following: March 31, December 31, Useful Life 2024 2023 Proprietary technology and capitalized internal-use software 3 - 7 years $ 44,943 $ 43,105 Work in process 1,680 1,695 Customer relationships 10 - 15 years 160,500 160,500 Trade names 9 - 15 years 15,960 15,960 Less: accumulated amortization ( 50,708 ) ( 44,719 ) Intangible assets, net $ 172,375 $ 176,541 |
Schedule of amortization expense of intangible assets | The following table summarizes estimated future amortization expense of intangible assets placed in service at March 31, 2024 for the years ending: Remainder of 2024 $ 18,173 2025 24,231 2026 24,231 2027 23,659 2028 21,350 Thereafter 59,051 $ 170,695 |
Other Assets (Tables)
Other Assets (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Other Assets [Abstract] | |
Schedule of other assets consisted | Other assets consisted of the following: March 31, December 31, 2024 2023 Receivable from payment processors $ 35,722 $ 37,362 Prepaid expenses 7,239 5,987 Operating lease right-of-use assets 14,319 6,159 Other 4,124 4,051 Total other assets $ 61,404 $ 53,559 |
Debt (Tables)
Debt (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Debt Disclosure [Abstract] | |
Schedule of debt | The Company’s debt as of March 31, 2024 and December 31, 2023 is presented below: March 31, December 31, 2024 2023 Monroe Term Loans $ 65,000 $ 65,000 Unamortized discounts and debt issuance costs ( 592 ) ( 666 ) Total secured loans, net $ 64,408 $ 64,334 ROAR 1 SPV Credit Facility $ 66,500 $ 64,500 ROAR 2 SPV Credit Facility 64,500 62,500 Unamortized discounts and debt issuance costs ( 1,325 ) ( 1,581 ) Total other debt, net $ 129,675 $ 125,419 |
Leases (Tables)
Leases (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Leases [Abstract] | |
Schedule of long-term operating lease liabilities | Maturities of the Company’s long-term operating lease liabilities, which are included in other liabilities on the consolidated balance sheet, were as follows: March 31, 2024 Remainder of 2024 $ 3,069 2025 4,706 2026 3,486 2027 3,334 2028 3,271 Thereafter 2,939 Total lease payments 20,805 Less: imputed interest 5,818 Lease liabilities $ 14,987 Weighted-average remaining lease term (years) 4.8 Weighted-average discount rate 13.2 % |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Share-Based Payment Arrangement [Abstract] | |
Schedule of represents activity and outstanding equity | Type Vesting Conditions Units Granted Weighted Average Grant Date Fair Value Weighted Average Strike Price Restricted Stock Unit Service-based 335,531 $ 49.83 n/a Performance Stock Unit Service and performance-based 85,090 $ 52.55 n/a Type Vesting Conditions Units Outstanding Weighted Average Grant Date Fair Value Weighted Average Strike Price Restricted Stock Unit Service-based 1,000,559 $ 37.43 n/a Performance Stock Unit Service and performance-based 230,159 $ 33.61 n/a Performance Stock Unit Service and market-based 273,894 $ 14.08 n/a Options Service-based 587,402 $ 20.15 $ 30.46 |
Stock Warrants (Tables)
Stock Warrants (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Stock Warrants [Abstract] | |
Schedule of changes in the liability related to the private placement warrants | The following table presents the changes in the liability related to the Private Placement Warrants: Private Placement Warrants Warrants payable balance, December 31, 2023 $ 810 Mark-to-market adjustment ( 81 ) Warrants payable balance, March 31, 2024 $ 729 |
Net Income (Loss) Per Share (Ta
Net Income (Loss) Per Share (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Earnings Per Share [Abstract] | |
Schdeule of computation of net income (loss) per common share | The following table sets forth the computation of net income (loss) per share of Class A Common Stock for the three months ended March 31, 2024 and 2023: Three Months Ended March 31, 2024 2023 Numerator: Net income (loss) $ 7,075 $ ( 9,217 ) Accrual of dividends on preferred stock — ( 1,977 ) Net income (loss) attributable to common shareholders $ 7,075 $ ( 11,194 ) Denominator: Weighted-average common shares outstanding - basic 10,526,417 8,652,218 Plus: dilutive effect of common stock equivalents 1,284,500 — Weighted-average common shares outstanding - diluted 11,810,917 8,652,218 Net income (loss) per share attributable to common stockholders - basic $ 0.67 $ ( 1.29 ) Net income (loss) per share attributable to common stockholders - diluted $ 0.60 $ ( 1.29 ) |
Schdeule of potential common shares | The following potential shares of Class A Common Stock have been excluded from the computation of diluted net income (loss) per share for the three months ended March 31, 2024 and 2023: March 31, 2024 2023 Conversion of convertible preferred stock — 856,720 Warrants to purchase common stock 853,330 853,330 PSUs, RSUs and options to purchase common stock 353,420 2,638,264 Right to receive Earnout Shares 583,333 583,333 Total common stock equivalents 1,790,083 4,931,647 |
Description of Business and B_2
Description of Business and Basis Of Presentation (Details) | 3 Months Ended | |||
Apr. 24, 2023 $ / shares shares | Mar. 31, 2024 $ / shares shares | Mar. 31, 2023 | Dec. 31, 2023 $ / shares shares | |
Description of Business and Basis Of Presentation (Details) [Line Items] | ||||
Reclassified to common stock description | every 30 shares of Class A Common Stock either issued and outstanding or held as treasury stock were automatically reclassified into one new share of Class A Common Stock | |||
Reverse stock split ratio | 0.0333 | |||
Reverse stock split description | 1-for-30 | At the effective time of the Reverse Stock Split, every 30 shares of Class A Common Stock either issued and outstanding or held as treasury stock were automatically reclassified into one new share of Class A Common Stock, and the total number of shares of Class A Common Stock authorized for issuance was reduced by a corresponding proportion from 2,000,000,000 shares to 66,666,666 shares. | ||
Maximum [Member] | ||||
Description of Business and Basis Of Presentation (Details) [Line Items] | ||||
Common stock, shares authorized | 2,000,000,000 | |||
Class A Common Stock [Member] | ||||
Description of Business and Basis Of Presentation (Details) [Line Items] | ||||
Common stock, par value | $ / shares | $ 0.0001 | $ 0.0001 | ||
Reverse stock split ratio | 0.033 | 0.033 | 0.033 | |
Number of common shares issued and outstanding or held as treasury stock | 30 | |||
Common stock, shares authorized | 66,666,666 | 66,666,666 | ||
Class A Common Stock [Member] | Maximum [Member] | ||||
Description of Business and Basis Of Presentation (Details) [Line Items] | ||||
Common stock, shares authorized post reverse stock splits | 66,666,666 | |||
Series A Preferred Stock [Member] | ||||
Description of Business and Basis Of Presentation (Details) [Line Items] | ||||
Convertible preferred stock, par value | $ / shares | $ 0.0001 | |||
Redeemable convertible preferred stock, shares authorized | 200,000,000 |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Details) - USD ($) | 3 Months Ended | |||
Mar. 31, 2024 | Mar. 31, 2023 | Dec. 31, 2023 | Jan. 01, 2023 | |
Summary of Significant Accounting Policies (Details) [Line Items] | ||||
Operating lease right-of-use asset | $ 14,319,000 | $ 6,159,000 | ||
Operating lease liability | 14,987,000 | |||
Liabilities transfer between level amount | 0 | $ 0 | ||
Consumer receivables, net | 182,746,000 | 172,838,000 | ||
Enterprise receivables, net | (1,540,000) | $ (4,130,000) | ||
Enterprise receivables, net | 17,518,000 | 15,978,000 | ||
Accumulated deficit | (695,644,000) | (702,719,000) | ||
Recurring [Member] | ||||
Summary of Significant Accounting Policies (Details) [Line Items] | ||||
Assets measured at fair value | 0 | 0 | ||
Non-recurring [Member] | ||||
Summary of Significant Accounting Policies (Details) [Line Items] | ||||
Assets measured at fair value | 0 | 0 | ||
Liabilities measured at fair value | $ 0 | $ 0 | ||
ASU 2016-13 [Member] | ||||
Summary of Significant Accounting Policies (Details) [Line Items] | ||||
Change in Accounting Principle, Accounting Standards Update, Adopted [true false] | true | |||
Accounting pronouncement adoption date | Jan. 01, 2023 | |||
Change in Accounting Principle, Accounting Standards Update, Immaterial Effect [true false] | true | |||
ASU 2016-13 [Member] | Cumulative Effect, Period of Adoption, Adjustment [Member] | ||||
Summary of Significant Accounting Policies (Details) [Line Items] | ||||
Consumer receivables, net | $ 692,000 | |||
Enterprise receivables, net | 187,000 | |||
Accumulated deficit | $ 505,000 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Schedule of revenue recognition and related receivables (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Consumer revenues | ||
Service and subscription fees | $ 85,209 | $ 62,438 |
Net interest income on finance receivables | 2,933 | 2,928 |
Total consumer revenues | 88,142 | 65,366 |
Enterprise service revenues | 32,864 | 28,303 |
Total revenue, net | $ 121,006 | $ 93,669 |
Consumer Receivables (Details)
Consumer Receivables (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Contracts Receivable [Abstract] | ||
Net charge-offs of accrued interest income | $ 237 | $ 307 |
Consumer Receivables - Schedule
Consumer Receivables - Schedule of consumer receivables (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Schedule of consumer receivables [Abstract] | ||
Loan receivables | $ 68,918 | $ 66,815 |
Instacash receivables | 127,491 | 120,336 |
Finance receivables | 196,409 | 187,151 |
Fees receivable | 15,102 | 16,137 |
Subscription receivables | 4,138 | 3,491 |
Deferred loan origination costs | 60 | 86 |
Accrued interest receivable | 1,340 | 1,302 |
Consumer receivables, before allowance for credit losses | $ 217,049 | $ 208,167 |
Consumer Receivables - Schedu_2
Consumer Receivables - Schedule of changes in the allowance for losses on consumer receivables (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Consumer Receivables (Details) - Schedule of changes in the allowance for losses on consumer receivables [Line Items] | ||
Provision for credit losses on receivables | $ 20,230 | $ 16,511 |
Losses on Loan Receivables [Member] | ||
Consumer Receivables (Details) - Schedule of changes in the allowance for losses on consumer receivables [Line Items] | ||
Beginning balance | 5,761 | 5,784 |
Provision for credit losses on receivables | 368 | 1,520 |
Receivables charged off | (2,150) | (4,189) |
Recoveries | 629 | 2,676 |
Ending balance | 4,608 | 5,791 |
Finance Receivable Instacash [Member] | ||
Consumer Receivables (Details) - Schedule of changes in the allowance for losses on consumer receivables [Line Items] | ||
Beginning balance | 25,992 | 23,240 |
Provision for credit losses on receivables | 17,596 | 10,081 |
Receivables charged off | (23,036) | (19,828) |
Recoveries | 6,093 | 6,193 |
Ending balance | 26,645 | 19,686 |
Losses on Fees Receivable [Member] | ||
Consumer Receivables (Details) - Schedule of changes in the allowance for losses on consumer receivables [Line Items] | ||
Beginning balance | 2,552 | 908 |
Provision for credit losses on receivables | 1,595 | 4,174 |
Receivables charged off | (2,933) | (4,825) |
Recoveries | 785 | 761 |
Ending balance | 1,999 | 1,018 |
Losses on Subscription Receivables [Member] | ||
Consumer Receivables (Details) - Schedule of changes in the allowance for losses on consumer receivables [Line Items] | ||
Beginning balance | 1,024 | 1,292 |
Provision for credit losses on receivables | 671 | 736 |
Receivables charged off | (1,162) | (1,356) |
Recoveries | 518 | 306 |
Ending balance | $ 1,051 | $ 978 |
Consumer Receivables - Schedu_3
Consumer Receivables - Schedule of assessment of the repayment performance of loans (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Loan Receivable [Member] | ||
Consumer Receivables (Details) - Schedule of assessment of the repayment performance of loans [Line Items] | ||
Finance receivables before allowance for credit losses, Amount | $ 68,918 | $ 66,815 |
Finance receivables before allowance for credit losses, Percent | 100% | 100% |
Finance Receivable Instacash [Member] | ||
Consumer Receivables (Details) - Schedule of assessment of the repayment performance of loans [Line Items] | ||
Finance receivables before allowance for credit losses, Amount | $ 127,491 | $ 120,336 |
Finance receivables before allowance for credit losses, Percent | 100% | 100% |
Fees Receivable [Member] | ||
Consumer Receivables (Details) - Schedule of assessment of the repayment performance of loans [Line Items] | ||
Finance receivables before allowance for credit losses, Amount | $ 15,102 | $ 16,137 |
Finance receivables before allowance for credit losses, Percent | 100% | 100% |
Subscription receivables [Member] | ||
Consumer Receivables (Details) - Schedule of assessment of the repayment performance of loans [Line Items] | ||
Finance receivables before allowance for credit losses, Amount | $ 4,138 | $ 3,491 |
Finance receivables before allowance for credit losses, Percent | 100% | 100% |
Current [Member] | Loan Receivable [Member] | ||
Consumer Receivables (Details) - Schedule of assessment of the repayment performance of loans [Line Items] | ||
Finance receivables before allowance for credit losses, Amount | $ 59,681 | $ 58,980 |
Current, Percent | 86.60% | 88.20% |
Current [Member] | Finance Receivable Instacash [Member] | ||
Consumer Receivables (Details) - Schedule of assessment of the repayment performance of loans [Line Items] | ||
Finance receivables before allowance for credit losses, Amount | $ 110,440 | $ 104,541 |
Current, Percent | 86.60% | 86.90% |
Current [Member] | Fees Receivable [Member] | ||
Consumer Receivables (Details) - Schedule of assessment of the repayment performance of loans [Line Items] | ||
Finance receivables before allowance for credit losses, Amount | $ 12,758 | $ 13,971 |
Current, Percent | 84.50% | 86.60% |
Current [Member] | Subscription receivables [Member] | ||
Consumer Receivables (Details) - Schedule of assessment of the repayment performance of loans [Line Items] | ||
Finance receivables before allowance for credit losses, Amount | $ 2,982 | $ 2,786 |
Current, Percent | 72.10% | 79.80% |
31 to 60 days [Member] | Loan Receivable [Member] | ||
Consumer Receivables (Details) - Schedule of assessment of the repayment performance of loans [Line Items] | ||
Finance receivables before allowance for credit losses, Amount | $ 5,657 | $ 4,451 |
Delinquency, Percent | 8.20% | 6.70% |
31 to 60 days [Member] | Finance Receivable Instacash [Member] | ||
Consumer Receivables (Details) - Schedule of assessment of the repayment performance of loans [Line Items] | ||
Finance receivables before allowance for credit losses, Amount | $ 9,567 | $ 8,829 |
Delinquency, Percent | 7.50% | 7.30% |
31 to 60 days [Member] | Fees Receivable [Member] | ||
Consumer Receivables (Details) - Schedule of assessment of the repayment performance of loans [Line Items] | ||
Finance receivables before allowance for credit losses, Amount | $ 1,320 | $ 1,197 |
Delinquency, Percent | 8.70% | 7.40% |
31 to 60 days [Member] | Subscription receivables [Member] | ||
Consumer Receivables (Details) - Schedule of assessment of the repayment performance of loans [Line Items] | ||
Finance receivables before allowance for credit losses, Amount | $ 701 | $ 407 |
Delinquency, Percent | 16.90% | 11.70% |
61 to 90 days [Member] | Loan Receivable [Member] | ||
Consumer Receivables (Details) - Schedule of assessment of the repayment performance of loans [Line Items] | ||
Finance receivables before allowance for credit losses, Amount | $ 3,580 | $ 3,384 |
Delinquency, Percent | 5.20% | 5.10% |
61 to 90 days [Member] | Finance Receivable Instacash [Member] | ||
Consumer Receivables (Details) - Schedule of assessment of the repayment performance of loans [Line Items] | ||
Finance receivables before allowance for credit losses, Amount | $ 7,484 | $ 6,966 |
Delinquency, Percent | 5.90% | 5.80% |
61 to 90 days [Member] | Fees Receivable [Member] | ||
Consumer Receivables (Details) - Schedule of assessment of the repayment performance of loans [Line Items] | ||
Finance receivables before allowance for credit losses, Amount | $ 1,024 | $ 969 |
Delinquency, Percent | 6.80% | 6% |
61 to 90 days [Member] | Subscription receivables [Member] | ||
Consumer Receivables (Details) - Schedule of assessment of the repayment performance of loans [Line Items] | ||
Finance receivables before allowance for credit losses, Amount | $ 455 | $ 298 |
Delinquency, Percent | 11% | 8.50% |
Total Delinquency [Member] | Loan Receivable [Member] | ||
Consumer Receivables (Details) - Schedule of assessment of the repayment performance of loans [Line Items] | ||
Finance receivables before allowance for credit losses, Amount | $ 9,237 | $ 7,835 |
Delinquency, Percent | 13.40% | 11.80% |
Total Delinquency [Member] | Finance Receivable Instacash [Member] | ||
Consumer Receivables (Details) - Schedule of assessment of the repayment performance of loans [Line Items] | ||
Finance receivables before allowance for credit losses, Amount | $ 17,051 | $ 15,795 |
Delinquency, Percent | 13.40% | 13.10% |
Total Delinquency [Member] | Fees Receivable [Member] | ||
Consumer Receivables (Details) - Schedule of assessment of the repayment performance of loans [Line Items] | ||
Finance receivables before allowance for credit losses, Amount | $ 2,344 | $ 2,166 |
Delinquency, Percent | 15.50% | 13.40% |
Total Delinquency [Member] | Subscription receivables [Member] | ||
Consumer Receivables (Details) - Schedule of assessment of the repayment performance of loans [Line Items] | ||
Finance receivables before allowance for credit losses, Amount | $ 1,156 | $ 705 |
Delinquency, Percent | 27.90% | 20.20% |
Property and Equipment (Details
Property and Equipment (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Property, Plant and Equipment [Abstract] | ||
Depreciation expense | $ 186 | $ 304 |
Property and Equipment (Detai_2
Property and Equipment (Details) - Schedule of property and equipment - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Property, Plant and Equipment [Line Items] | ||
Furniture and equipment, gross | $ 4,712 | $ 4,844 |
Less: accumulated depreciation | (2,737) | (2,980) |
Furniture and equipment, net | 1,975 | 1,864 |
Leasehold improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Furniture and equipment, gross | 1,860 | 1,932 |
Furniture and fixtures [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Furniture and equipment, gross | 255 | 361 |
Computers and equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Furniture and equipment, gross | $ 2,597 | $ 2,551 |
Intangible Assets (Details)
Intangible Assets (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Costs capitalized in connection with internal use software | $ 1,860 | $ 1,162 |
Amortization expense | $ 6,026 | $ 5,880 |
Intangible Assets - Schedule of
Intangible Assets - Schedule of Intangible assets (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Dec. 31, 2023 | |
Intangible Assets (Details) - Schedule of Intangible assets [Line Items] | ||
Proprietary technology and capitalized internal-use software | $ 44,943 | $ 43,105 |
Work in process | 1,680 | 1,695 |
Customer relationships | 160,500 | 160,500 |
Trade names | 15,960 | 15,960 |
Less: accumulated amortization | (50,708) | (44,719) |
Intangible assets, net | $ 172,375 | $ 176,541 |
Minimum [Member] | ||
Intangible Assets (Details) - Schedule of Intangible assets [Line Items] | ||
Proprietary technology and capitalized internal-use software, Useful Life | 3 years | |
Customer relationships, Useful Life | 10 years | |
Trade names, Useful Life | 9 years | |
Maximum [Member] | ||
Intangible Assets (Details) - Schedule of Intangible assets [Line Items] | ||
Proprietary technology and capitalized internal-use software, Useful Life | 7 years | |
Customer relationships, Useful Life | 15 years | |
Trade names, Useful Life | 15 years |
Intangible Assets - Schedule _2
Intangible Assets - Schedule of amortization expense of intangible assets (Details) $ in Thousands | Mar. 31, 2024 USD ($) |
Finite-Lived Intangible Assets, Amortization Expense, Maturity Schedule [Abstract] | |
Remainder of 2024 | $ 18,173 |
2025 | 24,231 |
2026 | 24,231 |
2027 | 23,659 |
2028 | 21,350 |
Thereafter | 59,051 |
Total | $ 170,695 |
Other Assets - Schedule of othe
Other Assets - Schedule of other assets consisted (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Schedule of other assets consisted [Abstract] | ||
Receivable from payment processors | $ 35,722 | $ 37,362 |
Prepaid expenses | 7,239 | 5,987 |
Operating lease right-of-use assets | $ 14,319 | $ 6,159 |
Operating Lease, Right-of-Use Asset, Statement of Financial Position [Extensible Enumeration] | Total other assets | Total other assets |
Other | $ 4,124 | $ 4,051 |
Total other assets | $ 61,404 | $ 53,559 |
Debt (Details)
Debt (Details) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended |
Sep. 30, 2021 | Mar. 31, 2024 | |
Debt Instrument [Line Items] | ||
Debt description | The interest rate as of March 31, 2024 on the Term A-1 Loans was 14.56 | |
ROAR 1 SPV Finance LLC [Member] | ||
Debt Instrument [Line Items] | ||
Credit agreement | $ 100,000 | $ 80,000 |
Maximum borrowings under the agreement | $ 200,000 | |
Bears interest rate | 12.50% | |
Maturity date | 2025-03 | |
Monroe Term Loan [Member] | Term A-1 Loans [Member] | ||
Debt Instrument [Line Items] | ||
Borrowings under the agreement | $ 65,000 | |
Debt instrument, stated percentage | 14.56% |
Debt (Details) - Schedule of de
Debt (Details) - Schedule of debt - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Debt Instrument [Line Items] | ||
Unamortized discounts and debt issuance costs | $ (592) | $ (666) |
Total secured loans, net | 64,408 | 64,334 |
Unamortized discounts and debt issuance costs | (1,325) | (1,581) |
Total other debt, net | 129,675 | 125,419 |
Monroe Term Loan [Member] | ||
Debt Instrument [Line Items] | ||
Total secured loans, net | 65,000 | 65,000 |
ROAR 1 SPV Credit Facility [Member] | ||
Debt Instrument [Line Items] | ||
Total other debt, net | 66,500 | 64,500 |
ROAR 2 SPV Credit Facility [Member] | ||
Debt Instrument [Line Items] | ||
Total other debt, net | $ 64,500 | $ 62,500 |
Leases (Details)
Leases (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Leases [Abstract] | ||
Lessee, Operating Lease, Existence of Option to Extend [true false] | true | |
Lessee, Operating Lease, Existence of Option to Terminate [true false] | true | |
Lease expenses related to long-term leases | $ 1,104 | $ 796 |
Net rental income from subleases | $ 166 | |
Operating Lease, Lease Income, Statement of Income or Comprehensive Income [Extensible Enumeration] | Other Nonoperating Income (Expense) |
Leases - Schedule of long-term
Leases - Schedule of long-term operating lease liabilities (Details) $ in Thousands | Mar. 31, 2024 USD ($) |
Leases [Abstract] | |
Remainder of 2024 | $ 3,069 |
2025 | 4,706 |
2026 | 3,486 |
2027 | 3,334 |
2028 | 3,271 |
Thereafter | 2,939 |
Total lease payments | 20,805 |
Less: imputed interest | 5,818 |
Lease liabilities | $ 14,987 |
Operating Lease, Liability, Statement of Financial Position [Extensible Enumeration] | Other Liabilities, Noncurrent |
Weighted-average remaining lease term (years) | 4 years 9 months 18 days |
Weighted-average discount rate | 13.20% |
Income Taxes (Details)
Income Taxes (Details) | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Income Taxes (Details) [Line Items] | ||
Effective tax rate | (5.80%) | 0.30% |
Common and Preferred Stock (Det
Common and Preferred Stock (Details) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | |||
May 26, 2023 | Mar. 31, 2024 | May 22, 2023 | Feb. 17, 2022 | |
Class of Stock [Line Items] | ||||
Common stock voting rights | one | |||
Conversion basis | Shares of Series A Preferred Stock were convertible into shares of Class A Common Stock on a one-for-thirty basis, subject to customary anti-dilution adjustments. | |||
Series A Preferred Stock [Member] | ||||
Class of Stock [Line Items] | ||||
Convertible preferred stock liquidation preference per share | $ 10 | |||
Redeemable convertible preferred stock (in Shares) | 4,354,092 | 8,000,000 | ||
Redeemable convertible preferred stock, shares outstanding | 30,049,053 | |||
Redeemable convertible preferred stock, shares issued | 30,049,053 | |||
Class A Common Stock [Member] | ||||
Class of Stock [Line Items] | ||||
Volume-weighted average price | $ 10 | $ 10 | ||
Redeemable convertible preferred stock (in Shares) | 1,012,293 | 229,605 | ||
Cash paid to equityholders | $ 3 |
Stock-Based Compensation (Detai
Stock-Based Compensation (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Share-Based Payment Arrangement [Abstract] | ||
Stock-based compensation | $ 6,497 | $ 5,705 |
Stock-Based Compensation (Det_2
Stock-Based Compensation (Details) - Schedule of represents activity and outstanding equity - Omnibus Incentive Plan | 3 Months Ended |
Mar. 31, 2024 $ / shares shares | |
Restricted Stock Unit [Member] | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Vesting Conditions | Service-based |
Units Granted (in Shares) | shares | 335,531 |
Weighted Average Grant Date Fair Value | $ 49.83 |
Units Outstanding | shares | 1,000,559 |
Outstanding Equity Awards, Weighted Average Grant Date Fair Value | $ 37.43 |
Performance Stock Unit [Member] | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Vesting Conditions | Service and performance-based |
Units Granted (in Shares) | shares | 85,090 |
Weighted Average Grant Date Fair Value | $ 52.55 |
Units Outstanding | shares | 230,159 |
Outstanding Equity Awards, Weighted Average Grant Date Fair Value | $ 33.61 |
Performance Stock Unit One [Member] | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Vesting Conditions | Service and market-based |
Units Outstanding | shares | 273,894 |
Outstanding Equity Awards, Weighted Average Grant Date Fair Value | $ 14.08 |
Options [Member] | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Vesting Conditions | Service-based |
Units Outstanding | shares | 587,402 |
Outstanding Equity Awards, Weighted Average Grant Date Fair Value | $ 20.15 |
Outstanding Equity Awards, Weighted Average Strike Price | $ 30.46 |
Stock Warrants (Details)
Stock Warrants (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Dec. 31, 2023 | |
Stock Warrants (Details) [Line Items] | ||
Additional paid-in capital | $ 975,801 | $ 969,641 |
Private Placement Warrants [Member] | ||
Stock Warrants (Details) [Line Items] | ||
Warrants outstanding | 270,000 | |
Public Warrants [Member] | ||
Stock Warrants (Details) [Line Items] | ||
Warrants outstanding | 583,333 | |
Additional paid-in capital | $ 23,275 | |
Warrant price per share | $ 0.9 |
Stock Warrants - Schedule of ch
Stock Warrants - Schedule of changes in the liability related to the private placement warrants (Details) $ in Thousands | 3 Months Ended |
Mar. 31, 2024 USD ($) | |
Stock Warrants (Details) - Schedule of changes in the liability related to the private placement warrants [Line Items] | |
Warrants payable balance, December 31, 2022 | $ 810 |
Warrants payable balance, March 31, 2023 | 729 |
Private Placement Warrants [Member] | |
Stock Warrants (Details) - Schedule of changes in the liability related to the private placement warrants [Line Items] | |
Warrants payable balance, December 31, 2022 | 810 |
Mark-to-market adjustment | (81) |
Warrants payable balance, March 31, 2023 | $ 729 |
Net Income (Loss) Per Share - S
Net Income (Loss) Per Share - Schedule of computation of net income (loss) per common share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Numerator: | ||
Net income (loss) | $ 7,075 | $ (9,217) |
Accrual of dividends on preferred stock | (1,977) | |
Net income (loss) attributable to common shareholders | $ 7,075 | $ (11,194) |
Denominator: | ||
Weighted-average common shares outstanding - basic (in Shares) | 10,526,417 | 8,652,218 |
Plus: dilutive effect of common stock equivalents | 1,284,500 | |
Weighted-average common shares outstanding - diluted (in Shares) | 11,810,917 | 8,652,218 |
Net income (loss) per share attributable to common stockholders - basic | $ 0.67 | $ (1.29) |
Net income (loss) per share attributable to common stockholders - diluted | $ 0.60 | $ (1.29) |
Net Income (Loss) Per Share (De
Net Income (Loss) Per Share (Details) - $ / shares | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Net Income Loss Per Share (Details) [Line Items] | ||
Antidilutive securities excluded from computation diluted net income per share | 1,790,083 | 4,931,647 |
Performance Stock Unit [Member] | ||
Net Income Loss Per Share (Details) [Line Items] | ||
Antidilutive securities excluded from computation diluted net income per share | 85,090 | |
MALKA acquisition [Member] | ||
Net Income Loss Per Share (Details) [Line Items] | ||
Right to receive shares, contingent consideration, expiration date | Sep. 22, 2026 | |
Class A Common Stock | ||
Net Income Loss Per Share (Details) [Line Items] | ||
Antidilutive securities excluded from computation diluted net income per share | 268,330 | |
Class A Common Stock | Earnout Shares upon Achieving Milestone One [Member] | MALKA acquisition [Member] | ||
Net Income Loss Per Share (Details) [Line Items] | ||
Shares issuable upon reaching certain price milestones | 250,000 | |
Share Price | $ 375 | |
Class A Common Stock | Earnout Shares upon Achieving Milestone Two [Member] | MALKA acquisition [Member] | ||
Net Income Loss Per Share (Details) [Line Items] | ||
Shares issuable upon reaching certain price milestones | 333,333 | |
Share Price | $ 495 |
Net Income (Loss) Per Share -_2
Net Income (Loss) Per Share - Schedule of potential common shares (Details) - shares | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total common stock equivalents | 1,790,083 | 4,931,647 |
Conversion of Convertible Preferred Stock [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total common stock equivalents | 856,720 | |
Warrants to Purchase Common Stock [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total common stock equivalents | 853,330 | 853,330 |
PSUs, RSUs and Options to Purchase Common Stock [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total common stock equivalents | 353,420 | 2,638,264 |
Right to Receive Earnout Shares [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total common stock equivalents | 583,333 | 583,333 |
Commitments And Contingencies (
Commitments And Contingencies (Details) $ in Millions | 3 Months Ended | ||
Apr. 24, 2023 | Mar. 31, 2024 USD ($) | Mar. 31, 2023 | |
Unrecorded Unconditional Purchase Obligation [Line Items] | |||
Reverse stock split description | 1-for-30 | At the effective time of the Reverse Stock Split, every 30 shares of Class A Common Stock either issued and outstanding or held as treasury stock were automatically reclassified into one new share of Class A Common Stock, and the total number of shares of Class A Common Stock authorized for issuance was reduced by a corresponding proportion from 2,000,000,000 shares to 66,666,666 shares. | |
Reverse stock split ratio | 0.0333 | ||
Common Class A [Member] | |||
Unrecorded Unconditional Purchase Obligation [Line Items] | |||
Reverse stock split ratio | 0.033 | 0.033 | 0.033 |
MALKA acquisition [Member] | |||
Unrecorded Unconditional Purchase Obligation [Line Items] | |||
Earnout Payment | $ 25 |
Mergers and Acquisitions (Detai
Mergers and Acquisitions (Details) - USD ($) $ in Thousands | 3 Months Ended | |||||
Mar. 31, 2023 | Mar. 31, 2024 | Jun. 30, 2023 | May 26, 2023 | May 22, 2023 | Feb. 17, 2022 | |
Mergers and Acquisitions (Details) [Line Items] | ||||||
Increase (decrease) consideration amount | $ (180) | |||||
Earnout [Member] | ||||||
Mergers and Acquisitions (Details) [Line Items] | ||||||
Cash paid to equityholders | $ 459 | |||||
Preferred Stock Equivalents | ||||||
Mergers and Acquisitions (Details) [Line Items] | ||||||
Cash paid to equityholders | $ 307 | |||||
Earnout And Preferred Stock Equivalents Member | ||||||
Mergers and Acquisitions (Details) [Line Items] | ||||||
Increase (decrease) consideration amount | $ 66 | |||||
Series A Preferred Stock [Member] | ||||||
Mergers and Acquisitions (Details) [Line Items] | ||||||
Series A convertible preferred stock (in Shares) | 4,354,092 | 8,000,000 | ||||
Class A Common Stock | ||||||
Mergers and Acquisitions (Details) [Line Items] | ||||||
Series A convertible preferred stock (in Shares) | 229,605 | 1,012,293 | ||||
Cash paid to equityholders | $ 3,000 | |||||
Common stock issued to settle preferred stock equivalents | 23,453 |