COVER
COVER | 6 Months Ended |
Jun. 30, 2023 | |
Document Information [Line Items] | |
Document Type | S-1/A |
Entity Registrant Name | Abacus Life, Inc. |
Entity Incorporation, State or Country Code | DE |
Entity Tax Identification Number | 85-1210472 |
Entity Address, Address Line One | 2101 Park Center Drive |
Entity Address, Address Line Two | Suite 170 |
Entity Address, City or Town | Orlando |
Entity Address, State or Province | FL |
Entity Address, Postal Zip Code | 32835 |
City Area Code | 800 |
Local Phone Number | 561-4148 |
Entity Filer Category | Non-accelerated Filer |
Entity Small Business | true |
Entity Emerging Growth Company | true |
Entity Ex Transition Period | true |
Entity Central Index Key | 0001814287 |
Amendment Flag | false |
Entity Primary SIC Number | 6282 |
Business Contact | |
Document Information [Line Items] | |
Contact Personnel Name | Jay J. Jackson |
Entity Address, Address Line One | 2101 Park Center Drive |
Entity Address, Address Line Two | Suite 170 |
Entity Address, City or Town | Orlando |
Entity Address, State or Province | FL |
Entity Address, Postal Zip Code | 32835 |
City Area Code | 800 |
Local Phone Number | 561-4148 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) | Jun. 30, 2023 | Dec. 31, 2022 | |
CURRENT ASSETS: | |||
Cash and cash equivalents | $ 20,611,122 | $ 30,052,823 | |
Prepaid expenses and other current assets | 829,595 | 116,646 | |
Total current assets | 32,206,622 | 33,282,927 | |
Property and equipment, net | 177,931 | 18,617 | |
Intangible assets, net | 32,900,000 | 0 | |
Goodwill | 140,287,000 | 0 | |
Operating right-of-use assets | 240,816 | 77,011 | |
Life settlement policies, at cost | 9,889,610 | 8,716,111 | |
Life settlement policies, at fair value | 56,685,617 | 13,809,352 | |
Available for sale securities, at fair value | 1,000,000 | 1,000,000 | |
Other investments | 1,600,000 | 1,300,000 | |
Due from members and affiliates | 75,582 | 0 | |
State security deposit | 206,873 | 0 | |
Certificate of deposit | 262,500 | 0 | |
Other assets, at fair value | 1,801,886 | 890,829 | |
TOTAL ASSETS | 277,334,437 | 59,094,847 | |
CURRENT LIABILITIES: | |||
Accrued expenses | 524,400 | 0 | |
Accounts payable | 401,500 | 40,014 | |
Operating lease liabilities—current portion | 227,561 | 48,127 | |
Accrued transaction costs | 182,571 | 908,256 | |
Contract liabilities—deposits on pending settlements | 981,217 | 0 | |
Income taxes payable | 185,831 | 0 | |
Total current liabilities | 13,894,422 | 1,302,409 | |
SPV purchase and sale note | 25,000,000 | 0 | |
Long-term debt, at fair value | 66,165,396 | 28,249,653 | |
Operating lease liabilities—noncurrent portion | 16,864 | 29,268 | |
Deferred tax liability | 9,320,240 | 1,363,820 | |
Warrant liability | 2,438,600 | 0 | |
TOTAL LIABILITIES | 116,835,522 | 30,945,150 | |
COMMITMENTS AND CONTINGENCIES (11) | |||
SHAREHOLDERS' EQUITY (DEFICIT) | |||
Additional paid-in capital | 188,641,886 | 704,963 | |
Retained earnings/(accumulated deficit) | (29,382,362) | 25,487,323 | |
Accumulated other comprehensive income | 877,306 | 1,052,836 | |
Non-controlling interest | 355,789 | 899,538 | |
Total shareholders' equity (deficit) | 160,498,915 | 28,149,697 | [1] |
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY (DEFICIT) | 277,334,437 | 59,094,847 | |
Class A Common Stock | |||
SHAREHOLDERS' EQUITY (DEFICIT) | |||
Class A common stock, $0.0001 par value; 200,000,000 authorized shares; 62,961,688 and 50,369,350 shares issued and outstanding at June 30, 2023 and December 31, 2022, respectively | 6,296 | 5,037 | |
Nonrelated Party | |||
CURRENT ASSETS: | |||
Accounts receivable | 192,595 | 10,448 | |
Other receivables | 21,252 | 0 | |
CURRENT LIABILITIES: | |||
Other current liabilities | 258,759 | 42,227 | |
Affiliated Entity | |||
CURRENT ASSETS: | |||
Other receivables | 10,473,748 | 2,904,646 | |
CURRENT LIABILITIES: | |||
Other current liabilities | 10,415,154 | 263,785 | |
Related Party | |||
CURRENT ASSETS: | |||
Accounts receivable | 78,310 | 198,364 | |
Owners | |||
CURRENT LIABILITIES: | |||
Other current liabilities | $ 717,429 | $ 0 | |
[1]Both the number of shares outstanding and their par value have been retrospectively recast for all prior periods presented to reflect the par value of the outstanding stock of the Abacus Life Inc. as a result of the successful Business Combination. |
CONDENSED CONSOLIDATE BALANCE S
CONDENSED CONSOLIDATE BALANCE SHEETS (Parenthetical) - $ / shares | Jun. 30, 2023 | Dec. 31, 2022 |
Common stock, par value (in dollars per share) | $ 0.0001 | |
Common stock, shares authorized (in shares) | 200,000,000 | |
Common stock, shares issued (in shares) | 62,961,688 | |
Common stock, shares outstanding (in shares) | 62,961,688 | |
Class A Common Stock | ||
Common stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized (in shares) | 200,000,000 | 200,000,000 |
Common stock, shares issued (in shares) | 62,961,688 | 50,369,350 |
Common stock, shares outstanding (in shares) | 62,961,688 | 50,369,350 |
UNAUDITED CONDENSED CONSOLIDATE
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME - USD ($) | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | ||
REVENUES: | |||||
Total portfolio servicing revenue | $ 354,366 | $ 419,422 | $ 590,057 | $ 990,328 | |
Investment Income from life insurance policies held using investment method | 8,263,499 | 5,965,466 | 16,655,833 | 13,980,466 | |
Change in fair value of life insurance policies (policies held using fair value method) | 2,760,900 | 2,014,013 | 4,339,084 | 3,305,505 | |
Total active management revenue | 11,024,399 | 7,979,479 | 20,994,917 | 17,285,971 | |
Total revenues | 11,378,765 | 8,398,901 | 21,584,974 | 18,276,299 | |
COST OF REVENUES (excluding depreciation stated below) | |||||
Total cost of revenue | 973,400 | 666,119 | 1,462,950 | 2,086,075 | |
Gross Profit | 10,405,365 | 7,732,782 | 20,122,024 | 16,190,224 | |
OPERATING EXPENSES: | |||||
Sales and marketing | 683,841 | 1,019,498 | 1,412,845 | 1,649,498 | |
General and administrative expenses | 577,539 | 5,499 | 1,274,431 | 646,705 | |
Loss on change in fair value of debt | 1,445,229 | 333,879 | 2,398,662 | 375,513 | |
Unrealized loss (gain) on investments | (672,936) | 1,039,022 | (798,156) | 1,054,975 | |
Depreciation | 1,098 | 1,098 | 2,141 | 2,141 | |
Total operating expenses | 2,034,771 | 2,398,996 | 4,289,923 | 3,728,832 | |
Operating Income | 8,370,594 | 5,333,786 | 15,832,101 | 12,461,392 | |
OTHER INCOME (EXPENSE) | |||||
Interest (expense) | (584,075) | 0 | (941,458) | 0 | |
Interest income | 0 | 0 | 7,457 | 0 | |
Other income (expense) | 121,601 | (127,455) | (21,651) | (242,247) | |
Total other income (expense) | (462,474) | (127,455) | (955,652) | (242,247) | |
Net income before provision for income taxes | 7,908,120 | 5,206,331 | 14,876,449 | 12,219,145 | |
Provision for income taxes | (1,184,571) | (120,132) | (528,104) | (296,806) | |
NET INCOME | 6,723,549 | 5,086,199 | 14,348,345 | 11,922,339 | |
LESS: NET INCOME (LOSS) ATTRIBUTABLE TO NONCONTROLLING INTEREST | (26,596) | 406,641 | (487,303) | 406,641 | |
NET INCOME ATTRIBUTABLE TO SHAREHOLDERS | $ 6,750,145 | $ 4,679,558 | $ 14,835,648 | $ 11,515,698 | |
EARNINGS PER SHARE: | |||||
Basic weighted average shares outstanding (in shares) | [1] | 50,507,728 | 50,369,350 | 50,438,921 | 50,369,350 |
Diluted weighted average shares outstanding (in shares) | [1] | 50,507,728 | 50,369,350 | 50,438,921 | 50,369,350 |
Basic net income per share (in dollars per share) | $ 0.13 | $ 0.09 | $ 0.29 | $ 0.23 | |
Diluted net income per share (in dollars per share) | $ 0.13 | $ 0.09 | $ 0.29 | $ 0.23 | |
NET INCOME | $ 6,723,549 | $ 5,086,199 | $ 14,348,345 | $ 11,922,339 | |
Other comprehensive income, net of tax: | |||||
Change in fair value of debt | (119,663) | 2,017,559 | (231,976) | 2,017,559 | |
Comprehensive income | 6,603,886 | 7,103,758 | 14,116,369 | 13,939,898 | |
Comprehensive income (loss) attributable to non-controlling interests | 56,111 | (1,011,909) | 543,749 | (1,011,909) | |
Comprehensive income attributable to Abacus Life Inc. | 6,659,997 | 6,091,849 | 14,660,118 | 12,927,989 | |
Related Party | |||||
REVENUES: | |||||
Total portfolio servicing revenue | 329,629 | 419,253 | 543,076 | 620,159 | |
Nonrelated Party | |||||
REVENUES: | |||||
Total portfolio servicing revenue | $ 24,737 | $ 169 | $ 46,981 | $ 370,169 | |
[1]Both the number of shares outstanding and their par value have been retrospectively recast for all prior periods presented to reflect the par value of the outstanding stock of the Abacus Life Inc. as a result of Business Combination. |
UNAUDITED CONDENSED CONSOLIDA_2
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY - USD ($) | Total | Class A Common Stock | Common Stock Class A Common Stock | Additional Paid-In Capital | Retained Earnings (Accumulated Deficit) | Accumulated Other Comprehensive Income | Non- Controlling Interests | ||
Beginning balance (in shares) at Dec. 31, 2021 | 50,369,350 | 50,369,350 | [1] | ||||||
Beginning balance at Dec. 31, 2021 | [1] | $ 766,893 | $ 5,037 | $ 704,963 | $ 205,048 | $ 0 | $ (148,155) | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Distributions | (2,400,000) | (2,400,000) | |||||||
Other Comprehensive Income | 2,017,559 | 1,412,291 | 605,268 | ||||||
Net Income | 11,922,339 | 11,515,698 | 406,641 | ||||||
Ending balance (in shares) at Jun. 30, 2022 | [1] | 50,369,350 | |||||||
Ending balance at Jun. 30, 2022 | [1] | 12,306,791 | $ 5,037 | 704,963 | 9,320,746 | 1,412,291 | 863,754 | ||
Beginning balance (in shares) at Mar. 31, 2022 | [1] | 50,369,350 | |||||||
Beginning balance at Mar. 31, 2022 | [1] | 5,513,033 | $ 5,037 | 704,963 | 4,951,188 | 0 | (148,155) | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Distributions | (310,000) | (310,000) | |||||||
Other Comprehensive Income | 2,017,559 | 1,412,291 | 605,268 | ||||||
Net Income | 5,086,199 | 4,679,558 | 406,641 | ||||||
Ending balance (in shares) at Jun. 30, 2022 | [1] | 50,369,350 | |||||||
Ending balance at Jun. 30, 2022 | [1] | 12,306,791 | $ 5,037 | 704,963 | 9,320,746 | 1,412,291 | 863,754 | ||
Beginning balance (in shares) at Dec. 31, 2022 | 50,369,350 | 50,369,350 | [1] | ||||||
Beginning balance at Dec. 31, 2022 | [1] | 28,149,697 | $ 5,037 | 704,963 | 25,487,323 | 1,052,836 | 899,538 | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Distributions | (34,451,607) | (34,451,607) | |||||||
Deferred transaction costs | (10,841,551) | (10,841,551) | |||||||
Public warrants | 960,900 | 4,726,500 | (3,765,600) | ||||||
Merger with East Resources Acquisition Company (in shares) | 12,592,338 | ||||||||
Merger with East Resources Acquisition Company | (2,796,225) | $ 1,259 | 17,849,091 | (20,646,575) | |||||
Acquisition of Abacus Settlements, LLC | 165,361,332 | 165,361,332 | |||||||
Other Comprehensive Income | (231,976) | (175,530) | (56,446) | ||||||
Net Income | $ 14,348,345 | 14,835,648 | (487,303) | ||||||
Ending balance (in shares) at Jun. 30, 2023 | 62,961,688 | 62,961,688 | 62,961,688 | ||||||
Ending balance at Jun. 30, 2023 | $ 160,498,915 | $ 6,296 | 188,641,886 | (29,382,362) | 877,306 | 355,789 | |||
Beginning balance (in shares) at Mar. 31, 2023 | [1] | 50,369,350 | |||||||
Beginning balance at Mar. 31, 2023 | [1] | 35,662,180 | $ 5,037 | 704,963 | 33,572,826 | 967,454 | 411,900 | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Distributions | (34,451,607) | (34,451,607) | |||||||
Deferred transaction costs | (10,841,551) | (10,841,551) | |||||||
Public warrants | 960,900 | 4,726,500 | (3,765,600) | ||||||
Merger with East Resources Acquisition Company (in shares) | 12,592,338 | ||||||||
Merger with East Resources Acquisition Company | (2,796,225) | $ 1,259 | 17,849,091 | (20,646,575) | |||||
Acquisition of Abacus Settlements, LLC | 165,361,332 | 165,361,332 | |||||||
Other Comprehensive Income | (119,663) | (90,148) | (29,515) | ||||||
Net Income | $ 6,723,549 | 6,750,145 | (26,596) | ||||||
Ending balance (in shares) at Jun. 30, 2023 | 62,961,688 | 62,961,688 | 62,961,688 | ||||||
Ending balance at Jun. 30, 2023 | $ 160,498,915 | $ 6,296 | $ 188,641,886 | $ (29,382,362) | $ 877,306 | $ 355,789 | |||
[1]Both the number of shares outstanding and their par value have been retrospectively recast for all prior periods presented to reflect the par value of the outstanding stock of the Abacus Life Inc. as a result of the successful Business Combination. |
UNAUDITED CONDENSED CONSOLIDA_3
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) | 1 Months Ended | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||
Jan. 31, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | Dec. 31, 2021 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||||||
Net income | $ 6,723,549 | $ 5,086,199 | $ 14,348,345 | $ 11,922,339 | ||
Adjustments to reconcile net income to net cash provided by (used in) operating activities: | ||||||
Depreciation | 1,098 | 1,098 | 2,141 | 2,141 | ||
Unrealized (gain) loss on investments | (672,936) | 1,039,022 | (798,156) | 1,054,975 | ||
Unrealized gain on policies | (3,319,588) | (3,305,505) | ||||
Loss on change in fair value of debt | 1,445,229 | 333,879 | 2,398,662 | 375,513 | ||
Deferred income taxes | 252,659 | 999,927 | ||||
Non-cash lease expense | 384 | 0 | ||||
Changes in operating assets and liabilities: | ||||||
Prepaid expenses and other current assets | (193,462) | (1,379,579) | ||||
Other noncurrent assets | (105,655) | 0 | ||||
Accounts payable | 361,486 | 0 | ||||
Accrued transaction costs | (725,685) | 0 | ||||
Other current liabilities | 402,363 | 72,938 | ||||
Life Settlement Policies purchased, at fair value | (39,556,677) | (7,211,509) | ||||
Life Settlement Policies purchased, at cost | (11,374,605) | (7,204,753) | ||||
Net cash used in operating activities | (38,364,171) | (4,751,170) | ||||
CASH FLOWS FROM INVESTING ACTIVITIES: | ||||||
Purchase of investments | $ (250,000) | (300,000) | (250,000) | $ (250,000) | ||
Due from affiliates | (6,760,627) | 0 | ||||
Net cash used in investing activities | (7,060,627) | (250,000) | ||||
CASH FLOWS FROM FINANCING ACTIVITIES: | ||||||
Issuance of debt certificates | 35,206,351 | 9,463,779 | ||||
Transaction costs | (10,841,551) | 0 | ||||
Capital distribution to members | (23,533,072) | (2,400,000) | ||||
Proceeds from receipt of SPV purchase and sale note | 25,000,000 | 0 | ||||
Due to members and affiliates | 10,151,369 | 680,375 | ||||
Net cash provided by financing activities | 35,983,097 | 7,744,154 | ||||
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS | (9,441,701) | 2,742,984 | ||||
CASH AND CASH EQUIVALENTS AT THE BEGINNING OF THE PERIOD | $ 102,421 | 30,052,823 | 102,421 | |||
CASH AND CASH EQUIVALENTS AT THE END OF THE PERIOD | $ 20,611,122 | $ 2,845,405 | 20,611,122 | 2,845,405 | $ 102,421 | |
Nonrelated Party | ||||||
Changes in operating assets and liabilities: | ||||||
Accounts receivable | (182,147) | 0 | ||||
Related Party | ||||||
Changes in operating assets and liabilities: | ||||||
Accounts receivable | $ 125,764 | $ (77,657) |
DESCRIPTION OF BUSINESS
DESCRIPTION OF BUSINESS | 6 Months Ended |
Jun. 30, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
DESCRIPTION OF BUSINESS | 1. DESCRIPTION OF BUSINESS Organization and Merger Abacus Life, Inc. (“the Company”) was formerly known as East Resources Acquisition Company (“ERES”), a blank check company incorporated in Delaware on May 22, 2020. Abacus Life, Inc. conducts its business through its wholly-owned, consolidated subsidiaries, primarily Abacus Settlements LLC (“Abacus”) and Longevity Market Assets, LLC (“LMA”), which are incorporated in the state of Delaware (collectively, the “Companies”). On June 30, 2023, (the “Closing Date”), ERES, Longevity Market Assets, LLC and Abacus Settlements, LLC consummated the combining of the Companies as contemplated by the Merger Agreement dated as of August 30, 2022 (as amended on October 14, 2022 and April 20, 2023) with LMA Merger Sub, LLC, a wholly owned subsidiary of ERES (“LMA Merger Sub”), Abacus Merger Sub, LLC, a wholly owned subsidiary of ERES (“Abacus Merger Sub”), LMA and Abacus Settlements, LLC (“Legacy Abacus” and, together with LMA, the “Legacy Companies”). Pursuant to the Merger Agreement, on June 30, 2023, (i) LMA Merger Sub merged with and into LMA, with LMA surviving such merger (the “LMA Merger”) and (ii) Abacus Merger Sub merged with and into Legacy Abacus, with Legacy Abacus surviving such merger (the “Abacus Merger” and, together with the LMA Merger, the “Mergers” and, along with the other transactions contemplated by the Merger Agreement, the “Business Combination”) and the Legacy Companies became direct wholly owned subsidiaries of Abacus and ERES changed its name to Abacus Life, Inc. The condensed consolidated assets, liabilities and statements of operations and comprehensive income prior to the Business Combination are those of legacy LMA. The stocks and corresponding capital amounts and income per stock, prior to the Business Combination, have been retroactively restated based on stocks reflecting the exchange ratio established in the Business Combination. The equity structure has been recast in all comparative periods up to the Closing Date to reflect the number of shares of the Company’s common stock, $0.0001 par value per share, issued to legacy LMA’s stockholders in connection with the Business Combination. As such, the shares and corresponding capital amounts and earnings per share related to legacy LMA common stock prior to the Business Combination have been retroactively recast as shares reflecting the exchange ratio of 0.8 established in the Business Combination. Business Activity The Company, through its LMA subsidiary, is a provider of services pertaining to life insurance settlements and offers policy servicing to owners and purchasers of life settlement assets, as well as consulting, valuation, and actuarial services. The Company is also engaged in buying and selling of life settlement policies in which it uses its own capital, and purchases life settlement contracts with the intent to either hold to maturity to receive the associated death claim payout or to sell to another purchaser of life settlement contracts for a gain on the sale. The Company, through its Abacus subsidiary, also is an originator of outstanding life insurance policies as a licensed life settlement provider on behalf of investors (“Financing Entities”). Abacus locates and screens policies for eligibility as a commercially desirable life settlement, including verifying that the policy is in force, obtaining consents and disclosures, and submitting cases for life expectancy estimates, also known, collectively, as origination services. When the sale of a policy is completed, this is deemed “settled” and the policy is then referred to as either a “life settlement” in which the insured’s life expectancy is greater than two years or “viatical settlement,” in which the insured’s life expectancy is less than two years. The Company is not an insurance company, and therefore the Company does not underwrite insurable risks for its own account. |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 6 Months Ended |
Jun. 30, 2023 | |
Accounting Policies [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation The Abacus Merger will be accounted for using the acquisition method of accounting. Under the acquisition method of accounting, the assets and liabilities of Abacus will be recorded at estimated fair value as of the acquisition date. The excess of the purchase price over the estimated fair values of the net assets acquired, if applicable, will be recognized as goodwill. As a result of the Business Combination, the Company evaluated if ERES, Abacus, or LMA is the predecessor for accounting purposes. In considering the foregoing principles of predecessor determination and in light of the Company’s specific facts and circumstances, management determined that LMA and Abacus are dual predecessors for accounting purposes. The financial statement presentation for Abacus Life, Inc. includes the purchase accounting effects of the Abacus Merger as of the Closing Date with the financial statements of LMA as the comparative period. The predecessor financial statements for Abacus are included separately within this report. The accompanying condensed consolidated financial statements of the Company have been prepared in accordance with the rules and regulations of the Securities and Exchange Commission and are prepared in accordance with U.S. GAAP. Unaudited Condensed Consolidated Financial Statements Refer to this note in the LMA annual financial statements for the full list of the Company’s significant accounting policies. The details in those notes have not changed, except as discussed below and as a result of normal adjustments in the interim periods. Consolidation of Variable Interest Entities Company voting interest entity (“VOE”). If the entity is a VIE, the Company focuses on identifying whether it has the power to direct the activities that most significantly impact the VIE’s economic performance and whether it has the obligation to absorb losses or the right to receive benefits from the VIE. If the Company is the primary beneficiary of a VIE, the assets, liabilities, and results of operations of the VIE will be included in the Company’s condensed consolidated financial statements. The proportionate share not owned by the Company is recognized as noncontrolling interest and net income attributable to noncontrolling interest on the condensed consolidated balance sheets and condensed consolidated statements of operations and comprehensive income, respectively. If the entity is a VOE, the Company evaluates whether it has the power to control the VOE through a majority voting interest or through other arrangements. Accounting Standards Codification (“ASC”) Topic 810, Consolidations On January 1, 2021, the Company entered into an option agreement with two commonly owned full-service origination, servicing, and investment providers (the “Providers”), in which the Company agreed to fund certain capital needs with an option to purchase the outstanding equity ownership of the Providers (the “Option Agreement”). The Company accounted for its investment in the call options under the Option Agreement as an equity security, pursuant to ASC 321. In arriving at this accounting conclusion, the Company first considered whether the call options met the definition of a derivative pursuant to ASC 815 and concluded that the options do not provide for net settlement and accordingly are not a derivative. The Company also concluded that the call options do not provide the Company with a controlling financial interest in the legal entity pursuant to ASC 810. The call options include material contingencies prior to exercisability that the Company does not anticipate will be resolved; additionally, the call options are in a legal entity for which the share price has no readily determinable fair value. The Company’s basis in the call options, pursuant to ASC 321, is zero and accordingly the call options are not reflected in the statement of financial position. The Company provided $0 and $127,455 of funding for the three months ended June 30, 2023 and June 30, 2022, respectively and provided $29,721 and $242,247 of funding for the six months ended June 30, 2023 and June 30, 2022, respectively which is included in other (expense) income on the condensed consolidated statements of operations and comprehensive income. See Note 11, Commitments and Contingencies. For the period ended June 30, 2023, and for the year ended December 31, 2022, the Providers were considered to be VIEs, but were not consolidated in the Company’s condensed consolidated financial statements due to a lack of the power criterion or the losses/benefits criterion. As of June 30, 2023, the unaudited financial information for the unconsolidated VIEs are as follows: held assets of $318,178 and liabilities of $450 and held assets of $483,167 and liabilities of $184,621, respectively. As of December 31, 2022, the unaudited financial information for the unconsolidated VIEs are as follows: held assets of $126,040 and liabilities of $0 and held assets of $861,924 and liabilities of $358,586, respectively. On October 4, 2021, the Company entered into an operating agreement with LMX Series, LLC (“LMX”) and three other unaffiliated investors to obtain a 70% ownership interest in LMX, which was newly formed in August 2021. LMX had no operating activity prior to the operating agreement being signed. LMX has a wholly owned subsidiary, LMATT Series 2024, Inc., a Delaware C corporation. While the Company and three other investors each contributed $100 to LMX, the Company directs the most significant activities by managing the investment offerings, and sponsoring and creating structured investment grade insurance liabilities, and thus was provided a 70% ownership interest. LMX is a VIE and the Company is the primary beneficiary of LMX. The Company has included the results of LMX and its subsidiaries in its condensed consolidated financial statements for the period ended June 30, 2023. On March 3, 2022, the Company obtained an 80% ownership interest in Longevity Market Advisors, LLC (“Longevity Market Advisors”). The Longevity Market Advisors legal entity was established primarily for the purpose of acquiring the assets of a broker/dealer, Regional Investment Services, Inc. (“RIS”), an Ohio corporation. Longevity Market Advisors is a VIE and the Company is the primary beneficiary of Longevity Market Advisors. The purchase price payable in exchange for RIS was $60,000. The Company evaluated whether this represented a business combination or an asset acquisition under ASC 805. While the purchase of the RIS represents a business, it was further determined that as RIS was purchased for the primary reason of being registered by the Financial Industry Regulatory Authority (“FINRA”). As there are no tangible or intangible assets of value from the RIS that would meet the capitalization criteria that have standalone value, the Company has expensed the purchase in general and administrative costs. Upon closing of the transaction, Longevity Market Advisors will comprise 100% of the ownership structure of RIS, and RIS will be a wholly owned subsidiary. The Company has included the results of Longevity Market Advisors in its condensed consolidated financial statements for the period ended June 30, 2023. On November 30, 2022, LMA Series, LLC, a wholly owned subsidiary of the Company, signed an Operating Agreement to be the sole member of a newly created general partnership, LMA Income Series, GP, LLC. Subsequent to that, LMA Income Series, GP, LLC formed a limited partnership, LMA Income Series, LP and issued partnership interests to limited partners in a private placement offering. It was determined that LMA Series, LLC is the primary beneficiary of LMA Income Series, LP and thus has fully consolidated the limited partnership in its condensed consolidated financial statements for the six months ended June 30, 2023. On January 31, 2023, LMA Series, LLC, a wholly owned subsidiary of the Company, signed an Operating Agreement to be the sole member of a newly created general partnership, LMA Income Series II, GP, LLC. Subsequent to that, LMA Income Series II, GP, LLC formed a limited partnership, LMA Income Series II, LP and issued partnership interests to limited partners in a private placement offering. It was determined that LMA Series, LLC is the primary beneficiary of LMA Income Series II, LP and thus has fully consolidated the limited partnership in its condensed consolidated financial statements for the six months ended June 30, 2023. Noncontrolling Interest Net income of a consolidated entity is allocated to noncontrolling interests based on the noncontrolling shareholder’s ownership interest during the period. The net income or loss that is not attributable to the Company is reflected in net income (loss) attributable to noncontrolling interests in the condensed consolidated statements of operations and comprehensive income. Use of Estimates available-for-sale Life Insurance Settlement Policies ASC 325-30, Investments in Insurance Contracts The Company follows ASC 820, Fair Value Measurements and Disclosures For policies held under the investment method, the Company tests the impairment if we become aware of information indicating that the carrying value plus undiscounted future premiums of a policy may not be recoverable. This information is gathered initially through extensive underwriting procedures at purchase of the settlement contract, as well as through periodic underwriting review that include medical reports and life expectancy evaluations. The policies held by the Company using the investment method are expected to be owned for a shorter-term, and are actively marketed to potential buyers. The market feedback received through these interactions provides the Company with information related to a potential impairment. If a policy is determined to be impaired, the Company will adjust the carrying value to the fair value determined through the impairment analysis. The Company accounts for cash proceeds from sale and maturity of life insurance settlement policies, as well as cash outflows for premium payments, as operating activities within the condensed consolidated statements of cash flows. Cost of Revenues Income Taxes Valuation allowances are recorded to reduce deferred tax assets when it is more likely than not (greater than 50%) that a tax benefit will not be realized. In evaluating the need for a valuation allowance, management considers all potential sources of taxable income, including income available in carryback periods, future reversals of taxable temporary differences, projections of taxable income, and income from tax planning strategies, as well as all available positive and negative evidence. Positive evidence includes factors such as a history of profitable operations, projections of future profitability within the carryforward period, including from tax planning strategies, and the Company’s experience with similar operations. Existing favorable contracts are additional positive evidence. Negative evidence includes items such as cumulative losses, projections of future losses, or carryforward periods that are not long enough to allow for the utilization of a deferred tax asset based on existing projections of income. Deferred tax assets for which no valuation allowance is recorded may not be realized upon changes in facts and circumstances, resulting in a future charge to establish a valuation allowance. Existing valuation allowances are re-examined Deferred tax assets and liabilities are also remeasured to reflect changes in underlying tax rates due to law changes and the granting and lapse of tax holidays. Tax benefits related to uncertain tax positions taken or expected to be taken on a tax return are recorded when such benefits meet a more likely than not threshold. Otherwise, these tax benefits are recorded when a tax position has been effectively settled, which means that the statute of limitations has expired or the appropriate taxing authority has completed their examination even though the statute of limitations remains open. Interest and penalties related to uncertain tax positions are recognized as part of the provision for income taxes and are accrued beginning in the period that such interest and penalties would be applicable under relevant tax law until such time that the related tax benefits are recognized. Concentrations available-for-sale Two related party customers accounted for 12% and 13% of the total balance of accounts receivable and related party receivables as of June 30, 2023, and two related party customers accounted for 75% and 16% of the total accounts receivable as of December 31, 2022, respectively. The largest receivables balances are from related parties where exposed credit risk is low. As such, there is no allowance for doubtful accounts as of June 30, 2023, and December 31, 2022. One customer accounted for 27% of active management revenue for the three months ended June 30, 2023. Two related party customers each accounted for 20% and 20% of the portfolio servicing revenue for the three months ended June 30, 2023. One customer accounted for 26% of the total revenues for the three months ended June 30, 2022. One customer accounted for 29% of active management revenue, while 16% of revenue related to 2 policies that matured that were accounted for under the investment method and 1 policy that matured that was accounted for under the fair-value method for the six months ended June 30, 2023. Two related party customers each accounted for 25% and 27% of the portfolio servicing revenue for the six months ended June 30, 2023. One customer accounted for 71% of the total revenues for the six months ended June 30, 2022. Warrants Distinguishing Liabilities from Equity Derivatives and Hedging For issued or modified warrants that meet all of the criteria for equity classification, the warrants are required to be recorded as a component of equity at the time of issuance. For issued or modified warrants that do not meet all the criteria for equity classification, the warrants are required to be recorded as liabilities at their initial fair value on the date of issuance, and each balance sheet date thereafter. Changes in the estimated fair value of the warrants are recognized as a non-cash |
BUSINESS COMBINATION
BUSINESS COMBINATION | 6 Months Ended |
Jun. 30, 2023 | |
Business Combination and Asset Acquisition [Abstract] | |
BUSINESS COMBINATION | 3. BUSINESS COMBINATION Merger consideration conveyed of $531.8 million was allocated between The preliminary purchase price was allocated among the identified assets to be acquired. The primary area of the acquisition accounting that is not yet finalized is our estimate of the impact of acquisition accounting on deferred income taxes. An estimate of deferred income taxes has been recorded in the Company’s books based on information available as of June 30, 2023. As the initial acquisition accounting is based on our preliminary assessments, actual values may differ when final information becomes available. We believe that the information gathered to date provides a reasonable basis for estimating the preliminary values of deferred taxes recorded. We will continue to evaluate this item until it is satisfactorily resolved and adjust our acquisition accounting accordingly, within the allowable measurement period, as defined by ASC 805, Business Combinations All valuation procedures related to existing assets as no new assets were identified as a result of procedures performed. Goodwill was recognized as a result of the acquisition, which represents the excess fair value of consideration over the fair value of the underlying net assets, largely arising from the extensive industry expertise that has been established by Abacus. This was considered appropriate based on the determination that the Abacus Merger would be accounted for as a business acquisition under ASC 805. Net Assets Identified Fair Value Intangibles $ 32,900,000 Goodwill 140,287,000 Current Assets 1,280,100 Non-Current 901,337 Deferred Tax Liabilities (8,310,966 ) Accrued Expenses (524,400 ) Other Liabilities (1,171,739 ) Total Fair Value $ 165,361,332 Value Conveyed Amount Abacus Purchase Consideration $ 165,361,332 LMA Business Enterprise Value $ 366,388,668 Total Consideration $ 531,750,000 Intangible assets were comprised of the following: Asset Type Fair Value Useful Life Valuation Methodology Customer Relationships-Agents $ 12,600,000 5 years Multi-period excess earnings method Customer Relationships-Financing Entities 11,000,000 8 years Multi-period excess earnings method Internally Developed and Used Technology-APA 1,600,000 2 years Relief from royalty method Internally Developed and Used Technology-Marketplace 100,000 3 years Replacement cost method Trade Name 900,000 Indefinite Relief from royalty method Non-Compete 4,000,000 2 years With and without method State Insurance Licenses 2,700,000 Indefinite Replacement cost method Total Fair Value $ 32,900,000 Useful lives for customer relationships were developed using attrition data for agents and financing entities which resulted in a useful life of 5 years and 8 years, respectively. Estimates over the useful lives of internally developed and used technology contemplates the period in which the Company expects to utilize the technology and the length of time the technology is expected to maintain recognition and value in the market without significant investment.Non-compete non-compete The supplemental pro forma financial information in the table below summarizes the combined results of operations for the Business Combination as if the Companies were combined as of January 1, 2022. The unaudited supplemental pro forma financial information as presented below is for illustrative purposes and does not purport to represent what the results of operations would actually have been if the business combinations occurred as of the date indicated or what the results would be for any future periods. Three Months Ended June 30, Six Months Ended June 30, 2023 2022 2023 2022 Proforma revenue $ 18,263,455 $ 14,090,817 $ 34,769,650 $ 31,290,963 Proforma net income 6,432,047 4,589,315 13,373,444 11,788,486 |
LIFE INSURANCE SETTLEMENT POLIC
LIFE INSURANCE SETTLEMENT POLICIES | 6 Months Ended |
Jun. 30, 2023 | |
Investments, All Other Investments [Abstract] | |
LIFE INSURANCE SETTLEMENT POLICIES | 4. LIFE INSURANCE SETTLEMENT POLICIES As of June 30, 2023, the Company holds 167 life settlement policies, of which 122 are accounted for under the fair value method and 45 are accounted for using the investment method (cost, plus premiums paid). Aggregate face value of policies held at fair value is $195,205,585 as of June 30, 2023, with a corresponding fair value of $56,685,617. Aggregate face value of policies accounted for using the investment method is $39,520,877 as of June 30, 2023, with a corresponding carrying value of $9,889,610. As of December 31, 2022, the Company held 53 life settlement policies, of which 35 were accounted for under the fair value method and 18 were accounted for using the investment method (cost, plus premiums paid). Aggregate face value of policies held at fair value was $40,092,154 as of December 31, 2022, with a corresponding fair value of $13,809,352. Aggregate face value of policies accounted for using the investment method was $42,330,000 as of December 31, 2022, with a corresponding carrying value of $8,716,111. At June 30, 2023, the Company did not have any contractual restrictions on its ability to sell policies, including those held as collateral for the issuance of long-term debt. See Note 13, “Long-Term Debt.” Life expectancy reflects the probable number of years remaining in the life of a class of persons determined statistically, affected by such factors as heredity, physical condition, nutrition, and occupation. It is not an estimate or an indication of the actual expected maturity date or indication of the timing of expected cash flows from death benefits. The following tables summarize the Company’s life insurance policies grouped by remaining life expectancy as of June 30, 2023: Policies Carried at Fair Value Remaining Life Expectancy (Years) Policies Face Value Fair Value 0-1 0 $ — $ — 1-2 10 12,314,000 6,855,769 2-3 11 16,886,778 10,530,949 3-4 10 33,631,467 9,174,200 4-5 13 18,755,193 7,564,469 Thereafter 78 113,618,147 22,560,230 122 $ 195,205,585 $ 56,685,617 Policies accounted for using the investment method Remaining Life Expectancy (Years) Number of Insurance Policies Face Value Carrying 0-1 0 $ — $ — 1-2 0 — — 2-3 2 4,400,000 2,131,679 3-4 4 4,100,000 1,281,524 4-5 4 1,362,000 518,736 Thereafter 35 29,658,877 5,957,671 45 $ 39,520,877 $ 9,889,610 Estimated premiums to be paid by the Company for its portfolio accounted for using the investment method during each of the five succeeding calendar years and thereafter as of June 30, 2023, are as follows: 2023 remaining $ 1,024,151 2024 1,243,423 2025 1,310,936 2026 1,044,640 Thereafter 3,288,619 Total $ 7,911,769 The Company is required to pay premiums to keep its portion of life insurance policies in force. The estimated total future premium payments could increase or decrease significantly to the extent that actual mortalities of insureds differ from the estimated life expectancies. For policies accounted for under the investment method, the Company has not been made aware of information causing a material change to assumptions relating to the timing of realization of life insurance settlement proceeds. We have also not been made aware of information indicating impairment to the carrying value of policies. |
PROPERTY AND EQUIPMENT---NET
PROPERTY AND EQUIPMENT---NET | 6 Months Ended |
Jun. 30, 2023 | |
Property, Plant and Equipment [Abstract] | |
PROPERTY AND EQUIPMENT—NET | 5. PROPERTY AND EQUIPMENT—NET Property and equipment—net composed of the following: June 30, December 31, Computer equipment $ 144,202 $ — Furniture and fixtures 34,300 19,444 Leasehold improvements 8,299 5,902 Property and equipment—gross 186,801 25,346 Less: accumulated depreciation (8,870 ) (6,729 ) Property and equipment—net $ 177,931 $ 18,617 Depreciation expense for the three months ended June 30, 2023 and 2022, was $1,098 and $1,098, respectively and depreciation expense for the six months ended June 30, 2023, and 2022, was $2,141 and $2,141, respectively. |
GOODWILL AND OTHER INTANGIBLE A
GOODWILL AND OTHER INTANGIBLE ASSETS | 6 Months Ended |
Jun. 30, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
GOODWILL AND OTHER INTANGIBLE ASSETS | 6. GOODWILL AND OTHER INTANGIBLE ASSETS Goodwill of $140,287,000 was recognized as a result of the Business Combination, which represents the excess fair value of consideration over the fair value of the underlying net assets, largely arising from the extensive industry expertise that has been established by Abacus. This was considered appropriate based on the determination that the Abacus Merger would be accounted for as a business acquisition under ASC 805. The estimates of fair value are based upon preliminary valuation assumptions believed to be reasonable, but which are inherently uncertain and unpredictable. Refer to footnote 3 for further details. The changes in goodwill by reportable segments were as follows: Abacus Goodwill at January 1, 2022 $ — Additions — Goodwill at June 30, 2022 $ — Goodwill at January 1, 2023 $ — Additions 140,287,000 Goodwill at June 30, 2023 $ 140,287,000 Intangible Assets Acquired comprised of the following: Asset Type Fair Value Useful Life Valuation Methodology Customer Relationships—Agents $ 12,600,000 5 years Multi-period excess-earnings method Customer Relationships—Financial Relationships 11,000,000 8 years Multi-period excess-earnings method Internally Developed and Used Technology—APA 1,600,000 2 years Relief from Royalty Method Internally Developed and Used Technology—Market Place 100,000 3 years Replacement Cost Method Trade Name 900,000 Indefinite Relief from Royalty Method Non-Compete 4,000,000 2 years With or Without Method State Insurance Licenses 2,700,000 Indefinite Replacement Cost Method $ 32,900,000 |
AVAILABLE-FOR-SALE SECURITIES,
AVAILABLE-FOR-SALE SECURITIES, AT FAIR VALUE | 6 Months Ended |
Jun. 30, 2023 | |
Investments, Debt and Equity Securities [Abstract] | |
AVAILABLE-FOR-SALE SECURITIES, AT FAIR VALUE | 7. AVAILABLE-FOR-SALE Convertible Promissory Note In October 2022, the Company purchased an additional convertible promissory note in the same unrelated insurance technology company for $500,000 as part of the Tranche 6 The Company applies the available-for-sale held-to-maturity period-end. |
OTHER INVESTMENTS AND OTHER NON
OTHER INVESTMENTS AND OTHER NONCURRENT ASSETS | 6 Months Ended |
Jun. 30, 2023 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
OTHER INVESTMENTS AND OTHER NONCURRENT ASSETS | 8. OTHER INVESTMENTS AND OTHER NONCURRENT ASSETS Other Investments: Convertible Preferred Stock Ownership On July 22, 2020, the Company purchased 224,551 units of an unrelated insurance technology company’s Series Seed Preferred units for $750,000 (“Seed Units”). During December 2022, the Company agreed to purchase 119,760 Series Seed Preferred Units for $400,000 in cash consideration by way of eight monthly payments of $50,000 starting December 15, 2022, resulting in a total of $950,000 investment as of March 31, 2023 and $1,100,000 investment as of June 30, 2023. Upon conversion, the Seed Units held by the Company would represent 8.6% control in the technology company. On December 21, 2020, the Company purchased 207,476 shares of a separate unrelated insurance technology company’s Series B-1 The Company applies the measurement alternative for its investments in the Seed Units and Preferred Shares because these investments are of an equity nature, and the Company does not have the ability to exercise significant influence over operating and financial policies of entities even in the event of conversion of the Seed Units or Preferred Shares. Under the measurement alternative, the Company records the investment based on original cost, less impairments, if any, plus or minus changes resulting from observable price changes in orderly transactions for the identical or a similar investment of the investee. The Company’s share of income or loss of such companies is not included in the Company’s condensed consolidated statements of operations and comprehensive income. The Company tests its investments for impairment whenever circumstances indicate that the carrying value of the investment may not be recoverable. No impairment of investments occurred for the three and six months ended June 30, 2023 and 2022. Other Noncurrent Assets- at fair value: S&P Options — |
CONSOLIDATION OF VARIABLE INTER
CONSOLIDATION OF VARIABLE INTEREST ENTITIES | 6 Months Ended |
Jun. 30, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
CONSOLIDATION OF VARIABLE INTEREST ENTITIES | 9. CONSOLIDATION OF VARIABLE INTEREST ENTITIES The Company consolidates VIEs for which it is the primary beneficiary or VOEs for which it controls through a majority voting interest or other arrangement. See Note 2 for more information on how the Company evaluates an entity for consolidation. The Company evaluated any entity in which it had a variable interest upon formation to determine whether the entity should be consolidated. The Company also evaluated the consolidation conclusion during each reconsideration event, such as changes in the governing documents or additional equity contributions to the entity. During the six months ended June 30, 2023, the Company’s consolidated VIEs, LMA Income Series II LP, LMX Series LLC (LMATT Series 2024, Inc.), Longevity Market Advisors, Regional Investment Services and LMA Income Series, LP, had total assets of $57,577,034 and liabilities of $52,474,820. For the year ended December 31, 2022, the Company’s consolidated VIEs, LMATT Series 2024, Inc., Longevity Market Advisors, Regional Investment Services and LMA Income Series, LP, had total assets and liabilities of $30,073,972 and $27,116,762, respectively. The Company did not deconsolidate any entities during the period ended June 30, 2023, or during the year ended December 31, 2022. As of June 30, 2023, the Company held total assets of $801,345 and liabilities of $185,071, in unconsolidated VIEs. As of December 31, 2022, the Company held total assets of $987,964 and liabilities of $358,586 in unconsolidated VIEs. |
SEGMENT REPORTING
SEGMENT REPORTING | 6 Months Ended |
Jun. 30, 2023 | |
Segment Reporting [Abstract] | |
SEGMENT REPORTING | 10. SEGMENT REPORTING Segment Information This segment structure reflects the financial information and reports used by the Company’s management, specifically its chief operating decision maker (CODM), to make decisions regarding the Company’s business, including resource allocations and performance assessments, as well as the current operating focus in compliance with ASC 280, Segment Reporting The Portfolio Servicing segment generates revenues by providing policy services to customers on a contract basis. The Active Management segment generates revenues by buying, selling, and trading policies and maintaining policies until receipt of death benefits. The Company’s reportable segments are not aggregated. The Company’s method for measuring profitability on a reportable segment basis is gross profit. The CODM does not review asset information related to investments nor expenditures incurred for long-lived assets given the Company’s investments are recognized using the measurement alternative, and the Company’s long-lived assets are immaterial to the condensed consolidated financial statements. Revenue related to the Company’s reporting segments for the three-month and six-month Three Months Ended June 30, Six Months Ended June 30, 2023 2022 2023 2022 Portfolio servicing $ 354,366 $ 419,422 $ 590,057 $ 990,328 Active management 11,024,399 7,979,479 20,994,917 17,285,971 Total revenue $ 11,378,765 $ 8,398,901 $ 21,584,974 $ 18,276,299 Information related to the Company’s reporting segments for the three-month and six-month Three Months Ended June 30, Six Months Ended June 30, 2023 2022 2023 2022 Portfolio servicing $ (76,705 ) $ 280,303 $ (166,128 ) $ 668,752 Active management 10,482,070 7,452,479 20,288,152 15,521,472 Total gross profit 10,405,365 7,732,782 20,122,024 16,190,224 Sales and marketing (683,841 ) (1,019,498 ) (1,412,845 ) (1,649,498 ) General, administrative and other (577,539 ) (5,499 ) (1,274,431 ) (646,705 ) Depreciation (1,098 ) (1,098 ) (2,141 ) (2,141 ) Other (expense) income 121,601 (127,455 ) (21,651 ) (242,247 ) Interest expense (584,075 ) — (934,001 ) — Loss on change in fair value of debt (1,445,229 ) (333,879 ) (2,398,662 ) (375,513 ) Unrealized gain (loss) on investments 672,936 (1,039,022 ) 798,156 (1,054,975 ) Provision for income taxes (1,184,571 ) (120,132 ) (528,104 ) (296,806 ) Less: Net loss attributable to non-controlling 26,596 (406,641 ) 487,303 (406,641 ) Net income attributable to Abacus Life, Inc. $ 6,750,145 $ 4,679,558 $ 14,835,648 $ 11,515,698 |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 6 Months Ended |
Jun. 30, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | 11. COMMITMENTS AND CONTINGENCIES Legal Proceedings Commitment provided to Institutional Life Holdings, LLC, which owns all the outstanding membership interests of the Providers if unrelated to the Providers settlement business. For the three months ended June 30, 2023, Abacus Life, Inc. did no |
FAIR VALUE MEASUREMENTS
FAIR VALUE MEASUREMENTS | 6 Months Ended |
Jun. 30, 2023 | |
Fair Value Disclosures [Abstract] | |
FAIR VALUE MEASUREMENTS | 12. FAIR VALUE MEASUREMENTS The Company determines fair value based on assumptions that market participants would use in pricing an asset or a liability in the principal or most advantageous market. When considering market participant assumptions in fair value measurements, the following fair value hierarchy distinguishes between observable and unobservable inputs, which are categorized in one of the following levels: • Level 1 inputs: Unadjusted quoted prices in active markets for identical assets or liabilities accessible to the reporting entity at the measurement date. • Level 2 inputs: Other than quoted prices in Level 1 inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the asset or liability. • Level 3 inputs: Unobservable inputs for the asset or liability used to measure fair value to the extent that observable inputs are not available, thereby allowing for situations in which there is little, if any, market activity for the asset or liability at the measurement date. Recurring Fair Value Measurements Fair Value Hierarchy As of June 30, 2023 Level 1 Level 2 Level 3 Total Assets: Life settlement policies $ — $ — $ 56,685,617 $ 56,685,617 Available-for-sale — — 1,000,000 1,000,000 Other investments — — 1,600,000 1,600,000 S&P 500 options 1,794,640 — — 1,794,640 Other assets 7,246 — — 7,246 Total assets held at fair value $ 1,801,886 $ — $ 59,285,617 $ 61,087,503 Liabilities: Long-term debt $ — $ — $ 66,165,396 $ 66,165,396 Private placement warrants — — 2,438,600 2,438,600 Total liabilities held at fair value: $ — $ — $ 68,603,996 $ 68,603,996 Fair Value Hierarchy As of December 31, 2022 Level 1 Level 2 Level 3 Total Assets: Life settlement policies $ — $ — $ 13,809,352 $ 13,809,352 Available-for-sale — — 1,000,000 1,000,000 Other investments — — 1,300,000 1,300,000 S&P 500 options 890,829 — — 890,829 Total assets held at fair value $ 890,829 $ — $ 16,109,352 $ 17,000,181 Liabilities: Long-term debt $ — $ — $ 28,249,653 $ 28,249,653 Total liabilities held at fair value: $ — $ — $ 28,249,653 $ 28,249,653 Life Settlement Policies — For policies carried at fair value, the Company utilizes valuation services of a third-party actuarial firm, who values the contracts using Level 3 unobservable inputs, including actuarial assumptions, such as life expectancies and cash flow discount rates. The valuation model is based on a discounted cash flow analysis and is sensitive to changes in the discount rate used. The Company utilized a discount rate of 16% at June 30, 2023 and 12% at December 31, 2022, respectively, for policy valuation, which is based on economic and company-specific factors. Subsequent to the reporting date, the Company sold 3 policies carried at fair value. As of June 30, 2023, the Company valued these 3 policies using the price at the time of sale. Valuing these 3 policies using the takeout price resulted in a decrease in valuation of $231,775 compared to the third-party valuation. For life settlement policies carried using the investment method, the Company measures these at the cost of the policy plus premiums paid. The policies accounted for using the investment method totaled $9,889,610 at June 30, 2023 and $8,716,111 at December 31, 2022, respectively. Discount Rate Sensitivity As of June 30, 2023 Rate Adjustment Fair Value Change in Fair Value +2% $ 53,987,508 $ (2,698,109 ) No change 56,685,617 -2% 59,857,879 3,172,262 Credit Exposure to Insurance Companies Carrier Percentage of Face Value Percentage of Fair Value Carrier Rating American General Life Insurance Company 14.0 % 11.0 % A ReliaStar Life Insurance Company 6.0 % 12.0 % A Lincoln National Life Insurance Company 14.0 % 12.0 % A The following table provides a roll forward of the fair value of life insurance policies for the six months-ended June 30, 2023: Fair value at December 31, 2022 $ 13,809,352 Policies purchased 58,543,580 Realized gain (loss) on matured/sold policies 1,898,958 Premiums paid (879,462 ) Unrealized gain(loss) on held policies 3,319,588 Change in estimated fair value 4,339,084 Matured/sold policies (20,885,861 ) Premiums paid 879,462 Fair value at June 30, 2023 $ 56,685,617 Long-Term Debt , The total change in fair value of the debt resulted in a gain of $1,602,042. This gain is comprised of $90,148, net of tax, which is included within accumulated other comprehensive income and $29,515 net of tax, which is included in equity of noncontrolling interests resulting from risk-adjusted valuation scenarios. The Company recognized a loss of $1,445,229 on the change in fair value of the debt resulting from risk-free valuation scenarios, which is included within Change in fair value of debt within the condensed consolidated statement of operations and comprehensive income for the three months ended June 30, 2023. The total change in fair value of the debt resulted in a gain of $2,705,918. This gain is comprised of $175,530, net of tax, which is included within accumulated other comprehensive income and $56,446 net of tax, which is included in equity of noncontrolling interests resulting from risk-adjusted valuation scenarios. The Company recognized a loss of $2,398,662 on the change in fair value of the debt resulting from risk-free valuation scenarios, which is included within Change in fair value of debt within the condensed consolidated statement of operations and comprehensive income for the six months ended June 30, 2023. The following table provides a roll forward of the fair value of the issued notes for the six months ended June 30, 2023: Fair value at December 31, 2022 $ 28,249,653 Debt issued to third parties 35,209,825 Unrealized loss on change in fair value (risk-free) 2,398,662 Unrealized gain on change in fair value (credit-adjusted) 307,256 Change in estimated fair value 2,705,918 Fair value at June 30, 2023 $ 66,165,396 Private Placement Warrants “Sponsor”), which included the sale of an additional 900,000 Private Placement Warrants in connection with the full exercise by the underwriters of their over-allotment option on August 25, 2020, at a price of $1.00 per Private Placement Warrant, for an aggregate purchase price of $8,900,000. Each Private Placement Warrant is exercisable for one share of Class A common stock at a price of $11.50 per share, subject to adjustment. The Private Placement Warrants are identical to the Public Warrants underlying the Units sold in the Initial Public Offering, except that (x) the Private Placement Warrants and the shares of Class A common stock issuable upon the exercise of the Private Placement Warrants will not be transferable, assignable or salable until 30 days after the completion of a Business Combination, subject to certain limited exceptions, (y) the Private Placement Warrants will be exercisable on a cashless basis and be non-redeemable Private Placement Warrants were accounted for as liabilities in accordance with ASC 815-40. The Private Placement Warrants were considered a Level 3 fair value measurement using a binomial lattice model in a risk-neutral framework. The binomial lattice model’s primary unobservable input utilized in determining the fair value of the Private Placement Warrants is the expected volatility of the common stock. The implied volatility as of the reporting date was derived from observable public warrant traded price provided by Bloomberg LP. The following table presents the key assumptions in the analysis: Private Expected implied volatility de minimis Risk-free interest rate 4.09 % Term to expiration 5.0 years Exercise price $ 11.50 Common Stock Price $ 10.03 Dividend Yield — % Other Noncurrent Assets: S&P 500 Options Financial Instruments Measured at Fair Value on a Nonrecurring Basis Available-for-Sale available-for-sale Available-for-sale and losses are excluded from earnings and reported in other comprehensive income until realized. The Company determines fair value of its available-for-sale Other Investments Financial Instruments Where Carrying Value Approximates Fair Value |
LONG-TERM DEBT
LONG-TERM DEBT | 6 Months Ended |
Jun. 30, 2023 | |
Debt Disclosure [Abstract] | |
LONG-TERM DEBT | 13. LONG-TERM DEBT Long-term debt comprises of the following: Six Months Ended Year Ended Cost Fair value Cost Fair value Market-indexed notes: LMATT Series 2024, Inc. $ 9,866,900 $ 9,621,141 $ 9,866,900 $ 8,067,291 LMATT Series 2.2024, Inc. 2,333,391 3,446,527 2,333,391 2,354,013 LMATT Growth & Income Series 1.2026, Inc 400,000 459,553 400,000 400,000 Secured borrowing: LMATT Income Series, LP 21,889,444 22,124,676 17,428,349 17,428,349 LMATT Income Series II, LP 20,041,851 20,041,851 — — Unsecured borrowing: Sponsor PIK Note 10,471,648 10,471,648 — — Total long-term debt $ 65,003,234 $ 66,165,396 $ 30,028,640 $ 28,249,653 SPV purchase and sale note $ 25,000,000 $ 25,000,000 — — Sponsor PIK Note On the June 30, 2023, in connection with the consummation of the Business Combination and as contemplated by the Merger Agreement, East Sponsor, LLC, a Delaware limited liability company (“Sponsor”), made an unsecured loan to the Company in the aggregate amount of $10,471,648 (the “Sponsor PIK Note”). The Sponsor PIK Note matures on June 30, 2028 (the “Maturity Date”) and may be prepaid at any time in accordance with its terms without any premium or penalty. LMATT Series 2024, Inc. Market-Indexed Notes: On March 31, 2022, LMATT Series 2024, Inc., which the Company consolidates for financial reporting, issued $10,166,900 in market-indexed private placement notes. The note, titled the Longevity Market Assets Target-Term Series (LMATTS) 2024, is a market-indexed instrument designed to provide upside performance exposure of the S&P 500 Index, while limiting downward exposure. Upon maturity of the note in 2024, the principal, plus the return based upon the S&P 500 Index must be paid. The note has a feature to protect debt holders from market downturns, up to 40%. Any subsequent losses below the 40% threshold will reduce the note on a one-to-one The notes are held at fair value, which represents the exit price, or anticipated price to transfer the liability to a third party. As of June 30, 2023, the fair value of the LMATT Series 2024, Inc. notes were $9,621,141. The notes are secured by the assets of the issuing entities, which includes cash, S&P 500 options, and life settlement policies totaling $11,195,701 as of June 30, 2023. The notes’ agreements do not restrict the trading of life settlement contracts prior to maturity of the note, as total assets of the issuing companies are considered as collateral. There are also no restrictive covenants associated with the notes with which the entities must comply. LMATT Series 2.2024, Inc. Market-Indexed Notes: On September 16, 2022, LMATTS Series 2.2024, Inc., a 100% owned subsidiary which the Company consolidates for financial reporting issued $2,333,391 in market-indexed private placement notes. The note, titled the Longevity Market Assets Target-Term Growth Series 2.2024, Inc. (“LMATTSTM Series 2.2024, Inc.”) is a market-indexed instrument designed to provide upside performance exposure of the S&P 500 Index, while limiting downward exposure. Upon maturity of the note in 2024, the principal, plus the return based upon the S&P 500 Index must be paid. The note has a feature to provide upside performance participation that is capped at 120% of the performance of the S&P 500. A separate layer of the note has a feature to protect debt holders from market downturns by up to 20% if the index price experiences a loss during the investment period. After the underlying index has decreased in value by more than 20%, the investment will experience all subsequent losses on a one-to-one The notes are held at fair value, which represents the exit price, or anticipated price to transfer the liability to a third party. As of June 30, 2023, the fair value of the LMATT Series 2.2024, Inc. notes were $3,446,527. The notes are secured by the assets of the issuing entity, LMATT Series 2.2024, Inc., which includes cash, S&P 500 options, and life settlement policies totaling $3,331,872 as of June 30, 2023. The note agreements do not restrict the trading of life settlement contracts prior to maturity of the note, as total assets of the issuing company are considered as collateral. There are also no restrictive covenants associated with the note with which the entity must comply. LMATT Growth and Income Series 1.2026, Inc. Market-Indexed Notes: Additionally, on September 16, 2022, LMATTS Growth and Income Series 1.2026, Inc., a 100% owned subsidiary which the Company consolidates for financial reporting issued $400,000 in market-indexed private placement notes. The note, titled the Longevity Market Assets Target-Term Growth and Income Series 1.2026, Inc (“LMATTSTM Growth and Income Series 1.2026, Inc.”) is a market-indexed instrument designed to provide upside performance exposure of the S&P 500 Index, while limiting downward exposure. Upon maturity of the note in 2026, the principal, plus the return based upon the S&P 500 Index must be paid. The note has a feature to provide upside performance participation that is capped at 140% of the performance of the S&P 500. A separate layer of the note has a feature to protect debt holders from market downturns by up to 10% if the index price experiences a loss during the investment period. After the underlying index has decreased in value by more than 10%, the investment will experience all subsequent losses on a one-to-one The notes are held at fair value, which represents the exit price, or anticipated price to transfer the liability to a third party. As of June 30, 2023, the fair value of the LMATT Growth and Income Series 1.2026, Inc., notes were $459,553. The notes are secured by the assets of the issuing entity, LMATTS Growth and Income Series 1.2026, Inc., which includes cash, S&P 500 options, and life settlement policies totaling $517,218 as of June 30, 2023. The note agreements do not restrict the trading of life settlement contracts prior to maturity of the note, as total assets of the issuing company are considered as collateral. There are also no restrictive covenants associated with the note with which the entity must comply. See additional fair value considerations within Note 12. “Fair Value Measurements.” LMA Income Series, LP and LMA Income Series, GP LLC Secured Borrowing LMA Income Series, GP, LLC, wholly owned and controlled by that LMA Series, LLC, formed a limited partnership, LMA Income Series, LP and issued partnership interests to limited partners in a private placement offering. The initial term of the offering is three years with the ability to extend for two additional one-year It was determined that LMA Series, LLC is the primary beneficiary of LMA Income Series, LP and thus has fully consolidated the limited partnership in its consolidated financial statements for the six months ended June 30, 2023. The private placement offerings proceeds will be used to acquire an actively managed large and diversified portfolio of financial assets. LMA, through its consolidated subsidiaries, serves as the portfolio manager for the financial asset portfolio, which includes investment sourcing and monitoring. In this role, LMA has the unilateral ability to acquire and dispose of any of the above investments. As the partnership does not represent a business in accordance with ASC 810 and is a consolidated subsidiary that only holds financial assets, this represents a transfer subject to ASC 860-10. 860-10-50-6A(d)). 860-30-25-2, LMA elected to account for the secured borrowing at fair value under the collateralized financing entity guidance within ASC 810-10-30. LMA Income Series II, LP and LMA Income Series II, GP LLC Secured Borrowing LMA Income Series II, GP, LLC, wholly owned and controlled by that LMA Series, LLC, formed a limited partnership, LMA Income Series II, LP and issued partnership interests to limited partners in a private placement offering. The initial term of the offering is three years with the ability to extend for two additional one-year It was determined that LMA Series, LLC is the primary beneficiary of LMA Income Series, LP and thus has fully consolidated the limited partnership in its consolidated financial statements for the three and six months ended June 30, 2023. The private placement offerings proceeds will be used to acquire an actively managed large and diversified portfolio of financial assets. LMA, through its consolidated subsidiaries, serves as the portfolio manager for the financial asset portfolio, which includes investment sourcing and monitoring. In this role, LMA has the unilateral ability to acquire and dispose of any of the above investments. As the partnership does not represent a business in accordance with ASC 810 and is a consolidated subsidiary that only holds financial assets, this represents a transfer subject to ASC 860-10. 860-10-50-6A(d)). 860-30-25-2, LMA elected to account for the secured borrowing at fair value under the collateralized financing entity guidance within ASC 810-10-30. SPV Purchase and Sale On July 5, 2023, the Company entered into an Asset Purchase Agreement (the “Policy APA”) to acquire certain insurance policies with an aggregate fair market value of $10.0 million from Abacus Investment SPV, LLC, a Delaware limited liability company (“SPV”), in exchange for a payable obligation owing by the Company to the SPV (such acquisition transaction under the Policy APA, the “SPV Purchase and Sale”). The payable obligation owing by the Company to the SPV in connection with the SPV Purchase and Sale is evidenced by a note issued by the Company under the SPV Investment Facility (the “SPV Purchase and Sale Note”) in an original principal amount equal to the aggregate fair market value of the acquired insurance policies. The SPV Purchase and Sale Note has the same material terms and conditions as the other credit extensions under the SPV Investment Facility (as defined below). SPV Investment Facility On July 5, 2023, the Company entered into that certain SPV Investment Facility (the “SPV Investment Facility”), between the Company, as borrower, and the SPV, as lender. The SPV Investment Facility, among other things: • requires certain subsidiaries of the Company to guarantee the credit extensions provided under the SPV Investment Facility pursuant to separate documentation • is unsecured without collateral security provided in favor of the SPV and subordinated in right of payment to the Company’s obligations under the Owl Rock Credit Facility, subject to limited specified exceptions and circumstances for permitting early payment; • provides for certain credit extensions in an aggregate principal amount of $25.0 million, including: (i) an initial credit extension in an original principal amount of $15.0 million that was funded upon the closing of the SPV Investment Facility, and (ii) the SPV Purchase and Sale Note in favor of the SPV in an original principal amount of $10.0 million to finance the purchase of the insurance policies under the Policy APA; • provides proceeds from the SPV Investment Facility for payment of certain transaction expenses, general corporate purposes and any other purposes not prohibited by the agreement or applicable law; • matures on July 5, 2026, three years after the closing of the SPV Investment Facility, subject to two automatic extensions of one year each without any amendment of the relevant documentation, but also subject to applicable subordination restrictions in relation to the Owl Rock Credit Facility; • provides for interest to accrue on the SPV Investment Facility at a rate of 12.00% per annum, payable quarterly, all of which is to be paid in-kind • provides a default rate that will accrue at 2.00% per annum (subject to applicable subordination restrictions) over the rate otherwise applicable. If cash payment is not permitted due to applicable subordination restrictions or otherwise, such default interest shall be paid in-kind; • provides that no amortization payments shall be required prior to maturity; • contains financial and other covenants substantially similar and not materially worse than those contained in the Owl Rock Credit Facility from the perspective of the Company; and • provides for certain specified events of default (including certain events of default subject to grace or cure periods), with the occurrence and during the continuance of such events of default enabling the lender under the SPV Investment Facility to accelerate the obligations under the SPV Investment Facility, among other rights or remedies, subject to applicable subordination restrictions. The SPV’s investment resulting from credit extensions under the SPV Investment Facility is treated by the Company as debt for U.S. GAAP accounting purposes. While the timing of the Policy APA and SPV Investment Facility occurred on July 5, 2023, such amounts are included within the condensed consolidated balance sheet as cash was received prior to June 30, 2023. |
SHAREHOLDERS' EQUITY
SHAREHOLDERS' EQUITY | 6 Months Ended |
Jun. 30, 2023 | |
Equity [Abstract] | |
SHAREHOLDERS' EQUITY | 14. SHAREHOLDERS’ EQUITY The Company is authorized to issue up to 200,000,000 shares of common stock, par value $0.0001 per share, and 1,000,000 shares of preferred stock, par value $0.0001 per share. No shares of preferred stock are issued or outstanding. Holders of the Company’s common stock are entitled to one vote for each share. As of June 30, 2023, there were 62,961,688 shares of common stock issued and outstanding. Holders of shares were entitled to receive, in the event of a liquidation, dissolution or winding up, ratably the assets available for distribution to the shareholders after payment of all liabilities. The equity structure has been recast in all comparative periods up to the Closing Date to reflect the number of shares of the Company’s common stock, $0.0001 par value per share, issued to legacy LMA’s stockholders in connection with the Business Combination. As such, the shares and corresponding capital amounts and earnings per share related to legacy LMA common stock prior to the Business Combination have been retroactively recast as shares reflecting the exchange ratio of 0.8 established in the Business Combination. As of December 31, 2022, this resulted in 50,369,350 shares of common stock issued and outstanding. Public Warrants As of June 30, 2023, the Company has 17,250,000 Public Warrants outstanding. Each redeemable whole Public Warrant entitles the holder thereof to purchase one share of common stock at a price of $11.50 per full share, subject to adjustment as described. The Public Warrants represent a freestanding financial instrument as it is traded on the NASDAQ under the symbol “ABLLW” and legally detachable and separately exercisable from the related underlying shares of the Company’s common stock. Public Warrants may only be exercised for a whole number of shares. No fractional shares will be issued upon exercise of the Public Warrants. The Public Warrants will become exercisable on the later of (a) 30 days after the completion of a Business Combination and (b) 12 months from the closing of the Proposed Offering. The Public Warrants will expire five years from the completion of a Business Combination, at 5:00 p.m., New York City time, or earlier upon redemption or liquidation. The Company will not be obligated to deliver any shares of Class A common stock pursuant to the exercise of a Public Warrant and will have no obligation to settle such Public Warrant exercise unless a registration statement under the Securities Act with respect to the shares of Class A common stock underlying the warrants is then effective and a prospectus relating thereto is current, subject to the Company satisfying its obligations with respect to registration, or a valid exemption from registration is available. No warrant will be exercisable and the Company will not be obligated to issue a share of Class A common stock upon exercise of a warrant unless the share of Class A common stock issuable upon such warrant exercise has been registered, qualified or deemed to be exempt under the securities laws of the state of residence of the registered holder of the warrants. Redemption of Warrants for Cash—Once the warrants become exercisable, the Company may redeem the outstanding Public Warrants for cash: • in whole and not in part; • at a price of $0.01 per Public Warrant; • upon not less than 30 days’ prior written notice of redemption to each warrant holder; and • if, and only if, the last sale price of the Class A common stock equals or exceeds $18.00 per share (as adjusted for stock splits, stock dividends, reorganizations, recapitalizations and the like) for any 20 trading days within a 30-trading If and when the Public warrants become redeemable by the Company, the Company may exercise its redemption right even if it is unable to register or qualify the underlying securities for sale under all applicable state securities laws. However, the Company will not redeem the warrants unless an effective registration statement under the Securities Act covering the shares of Class A common stock issuable upon exercise of the warrants is effective and a current prospectus relating to those shares of Class A common stock is available throughout the 30-day Redemption of Warrants for Shares of Class A Common Stock—Once the Public warrants become exercisable, the Company may redeem the outstanding warrants for shares of Class A common stock: • in whole and not in part; • at a price equal to a number of shares of Class A common stock to be determined by reference to the agreed table set forth in the warrant agreement based on the redemption date and the “fair market value” of the Class A common stock; • upon not less than 30 days’ prior written notice of redemption to each warrant holder; and • if, and only if, the last sale price of the Class A common stock equals or exceeds $10.00 per share (as adjusted per share splits, share dividends, reorganizations, recapitalizations and the like) on the trading day prior to the date on which the Company sends the notice of redemption to the warrant holders. In addition, if (x) the Company issues additional shares of common stock or equity-linked securities for capital raising purposes in connection with the closing of the Company’s initial Business Combination at an issue price or effective issue price of less than $9.20 per share (with such issue price or effective issue price to be determined in good faith by our board of directors), (y) the volume weighted average trading price of the Company’s common stock during the 20 trading day period starting on the trading day prior to the day on which the Company consummates its initial Business Combination (such price, the “Market Price”) is below $9.20 per share, the exercise price of the warrants will be adjusted (to the nearest cent) to be equal to 115% of the higher of Market Price and the newly issued price. Further, the $10.00 and $18.00 per share redemption trigger prices will be adjusted to be equal to 100% and 180%, respectively, of the higher of the market value and the newly issued price. If the Company elects to redeem all of the Public Warrants or the common stock is at the time of any exercise of a Public Warrant not listed on a national securities exchange, management has the option to require all holders that wish to exercise the Public Warrants to do so on a “cashless basis,” as described in the warrant agreement. In such event, each holder would pay the exercise price by surrendering the whole warrants for that number of shares of common stock equal to the quotient obtained by dividing (x) the product of the number of shares of common stock underlying the warrants, multiplied by the difference between the exercise price of the warrants and the “fair market value” (defined below) by (y) the fair market value. The “fair market value” shall mean the average reported last sale price of the common stock for the 10 trading days ending on the third trading day prior to the date on which the notice of redemption is sent to the holders of warrants. However, in no instance can the warrant holder unilaterally decide to exercise its Public Warrant on a cashless basis. Upon the Business Combination, the Company accounted for the Public Warrants issued with the IPO as equity instruments. The Company accounted for the warrant as an expense of the IPO resulting in a charge directly to stockholders’ equity. The Company estimates that the fair value of the warrants upon the Business Combination is approximately $4.73 million, or $0.274 per Public Warrant, using the binomial lattice model. The fair value of the warrants is estimated as of the date of grant using the following assumptions: (1) risk-free interest rate of 4.09%, (2) term to expiration of 5.0 years, (3) exercise price of $11.50 and (4) stock price of $10.03. |
EMPLOYEE BENEFIT PLAN
EMPLOYEE BENEFIT PLAN | 6 Months Ended |
Jun. 30, 2023 | |
Postemployment Benefits [Abstract] | |
EMPLOYEE BENEFIT PLAN | 15. EMPLOYEE BENEFIT PLAN The Company has a defined contribution plan in the U.S. intended to qualify under Section 401(k) of the Internal Revenue Code (the “401(k) Plan”). The 401(k) Plan covers substantially all employees who meet minimum age and service requirements and allows participants to defer up to 100% of their annual compensation on a pretax basis. For the year ended December 31, 2022, the Company elected to match 50% of employee contributions up to a maximum of 4% of eligible employee compensation. For the three months ended June 30, 2023 and 2022, the Company recognized expenses related to the 401(k) Plan amounting to $13,075 and $2,577, respectively and for the six months ended June 30, 2023 and 2022, the Company recognized expenses related to the 401(k) Plan amounting to $25,315 and $8,048, respectively. |
INCOME TAXES
INCOME TAXES | 6 Months Ended |
Jun. 30, 2023 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | 16. INCOME TAXES Before June 30, 2023, the Company elected to file as an S corporation for Federal and state income tax purposes, the Company incurred no Federal or state income taxes, except for income taxes recorded related to some of their consolidated variable interest entities and subsidiaries which are taxable C corporations. These VIE’s and subsidiaries include LMATT Series 2024, Inc., the wholly owned subsidiary of LMX, which is consolidated into LMA as a VIE, as well as LMATT Growth Series 2.2024, Inc., a wholly owned subsidiary of LMATT Growth Series, Inc., and LMATTS Growth and Income Series 1.2026, Inc., a wholly owned subsidiary of LMATT Growth and Income Series, Inc., all of which are 100% owned subsidiaries and fully consolidated. Accordingly, the provision for income taxes was attributable to amounts for LMATT Series 2024, Inc, LMATT Growth Series, Inc. and LMATT Growth and Income Series, Inc. For the three months ended June 30, 2023 and 2022, the Company recorded provision for income taxes of $1,184,571 and $120,132, respectively. The effective tax rate is 15.0% for the three months ended June 30, 2023. The effective rate for the three months ended June 30, 2022 was 12.0% due to the impact of state income taxes and the release of the Company’s valuation allowance, as there was sufficient evidence of the Company’s ability to generate future taxable income at June 30, 2022. For the six months ended June 30, 2023 and 2022, the Company recorded provision for income taxes of $528,104 and $296,806, respectively. The effective tax rate is 3.6% for the six months ended June 30, 2023. The existence of non-taxable the statutory rate. The effective rate for the six months ended June 30, 2022 was 18% due to the impact of state income taxes and the release of the Company’s valuation allowance, as there was sufficient evidence of the Company’s ability to generate future taxable income at June 30, 2022. The Company did not have any unrecognized tax benefits relating to uncertain tax positions as of June 30, 2023, and December 31, 2022, and did not recognize any interest or penalties related to uncertain tax positions as of June 30, 2023, and December 31, 2022. |
RELATED-PARTY TRANSACTIONS
RELATED-PARTY TRANSACTIONS | 6 Months Ended |
Jun. 30, 2023 | |
Related Party Transactions [Abstract] | |
RELATED-PARTY TRANSACTIONS | 17. RELATED-PARTY TRANSACTIONS As of June 30, 2023 and December 31, 2022, $10,415,154 and $263,785, respectively, were due to members and affiliates primarily for reimbursable transaction costs as well as distributions to owners of $717,429 as a part of the Business Combination as of June 30, 2023. As of June 30, 2023 and December 31, 2022, $10,473,748 and $2,904,646 was due from affiliates, respectively. The amount to be received as of June 30, 2023 is due from the Sponsor as part of the Sponsor PIK Note. Additionally, the SPV purchase and sale note for $25,000,000 as of June 30, 2023 was also recorded as a related party transaction given the transfer of cash and policies between the Company and the SPV. Refer to footnote 13 for more information. The Company has a related-party relationship with Nova Trading (US), LLC (“Nova Trading”), a Delaware limited liability company and Nova Holding (US) LP, a Delaware limited partnership (“Nova Holding” and collectively with Nova Trading, the “Nova Funds”). The Company also earns service revenue related to policy and administrative services on behalf of Nova Funds. The servicing fee is equal to 50 basis points (0.50%) times the monthly invested amount in policies held by Nova Funds divided by 12. The Company earned $197,629 and $205,224, respectively, in service revenue related to Nova Funds for the three months ended June 30, 2023 and 2022 and earned $411,076 and $406,129, respectively, in service revenue related to Nova Funds for the six months ended June 30, 2023 and 2022. Prior to the Merger, LMA used Abacus to originate life settlement policies that it accounts for under the investment method. For the three and six months ended June 30, 2023, the Company incurred $837,975 and $1,627,975, respectively in origination costs for life settlement policies that were originated by Abacus. These costs are capitalized on the condensed consolidated balance sheets as life settlement policies, at cost. As of June 30, 2023, and December 31, 2022, there were $72,600 and $196,289, respectively owed from the Nova Funds, which are included as related-party receivables in the accompanying condensed consolidated balance sheets. |
LEASES
LEASES | 6 Months Ended |
Jun. 30, 2023 | |
Leases [Abstract] | |
LEASES | 18. LEASES The Company’s right-of-use Six Months Ended Year Ended Assets: Operating lease right-of-use $ 240,816 $ 77,011 Liabilities: Operating lease liability, current 227,561 48,127 Operating lease liability, non-current 16,864 29,268 Total lease liability $ 244,425 $ 77,395 The Company recognizes lease expense for its operating leases within general, administrative, and other expenses on the Company’s condensed consolidated statements of operations and comprehensive income. Three Months Ended Six Months Ended 2023 2022 2023 2022 Operating lease cost $ 12,471 $ 11,921 $ 24,942 $ 23,842 Variable lease cost 7,704 612 8,925 1,223 Total lease cost $ 20,175 $ 12,533 $ 33,867 $ 25,065 The following table shows supplemental cash flow information related to lease activities for the periods presented: Six Months Ended 2023 2022 Cash paid for amounts included in the measurement of the lease liability Operating cash flows from operating leases $ 24,557 $ 23,842 ROU assets obtained in exchange for new lease liabilities — — The table below shows a weighted-average analysis for lease terms and discount rates for all operating leases for the periods presented: Six Months Ended Year Ended Weighted-average remaining lease term (in years) 1.00 1.58 Weighted-average discount rate 3.54 % 3.36 % Future minimum noncancellable lease payments under the Company’s operating leases on an undiscounted basis reconciled to the respective lease liability at June 30, 2023 are as follows: Operating Remaining of 2023 $ 130,176 2024 118,057 2025 — 2026 — 2027 — Thereafter — Total operating lease payments (undiscounted) 248,233 Less: Imputed interest (3,808 ) Lease liability as of June 30, 2023 $ 244,425 |
EARNINGS PER SHARE
EARNINGS PER SHARE | 6 Months Ended |
Jun. 30, 2023 | |
Earnings Per Share [Abstract] | |
EARNINGS PER SHARE | 19. EARNINGS PER SHARE Basic earnings per share represents income available to ordinary shareholders divided by the weighted average number of ordinary shares outstanding during the reported period. Net income per ordinary share is computed by dividing net income by the weighted-average number of ordinary shares outstanding during the period. The Company has not considered the effect of the Public and Private Placement Warrants to purchase an aggregate of 26,150,000 shares in the calculation of diluted income per ordinary share, since the average market price of the Company’s Class A common shares for the three and six months ended June 30, 2023 was below the warrants’ $11.50 exercise price. As a result, diluted income per share is the same as basic net income per share for the period presented. Basic and diluted weighted average shares outstanding and earnings per share were as follows: Three Months Ended Six Months Ended June 30, 2023 June 30, 2022 June 30, 2023 June 30, 2022 Net income attributable to Longevity Market Assets $ 6,750,145 $ 4,679,558 $ 14,835,648 $ 11,515,698 Weighted-average shares used in computing net income per share, basic and diluted 50,507,728 50,369,350 50,438,921 50,369,350 Basic and diluted earnings per share: $ 0.13 $ 0.09 $ 0.29 $ 0.23 |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 6 Months Ended |
Jun. 30, 2023 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | 20. SUBSEQUENT EVENTS The Company evaluated subsequent events and transactions from the condensed consolidated balance sheet date through the date at which the condensed consolidated financial statements were issued. Owl Rock Credit Facility On July 5, 2023 (the “Owl Rock Closing Date”), the Company entered into that certain Credit Agreement (the “Owl Rock Credit Facility”), among the Company, as borrower, the several banks and other persons from time to time party thereto (the “Owl Rock Lenders”), and Owl Rock Capital Corporation, as administrative and collateral agent for the Owl Rock Lenders thereunder. The Owl Rock Credit Facility, among other things: • requires the Company and certain subsidiaries of the Company to guarantee the loans provided under the Owl Rock Credit Facility pursuant to separate loan documentation; • provides credit extensions for (i) an initial term loan in an aggregate principal amount of $25.0 million upon the closing of the Owl Rock Credit Facility and (ii) optional delayed draw term loans (which can be drawn on multiple drawing dates) in an aggregate principal amount of up to $25.0 million available for one hundred eighty (180) days after the Owl Rock Closing Date (the “Delayed Draw Term Loan Availability Period”), subject to the requirement that on each delayed draw date, the liquid asset coverage ratio shall not be less than 1.80 to 1.00, together with other specified conditions to drawings, the proceeds of which may be used for working capital and the business requirements of the enterprise, and to fund acquisitions, investments and other transactions permitted by the loan documentation; • provides a delayed draw commitment fee rate of 0.50% per annum applicable to undrawn commitments during the Delayed Draw Term Loan Availability Period • matures on July 5, 2028, the date that is five years after the closing of the Owl Rock Credit Facility; • is secured by a first-priority security interest in substantially all of the assets of the Company and the subsidiary guarantors. No pledge of any equity interests in the Company is required by any holder of such equity interests; • provides for interest to accrue on the loans drawn under the Owl Rock Credit Facility at the election of the Company, by reference to either (i) an alternative base rate (such loans, “ABR Loans”) or (ii) an adjusted term SOFR rate (such loans, “SOFR Loans”) plus an applicable margin. The adjusted term SOFR rate is determined by the applicable term SOFR for a relevant interest period plus a credit spread adjustment of 0.10%, 0.15% and 0.25% per annum for interest periods of one three respectively. The applicable margin for each type of loan is (i) 6.25% per annum for any ABR Loans and (ii) 7.25% per annum for any SOFR Loans, with interest periods for SOFR Loans of one three six months (or other periods if agreed by all lenders); • provides a default rate that will accrue at 2.00 % per annum over the rate otherwise applicable; • provides for amortization payments based on the initial principal amount of the loans outstanding of 1.0% per year ( 0.25 % due per quarter), with adjustments made to the overall amortization amount upon the incurrence of any delayed draw loans; • contains provisions requiring mandatory prepayment of the initial term loans and delayed draw term loans with 100 % of the proceeds of (a) indebtedness not permitted by the Owl Rock Credit Facility and (b) certain specified asset dispositions and payments (including in respect of settlements) in respect of property, casualty insurance claims or condemnation proceedings, with the proceeds received under this clause (b) subject to certain specified reinvestment rights and procedures set forth in the Owl Rock Credit Facility. The Owl Rock Credit Facility permits voluntary prepayments of outstanding loans at any time; • provides for a prepayment premium equal to (a) 4.00% of the principal amount of such loans prepaid on or prior to the first anniversary of the closing of the Owl Rock Credit Facility, (b) 3.00% of the principal amount of such loans prepaid after the first anniversary of the closing of the Owl Rock Credit Facility but on or prior to the second anniversary of the closing of the Owl Rock Credit Facility and (c) 2.00 % of the principal amount of such loans prepaid after the second anniversary of the closing of the Owl Rock Credit Facility but on or prior to the third anniversary of the closing of the Owl Rock Credit Facility. No prepayment premium will be applicable for any such prepayment made after the third anniversary of the closing of the Owl Rock Credit Facility. The prepayment premium is applicable to voluntary prepayments and certain specified mandatory prepayment during such applicable periods; • provides for financial covenants such that (i) a consolidated net leverage ratio cannot exceed 2.50 to 1.00 as of the last day of any fiscal quarter and (ii) a liquid asset coverage ratio cannot be less than 1.80 to 1.00; • contains affirmative covenants related to, among other things, delivery of certain financial reports and compliance certificates, maintenance of existence, compliance with laws, material contracts, payment of taxes, property and insurance matters, inspection of property, books and records, notices, collateral matters and future subsidiaries, in each case, subject to specified limitations and exceptions; • contains an affirmative representation and corresponding covenant that the Company and certain subsidiaries of the Company do not, and will not during the term of the Owl Rock Facility (or if the term of the Owl Rock Credit Facility continues for longer than a year, during the Company’s and certain subsidiaries of the Company’s most recent fiscal year), derive more than fifteen percent ( 15 %) of their aggregate gross revenues from securities related activities; • contains negative covenants related to, among other things, incurrence of debt, creation of liens, mergers, acquisitions and certain other fundamental changes, conditions concerning the creation of new subsidiaries, conditions concerning opening of new accounts, disposition of assets, dividends and other restricted payments, prepayment of certain indebtedness, transactions with affiliates, investments and limitations on lines of business, in each case, subject to specified limitations and exceptions; and • provides for certain specified events of default upon the occurrence and during the continuation of certain events or conditions (subject to specified exceptions, grace periods or cure rights, as applicable) each as set forth in the Owl Rock Credit Facility, which includes among other things, defaults with respect to nonpayment, breaches of representations and warranties, failure to comply with covenants, cross-default to other material indebtedness, bankruptcy and insolvency matters, ERISA matters, material judgments, collateral and perfection matters, the occurrence of a change of control and subordination matters with respect to certain specified indebtedness. The occurrence and continuance of an event of default that is not cured or waived will enable the agent and/or the lenders, as applicable, to accelerate the loans or take other remedial steps as provided in the Owl Rock Credit Facility and the other loan documents. |
SUMMARY OF SIGNIFICANT ACCOUN_2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 6 Months Ended |
Jun. 30, 2023 | |
Subsidiary of Limited Liability Company or Limited Partnership [Line Items] | |
Basis of Presentation and Unaudited Condensed Consolidated Financial Statements | Basis of Presentation The Abacus Merger will be accounted for using the acquisition method of accounting. Under the acquisition method of accounting, the assets and liabilities of Abacus will be recorded at estimated fair value as of the acquisition date. The excess of the purchase price over the estimated fair values of the net assets acquired, if applicable, will be recognized as goodwill. As a result of the Business Combination, the Company evaluated if ERES, Abacus, or LMA is the predecessor for accounting purposes. In considering the foregoing principles of predecessor determination and in light of the Company’s specific facts and circumstances, management determined that LMA and Abacus are dual predecessors for accounting purposes. The financial statement presentation for Abacus Life, Inc. includes the purchase accounting effects of the Abacus Merger as of the Closing Date with the financial statements of LMA as the comparative period. The predecessor financial statements for Abacus are included separately within this report. The accompanying condensed consolidated financial statements of the Company have been prepared in accordance with the rules and regulations of the Securities and Exchange Commission and are prepared in accordance with U.S. GAAP. |
Unaudited Condensed Consolidated Financial Statements | Unaudited Condensed Consolidated Financial Statements Refer to this note in the LMA annual financial statements for the full list of the Company’s significant accounting policies. The details in those notes have not changed, except as discussed below and as a result of normal adjustments in the interim periods. |
Consolidation of Variable Interest Entities | Consolidation of Variable Interest Entities Company voting interest entity (“VOE”). If the entity is a VIE, the Company focuses on identifying whether it has the power to direct the activities that most significantly impact the VIE’s economic performance and whether it has the obligation to absorb losses or the right to receive benefits from the VIE. If the Company is the primary beneficiary of a VIE, the assets, liabilities, and results of operations of the VIE will be included in the Company’s condensed consolidated financial statements. The proportionate share not owned by the Company is recognized as noncontrolling interest and net income attributable to noncontrolling interest on the condensed consolidated balance sheets and condensed consolidated statements of operations and comprehensive income, respectively. If the entity is a VOE, the Company evaluates whether it has the power to control the VOE through a majority voting interest or through other arrangements. Accounting Standards Codification (“ASC”) Topic 810, Consolidations On January 1, 2021, the Company entered into an option agreement with two commonly owned full-service origination, servicing, and investment providers (the “Providers”), in which the Company agreed to fund certain capital needs with an option to purchase the outstanding equity ownership of the Providers (the “Option Agreement”). The Company accounted for its investment in the call options under the Option Agreement as an equity security, pursuant to ASC 321. In arriving at this accounting conclusion, the Company first considered whether the call options met the definition of a derivative pursuant to ASC 815 and concluded that the options do not provide for net settlement and accordingly are not a derivative. The Company also concluded that the call options do not provide the Company with a controlling financial interest in the legal entity pursuant to ASC 810. The call options include material contingencies prior to exercisability that the Company does not anticipate will be resolved; additionally, the call options are in a legal entity for which the share price has no readily determinable fair value. The Company’s basis in the call options, pursuant to ASC 321, is zero and accordingly the call options are not reflected in the statement of financial position. The Company provided $0 and $127,455 of funding for the three months ended June 30, 2023 and June 30, 2022, respectively and provided $29,721 and $242,247 of funding for the six months ended June 30, 2023 and June 30, 2022, respectively which is included in other (expense) income on the condensed consolidated statements of operations and comprehensive income. See Note 11, Commitments and Contingencies. For the period ended June 30, 2023, and for the year ended December 31, 2022, the Providers were considered to be VIEs, but were not consolidated in the Company’s condensed consolidated financial statements due to a lack of the power criterion or the losses/benefits criterion. As of June 30, 2023, the unaudited financial information for the unconsolidated VIEs are as follows: held assets of $318,178 and liabilities of $450 and held assets of $483,167 and liabilities of $184,621, respectively. As of December 31, 2022, the unaudited financial information for the unconsolidated VIEs are as follows: held assets of $126,040 and liabilities of $0 and held assets of $861,924 and liabilities of $358,586, respectively. On October 4, 2021, the Company entered into an operating agreement with LMX Series, LLC (“LMX”) and three other unaffiliated investors to obtain a 70% ownership interest in LMX, which was newly formed in August 2021. LMX had no operating activity prior to the operating agreement being signed. LMX has a wholly owned subsidiary, LMATT Series 2024, Inc., a Delaware C corporation. While the Company and three other investors each contributed $100 to LMX, the Company directs the most significant activities by managing the investment offerings, and sponsoring and creating structured investment grade insurance liabilities, and thus was provided a 70% ownership interest. LMX is a VIE and the Company is the primary beneficiary of LMX. The Company has included the results of LMX and its subsidiaries in its condensed consolidated financial statements for the period ended June 30, 2023. On March 3, 2022, the Company obtained an 80% ownership interest in Longevity Market Advisors, LLC (“Longevity Market Advisors”). The Longevity Market Advisors legal entity was established primarily for the purpose of acquiring the assets of a broker/dealer, Regional Investment Services, Inc. (“RIS”), an Ohio corporation. Longevity Market Advisors is a VIE and the Company is the primary beneficiary of Longevity Market Advisors. The purchase price payable in exchange for RIS was $60,000. The Company evaluated whether this represented a business combination or an asset acquisition under ASC 805. While the purchase of the RIS represents a business, it was further determined that as RIS was purchased for the primary reason of being registered by the Financial Industry Regulatory Authority (“FINRA”). As there are no tangible or intangible assets of value from the RIS that would meet the capitalization criteria that have standalone value, the Company has expensed the purchase in general and administrative costs. Upon closing of the transaction, Longevity Market Advisors will comprise 100% of the ownership structure of RIS, and RIS will be a wholly owned subsidiary. The Company has included the results of Longevity Market Advisors in its condensed consolidated financial statements for the period ended June 30, 2023. On November 30, 2022, LMA Series, LLC, a wholly owned subsidiary of the Company, signed an Operating Agreement to be the sole member of a newly created general partnership, LMA Income Series, GP, LLC. Subsequent to that, LMA Income Series, GP, LLC formed a limited partnership, LMA Income Series, LP and issued partnership interests to limited partners in a private placement offering. It was determined that LMA Series, LLC is the primary beneficiary of LMA Income Series, LP and thus has fully consolidated the limited partnership in its condensed consolidated financial statements for the six months ended June 30, 2023. On January 31, 2023, LMA Series, LLC, a wholly owned subsidiary of the Company, signed an Operating Agreement to be the sole member of a newly created general partnership, LMA Income Series II, GP, LLC. Subsequent to that, LMA Income Series II, GP, LLC formed a limited partnership, LMA Income Series II, LP and issued partnership interests to limited partners in a private placement offering. It was determined that LMA Series, LLC is the primary beneficiary of LMA Income Series II, LP and thus has fully consolidated the limited partnership in its condensed consolidated financial statements for the six months ended June 30, 2023. |
Noncontrolling Interest | Noncontrolling Interest Net income of a consolidated entity is allocated to noncontrolling interests based on the noncontrolling shareholder’s ownership interest during the period. The net income or loss that is not attributable to the Company is reflected in net income (loss) attributable to noncontrolling interests in the condensed consolidated statements of operations and comprehensive income. |
Use of Estimates | Use of Estimates available-for-sale |
Life Insurance Settlement Policies | Life Insurance Settlement Policies ASC 325-30, Investments in Insurance Contracts The Company follows ASC 820, Fair Value Measurements and Disclosures For policies held under the investment method, the Company tests the impairment if we become aware of information indicating that the carrying value plus undiscounted future premiums of a policy may not be recoverable. This information is gathered initially through extensive underwriting procedures at purchase of the settlement contract, as well as through periodic underwriting review that include medical reports and life expectancy evaluations. The policies held by the Company using the investment method are expected to be owned for a shorter-term, and are actively marketed to potential buyers. The market feedback received through these interactions provides the Company with information related to a potential impairment. If a policy is determined to be impaired, the Company will adjust the carrying value to the fair value determined through the impairment analysis. The Company accounts for cash proceeds from sale and maturity of life insurance settlement policies, as well as cash outflows for premium payments, as operating activities within the condensed consolidated statements of cash flows. |
Cost of Revenues | Cost of Revenues |
Income Taxes | Income Taxes Valuation allowances are recorded to reduce deferred tax assets when it is more likely than not (greater than 50%) that a tax benefit will not be realized. In evaluating the need for a valuation allowance, management considers all potential sources of taxable income, including income available in carryback periods, future reversals of taxable temporary differences, projections of taxable income, and income from tax planning strategies, as well as all available positive and negative evidence. Positive evidence includes factors such as a history of profitable operations, projections of future profitability within the carryforward period, including from tax planning strategies, and the Company’s experience with similar operations. Existing favorable contracts are additional positive evidence. Negative evidence includes items such as cumulative losses, projections of future losses, or carryforward periods that are not long enough to allow for the utilization of a deferred tax asset based on existing projections of income. Deferred tax assets for which no valuation allowance is recorded may not be realized upon changes in facts and circumstances, resulting in a future charge to establish a valuation allowance. Existing valuation allowances are re-examined Deferred tax assets and liabilities are also remeasured to reflect changes in underlying tax rates due to law changes and the granting and lapse of tax holidays. Tax benefits related to uncertain tax positions taken or expected to be taken on a tax return are recorded when such benefits meet a more likely than not threshold. Otherwise, these tax benefits are recorded when a tax position has been effectively settled, which means that the statute of limitations has expired or the appropriate taxing authority has completed their examination even though the statute of limitations remains open. Interest and penalties related to uncertain tax positions are recognized as part of the provision for income taxes and are accrued beginning in the period that such interest and penalties would be applicable under relevant tax law until such time that the related tax benefits are recognized. |
Concentrations | Concentrations available-for-sale Two related party customers accounted for 12% and 13% of the total balance of accounts receivable and related party receivables as of June 30, 2023, and two related party customers accounted for 75% and 16% of the total accounts receivable as of December 31, 2022, respectively. The largest receivables balances are from related parties where exposed credit risk is low. As such, there is no allowance for doubtful accounts as of June 30, 2023, and December 31, 2022. One customer accounted for 27% of active management revenue for the three months ended June 30, 2023. Two related party customers each accounted for 20% and 20% of the portfolio servicing revenue for the three months ended June 30, 2023. One customer accounted for 26% of the total revenues for the three months ended June 30, 2022. One customer accounted for 29% of active management revenue, while 16% of revenue related to 2 policies that matured that were accounted for under the investment method and 1 policy that matured that was accounted for under the fair-value method for the six months ended June 30, 2023. Two related party customers each accounted for 25% and 27% of the portfolio servicing revenue for the six months ended June 30, 2023. One customer accounted for 71% of the total revenues for the six months ended June 30, 2022. |
Warrants | Warrants Distinguishing Liabilities from Equity Derivatives and Hedging For issued or modified warrants that meet all of the criteria for equity classification, the warrants are required to be recorded as a component of equity at the time of issuance. For issued or modified warrants that do not meet all the criteria for equity classification, the warrants are required to be recorded as liabilities at their initial fair value on the date of issuance, and each balance sheet date thereafter. Changes in the estimated fair value of the warrants are recognized as a non-cash |
BUSINESS COMBINATION (Tables)
BUSINESS COMBINATION (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Business Combination and Asset Acquisition [Abstract] | |
Purchase price allocation | Net Assets Identified Fair Value Intangibles $ 32,900,000 Goodwill 140,287,000 Current Assets 1,280,100 Non-Current 901,337 Deferred Tax Liabilities (8,310,966 ) Accrued Expenses (524,400 ) Other Liabilities (1,171,739 ) Total Fair Value $ 165,361,332 |
Value conveyed | Value Conveyed Amount Abacus Purchase Consideration $ 165,361,332 LMA Business Enterprise Value $ 366,388,668 Total Consideration $ 531,750,000 |
Intangible assets acquired | Intangible assets were comprised of the following: Asset Type Fair Value Useful Life Valuation Methodology Customer Relationships-Agents $ 12,600,000 5 years Multi-period excess earnings method Customer Relationships-Financing Entities 11,000,000 8 years Multi-period excess earnings method Internally Developed and Used Technology-APA 1,600,000 2 years Relief from royalty method Internally Developed and Used Technology-Marketplace 100,000 3 years Replacement cost method Trade Name 900,000 Indefinite Relief from royalty method Non-Compete 4,000,000 2 years With and without method State Insurance Licenses 2,700,000 Indefinite Replacement cost method Total Fair Value $ 32,900,000 |
Pro forma financial information | The supplemental pro forma financial information in the table below summarizes the combined results of operations for the Business Combination as if the Companies were combined as of January 1, 2022. The unaudited supplemental pro forma financial information as presented below is for illustrative purposes and does not purport to represent what the results of operations would actually have been if the business combinations occurred as of the date indicated or what the results would be for any future periods. Three Months Ended June 30, Six Months Ended June 30, 2023 2022 2023 2022 Proforma revenue $ 18,263,455 $ 14,090,817 $ 34,769,650 $ 31,290,963 Proforma net income 6,432,047 4,589,315 13,373,444 11,788,486 |
LIFE INSURANCE SETTLEMENT POL_2
LIFE INSURANCE SETTLEMENT POLICIES (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Investments, All Other Investments [Abstract] | |
Schedule of Life Settlement Contracts, Fair Value Method | Policies Carried at Fair Value Remaining Life Expectancy (Years) Policies Face Value Fair Value 0-1 0 $ — $ — 1-2 10 12,314,000 6,855,769 2-3 11 16,886,778 10,530,949 3-4 10 33,631,467 9,174,200 4-5 13 18,755,193 7,564,469 Thereafter 78 113,618,147 22,560,230 122 $ 195,205,585 $ 56,685,617 |
Schedule of Life Settlement Contracts, Investment Method | Policies accounted for using the investment method Remaining Life Expectancy (Years) Number of Insurance Policies Face Value Carrying 0-1 0 $ — $ — 1-2 0 — — 2-3 2 4,400,000 2,131,679 3-4 4 4,100,000 1,281,524 4-5 4 1,362,000 518,736 Thereafter 35 29,658,877 5,957,671 45 $ 39,520,877 $ 9,889,610 Estimated premiums to be paid by the Company for its portfolio accounted for using the investment method during each of the five succeeding calendar years and thereafter as of June 30, 2023, are as follows: 2023 remaining $ 1,024,151 2024 1,243,423 2025 1,310,936 2026 1,044,640 Thereafter 3,288,619 Total $ 7,911,769 |
PROPERTY AND EQUIPMENT---NET (T
PROPERTY AND EQUIPMENT---NET (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Property, Plant and Equipment [Abstract] | |
Summary of Property and Equipment, Net | Property and equipment—net composed of the following: June 30, December 31, Computer equipment $ 144,202 $ — Furniture and fixtures 34,300 19,444 Leasehold improvements 8,299 5,902 Property and equipment—gross 186,801 25,346 Less: accumulated depreciation (8,870 ) (6,729 ) Property and equipment—net $ 177,931 $ 18,617 |
GOODWILL AND OTHER INTANGIBLE_2
GOODWILL AND OTHER INTANGIBLE ASSETS (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Goodwill | The changes in goodwill by reportable segments were as follows: Abacus Goodwill at January 1, 2022 $ — Additions — Goodwill at June 30, 2022 $ — Goodwill at January 1, 2023 $ — Additions 140,287,000 Goodwill at June 30, 2023 $ 140,287,000 |
Schedule of Finite-Lived Intangible Assets | Intangible Assets Acquired comprised of the following: Asset Type Fair Value Useful Life Valuation Methodology Customer Relationships—Agents $ 12,600,000 5 years Multi-period excess-earnings method Customer Relationships—Financial Relationships 11,000,000 8 years Multi-period excess-earnings method Internally Developed and Used Technology—APA 1,600,000 2 years Relief from Royalty Method Internally Developed and Used Technology—Market Place 100,000 3 years Replacement Cost Method Trade Name 900,000 Indefinite Relief from Royalty Method Non-Compete 4,000,000 2 years With or Without Method State Insurance Licenses 2,700,000 Indefinite Replacement Cost Method $ 32,900,000 |
Schedule of Indefinite-Lived Intangible Assets | Intangible Assets Acquired comprised of the following: Asset Type Fair Value Useful Life Valuation Methodology Customer Relationships—Agents $ 12,600,000 5 years Multi-period excess-earnings method Customer Relationships—Financial Relationships 11,000,000 8 years Multi-period excess-earnings method Internally Developed and Used Technology—APA 1,600,000 2 years Relief from Royalty Method Internally Developed and Used Technology—Market Place 100,000 3 years Replacement Cost Method Trade Name 900,000 Indefinite Relief from Royalty Method Non-Compete 4,000,000 2 years With or Without Method State Insurance Licenses 2,700,000 Indefinite Replacement Cost Method $ 32,900,000 |
SEGMENT REPORTING (Tables)
SEGMENT REPORTING (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Segment Reporting [Abstract] | |
Summary of Revenue by Segment | Revenue related to the Company’s reporting segments for the three-month and six-month Three Months Ended June 30, Six Months Ended June 30, 2023 2022 2023 2022 Portfolio servicing $ 354,366 $ 419,422 $ 590,057 $ 990,328 Active management 11,024,399 7,979,479 20,994,917 17,285,971 Total revenue $ 11,378,765 $ 8,398,901 $ 21,584,974 $ 18,276,299 |
Summary of Segment Information | Information related to the Company’s reporting segments for the three-month and six-month Three Months Ended June 30, Six Months Ended June 30, 2023 2022 2023 2022 Portfolio servicing $ (76,705 ) $ 280,303 $ (166,128 ) $ 668,752 Active management 10,482,070 7,452,479 20,288,152 15,521,472 Total gross profit 10,405,365 7,732,782 20,122,024 16,190,224 Sales and marketing (683,841 ) (1,019,498 ) (1,412,845 ) (1,649,498 ) General, administrative and other (577,539 ) (5,499 ) (1,274,431 ) (646,705 ) Depreciation (1,098 ) (1,098 ) (2,141 ) (2,141 ) Other (expense) income 121,601 (127,455 ) (21,651 ) (242,247 ) Interest expense (584,075 ) — (934,001 ) — Loss on change in fair value of debt (1,445,229 ) (333,879 ) (2,398,662 ) (375,513 ) Unrealized gain (loss) on investments 672,936 (1,039,022 ) 798,156 (1,054,975 ) Provision for income taxes (1,184,571 ) (120,132 ) (528,104 ) (296,806 ) Less: Net loss attributable to non-controlling 26,596 (406,641 ) 487,303 (406,641 ) Net income attributable to Abacus Life, Inc. $ 6,750,145 $ 4,679,558 $ 14,835,648 $ 11,515,698 |
FAIR VALUE MEASUREMENTS (Tables
FAIR VALUE MEASUREMENTS (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements, Recurring and Nonrecurring | The assets and liabilities measured at estimated fair value on a recurring basis and their corresponding placement in the fair value hierarchy are presented in the tables below. Fair Value Hierarchy As of June 30, 2023 Level 1 Level 2 Level 3 Total Assets: Life settlement policies $ — $ — $ 56,685,617 $ 56,685,617 Available-for-sale — — 1,000,000 1,000,000 Other investments — — 1,600,000 1,600,000 S&P 500 options 1,794,640 — — 1,794,640 Other assets 7,246 — — 7,246 Total assets held at fair value $ 1,801,886 $ — $ 59,285,617 $ 61,087,503 Liabilities: Long-term debt $ — $ — $ 66,165,396 $ 66,165,396 Private placement warrants — — 2,438,600 2,438,600 Total liabilities held at fair value: $ — $ — $ 68,603,996 $ 68,603,996 Fair Value Hierarchy As of December 31, 2022 Level 1 Level 2 Level 3 Total Assets: Life settlement policies $ — $ — $ 13,809,352 $ 13,809,352 Available-for-sale — — 1,000,000 1,000,000 Other investments — — 1,300,000 1,300,000 S&P 500 options 890,829 — — 890,829 Total assets held at fair value $ 890,829 $ — $ 16,109,352 $ 17,000,181 Liabilities: Long-term debt $ — $ — $ 28,249,653 $ 28,249,653 Total liabilities held at fair value: $ — $ — $ 28,249,653 $ 28,249,653 |
Fair Value Measurement Inputs and Valuation Techniques | If the discount rate increased or decreased by 2 percentage points and the other assumptions used to estimate fair value remained the same, the change in estimated fair value as of June 30, 2023, would be as follows: As of June 30, 2023 Rate Adjustment Fair Value Change in Fair Value +2% $ 53,987,508 $ (2,698,109 ) No change 56,685,617 -2% 59,857,879 3,172,262 The following table presents the key assumptions in the analysis: Private Expected implied volatility de minimis Risk-free interest rate 4.09 % Term to expiration 5.0 years Exercise price $ 11.50 Common Stock Price $ 10.03 Dividend Yield — % |
Schedules of Concentration of Risk, by Risk Factor | The following table provides information about the life insurance issuer concentrations that exceed 10% of total face value or 10% of total fair value of the Company’s life insurance policies as of June 30, 2023: Carrier Percentage of Face Value Percentage of Fair Value Carrier Rating American General Life Insurance Company 14.0 % 11.0 % A ReliaStar Life Insurance Company 6.0 % 12.0 % A Lincoln National Life Insurance Company 14.0 % 12.0 % A |
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation | The following table provides a roll forward of the fair value of life insurance policies for the six months-ended June 30, 2023: Fair value at December 31, 2022 $ 13,809,352 Policies purchased 58,543,580 Realized gain (loss) on matured/sold policies 1,898,958 Premiums paid (879,462 ) Unrealized gain(loss) on held policies 3,319,588 Change in estimated fair value 4,339,084 Matured/sold policies (20,885,861 ) Premiums paid 879,462 Fair value at June 30, 2023 $ 56,685,617 |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation | The following table provides a roll forward of the fair value of the issued notes for the six months ended June 30, 2023: Fair value at December 31, 2022 $ 28,249,653 Debt issued to third parties 35,209,825 Unrealized loss on change in fair value (risk-free) 2,398,662 Unrealized gain on change in fair value (credit-adjusted) 307,256 Change in estimated fair value 2,705,918 Fair value at June 30, 2023 $ 66,165,396 |
LONG-TERM DEBT (Tables)
LONG-TERM DEBT (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Debt Disclosure [Abstract] | |
Schedule of Carrying Values and Estimated Fair Values of Debt Instruments | Long-term debt comprises of the following: Six Months Ended Year Ended Cost Fair value Cost Fair value Market-indexed notes: LMATT Series 2024, Inc. $ 9,866,900 $ 9,621,141 $ 9,866,900 $ 8,067,291 LMATT Series 2.2024, Inc. 2,333,391 3,446,527 2,333,391 2,354,013 LMATT Growth & Income Series 1.2026, Inc 400,000 459,553 400,000 400,000 Secured borrowing: LMATT Income Series, LP 21,889,444 22,124,676 17,428,349 17,428,349 LMATT Income Series II, LP 20,041,851 20,041,851 — — Unsecured borrowing: Sponsor PIK Note 10,471,648 10,471,648 — — Total long-term debt $ 65,003,234 $ 66,165,396 $ 30,028,640 $ 28,249,653 SPV purchase and sale note $ 25,000,000 $ 25,000,000 — — |
LEASES (Tables)
LEASES (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Leases [Abstract] | |
ROU Assets and Lease Liabilities | The Company’s right-of-use Six Months Ended Year Ended Assets: Operating lease right-of-use $ 240,816 $ 77,011 Liabilities: Operating lease liability, current 227,561 48,127 Operating lease liability, non-current 16,864 29,268 Total lease liability $ 244,425 $ 77,395 The table below shows a weighted-average analysis for lease terms and discount rates for all operating leases for the periods presented: Six Months Ended Year Ended Weighted-average remaining lease term (in years) 1.00 1.58 Weighted-average discount rate 3.54 % 3.36 % |
Lease Expense | The Company’s lease expense for the periods presented consisted of the following: Three Months Ended Six Months Ended 2023 2022 2023 2022 Operating lease cost $ 12,471 $ 11,921 $ 24,942 $ 23,842 Variable lease cost 7,704 612 8,925 1,223 Total lease cost $ 20,175 $ 12,533 $ 33,867 $ 25,065 The following table shows supplemental cash flow information related to lease activities for the periods presented: Six Months Ended 2023 2022 Cash paid for amounts included in the measurement of the lease liability Operating cash flows from operating leases $ 24,557 $ 23,842 ROU assets obtained in exchange for new lease liabilities — — |
Future Minimum Noncancellable Lease Payments | Future minimum noncancellable lease payments under the Company’s operating leases on an undiscounted basis reconciled to the respective lease liability at June 30, 2023 are as follows: Operating Remaining of 2023 $ 130,176 2024 118,057 2025 — 2026 — 2027 — Thereafter — Total operating lease payments (undiscounted) 248,233 Less: Imputed interest (3,808 ) Lease liability as of June 30, 2023 $ 244,425 |
EARNINGS PER SHARE (Tables)
EARNINGS PER SHARE (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share, Basic and Diluted | Basic and diluted weighted average shares outstanding and earnings per share were as follows: Three Months Ended Six Months Ended June 30, 2023 June 30, 2022 June 30, 2023 June 30, 2022 Net income attributable to Longevity Market Assets $ 6,750,145 $ 4,679,558 $ 14,835,648 $ 11,515,698 Weighted-average shares used in computing net income per share, basic and diluted 50,507,728 50,369,350 50,438,921 50,369,350 Basic and diluted earnings per share: $ 0.13 $ 0.09 $ 0.29 $ 0.23 |
DESCRIPTION OF BUSINESS (Detail
DESCRIPTION OF BUSINESS (Details) | Jun. 30, 2023 $ / shares |
Business Acquisition [Line Items] | |
Common stock, par value (in dollars per share) | $ 0.0001 |
LMA | |
Business Acquisition [Line Items] | |
Exchange ratio | 0.8 |
SUMMARY OF SIGNIFICANT ACCOUN_3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Consolidation of Variable Interest Entities (Details) | 3 Months Ended | 6 Months Ended | ||||||
Mar. 03, 2022 USD ($) | Oct. 04, 2021 USD ($) investor | Jun. 30, 2023 USD ($) provider | Jun. 30, 2022 USD ($) | Jun. 30, 2023 USD ($) provider | Jun. 30, 2022 USD ($) | Dec. 31, 2022 USD ($) | Jan. 01, 2021 provider | |
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | ||||||||
Assets | $ 277,334,437 | $ 277,334,437 | $ 59,094,847 | |||||
Liabilities | $ 116,835,522 | $ 116,835,522 | 30,945,150 | |||||
Option agreement, number of providers | provider | 2 | 2 | 2 | |||||
Interest (expense) | $ 584,075 | $ 0 | $ 941,458 | $ 0 | ||||
Number of unaffiliated investors | investor | 3 | |||||||
RIS | ||||||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | ||||||||
Consideration paid to acquire business | $ 60,000 | |||||||
Longevity Market Advisors | RIS | ||||||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | ||||||||
Ownership percentage | 100% | 100% | ||||||
Variable Interest Entity, Primary Beneficiary | ||||||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | ||||||||
Assets | $ 57,577,034 | $ 57,577,034 | 30,073,972 | |||||
Liabilities | 52,474,820 | 52,474,820 | 27,116,762 | |||||
Contribution amount | $ 100 | |||||||
Variable Interest Entity, Primary Beneficiary | LMX | ||||||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | ||||||||
Ownership percentage | 70% | |||||||
Variable Interest Entity, Primary Beneficiary | Longevity Market Advisors | ||||||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | ||||||||
Ownership percentage | 80% | |||||||
Variable Interest Entity, Not Primary Beneficiary | ||||||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | ||||||||
Assets | 801,345 | 801,345 | 987,964 | |||||
Liabilities | 185,071 | 185,071 | 358,586 | |||||
Variable Interest Entity, Not Primary Beneficiary | Provider One | ||||||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | ||||||||
Assets | 318,178 | 318,178 | 126,040 | |||||
Liabilities | 450 | 450 | 0 | |||||
Variable Interest Entity, Not Primary Beneficiary | Provider Two | ||||||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | ||||||||
Assets | 483,167 | 483,167 | 861,924 | |||||
Liabilities | 184,621 | 184,621 | $ 358,586 | |||||
Variable Interest Entity, Not Primary Beneficiary | Expense Support Agreement | ||||||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | ||||||||
Interest (expense) | $ 0 | $ 127,455 | $ 29,721 | $ 242,247 |
SUMMARY OF SIGNIFICANT ACCOUN_4
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Concentrations (Details) - USD ($) | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | Dec. 31, 2022 | |
Concentration Risk [Line Items] | |||||
Allowance for doubtful accounts | $ 0 | $ 0 | $ 0 | ||
Customer Concentration Risk | Accounts Receivable | Customer 1 | Related Party | |||||
Concentration Risk [Line Items] | |||||
Concentration risk percentage | 12% | 75% | |||
Customer Concentration Risk | Accounts Receivable | Customer 2 | Related Party | |||||
Concentration Risk [Line Items] | |||||
Concentration risk percentage | 13% | 16% | |||
Customer Concentration Risk | Revenue Benchmark | Customer 1 | Related Party | Portfolio servicing | |||||
Concentration Risk [Line Items] | |||||
Concentration risk percentage | 20% | 25% | |||
Customer Concentration Risk | Revenue Benchmark | Customer 1 | Nonrelated Party | |||||
Concentration Risk [Line Items] | |||||
Concentration risk percentage | 26% | 71% | |||
Customer Concentration Risk | Revenue Benchmark | Customer 1 | Nonrelated Party | Active management | |||||
Concentration Risk [Line Items] | |||||
Concentration risk percentage | 27% | 29% | |||
Customer Concentration Risk | Revenue Benchmark | Customer 2 | Related Party | Portfolio servicing | |||||
Concentration Risk [Line Items] | |||||
Concentration risk percentage | 20% | 27% | |||
Customer Concentration Risk | Investment Method Revenue Benchmark | Customer 1 | Nonrelated Party | |||||
Concentration Risk [Line Items] | |||||
Concentration risk percentage | 16% |
BUSINESS COMBINATION - Narrativ
BUSINESS COMBINATION - Narrative (Details) | Jun. 30, 2023 USD ($) |
LMA and Abacus | |
Business Acquisition [Line Items] | |
Consideration | $ 531,750,000 |
LMA and Abacus | Customer Relationships - Agents | |
Business Acquisition [Line Items] | |
Useful Life | 5 years |
LMA and Abacus | Customer Relationships - Financial Relationships | |
Business Acquisition [Line Items] | |
Useful Life | 8 years |
LMA | |
Business Acquisition [Line Items] | |
Consideration | $ 366,388,668 |
Enterprise value | 366,400,000 |
LMA | Minimum | Discounted cash flow method | |
Business Acquisition [Line Items] | |
Enterprise value | 380,000,000 |
LMA | Minimum | Market approach | |
Business Acquisition [Line Items] | |
Enterprise value | 400,000,000 |
LMA | Maximum | Discounted cash flow method | |
Business Acquisition [Line Items] | |
Enterprise value | 460,000,000 |
LMA | Maximum | Market approach | |
Business Acquisition [Line Items] | |
Enterprise value | $ 440,000,000 |
LMA | Discount rate | |
Business Acquisition [Line Items] | |
Measurement input | 0.145 |
Abacus | |
Business Acquisition [Line Items] | |
Consideration | $ 165,361,332 |
Enterprise value | 165,400,000 |
Abacus | Minimum | Discounted cash flow method | |
Business Acquisition [Line Items] | |
Enterprise value | 180,000,000 |
Abacus | Minimum | Market approach | |
Business Acquisition [Line Items] | |
Enterprise value | 180,000,000 |
Abacus | Maximum | Discounted cash flow method | |
Business Acquisition [Line Items] | |
Enterprise value | 195,000,000 |
Abacus | Maximum | Market approach | |
Business Acquisition [Line Items] | |
Enterprise value | $ 190,000,000 |
Abacus | Discount rate | |
Business Acquisition [Line Items] | |
Measurement input | 0.165 |
BUSINESS COMBINATION - Purchase
BUSINESS COMBINATION - Purchase Price Allocation (Details) - USD ($) | Jun. 30, 2023 | Dec. 31, 2022 |
Business Acquisition [Line Items] | ||
Intangibles | $ 32,900,000 | |
Goodwill | 140,287,000 | $ 0 |
LMA and Abacus | ||
Business Acquisition [Line Items] | ||
Intangibles | 32,900,000 | |
Goodwill | 140,287,000 | $ 140,287,000 |
Current Assets | 1,280,100 | |
Non-Current Assets | 901,337 | |
Deferred Tax Liabilities | (8,310,966) | |
Accrued Expenses | (524,400) | |
Other Liabilities | (1,171,739) | |
Total Fair Value | $ 165,361,332 |
BUSINESS COMBINATION - Value Co
BUSINESS COMBINATION - Value Conveyed (Details) | Jun. 30, 2023 USD ($) |
Abacus | |
Business Acquisition [Line Items] | |
Consideration | $ 165,361,332 |
LMA | |
Business Acquisition [Line Items] | |
Consideration | 366,388,668 |
LMA and Abacus | |
Business Acquisition [Line Items] | |
Consideration | $ 531,750,000 |
BUSINESS COMBINATION - Intangib
BUSINESS COMBINATION - Intangible Assets Acquired (Details) | Jun. 30, 2023 USD ($) |
Business Acquisition [Line Items] | |
Intangibles | $ 32,900,000 |
Trade Name | |
Business Acquisition [Line Items] | |
Intangibles | 900,000 |
State Insurance Licenses | |
Business Acquisition [Line Items] | |
Intangibles | 2,700,000 |
Customer Relationships - Agents | |
Business Acquisition [Line Items] | |
Intangibles | 12,600,000 |
Customer Relationships - Financial Relationships | |
Business Acquisition [Line Items] | |
Intangibles | 11,000,000 |
Internally Developed and Used Technology—APA | |
Business Acquisition [Line Items] | |
Intangibles | 1,600,000 |
Internally Developed and Used Technology—Market Place | |
Business Acquisition [Line Items] | |
Intangibles | 100,000 |
Non-Compete Agreements | |
Business Acquisition [Line Items] | |
Intangibles | 4,000,000 |
LMA and Abacus | |
Business Acquisition [Line Items] | |
Intangibles | 32,900,000 |
LMA and Abacus | Trade Name | |
Business Acquisition [Line Items] | |
Intangibles | 900,000 |
LMA and Abacus | State Insurance Licenses | |
Business Acquisition [Line Items] | |
Intangibles | 2,700,000 |
LMA and Abacus | Customer Relationships - Agents | |
Business Acquisition [Line Items] | |
Intangibles | $ 12,600,000 |
Useful Life | 5 years |
LMA and Abacus | Customer Relationships - Financial Relationships | |
Business Acquisition [Line Items] | |
Intangibles | $ 11,000,000 |
Useful Life | 8 years |
LMA and Abacus | Internally Developed and Used Technology—APA | |
Business Acquisition [Line Items] | |
Intangibles | $ 1,600,000 |
Useful Life | 2 years |
LMA and Abacus | Internally Developed and Used Technology—Market Place | |
Business Acquisition [Line Items] | |
Intangibles | $ 100,000 |
Useful Life | 3 years |
LMA and Abacus | Non-Compete Agreements | |
Business Acquisition [Line Items] | |
Intangibles | $ 4,000,000 |
Useful Life | 2 years |
BUSINESS COMBINATION - Pro Form
BUSINESS COMBINATION - Pro Forma Financial Information (Details) - LMA and Abacus - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Business Acquisition [Line Items] | ||||
Proforma revenue | $ 18,263,455 | $ 14,090,817 | $ 34,769,650 | $ 31,290,963 |
Proforma net income | $ 6,432,047 | $ 4,589,315 | $ 13,373,444 | $ 11,788,486 |
LIFE INSURANCE SETTLEMENT POL_3
LIFE INSURANCE SETTLEMENT POLICIES - Narrative (Details) | Jun. 30, 2023 USD ($) insurance_contract | Dec. 31, 2022 USD ($) insurance_contract |
Investments, All Other Investments [Abstract] | ||
Number of life settlement policies | insurance_contract | 167 | 53 |
Number of life settlement policies accounted for under fair value method | insurance_contract | 122 | 35 |
Number of life settlement policies accounted for under investment method | insurance_contract | 45 | 18 |
Face value of policies held at fair value | $ 195,205,585 | $ 40,092,154 |
Life settlement policies, at fair value | 56,685,617 | 13,809,352 |
Face value of policies accounted for using investment method | 39,520,877 | 42,330,000 |
Life settlement policies, at cost | $ 9,889,610 | $ 8,716,111 |
LIFE INSURANCE SETTLEMENT POL_4
LIFE INSURANCE SETTLEMENT POLICIES - Fair Value (Details) | Jun. 30, 2023 USD ($) insurance_contract | Dec. 31, 2022 USD ($) insurance_contract |
Policies | ||
0-1 | insurance_contract | 0 | |
1-2 | insurance_contract | 10 | |
2-3 | insurance_contract | 11 | |
3-4 | insurance_contract | 10 | |
4-5 | insurance_contract | 13 | |
Thereafter | insurance_contract | 78 | |
Policies | insurance_contract | 122 | 35 |
Face Value | ||
0-1 | $ 0 | |
1-2 | 12,314,000 | |
2-3 | 16,886,778 | |
3-4 | 33,631,467 | |
4-5 | 18,755,193 | |
Thereafter | 113,618,147 | |
Face Value | 195,205,585 | $ 40,092,154 |
Fair Value | ||
0-1 | 0 | |
1-2 | 6,855,769 | |
2-3 | 10,530,949 | |
3-4 | 9,174,200 | |
4-5 | 7,564,469 | |
Thereafter | 22,560,230 | |
Fair Value | $ 56,685,617 | $ 13,809,352 |
LIFE INSURANCE SETTLEMENT POL_5
LIFE INSURANCE SETTLEMENT POLICIES - Investment Method (Details) | Jun. 30, 2023 USD ($) insurance_contract | Dec. 31, 2022 USD ($) insurance_contract |
Number of Life Insurance Policies | ||
0-1 | insurance_contract | 0 | |
1-2 | insurance_contract | 0 | |
2-3 | insurance_contract | 2 | |
3-4 | insurance_contract | 4 | |
4-5 | insurance_contract | 4 | |
Thereafter | insurance_contract | 35 | |
Number of Life Insurance Policies | insurance_contract | 45 | 18 |
Face Value | ||
0-1 | $ 0 | |
1-2 | 0 | |
2-3 | 4,400,000 | |
3-4 | 4,100,000 | |
4-5 | 1,362,000 | |
Thereafter | 29,658,877 | |
Face Value | 39,520,877 | $ 42,330,000 |
Carrying Value | ||
0-1 | 0 | |
1-2 | 0 | |
2-3 | 2,131,679 | |
3-4 | 1,281,524 | |
4-5 | 518,736 | |
Thereafter | 5,957,671 | |
Carrying Value | $ 9,889,610 | $ 8,716,111 |
LIFE INSURANCE SETTLEMENT POL_6
LIFE INSURANCE SETTLEMENT POLICIES - Estimated Premiums (Details) | Jun. 30, 2023 USD ($) |
Investments, All Other Investments [Abstract] | |
2023 remaining | $ 1,024,151 |
2024 | 1,243,423 |
2025 | 1,310,936 |
2026 | 1,044,640 |
Thereafter | 3,288,619 |
Total | $ 7,911,769 |
PROPERTY AND EQUIPMENT---NET (D
PROPERTY AND EQUIPMENT---NET (Details) - USD ($) | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | Dec. 31, 2022 | |
Property, Plant and Equipment [Line Items] | |||||
Property and equipment—gross | $ 186,801 | $ 186,801 | $ 25,346 | ||
Less: accumulated depreciation | (8,870) | (8,870) | (6,729) | ||
Property and equipment—net | 177,931 | 177,931 | 18,617 | ||
Depreciation expense | 1,098 | $ 1,098 | 2,141 | $ 2,141 | |
Computer equipment | |||||
Property, Plant and Equipment [Line Items] | |||||
Property and equipment—gross | 144,202 | 144,202 | 0 | ||
Furniture and fixtures | |||||
Property, Plant and Equipment [Line Items] | |||||
Property and equipment—gross | 34,300 | 34,300 | 19,444 | ||
Leasehold improvements | |||||
Property, Plant and Equipment [Line Items] | |||||
Property and equipment—gross | $ 8,299 | $ 8,299 | $ 5,902 |
GOODWILL AND OTHER INTANGIBLE_3
GOODWILL AND OTHER INTANGIBLE ASSETS - Changes in Goodwill by Reportable Segments (Details) - USD ($) | 6 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | |
Goodwill [Roll Forward] | ||
Goodwill at beginning of period | $ 0 | |
Goodwill at end of period | 140,287,000 | |
Abacus Settlements, LLC | ||
Goodwill [Roll Forward] | ||
Goodwill at beginning of period | 0 | $ 0 |
Additions | 140,287,000 | 0 |
Goodwill at end of period | 140,287,000 | $ 0 |
LMA and Abacus | ||
Goodwill [Roll Forward] | ||
Goodwill at beginning of period | 140,287,000 | |
Goodwill at end of period | $ 140,287,000 |
GOODWILL AND OTHER INTANGIBLE_4
GOODWILL AND OTHER INTANGIBLE ASSETS - Intangible Assets Acquired (Details) | Jun. 30, 2023 USD ($) |
Finite-Lived Intangible Assets [Line Items] | |
Fair Value | $ 32,900,000 |
Trade Name | |
Finite-Lived Intangible Assets [Line Items] | |
Fair Value | 900,000 |
State Insurance Licenses | |
Finite-Lived Intangible Assets [Line Items] | |
Fair Value | 2,700,000 |
Customer Relationships - Agents | |
Finite-Lived Intangible Assets [Line Items] | |
Fair Value | $ 12,600,000 |
Useful Life | 5 years |
Customer Relationships - Financial Relationships | |
Finite-Lived Intangible Assets [Line Items] | |
Fair Value | $ 11,000,000 |
Useful Life | 8 years |
Internally Developed and Used Technology—APA | |
Finite-Lived Intangible Assets [Line Items] | |
Fair Value | $ 1,600,000 |
Useful Life | 2 years |
Internally Developed and Used Technology—Market Place | |
Finite-Lived Intangible Assets [Line Items] | |
Fair Value | $ 100,000 |
Useful Life | 3 years |
Non-Compete Agreements | |
Finite-Lived Intangible Assets [Line Items] | |
Fair Value | $ 4,000,000 |
Useful Life | 2 years |
AVAILABLE-FOR-SALE SECURITIES_2
AVAILABLE-FOR-SALE SECURITIES, AT FAIR VALUE (Details) - USD ($) | 1 Months Ended | 6 Months Ended | 12 Months Ended | |||||
Jan. 07, 2022 | Oct. 31, 2022 | Jan. 31, 2022 | Nov. 30, 2021 | Jun. 30, 2023 | Jun. 30, 2022 | Dec. 31, 2021 | Dec. 31, 2022 | |
Investments, Debt and Equity Securities [Abstract] | ||||||||
Purchase of convertible promissory note | $ 250,000 | $ 500,000 | $ 250,000 | $ 250,000 | $ 300,000 | $ 250,000 | $ 250,000 | |
Interest rate per annum | 8% | 6% | ||||||
Equity financing threshold | $ 5,000,000 | $ 1,000,000 | $ 1,000,000 |
OTHER INVESTMENTS AND OTHER N_2
OTHER INVESTMENTS AND OTHER NONCURRENT ASSETS (Details) | 1 Months Ended | 6 Months Ended | |||
Dec. 21, 2020 USD ($) shares | Jul. 22, 2020 USD ($) shares | Dec. 31, 2022 USD ($) payment shares | Jun. 30, 2023 USD ($) entity | Mar. 31, 2023 USD ($) | |
Conversion of Stock [Line Items] | |||||
Number of entities, convertible preferred stock ownership | entity | 2 | ||||
Equity securities without readily determinable fair value, amount | $ 1,300,000 | $ 1,600,000 | |||
Impairment of investments | 0 | ||||
Series Seed Preferred Units | |||||
Conversion of Stock [Line Items] | |||||
Units purchased (in shares) | shares | 224,551 | 119,760 | |||
Equity securities without readily determinable fair value, amount | $ 750,000 | $ 400,000 | $ 1,100,000 | $ 950,000 | |
Number of monthly payments | payment | 8 | ||||
Monthly payment amount | $ 50,000 | ||||
Equity ownership percentage | 8.60% | ||||
Series B-1 Preferred Stock | |||||
Conversion of Stock [Line Items] | |||||
Units purchased (in shares) | shares | 207,476 | ||||
Equity securities without readily determinable fair value, amount | $ 500,000 | ||||
Equity ownership percentage | 1% |
CONSOLIDATION OF VARIABLE INT_2
CONSOLIDATION OF VARIABLE INTEREST ENTITIES (Details) - USD ($) | Jun. 30, 2023 | Dec. 31, 2022 |
Variable Interest Entity [Line Items] | ||
Assets | $ 277,334,437 | $ 59,094,847 |
Liabilities | 116,835,522 | 30,945,150 |
Variable Interest Entity, Primary Beneficiary | ||
Variable Interest Entity [Line Items] | ||
Assets | 57,577,034 | 30,073,972 |
Liabilities | 52,474,820 | 27,116,762 |
Variable Interest Entity, Not Primary Beneficiary | ||
Variable Interest Entity [Line Items] | ||
Assets | 801,345 | 987,964 |
Liabilities | $ 185,071 | $ 358,586 |
SEGMENT REPORTING - Narrative (
SEGMENT REPORTING - Narrative (Details) | 6 Months Ended |
Jun. 30, 2022 segment | |
Segment Reporting [Abstract] | |
Number of reportable segments | 2 |
SEGMENT REPORTING - Revenue by
SEGMENT REPORTING - Revenue by Segment (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Segment Reporting Information [Line Items] | ||||
Portfolio servicing | $ 354,366 | $ 419,422 | $ 590,057 | $ 990,328 |
Total revenues | 11,378,765 | 8,398,901 | 21,584,974 | 18,276,299 |
Portfolio servicing | ||||
Segment Reporting Information [Line Items] | ||||
Portfolio servicing | 354,366 | 419,422 | 590,057 | 990,328 |
Active management | ||||
Segment Reporting Information [Line Items] | ||||
Active management | $ 11,024,399 | $ 7,979,479 | $ 20,994,917 | $ 17,285,971 |
SEGMENT REPORTING - Reconciliat
SEGMENT REPORTING - Reconciliation of Net Income (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Segment Reporting Information [Line Items] | ||||
Total gross profit | $ 10,405,365 | $ 7,732,782 | $ 20,122,024 | $ 16,190,224 |
Sales and marketing | (683,841) | (1,019,498) | (1,412,845) | (1,649,498) |
General, administrative and other | (577,539) | (5,499) | (1,274,431) | (646,705) |
Depreciation | (1,098) | (1,098) | (2,141) | (2,141) |
Other (expense) income | 121,601 | (127,455) | (21,651) | (242,247) |
Interest expense | (584,075) | 0 | (934,001) | 0 |
Loss on change in fair value of debt | (1,445,229) | (333,879) | (2,398,662) | (375,513) |
Unrealized gain (loss) on investments | 672,936 | (1,039,022) | 798,156 | (1,054,975) |
Provision for income taxes | (1,184,571) | (120,132) | (528,104) | (296,806) |
Less: Net loss attributable to non-controlling interests | 26,596 | (406,641) | 487,303 | (406,641) |
NET INCOME ATTRIBUTABLE TO SHAREHOLDERS | 6,750,145 | 4,679,558 | 14,835,648 | 11,515,698 |
Portfolio servicing | ||||
Segment Reporting Information [Line Items] | ||||
Total gross profit | (76,705) | 280,303 | (166,128) | 668,752 |
Active management | ||||
Segment Reporting Information [Line Items] | ||||
Total gross profit | $ 10,482,070 | $ 7,452,479 | $ 20,288,152 | $ 15,521,472 |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Details) | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2023 USD ($) provider | Jun. 30, 2022 USD ($) | Jun. 30, 2023 USD ($) provider | Jun. 30, 2022 USD ($) | Jan. 01, 2021 provider | |
Other Commitments [Line Items] | |||||
Option agreement, number of providers | provider | 2 | 2 | 2 | ||
Other income (expense) | $ 121,601 | $ (127,455) | $ (21,651) | $ (242,247) | |
Expense Support Agreement | Variable Interest Entity, Not Primary Beneficiary | |||||
Other Commitments [Line Items] | |||||
Other income (expense) | $ 0 | $ 29,721 |
FAIR VALUE MEASUREMENTS - Recur
FAIR VALUE MEASUREMENTS - Recurring Fair Value Measurements (Details) - USD ($) | Jun. 30, 2023 | Dec. 31, 2022 |
Assets: | ||
Life settlement policies | $ 56,685,617 | $ 13,809,352 |
Available-for-sale securities, at fair value | 1,000,000 | 1,000,000 |
Other investments | 1,600,000 | 1,300,000 |
Liabilities: | ||
Private placement warrants | 2,438,600 | 0 |
Fair Value, Recurring | ||
Assets: | ||
Life settlement policies | 56,685,617 | 13,809,352 |
Available-for-sale securities, at fair value | 1,000,000 | 1,000,000 |
Other investments | 1,600,000 | 1,300,000 |
S&P 500 options | 1,794,640 | 890,829 |
Other assets | 7,246 | |
Total assets held at fair value | 61,087,503 | 17,000,181 |
Liabilities: | ||
Long-term debt | 66,165,396 | 28,249,653 |
Private placement warrants | 2,438,600 | |
Total liabilities held at fair value: | 68,603,996 | 28,249,653 |
Fair Value, Recurring | Level 1 | ||
Assets: | ||
Life settlement policies | 0 | 0 |
Available-for-sale securities, at fair value | 0 | 0 |
Other investments | 0 | 0 |
S&P 500 options | 1,794,640 | 890,829 |
Other assets | 7,246 | |
Total assets held at fair value | 1,801,886 | 890,829 |
Liabilities: | ||
Long-term debt | 0 | 0 |
Private placement warrants | 0 | |
Total liabilities held at fair value: | 0 | 0 |
Fair Value, Recurring | Level 2 | ||
Assets: | ||
Life settlement policies | 0 | 0 |
Available-for-sale securities, at fair value | 0 | 0 |
Other investments | 0 | 0 |
S&P 500 options | 0 | 0 |
Other assets | 0 | |
Total assets held at fair value | 0 | 0 |
Liabilities: | ||
Long-term debt | 0 | 0 |
Private placement warrants | 0 | |
Total liabilities held at fair value: | 0 | 0 |
Fair Value, Recurring | Level 3 | ||
Assets: | ||
Life settlement policies | 56,685,617 | 13,809,352 |
Available-for-sale securities, at fair value | 1,000,000 | 1,000,000 |
Other investments | 1,600,000 | 1,300,000 |
S&P 500 options | 0 | 0 |
Other assets | 0 | |
Total assets held at fair value | 59,285,617 | 16,109,352 |
Liabilities: | ||
Long-term debt | 66,165,396 | 28,249,653 |
Private placement warrants | 2,438,600 | |
Total liabilities held at fair value: | $ 68,603,996 | $ 28,249,653 |
FAIR VALUE MEASUREMENTS - Narra
FAIR VALUE MEASUREMENTS - Narrative (Details) | 1 Months Ended | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||||||||
Jan. 07, 2022 USD ($) | Aug. 14, 2023 USD ($) insurance_contract | Oct. 31, 2022 USD ($) | Jan. 31, 2022 USD ($) | Nov. 30, 2021 USD ($) | Jun. 30, 2023 USD ($) $ / shares shares | Jun. 30, 2022 USD ($) | Jun. 30, 2023 USD ($) $ / shares shares | Jun. 30, 2022 USD ($) | Dec. 31, 2021 USD ($) | Dec. 31, 2022 USD ($) | Aug. 25, 2020 shares | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||||||||||||
Decrease in valuation compared to third-party valuation | $ (2,760,900) | $ (2,014,013) | $ (4,339,084) | $ (3,305,505) | ||||||||
Life settlement policies, at cost | 9,889,610 | 9,889,610 | $ 8,716,111 | |||||||||
Total change in fair value of debt | 1,602,042 | (2,705,918) | ||||||||||
Gain on change in fair value of debt, included within other comprehensive income | 90,148 | 175,530 | ||||||||||
Gain on change in fair value of debt, included within equity of noncontrolling interests | 29,515 | 56,446 | ||||||||||
Loss on change in fair value of debt | 1,445,229 | $ 333,879 | 2,398,662 | 375,513 | ||||||||
Purchase of convertible promissory note | $ 250,000 | $ 500,000 | $ 250,000 | $ 250,000 | 300,000 | $ 250,000 | $ 250,000 | |||||
Available-for-sale securities, at fair value | 1,000,000 | 1,000,000 | 1,000,000 | |||||||||
Equity securities without readily determinable fair value, amount | $ 1,600,000 | $ 1,600,000 | $ 1,300,000 | |||||||||
Private Placement Warrant | ||||||||||||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||||||||||||
Warrants outstanding (in shares) | shares | 8,900,000 | 8,900,000 | 900,000 | |||||||||
Price per warrant (in dollars per share) | $ / shares | $ 1 | $ 1 | ||||||||||
Warrants outstanding | $ 8,900,000 | $ 8,900,000 | ||||||||||
Number of securities called by each warrant (in shares) | shares | 1 | 1 | ||||||||||
Exercise price of warrants (in dollars per share) | $ / shares | $ 11.5 | $ 11.5 | ||||||||||
Warrants term | 30 days | 30 days | ||||||||||
Subsequent Event | ||||||||||||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||||||||||||
Life settlement policies sold | insurance_contract | 3 | |||||||||||
Decrease in valuation compared to third-party valuation | $ 231,775 | |||||||||||
Discount rate | ||||||||||||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||||||||||||
Life settlement policies, measurement input | 16% | 16% | 12% |
FAIR VALUE MEASUREMENTS - Disco
FAIR VALUE MEASUREMENTS - Discount Rate Sensitivity (Details) - USD ($) | 6 Months Ended | |
Jun. 30, 2023 | Dec. 31, 2022 | |
Fair Value Disclosures [Abstract] | ||
Life settlement policies, fair value, impact of +2% discount rate adjustment | $ 53,987,508 | |
Life settlement policies, change in fair value, impact of +2% discount rate adjustment | (2,698,109) | |
Life settlement policies, at fair value | 56,685,617 | $ 13,809,352 |
Life settlement policies, fair value, impact of -2% discount rate adjustment | 59,857,879 | |
Life settlement policies, change in fair value, impact of -2% discount rate adjustment | $ 3,172,262 |
FAIR VALUE MEASUREMENTS - Credi
FAIR VALUE MEASUREMENTS - Credit Exposure to Insurance Companies (Details) - Life Insurance Carrier Concentration Risk | 6 Months Ended |
Jun. 30, 2023 | |
Life Insurance Contract, Face Value | American General Life Insurance Company | |
Fair Value, Concentration of Risk, Financial Statement Captions [Line Items] | |
Concentration risk percentage | 14% |
Life Insurance Contract, Face Value | ReliaStar Life Insurance Company | |
Fair Value, Concentration of Risk, Financial Statement Captions [Line Items] | |
Concentration risk percentage | 6% |
Life Insurance Contract, Face Value | Lincoln National Life Insurance Company | |
Fair Value, Concentration of Risk, Financial Statement Captions [Line Items] | |
Concentration risk percentage | 14% |
Life Insurance Contract, Fair Value | American General Life Insurance Company | |
Fair Value, Concentration of Risk, Financial Statement Captions [Line Items] | |
Concentration risk percentage | 11% |
Life Insurance Contract, Fair Value | ReliaStar Life Insurance Company | |
Fair Value, Concentration of Risk, Financial Statement Captions [Line Items] | |
Concentration risk percentage | 12% |
Life Insurance Contract, Fair Value | Lincoln National Life Insurance Company | |
Fair Value, Concentration of Risk, Financial Statement Captions [Line Items] | |
Concentration risk percentage | 12% |
FAIR VALUE MEASUREMENTS - Life
FAIR VALUE MEASUREMENTS - Life Insurance Policies (Details) - Life Insurance Policies | 6 Months Ended |
Jun. 30, 2023 USD ($) | |
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |
Fair value at beginning of period | $ 13,809,352 |
Policies purchased | 58,543,580 |
Realized gain (loss) on matured/sold policies | 1,898,958 |
Premiums paid | 879,462 |
Unrealized gain(loss) on held policies | 3,319,588 |
Change in estimated fair value | 4,339,084 |
Matured/sold policies | (20,885,861) |
Fair value at end of period | $ 56,685,617 |
FAIR VALUE MEASUREMENTS - Issue
FAIR VALUE MEASUREMENTS - Issued Notes (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||||
Fair value at beginning of period | $ 28,249,653 | |||
Debt issued to third parties | 35,209,825 | |||
Unrealized loss on change in fair value (risk-free) | $ 1,445,229 | $ 333,879 | 2,398,662 | $ 375,513 |
Unrealized gain on change in fair value (credit-adjusted) | 307,256 | |||
Change in estimated fair value | 1,602,042 | (2,705,918) | ||
Fair value at end of period | $ 66,165,396 | $ 66,165,396 |
FAIR VALUE MEASUREMENTS - Assum
FAIR VALUE MEASUREMENTS - Assumptions (Details) - Private Placement Warrant | Jun. 30, 2023 |
Risk-free interest rate | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Warrants and rights outstanding, measurement input | 0.0409 |
Term to expiration | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Warrants and rights outstanding, measurement input | 5 |
Exercise price | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Warrants and rights outstanding, measurement input | 11.5 |
Common Stock Price | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Warrants and rights outstanding, measurement input | 10.03 |
Dividend Yield | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Warrants and rights outstanding, measurement input | 0 |
LONG-TERM DEBT - Long-Term Debt
LONG-TERM DEBT - Long-Term Debt (Details) - USD ($) | Jun. 30, 2023 | Dec. 31, 2022 |
Cost | ||
Debt Instrument [Line Items] | ||
Long-term debt, fair value | $ 65,003,234 | $ 30,028,640 |
Cost | Market-indexed notes | LMATT Series 2024, Inc. | ||
Debt Instrument [Line Items] | ||
Long-term debt, fair value | 9,866,900 | 9,866,900 |
Cost | Market-indexed notes | LMATT Series 2.2024, Inc. | ||
Debt Instrument [Line Items] | ||
Long-term debt, fair value | 2,333,391 | 2,333,391 |
Cost | Market-indexed notes | LMATT Growth & Income Series 1.2026, Inc | ||
Debt Instrument [Line Items] | ||
Long-term debt, fair value | 400,000 | 400,000 |
Cost | Secured borrowing | LMATT Income Series, LP | ||
Debt Instrument [Line Items] | ||
Long-term debt, fair value | 21,889,444 | 17,428,349 |
Cost | Secured borrowing | LMATT Income Series II, LP | ||
Debt Instrument [Line Items] | ||
Long-term debt, fair value | 20,041,851 | 0 |
Cost | Unsecured borrowing | Sponsor PIK Note | ||
Debt Instrument [Line Items] | ||
Long-term debt, fair value | 10,471,648 | 0 |
Cost | Line of Credit | SPV Investment Facility | ||
Debt Instrument [Line Items] | ||
Long-term debt, fair value | 25,000,000 | 0 |
Fair value | ||
Debt Instrument [Line Items] | ||
Long-term debt, fair value | 66,165,396 | 28,249,653 |
Fair value | Market-indexed notes | LMATT Series 2024, Inc. | ||
Debt Instrument [Line Items] | ||
Long-term debt, fair value | 9,621,141 | 8,067,291 |
Fair value | Market-indexed notes | LMATT Series 2.2024, Inc. | ||
Debt Instrument [Line Items] | ||
Long-term debt, fair value | 3,446,527 | 2,354,013 |
Fair value | Market-indexed notes | LMATT Growth & Income Series 1.2026, Inc | ||
Debt Instrument [Line Items] | ||
Long-term debt, fair value | 459,553 | 400,000 |
Fair value | Secured borrowing | LMATT Income Series, LP | ||
Debt Instrument [Line Items] | ||
Long-term debt, fair value | 22,124,676 | 17,428,349 |
Fair value | Secured borrowing | LMATT Income Series II, LP | ||
Debt Instrument [Line Items] | ||
Long-term debt, fair value | 20,041,851 | 0 |
Fair value | Unsecured borrowing | Sponsor PIK Note | ||
Debt Instrument [Line Items] | ||
Long-term debt, fair value | 10,471,648 | 0 |
Fair value | Line of Credit | SPV Investment Facility | ||
Debt Instrument [Line Items] | ||
Long-term debt, fair value | $ 25,000,000 | $ 0 |
LONG-TERM DEBT - Sponsor PIK No
LONG-TERM DEBT - Sponsor PIK Note (Details) | Jun. 30, 2023 USD ($) |
Unsecured borrowing | Sponsor PIK Note | |
Debt Instrument [Line Items] | |
Face amount | $ 10,471,648 |
LONG-TERM DEBT - LMATT Series 2
LONG-TERM DEBT - LMATT Series 2024, Inc. Market-Indexed Notes (Details) - USD ($) | Mar. 31, 2022 | Jun. 30, 2023 | Dec. 31, 2022 |
Debt Instrument [Line Items] | |||
Assets | $ 277,334,437 | $ 59,094,847 | |
LMATT Series 2024, Inc. | Market-indexed notes | |||
Debt Instrument [Line Items] | |||
Face amount | $ 10,166,900 | ||
Market downturn protection percentage | 40% | ||
Note reduction ratio for losses below threshold | 1% | ||
LMATT Series 2024, Inc. | Market-indexed notes | Asset Pledged as Collateral | |||
Debt Instrument [Line Items] | |||
Assets | $ 11,195,701 |
LONG-TERM DEBT - LMATT Series_2
LONG-TERM DEBT - LMATT Series 2.2024, Inc. Market-Indexed Notes (Details) - USD ($) | Mar. 31, 2022 | Jun. 30, 2023 | Dec. 31, 2022 | Sep. 16, 2022 |
Debt Instrument [Line Items] | ||||
Assets | $ 277,334,437 | $ 59,094,847 | ||
Fair value | ||||
Debt Instrument [Line Items] | ||||
Long-term debt, fair value | 66,165,396 | 28,249,653 | ||
LMATT Series 2.2024, Inc. | Market-indexed notes | ||||
Debt Instrument [Line Items] | ||||
Face amount | $ 2,333,391 | |||
Upside performance participation cap | 120% | |||
Market downturn protection percentage | 20% | |||
Note reduction ratio for losses below threshold | 1% | |||
LMATT Series 2.2024, Inc. | Market-indexed notes | Asset Pledged as Collateral | ||||
Debt Instrument [Line Items] | ||||
Assets | 3,331,872 | |||
LMATT Series 2.2024, Inc. | Market-indexed notes | Fair value | ||||
Debt Instrument [Line Items] | ||||
Long-term debt, fair value | $ 3,446,527 | $ 2,354,013 | ||
LMATT Series 2.2024, Inc. | ||||
Debt Instrument [Line Items] | ||||
Ownership percentage | 100% |
LONG-TERM DEBT - LMATT Growth a
LONG-TERM DEBT - LMATT Growth and Income Series 1.2026, Inc. Market-Indexed Notes (Details) - USD ($) | Sep. 16, 2022 | Jun. 30, 2023 | Dec. 31, 2022 |
Debt Instrument [Line Items] | |||
Assets | $ 277,334,437 | $ 59,094,847 | |
Fair value | |||
Debt Instrument [Line Items] | |||
Long-term debt, fair value | 66,165,396 | 28,249,653 | |
LMATT Growth & Income Series 1.2026, Inc | Market-indexed notes | |||
Debt Instrument [Line Items] | |||
Face amount | $ 400,000 | ||
Upside performance participation cap | 140% | ||
Market downturn protection percentage | 10% | ||
Note reduction ratio for losses below threshold | 1% | ||
Dividend percentage | 4% | ||
LMATT Growth & Income Series 1.2026, Inc | Market-indexed notes | Asset Pledged as Collateral | |||
Debt Instrument [Line Items] | |||
Assets | 517,218 | ||
LMATT Growth & Income Series 1.2026, Inc | Market-indexed notes | Fair value | |||
Debt Instrument [Line Items] | |||
Long-term debt, fair value | $ 459,553 | $ 400,000 | |
LMATT Growth & Income Series 1.2026, Inc | |||
Debt Instrument [Line Items] | |||
Ownership percentage | 100% |
LONG-TERM DEBT - LMA Income Ser
LONG-TERM DEBT - LMA Income Series, LP and LMA Income Series, GP LLC Secured Borrowing (Details) | 6 Months Ended | |
Jun. 30, 2023 USD ($) option | Dec. 31, 2022 USD ($) | |
Fair value | ||
Debt Instrument [Line Items] | ||
Long-term debt, fair value | $ 66,165,396 | $ 28,249,653 |
LMATT Income Series, LP | Secured borrowing | ||
Debt Instrument [Line Items] | ||
Debt instrument term | 3 years | |
Debt Instrument extension options | option | 2 | |
Debt instrument extension term | 1 year | |
Dividend percentage | 6.50% | |
Return rate in excess of minimum internal rate of return | 25% | |
Minimum internal rate of return threshold | 6.50% | |
Internal rate of return cap | 9% | |
Net internal rate of return at cap | 15% | |
LMATT Income Series, LP | Secured borrowing | Fair value | ||
Debt Instrument [Line Items] | ||
Long-term debt, fair value | $ 22,124,676 | $ 17,428,349 |
LMATT Income Series, LP | Secured borrowing | General Partner | ||
Debt Instrument [Line Items] | ||
Return rate in excess of minimum internal rate of return | 75% | |
Minimum internal rate of return threshold | 6.50% | |
LMATT Income Series, LP | Secured borrowing | Limited Partner | ||
Debt Instrument [Line Items] | ||
Internal rate of return cap | 15% | |
Return Rate in excess of capped internal rate of return threshold | 100% |
LONG-TERM DEBT - LMA Income S_2
LONG-TERM DEBT - LMA Income Series II, LP and LMA Income Series II, GP LLC Secured Borrowing (Details) | 6 Months Ended | |
Jun. 30, 2023 USD ($) option | Dec. 31, 2022 USD ($) | |
Fair value | ||
Debt Instrument [Line Items] | ||
Long-term debt, fair value | $ 66,165,396 | $ 28,249,653 |
LMATT Income Series II, LP | Secured borrowing | ||
Debt Instrument [Line Items] | ||
Debt instrument term | 3 years | |
Debt Instrument extension options | option | 2 | |
Debt instrument extension term | 1 year | |
LMATT Income Series II, LP | Secured borrowing | Fair value | ||
Debt Instrument [Line Items] | ||
Long-term debt, fair value | $ 20,041,851 | $ 0 |
LMATT Income Series II, LP | Secured borrowing | General Partner | ||
Debt Instrument [Line Items] | ||
Dividend percentage | 100% | |
LMATT Income Series II, LP | Secured borrowing | Capital Commitment Threshold One | Limited Partner | ||
Debt Instrument [Line Items] | ||
Dividend percentage | 7.50% | |
LMATT Income Series II, LP | Secured borrowing | Capital Commitment Threshold One | Maximum | Limited Partner | ||
Debt Instrument [Line Items] | ||
Capital commitment threshold to determine dividend rate | $ 500,000 | |
LMATT Income Series II, LP | Secured borrowing | Capital Commitment Threshold Two | Limited Partner | ||
Debt Instrument [Line Items] | ||
Dividend percentage | 7.75% | |
LMATT Income Series II, LP | Secured borrowing | Capital Commitment Threshold Two | Maximum | Limited Partner | ||
Debt Instrument [Line Items] | ||
Capital commitment threshold to determine dividend rate | $ 1,000,000 | |
LMATT Income Series II, LP | Secured borrowing | Capital Commitment Threshold Two | Minimum | Limited Partner | ||
Debt Instrument [Line Items] | ||
Capital commitment threshold to determine dividend rate | $ 500,000 | |
LMATT Income Series II, LP | Secured borrowing | Capital Commitment Threshold Three | Limited Partner | ||
Debt Instrument [Line Items] | ||
Dividend percentage | 8% | |
LMATT Income Series II, LP | Secured borrowing | Capital Commitment Threshold Three | Minimum | Limited Partner | ||
Debt Instrument [Line Items] | ||
Capital commitment threshold to determine dividend rate | $ 1,000,000 |
LONG-TERM DEBT - SPV Purchase a
LONG-TERM DEBT - SPV Purchase and Sale and SPV Investment Facility (Details) - Subsequent Event $ in Millions | Jul. 05, 2023 USD ($) extension |
Policy APA | |
Debt Instrument [Line Items] | |
Insurance policies fair value | $ 10 |
SPV Investment Facility | Line of Credit | |
Debt Instrument [Line Items] | |
Face amount | $ 25 |
Debt instrument term | 3 years |
Number of extensions | extension | 2 |
Debt instrument extension term | 1 year |
Interest rate (as a percent) | 12% |
Default rate | 2% |
SPV Investment Facility | Line of Credit | Line of Credit | |
Debt Instrument [Line Items] | |
Face amount | $ 10 |
SPV Investment Facility | Line of Credit | Secured borrowing | |
Debt Instrument [Line Items] | |
Face amount | $ 15 |
SHAREHOLDERS' EQUITY (Details)
SHAREHOLDERS' EQUITY (Details) $ / shares in Units, $ in Thousands | 6 Months Ended | ||
Jun. 30, 2023 vote $ / shares shares | Aug. 30, 2022 USD ($) $ / shares | Dec. 31, 2021 shares | |
Class of Warrant or Right [Line Items] | |||
Common stock, shares authorized (in shares) | shares | 200,000,000 | ||
Common stock, par value (in dollars per share) | $ / shares | $ 0.0001 | ||
Preferred stock, shares authorized (in shares) | shares | 1,000,000 | ||
Preferred stock, par value (in dollars per share) | $ / shares | $ 0.0001 | ||
Preferred stock, shares issued (in shares) | shares | 0 | ||
Preferred stock, shares outstanding (in shares) | shares | 0 | ||
Number of votes per share | vote | 1 | ||
Common stock, shares issued (in shares) | shares | 62,961,688 | ||
Common stock, shares outstanding (in shares) | shares | 62,961,688 | 50,369,350 | |
Public Warrants | |||
Class of Warrant or Right [Line Items] | |||
Warrants outstanding (in shares) | shares | 17,250,000 | ||
Number of securities called by each warrant (in shares) | shares | 1 | ||
Exercise price of warrants (in dollars per share) | $ / shares | $ 11.5 | ||
Warrants, business combination exercisable term | 30 days | ||
Warrants, proposed offering exercisable term | 12 months | ||
Warrants term | 5 years | ||
Redemption price per warrant (in dollars per share) | $ / shares | $ 0.01 | ||
Warrant redemption notice period | 30 days | ||
Common stock price threshold (in dollars per share) | $ / shares | $ 18 | ||
Trading days | 20 days | ||
Trading day period | 30 days | ||
Common stock price threshold for redemption for common stock (in dollars per share) | $ / shares | $ 10 | ||
Warrants, common stock issuance threshold price (in dollars per share) | $ / shares | $ 9.2 | ||
Warrants, common stock issuance trading day period | 20 days | ||
Warrant price adjustment percentage | 115% | ||
Redemption trigger price adjustment percentage | 100% | ||
Redemption for common stock trigger price adjustment percentage | 180% | ||
Warrants outstanding | $ | $ 4,730 | ||
Warrant outstanding fair value per share (in dollars per share) | $ / shares | $ 0.274 | ||
Public Warrants | Binomial Lattice Model | |||
Class of Warrant or Right [Line Items] | |||
Warrants term | 5 years | ||
Public Warrants | Risk-free interest rate | Binomial Lattice Model | |||
Class of Warrant or Right [Line Items] | |||
Warrants and rights outstanding, measurement input | 0.0409 | ||
Public Warrants | Exercise price | Binomial Lattice Model | |||
Class of Warrant or Right [Line Items] | |||
Warrants and rights outstanding, measurement input | 11.5 | ||
Public Warrants | Common Stock Price | Binomial Lattice Model | |||
Class of Warrant or Right [Line Items] | |||
Warrants and rights outstanding, measurement input | 10.03 | ||
LMA | |||
Class of Warrant or Right [Line Items] | |||
Exchange ratio | 0.8 |
EMPLOYEE BENEFIT PLAN (Details)
EMPLOYEE BENEFIT PLAN (Details) - USD ($) | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | Dec. 31, 2022 | |
Postemployment Benefits [Abstract] | |||||
Maximum annual contributions (as a percent) | 100% | ||||
Employer match (as a percent) | 50% | ||||
Percent of employees gross pay (as a percent) | 4% | ||||
Benefit plan expense | $ 13,075 | $ 2,577 | $ 25,315 | $ 8,048 |
INCOME TAXES (Details)
INCOME TAXES (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Income Tax Disclosure [Abstract] | ||||
Provision for income taxes | $ 1,184,571 | $ 120,132 | $ 528,104 | $ 296,806 |
Effective tax rate percentage | 15% | 12% | 3.60% | 18% |
RELATED-PARTY TRANSACTIONS (Det
RELATED-PARTY TRANSACTIONS (Details) - USD ($) | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | Dec. 31, 2022 | |
Related Party Transaction [Line Items] | |||||
Total portfolio servicing revenue | $ 354,366 | $ 419,422 | $ 590,057 | $ 990,328 | |
Affiliated Entity | |||||
Related Party Transaction [Line Items] | |||||
Other current liabilities | 10,415,154 | 10,415,154 | $ 263,785 | ||
Other receivables | 10,473,748 | 10,473,748 | 2,904,646 | ||
Origination expenses for life settlement policies | 837,975 | 1,627,975 | |||
Affiliated Entity | Nova Funds | |||||
Related Party Transaction [Line Items] | |||||
Total portfolio servicing revenue | 197,629 | 205,224 | 411,076 | 406,129 | |
Affiliated Entity | Expense Reimbursements | Nova Funds | |||||
Related Party Transaction [Line Items] | |||||
Accounts receivable | 72,600 | 72,600 | 196,289 | ||
Owners | |||||
Related Party Transaction [Line Items] | |||||
Other current liabilities | 717,429 | 717,429 | 0 | ||
Related Party | |||||
Related Party Transaction [Line Items] | |||||
Total portfolio servicing revenue | 329,629 | $ 419,253 | 543,076 | $ 620,159 | |
Accounts receivable | $ 78,310 | 78,310 | $ 198,364 | ||
Related Party | Service Fee Agreement | |||||
Related Party Transaction [Line Items] | |||||
Related party transaction rate | 50% | ||||
Related Party | Service Fee Agreement | Previously Reported | |||||
Related Party Transaction [Line Items] | |||||
Related party transaction rate | 0.50% | ||||
Related Party | SPV Investment Facility | Line of Credit | |||||
Related Party Transaction [Line Items] | |||||
Face amount | $ 25,000,000 | $ 25,000,000 |
LEASES - ROU Assets and Lease L
LEASES - ROU Assets and Lease Liabilities (Details) - USD ($) | Jun. 30, 2023 | Dec. 31, 2022 |
Assets: | ||
Operating lease right-of-use assets | $ 240,816 | $ 77,011 |
Liabilities: | ||
Operating lease liability, current | 227,561 | 48,127 |
Operating lease liability, non-current | 16,864 | 29,268 |
Total lease liability | $ 244,425 | $ 77,395 |
LEASES - Lease Expense (Details
LEASES - Lease Expense (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Leases [Abstract] | ||||
Operating lease cost | $ 12,471 | $ 11,921 | $ 24,942 | $ 23,842 |
Variable lease cost | 7,704 | 612 | 8,925 | 1,223 |
Total lease cost | $ 20,175 | $ 12,533 | $ 33,867 | $ 25,065 |
LEASES - Supplemental Cash Flow
LEASES - Supplemental Cash Flow Information (Details) - USD ($) | 6 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | |
Leases [Abstract] | ||
Operating cash flows from operating leases | $ 24,557 | $ 23,842 |
ROU assets obtained in exchange for new lease liabilities | $ 0 | $ 0 |
LEASES - Lease Terms and Discou
LEASES - Lease Terms and Discount Rates (Details) | Jun. 30, 2023 | Dec. 31, 2022 |
Leases [Abstract] | ||
Weighted-average remaining lease term (in years) | 1 year | 1 year 6 months 29 days |
Weighted-average discount rate | 3.54% | 3.36% |
LEASES - Future Minimum Noncanc
LEASES - Future Minimum Noncancellable Lease Payments (Details) - USD ($) | Jun. 30, 2023 | Dec. 31, 2022 |
Leases [Abstract] | ||
Remaining of 2023 | $ 130,176 | |
2024 | 118,057 | |
2025 | 0 | |
2026 | 0 | |
2027 | 0 | |
Thereafter | 0 | |
Total operating lease payments (undiscounted) | 248,233 | |
Less: Imputed interest | (3,808) | |
Lease liability as of June 30, 2023 | $ 244,425 | $ 77,395 |
EARNINGS PER SHARE - Narrative
EARNINGS PER SHARE - Narrative (Details) | 3 Months Ended | 6 Months Ended |
Jun. 30, 2023 $ / shares shares | Jun. 30, 2023 $ / shares shares | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities (in shares) | 26,150,000 | |
Private Placement Warrant | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Exercise price of warrants (in dollars per share) | $ / shares | $ 11.5 | $ 11.5 |
Private Placement Warrant | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities (in shares) | 26,150,000 |
EARNINGS PER SHARE - Basic and
EARNINGS PER SHARE - Basic and Diluted (Details) - USD ($) | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | ||
Earnings Per Share [Abstract] | |||||
Net income attributable to Longevity Market Assets | $ 6,750,145 | $ 4,679,558 | $ 14,835,648 | $ 11,515,698 | |
Weighted-average shares used in computing net income per share, basic (in shares) | [1] | 50,507,728 | 50,369,350 | 50,438,921 | 50,369,350 |
Weighted-average shares used in computing net income per share, diluted (in shares) | [1] | 50,507,728 | 50,369,350 | 50,438,921 | 50,369,350 |
Basic net income per share (in dollars per share) | $ 0.13 | $ 0.09 | $ 0.29 | $ 0.23 | |
Diluted net income per share (in dollars per share) | $ 0.13 | $ 0.09 | $ 0.29 | $ 0.23 | |
[1]Both the number of shares outstanding and their par value have been retrospectively recast for all prior periods presented to reflect the par value of the outstanding stock of the Abacus Life Inc. as a result of Business Combination. |
SUBSEQUENT EVENTS (Details)
SUBSEQUENT EVENTS (Details) - Subsequent Event - Line of Credit - Owl Rock Credit Facility $ in Millions | Jul. 05, 2023 USD ($) |
Subsequent Event [Line Items] | |
Additional borrowing capacity availability period | 180 days |
Liquid asset minimum coverage ratio | 1.8 |
Commitment fee | 0.50% |
Debt instrument term | 5 years |
Default rate | 2% |
Amortization payment percentage | 1% |
Amortization payment per quarter | 0.25% |
Mandatory prepayment percentage | 100% |
Prepayment premium prior to first anniversary | 4% |
Prepayment premium prior to second anniversary | 3% |
Prepayment premium after second anniversary | 2% |
Maximum leverage ratio | 2.5 |
Maximum securities related activities percentage of aggregate gross revenues | 15% |
Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate | |
Subsequent Event [Line Items] | |
Interest rate (as a percent) | 7.25% |
Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate | Variable Rate Component One | |
Subsequent Event [Line Items] | |
Basis spread on variable rate | 0.10% |
Basis spread on variable rate, term | 1 month |
Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate | Variable Rate Component Two | |
Subsequent Event [Line Items] | |
Basis spread on variable rate | 0.15% |
Basis spread on variable rate, term | 3 months |
Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate | Variable Rate Component Three | |
Subsequent Event [Line Items] | |
Basis spread on variable rate | 0.25% |
Basis spread on variable rate, term | 6 months |
Base Rate | |
Subsequent Event [Line Items] | |
Interest rate (as a percent) | 6.25% |
Secured borrowing | |
Subsequent Event [Line Items] | |
Face amount | $ 25 |
Additional borrowing capacity | $ 25 |