Fair Value of Financial Assets and Liabilities | Fair Value of Financial Assets and Liabilities ASC 820, "Fair Value Measurement" ("ASC 820") establishes a fair value hierarchy that prioritizes the use of inputs used in valuation methodologies into the following three levels: • Level 1: Inputs to the valuation methodology are quoted prices, unadjusted, for identical assets or liabilities in active markets. A quoted price in an active market provides the most reliable evidence of fair value and shall be used to measure fair value whenever available. • Level 2: Inputs to the valuation methodology include quoted prices for similar assets or liabilities in active markets; inputs to the valuation methodology include quoted prices for identical or similar assets or liabilities in markets that are not active; or inputs to the valuation methodology that are derived principally from or can be corroborated by observable market data by correlation or other means. • Level 3: Inputs to the valuation methodology are unobservable and significant to the fair value measurement. Level 3 assets and liabilities include financial instruments whose value is determined using discounted cash flow methodologies, as well as instruments for which the determination of fair value requires significant management judgment or estimation. Financial Assets and Liabilities Recorded at Fair Value The following tables present information about our assets and liabilities that are measured at fair value on a recurring basis as of June 30, 2021 (in thousands): Level 1 Level 2 Level 3 Total Assets: Securitization notes receivable $ — $ — $ 15,224 $ 15,224 Residual trust certificates — — 946 946 Servicing assets — — 2,349 2,349 Interest rate cap agreement — 2,880 — 2,880 Total assets $ — $ 2,880 $ 18,519 $ 21,399 Liabilities: Servicing liabilities — — 3,961 3,961 Performance fee liability — — 1,290 1,290 Residual trust certificates, held by third-parties — — 914 914 Contingent consideration — — 147,820 147,820 Profit share liability — — 2,464 2,464 Total liabilities $ — $ — $ 156,449 $ 156,449 The following tables present information about our assets and liabilities that are measured at fair value on a recurring basis as of June 30, 2020 (in thousands): Level 1 Level 2 Level 3 Total Assets: Servicing assets $ — $ — $ 2,132 $ 2,132 Total assets $ — $ — $ 2,132 $ 2,132 Liabilities: Constant maturity swaps $ — $ 3,297 $ — $ 3,297 Servicing liabilities — — 1,540 1,540 Performance fee liability — — 875 875 Convertible debt derivative — — 6,607 6,607 Total liabilities $ — $ 3,297 $ 9,022 $ 12,319 There were no transfers between levels during the years ended June 30, 2021 and June 30, 2020. Assets and Liabilities Measured at Fair Value on a Recurring Basis (Level 2) Securitization Notes Receivable As of the year ended June 30, 2021, we held a retained interest in senior notes issued by our 2021-Z1 securitization. Refer to Note 12. Securitizations and Variable Interest Entities for a description of the securitization notes receivable. As of the year ended June 30, 2021, the securitization notes receivables are recorded at fair value based on an observable market-based transaction price and are classified as Level 2. Derivative Instruments (Interest Rate Cap Agreement and Constant Maturity Swaps) As of the year ended June 30, 2021, we had one interest rate cap agreement outstanding to manage interest costs and the risk associated with variable interest rates. This derivative has not been designated as a hedging instrument. As of the year June 30, 2021 the interest rate cap is classified as Level 2 and recorded at fair value, based on prices quoted for similar financial instruments in markets that are not active. The interest rate cap is presented within other assets or accrued expenses and other liabilities on the consolidated balance sheets. Any changes in the fair value of the financial instrument is reflected in other income (expense), net, on the consolidated statements of operations and comprehensive loss. During the year ended June 30, 2020, we acquired a series of constant maturity swaps from an institutional bank for the purpose of offsetting variable cash flows related to loan sale pricing fluctuations with a third-party loan buyer. These derivatives have not been designated as hedging instruments. The constant maturity swaps are recorded at fair value, based on prices quoted for similar financial instruments in markets that are not active, and are presented within other assets or accrued expenses and other liabilities on the consolidated balance sheets, together with the collateral amount required by the agreements. Any changes in the fair value of these financial instruments are reflected in other income (expense), net, on the consolidated statements of operations and comprehensive loss. Assets and Liabilities Measured at Fair Value on a Recurring Basis using Significant Unobservable Inputs (Level 3) We evaluate our financial assets and liabilities subject to fair value measurements on a recurring basis to determine the appropriate level at which to classify them each reporting period. Since our servicing assets and liabilities, performance fee liability, residual trust certificates, contingent consideration, and profit share liability do not trade in an active market with readily observable prices, we use significant unobservable inputs to measure fair value. This determination requires significant judgments to be made. Servicing Assets and Liabilities We sold loans with an unpaid balance of $3,232.9 million, $2,664.4 million, and $1,014.2 million for the years ended June 30, 2021, 2020, and 2019, respectively, for which we retained servicing rights. As of June 30, 2021 and June 30, 2020, we serviced loans which we sold with a remaining unpaid principal balance of $2,453.9 million and $1,365.6 million, respectively. We use discounted cash flow models to arrive at an estimate of fair value. Significant assumptions used in the valuation of our servicing rights are as follows: Adequate Compensation We estimate adequate compensation as the rate a willing market participant would require for servicing loans with similar characteristics as those in the serviced portfolio. Discount Rate Estimated future payments to be received under servicing agreements are discounted as a part of determining the fair value of the servicing rights. For servicing rights on loans, the discount rate reflects the time value of money and a risk premium intended to reflect the amount of compensation market participants would require. Net Default Rate We estimate the timing and probability of early loan payoffs, loan defaults and write-offs, thus affecting the projected unpaid principal balance and expected term of the loan, which are used to project future servicing revenue and expenses. We earned $24.7 million, $14.8 million, and $5.1 million of servicing income for the years ended June 30, 2021, 2020, and 2019, respectively. As of June 30, 2021 and June 30, 2020, the aggregate fair value of the servicing assets was measured at $2.3 million and $2.1 million, respectively, and presented within other assets on the consolidated balance sheets. As of June 30, 2021 and June 30, 2020, the aggregate fair value of the servicing liabilities was measured at $4.0 million and $1.5 million, respectively, and presented within accrued expenses and other liabilities on the consolidated balance sheets. The following table summarizes the activity related to the aggregate fair value of our servicing assets (in thousands): Servicing Assets Year Ended 2021 2020 Fair value at beginning of period $ 2,132 $ 1,680 Initial transfers of financial assets 2,915 1,899 Subsequent changes in fair value (2,698) (1,447) Fair value at end of period $ 2,349 $ 2,132 The following table summarizes the activity related to the aggregate fair value of our servicing liabilities (in thousands): Servicing Liabilities Year Ended 2021 2020 Fair value at beginning of period $ 1,540 $ 1,130 Initial transfers of financial assets 8,794 2,845 Subsequent changes in fair value (6,373) (2,435) Fair value at end of period $ 3,961 $ 1,540 The following table presents quantitative information about the significant unobservable inputs used for our Level 3 fair value measurement of servicing assets and liabilities as of June 30, 2021: Unobservable Input Minimum Maximum Weighted Average Servicing assets Discount rate 30.00 % 30.00 % 30.00 % Adequate compensation (1) 0.70 % 0.84 % 0.81 % Net default rate 0.53 % 0.95 % 0.64 % Servicing liabilities Discount rate 30.00 % 30.00 % 30.00 % Adequate compensation (1) 1.29 % 3.70 % 2.71 % Net default rate 0.80 % 8.42 % 7.12 % (1) Estimated cost of servicing a loan as a percentage of unpaid principal balance The following table presents quantitative information about the significant unobservable inputs used for our Level 3 fair value measurement of servicing assets and liabilities as of June 30, 2020: Unobservable Input Minimum Maximum Weighted Average Servicing assets Discount rate 30.00 % 30.00 % 30.00 % Adequate compensation (1) 0.73 % 0.89 % 0.76 % Net default rate 0.81 % 0.82 % 0.82 % Servicing liabilities Discount rate 30.00 % 30.00 % 30.00 % Adequate compensation (1) 2.00 % 3.18 % 2.55 % Net default rate 6.45 % 10.99 % 9.16 % (1) Estimated cost of servicing a loan as a percentage of unpaid principal balance The following table summarizes the effect that adverse changes in estimates would have on the fair value of the servicing assets and liabilities given hypothetical changes in significant unobservable inputs (in thousands): June 30, 2021 June 30, 2020 Servicing assets Net default rate assumption: Net default rate increase of 25% $ (7) $ (9) Net default rate increase of 50% $ (15) $ (21) Adequate compensation assumption: Adequate compensation increase of 25% $ (2,006) $ (1,338) Adequate compensation increase of 50% $ (4,011) $ (2,675) Discount rate assumption: Discount rate increase of 25% $ (4) $ (27) Discount rate increase of 50% $ (1) $ (56) Servicing liabilities Net default rate assumption: Net default rate increase of 25% $ (40) $ (8) Net default rate increase of 50% $ (61) $ (12) Adequate compensation assumption: Adequate compensation increase of 25% $ 3,060 $ 1,438 Adequate compensation increase of 50% $ 6,119 $ 2,875 Discount rate assumption: Discount rate increase of 25% $ (137) $ (48) Discount rate increase of 50% $ (263) $ (91) Performance Fee Liability In accordance with our agreements with our originating bank partners, we pay a fee for each loan that is fully repaid by the consumer, due at the end of the period in which the loan is fully repaid. We recognize a liability upon the purchase of a loan for the expected future payment of the performance fee. This liability is measured using a discounted cash flow model and recorded at fair value and presented within accrued expenses and other liabilities on the consolidated balance sheets. Any changes in the fair value of the liability are reflected in other income (expense), net, on the consolidated statements of operations and comprehensive loss. The following table summarizes the activity related to the fair value of the performance fee liability (in thousands): Year Ended June 30, 2021 2020 Fair value at beginning of period $ 875 $ 488 Purchases of loans 1,372 1,054 Subsequent changes in fair value (957) (667) Fair value at end of period $ 1,290 $ 875 Significant unobservable inputs used for our Level 3 fair value measurement of the performance fee liability are the discount rate, refund rate, and default rate. Significant increases or decreases in any of the inputs in isolation could result in a significantly lower or higher fair value measurement. The following table presents quantitative information about the significant unobservable inputs used for our Level 3 fair value measurement of the performance fee liability as of June 30, 2021: Unobservable Input Minimum Maximum Weighted Average Discount rate 10.00 % 10.00 % 10.00 % Refund rate 4.50 % 4.50 % 4.50 % Default rate 1.78 % 2.83 % 1.8 % The following table presents quantitative information about the significant unobservable inputs used for our Level 3 fair value measurement of the performance fee liability as of June 30, 2020: Unobservable Input Minimum Maximum Weighted Average Discount rate 10.00 % 10.00 % 10.00 % Refund rate 4.50 % 4.50 % 4.50 % Default rate 2.17 % 3.71 % 2.72 % Convertible Debt Derivative Refer to Note 11. Debt for a description of the convertible debt derivative liability. On September 11, 2020, the convertible notes were converted into 4,444,321 shares of Series G-1 redeemable convertible preferred stock. The conversion of the notes was accounted for as a debt extinguishment and as such the convertible debt derivative liability was extinguished. Residual Trust Certificates Held by Third-Parties in Consolidated VIEs Refer to Note 12. Securitizations and Variable Interest Entities for a description of the 2020-Z2 securitization trust. Residual trust certificates held by third-party investor(s) are measured at fair value using a discounted cash flow model, and presented within accrued expenses and other liabilities on the consolidated balance sheets. Any changes in the fair value of the liability are reflected in other income (expense), net, on the consolidated statements of operations and comprehensive loss. The following table summarizes the activity related to the fair value of the residual trust certificates held by third-parties (in thousands): Year Ended Fair value at beginning of period $ — Initial transfer of financial assets 1,468 Repayments (354) Subsequent changes in fair value (200) Fair value at end of period $ 914 Significant unobservable inputs used for our Level 3 fair value measurement of the residual trust certificates held by third-parties are the discount rate, loss rate, and prepayment rate. Significant increases or decreases in any of the inputs in isolation could result in a significantly lower or higher fair value measurement. The following table presents quantitative information about the significant unobservable inputs used for our Level 3 fair value measurement of the residual trust certificates held by third-parties as of June 30, 2021: Unobservable Input Minimum Maximum Weighted Average Discount rate 10.00 % 10.00 % 10.00 % Loss rate 0.75 % 0.75 % 0.75 % Prepayment rate 8.00 % 8.00 % 8.00 % The following table summarizes the effect that adverse changes in estimates would have on the fair value of the securitization residual certificates held by third-party investor(s) given hypothetical changes in significant unobservable inputs (in thousands): June 30, 2021 Discount rate assumption: Discount rate increase of 25% $ (21) Discount rate increase of 50% $ (42) Loss rate assumption: Loss rate increase of 25% $ (28) Loss rate increase of 50% $ (56) Prepayment rate assumption: Prepayment rate decrease of 25% $ (10) Prepayment rate decrease of 50% $ (20) Retained Beneficial Interests in Unconsolidated VIEs As of June 30, 2021 , the Company held residual trust certificates with an aggregate fair value of $0.9 million in connection with the 2021-Z1 securitization, which is an unconsolidated securitization. The balances consist of residual trust certificates corresponding to the 5% economic risk retention the Company is required to maintain as the securitization sponsor. Refer to Note 12. Securitizations and Variable Interest Entities for further description of the 2021-Z1 securitization trust. These assets are measured at fair value using a discounted cash flow model, and presented within securitization notes receivable and residual certificates (at fair value) on the consolidated balance sheets. Changes in the fair value, other than declines in fair value due to credit recognized as an impairment, are reflected in other comprehensive income (loss) on the consolidated statements of operations and comprehensive loss. Declines in fair value due to credit are reflected in other income (expense), net on the consolidated statements of operations and comprehensive loss. The following table summarizes the activity related to the fair value of the residual trust certificates (in thousands): Year Ended Fair value at beginning of period $ — Additions 15,655 Cash received (due to payments or sales) (14,754) Change in unrealized gain (loss) 29 Accrued interest 16 Reversal of (impairment on) securities available for sale — Fair value at end of period $ 946 Significant unobservable inputs used for our Level 3 fair value measurement of the notes and residual trust certificates are the discount rate, loss rate, and prepayment rate. Significant increases or decreases in any of the inputs in isolation could result in a significantly lower or higher fair value measurement. The following table presents quantitative information about the significant unobservable inputs used for our Level 3 fair value measurement of the residual trust certificates as of June 30, 2021 : Unobservable Input Minimum Maximum Weighted Average Discount rate 11.46 % 11.46 % 11.46 % Loss rate 0.61 % 0.61 % 0.61 % Prepayment rate 10.50 % 10.50 % 10.50 % The following table summarizes the effect that adverse changes in estimates would have on the fair value of the securitization residual trust certificates given hypothetical changes in significant unobservable inputs (in thousands): June 30, 2021 Discount rate assumption: Discount rate increase of 25% $ (22) Discount rate increase of 50% $ (44) Loss rate assumption: Loss rate increase of 25% $ (24) Loss rate increase of 50% $ (48) Prepayment rate assumption: Prepayment rate decrease of 25% $ (13) Prepayment rate decrease of 50% $ (27) Contingent Consideration Our acquisition of PayBright included consideration transferred and shares held in escrow where the shares released from escrow are contingent upon the achievement of future milestones. We classified the contingent consideration as a liability and will remeasure the liability to its fair value at each reporting date until the contingency is resolved. The acquisition date fair value of the contingent consideration liability was estimated using a Monte Carlo simulation. The number of shares released from escrow is determined based on simulated revenue, and the acquisition date fair value of the contingent consideration is equal to the number of shares released from escrow multiplied by the simulated share price, discounted at the risk-free rate. The change in fair value of the contingent consideration at each reporting date is recognized as a component of other income (expense), net in the consolidated statements of operations and comprehensive loss for the respective period. The following table summarizes the activity related to the fair value of the PayBright contingent consideration (in thousands): Year Ended Fair value at beginning of period $ — Acquisition date fair value 57,275 Subsequent changes in fair value 87,231 Effect of foreign currency translation 3,314 Fair value at end of period $ 147,820 Significant unobservable inputs used for our Level 3 fair value measurement of the Paybright contingent consideration are the discount rate, equity volatility, and revenue volatility. Significant increases or decreases in any of the inputs in isolation could result in a significantly lower or higher fair value measurement. The following table presents quantitative information about the significant unobservable inputs used for our Level 3 fair value measurement of the PayBright contingent consideration as of June 30, 2021: Unobservable Input Minimum Maximum Weighted Average Discount rate 12.00% 12.00% 12.00% Equity volatility 37.00% 97.00% 62.00% Revenue volatility 8.00% 98.00% 37.00% The Kite acquisition included $9.0 million of cash held in escrow, the release of which is determined based on employee retention. The acquisition date fair value of the contingent consideration was estimated using a probability-weighted approach in which the likelihoods of potential employee retention outcomes were applied to the respective payout amounts and discounted to present value. The contingent consideration asset will be remeasured to fair value at each reporting date based on the remaining amount held in escrow, passage of time, and any changes in expectations regarding employee retention outcomes until the contingency is resolved. The change in fair value of the contingent consideration asset at each reporting date is recognized as a component of other income (expense), net in the consolidated statements of operations and comprehensive loss for the respective period. The acquisition date fair value as of June 1, 2021 was $1.2 million. For the year ended June 30, 2021, the change in fair value of the contingent consideration asset related to the Kite acquisition was not material. Profit Share Liability During the year ended June 30, 2021, we entered into a commercial agreement with an enterprise partner, pursuant to which we are obligated to share in the profitability of transactions facilitated by our platform on their properties. Upon capture of a loan under this program, we record a liability associated with the estimated future profit to be shared over the life of the loan based on estimated program profitability levels. This liability is measured using a discounted cash flow model and recorded at fair value and presented within accrued expenses and other liabilities on the consolidated balance sheets. The following table summarizes the activity related to the fair value of the profit share liability (in thousands): Year Ended Fair value at beginning of period $ — Facilitation of loans 4,206 Actual performance (1,661) Subsequent changes in fair value (81) Fair value at end of period $ 2,464 Significant unobservable inputs used for our Level 3 fair value measurement of the profit share liability are the discount rate and estimated program profitability. Significant increases or decreases in any of the inputs in isolation could result in a significantly lower or higher fair value measurement. The following table presents quantitative information about the significant unobservable inputs used for our Level 3 fair value measurement of the profit sharing liability as of June 30, 2021: Unobservable Input Minimum Maximum Weighted Average Discount rate 30.00% 30.00% 30.00% Program profitability 1.79% 3.75% 3.75% Financial Assets and Liabilities Not Recorded at Fair Value The following table presents the fair value hierarchy for financial assets and liabilities not recorded at fair value as of June 30, 2021 (in thousands): Carrying Amount Level 1 Level 2 Level 3 Balance at Fair Value Assets: Cash and cash equivalents $ 1,466,558 $ 1,466,558 $ — $ — $ 1,466,558 Restricted cash 226,074 226,074 — — 226,074 Loans held for sale 13,030 — 13,030 — 13,030 Loans held for investment, net 1,904,560 — — 1,883,364 1,883,364 Accounts receivable, net 91,575 — 91,575 — 91,575 Other assets 171,250 — 171,250 — 171,250 Total assets $ 3,873,047 $ 1,692,632 $ 275,855 $ 1,883,364 $ 3,851,851 Liabilities: Accounts payable $ 57,758 $ — $ 57,758 $ — $ 57,758 Payable to third-party loan owners 50,079 — 50,079 — 50,079 Accrued interest payable 2,751 — 2,751 — 2,751 Accrued expenses and other liabilities 161,502 — 159,387 2,115 161,502 Notes issued by securitization trusts 1,176,673 — — 1,184,663 1,184,663 Funding debt 689,356 — — 689,356 689,356 Total liabilities $ 2,138,119 $ — $ 269,975 $ 1,876,134 $ 2,146,109 The following table presents the fair value hierarchy for financial assets and liabilities not recorded at fair value as of June 30, 2020 (in thousands): Carrying Amount Level 1 Level 2 Level 3 Balance at Fair Value Assets: Cash and cash equivalents $ 267,059 $ 267,059 $ — $ — $ 267,059 Restricted cash 61,069 61,069 — — 61,069 Loans held for sale 4,459 — 4,459 — 4,459 Loans held for investment, net 939,175 — — 922,919 922,919 Accounts receivable, net 59,001 — 59,001 — 59,001 Other assets 7,984 — 7,984 — 7,984 Total assets $ 1,338,747 $ 328,128 $ 71,444 $ 922,919 $ 1,322,491 Liabilities: Accounts payable $ 18,361 $ — $ 18,361 $ — $ 18,361 Payable to third-party loan owners 24,998 — 24,998 — 24,998 Accrued interest payable 1,860 — 1,860 — 1,860 Accrued expenses and other liabilities 25,395 — 25,395 — 25,395 Convertible debt 67,615 — — 67,615 67,615 Funding debt 817,926 — — 805,910 805,910 Total liabilities $ 956,155 $ — $ 70,614 $ 873,525 $ 944,139 |